Making insulation
smart and sustainable
2023 Annual Report
The FSC® certication provides an assurance that the wood and paper used for this Annual Report have been harvested in a socially and environmentally
responsible manner. The FSC’s Chain of Custody certication provides a way in which the material can be tracked from the certied initial source through the
manufacturing process to the end user.
The European Single Electronic Format (ESEF) is the ofcial version of this 2023 Annual Report, as stipulated in Art. 4 of the Transparency Directive 2004/109/EG.
Download the machine-readable iXBRL version of our 2023 Annual Report on https://www.recticel.com/investors/annual-half-year-reports.html
Credits images:
HGEsch (cover and page 78)
Buck Fotodesign / Jarosch Architecture, Rent Group (page 15)
Christoph Gruber (page 20)
Matej Hakár (page 24)
DAPh (page 37 and 155)
Emma Johnson (page 104)
Layout, concept and production: Vintage Productions, Belgium
Recticel Group - 2023 Annual Report 2
Introduction
About Recticel
Group
Our commitment
to sustainability
Our value
creation model
Business
performance
Risk and
opportunity
Sustainability
report
Financial
report
Appendix
Recticel Group is a Belgian insulation company with a strong presence in Europe and the US. Our ambition is to
accelerate the ght against climate change with smart insulation solutions that advance a carbon-free economy
and a better quality of life.
Recticel Group offers a comprehensive portfolio of thermal and thermo-acoustic solutions through different divisions,
which are all centres of excellence in their own specialities.
The Insulated Panels division provides PIR and mineral wool based solutions that enable the highest aesthetic
standards, unleash architectural potential and make pre-fabrication easier and more cost-efcient. The Insulation
Boards division includes energy-saving thermal and thermo-acoustic PIR boards, as well as ultra-efcient vacuum
insulated panels suitable for buildings and to support cold chain activities in industries ranging from food to pharma.
Dedicated to equipment manufacturers, the Acoustic Solutions division is a source of quality, tailored solutions for
superior noise control.
Our construction solutions focus on light building materials, modular solutions and smarter building skins. To
guarantee maximum performance – from our people and our solutions – we foster a diverse, stimulating and caring
workplace. Our experts are proud to provide customer services and support that are second to none. We build
valuable partnerships and collaborations with other companies, global organisations, customers and talents to take
concrete action with tangible results.
Recticel Group:
the home of smart,
sustainable insulation
Recticel Group - 2023 Annual Report 3
Introduction
About Recticel
Group
Our commitment
to sustainability
Our value
creation model
Business
performance
Risk and
opportunity
Sustainability
report
Financial
report
Appendix
Financial indicators
1
1
As announced in the press release of 14 June 2023, The Soundcoat Company Inc. (referred to as Soundcoat in this 2023 Annual Report) was not part of the divestment to Carpenter Co. and was transferred
from Discontinued Operations to Continuing Operations as of 1 January 2022. The formerly published 2022 income statements, financial position and cash-flow statements have been restated. Trimo d.o.o.
(Insulated Panels) is fully consolidated as of 1 May 2022.
(Euronext™: RECT.BE – Reuters: RECT.BR – Bloomberg: RECT.BB) is
listed on the Euronext ™ stock exchange in Brussels and is part of
the BEL Mid® index.
Index weighting: 1.0% - situation 16 April 2024
RECT
LISTED
EURONEXT
Net sales
Adjusted EBITDA
Net sales
Adjusted EBITDA
Adjusted EBITDA as % of net sales
Annual growth rate
0
100
200
300
400
500
600
%
0
10
20
30
40
50
60
70
Total equity versus net nancial debt/net cash
Total equity
Net financial debt
0
50
100
150
200
250
300
350
450
400
Net cash position
in million EUR
in million EUR
in million EUR
587.8
64.4
2022 2022 20222023 2023 2023
446.2
250.0
161.9
438.0
529.4
39.2
-9.9%
7.4%
11.0%
Recticel Group - 2023 Annual Report 4
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Our value
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performance
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Sustainability
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Financial
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Appendix
The pro forma leverage ratio = Net financial debt (after application of IFRS 5)
divided by the sum of (a) EBITDA (last 12 months) (before application of IFRS 5)
and (b) EBITDA (last 12 months) of the acquired company Trimo d.o.o. This pro
forma leverage ratio is a better comparable.
4
Subject to approval of the profit appropriation by the General Meeting of
28 May 2024, a dividend of EUR 0.31 gross will be paid per ordinary share,
or EUR 0.217 net (-30% withholding tax). This dividend will be payable from
3 June 2024. KBC Bank acts as paying agent. Payments for the registered
shares will take place via bank transfer to the shareholders’ bank accounts.
2
Incl. IFRS 16 – gearing: net financial debt / total equity;
leverage: net financial debt / EBITDA
For more information, see Chapter 7.2.6.10.
Gross dividend per share (5 years)
Gross dividend per share
0
Gearing and leverage ratio
2
Gearing Leverage
0
60%
50%
40%
30%
20%
10%
0%
0.24
0.26
0.29
0.31
0.31
4
56.0%
2.2
3.0
2.0
1.50
1.0
0.50
2.50
0.05
0.10
0.20
0.30
0.40
0.50
2022 2023: N/A
3
2019 2020 2021 2022 2023
Recticel share price evolution versus BEL 20, BEL Mid, BEL Small (period 01.01.2023-12.04.2024)
3
Not applicable as net cash position in 2023
-40%
-50%
-30%
-20%
-10%
0%
10%
20%
30%
JAN FEB MAR APR MAY JUN JUL AUG SEP OCT NOV DEC JAN FEB MAR APR
-60%
BEL20 BELMRecticel
-25.0
%
2.6
%
BELS
-19.7
%
7.7
%
Recticel Group - 2023 Annual Report 5
Introduction
About Recticel
Group
Our commitment
to sustainability
Our value
creation model
Business
performance
Risk and
opportunity
Sustainability
report
Financial
report
Appendix
Sustainability indicators
2023 CLIMATE ACTION PLAN
5
OUR
RACE
TO
NET
ZERO
EMISSIONS
scope 1+2 GHG emissions
Base year 2021
10,861 tCO
2
e
2022 result
9,753 tCO
2
e
2023 result
8,012 tCO
2
e
2030
SBTi target
-90%
vs base year
scope 3 GHG emissions*
Base year 2021
758,083 tCO
2
e
2022 result
737,136 tCO
2
e
2023 result
683,894 tCO
2
e
*incl. cat. 3.15 investment
2030
SBTi target*
-25%
vs base year
scope 1 GHG emissions
2021 2022 2023
-22.8%
5,746
tCO
2
e
5,270
tCO
2
e
4,437
tCO
2
e
3.1 purchased goods & services
2021 2022 2023
-11.6 %
476,664
tCO
2
e
445,072
tCO
2
e
413,480
tCO
2
e
scope 2 GHG emissions
(market based)
2021 2022 2023
5,115
tCO
2
e
4,483
tCO
2
e
3,575
tCO
2
e
-30.1%
3.12 end-of-life treatment of sold products
2021 2022 2023
-8.4 %
196,550
tCO
2
e
214,629
tCO
2
e
215,960
tCO
2
e
scope 1+2 GHG emissions
scope 3 GHG emissions
6
scope 1 GHG emissions
3.1 purchased goods & services
scope 2 GHG emissions
(market based)
3.12 end-of-life treatment of sold products
6
incl. Cat. 3.15, Investments
5
Recticel’s scope 1, scope 2 and scope 3 carbon footprints are subject to limited assurance by PwC. See Chapter 8.1 for their assurance report.
Due to a major methodology change resulting from obtaining more granular data from key suppliers, we restated the previous years, including
the SBTi base year. This restatement is also due to the inclusion of Soundcoat in our scope 1, 2 & 3 calculations.
Recticel Group - 2023 Annual Report 6
Introduction
About Recticel
Group
Our commitment
to sustainability
Our value
creation model
Business
performance
Risk and
opportunity
Sustainability
report
Financial
report
Appendix
scope 1+2+3 GHG emissions*
Base year 2021
768,944 tCO
2
e
2022 result
746,889 tCO
2
e
2023 result
691,905 tCO
2
e
*incl. cat. 3.15 investment
2050
SBTi target*
-90%
vs base year
carbon intensity per sales volume
scope 1+2
2021 2022 2023
-20.1%
3.4
tCO
2
e
3.0
tCO
2
e
2.7
tCO
2
e
avoided emissions*
2022 2023
8
estimated from all our building insulation products over their lifetime
9
excluding scope 3.15 investment
Recticel
scope 1+2+3
9
:
727,567 tCO
2
e
Recticel
scope 1+2+3
9
:
673,575 tCO
2
e
Avoided emissions:
25,931,764 tCO
2
e
Avoided emissions:
22,897,740 tCO
2
e
-4.5%
x 35.6 x 34.0
energy intensity per sales volume
18.2 kW/m³ 16.7 kW/m³ 15.6 kW/m³
-14.0 %
vs. base
year 2021
2021 2022 2023
scope 1+2+3 GHG emissions
7
carbon intensity per sales volume
scope 1+2
energy intensity per sales volume
avoided emissions
8
7
incl. Cat. 3.15, Investments
8
estimated from all our building insulation
products over their lifetime
9
excl. Cat. 3.15, Investments
Overall Net-Zero target
Recticel commits to reach net-zero greenhouse gas emissions across
the value chain by 2050 from a 2021 base year.
Near-Term targets
Recticel commits to reduce absolute scope 1+2 GHG emissions 90% by 2030 from a 2021 base year.
Recticel also commits to reduce absolute scope 3 GHG emissions 25% within the same timeframe.
Long-Term targets
Recticel commits to maintain at least 90% absolute scope 1+2 GHG emissions reductions from 2030 through
2050 from a 2021 base year.
Recticel also commits to reduce absolute scope 3 GHG emissions 90% by 2050 from a 2021 base year.
Date of approval: 14 February 2024
Recticel chose operational control as the consolidation approach and all divisions have been accounted
for in the inventory boundary. All targets have been assessed against the absolute contraction approach.
The proposed reduction in scope 1+2 is aligned with a rate of decarbonisation consistent with the goal
of keeping global temperature increase to 1.5°C compared to pre-industrial temperatures.
Recticel Group - 2023 Annual Report 7
Introduction
About Recticel
Group
Our commitment
to sustainability
Our value
creation model
Business
performance
Risk and
opportunity
Sustainability
report
Financial
report
Appendix
Gender diversity in senior management
% women in senior management positions*
3
0%
5%
10%
15%
20%
25%
30%
35%
2021
18%
2022 2023
14%
17%
target 2030
25%
Recticel Group: Recticel Insulation Boards, Trimo Insulated Panels, Turvac Vacuum Insulation, Soundcoat Acoustic Solutions + HQ
Safety
Frequency 1
Number of Lost Time Accidents x 1,000,000 / number of hours performed
Frequency 2
Number of [Lost Time Accidents + Restricted Work Cases +
Medical Treatment Cases] x 1,000,000 / number of hours performed
0
2
4
6
8
10
12
14
2021
1.95
2022 2023
4.82
8.88
2021
10.14
2022 2023
12.53
11.68
Recticel Group: Recticel Insulation Boards, Trimo Insulated Panels, Turvac Vacuum Insulation, Soundcoat Acoustic Solutions + HQ
target 2030
≤ 2
target 2030
≤ 5
PEOPLE & SOLUTIONS PLAN
Safety
10
Gender diversity
10
% women in senior management positions
11
OUR
RACE
TO
PERFORMANCE
POSITIVE
MAX
10
2023 limited assurance by PwC, see Chapter 8.1.
11
Recticel Hay grade 18 and above
scope 2021: Recticel Insulation, Recticel Bedding,
Recticel Engineered Foams
scope 2022: Recticel Insulation
scope 2023: Recticel Group
In 2021, 2022, HQ and Shared Services were included in the
reporting results of Recticel Insulation.
Recticel Group: Recticel Insulation, Trimo, Soundcoat, Turvac
(74% joint venture), HQ, Shared Services
Recticel Group - 2023 Annual Report 8
Introduction
About Recticel
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Our commitment
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Our value
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performance
Risk and
opportunity
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Financial
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Appendix
E-learning participation
E-learning participation
Governance programme
Data protection
92%
93%
94%
95%
96%
97%
98%
99%
2021
94%
2022 2023
95%
96%
target
95% completion
Ethics policy
92%
93%
94%
95%
96%
97%
98%
99%
2021
94%
2022 2023
94%
96%
target
95% completion
92%
93%
94%
95%
96%
97%
98%
99%
2021
94%
2022 2023
94%
96%
target
95% completion
Basics of contract law
E-learning participation
Cybersecurity
DIGIWIZZ
92%
93%
94%
95%
96%
97%
98%
99%
2021
96%
2022 2023
95%
93%
target
95% completion
Cybersecurity
scope 2021: White-collar employees, Recticel Insulation, Recticel Bedding,
Recticel Engineered Foams
scope 2022: White-collar employees, Recticel Insulation
scope 2023: White-collar employees, Recticel Group, excl. Trimo and Turvac
(74% joint venture)
In 2021, 2022, HQ and Shared Services were included in the reporting results of Recticel Insulation.
Recticel Group: Recticel Insulation, Trimo, Soundcoat, Turvac (74% joint venture), HQ, Shared Services
DIGIWIZZ
Recticel Group - 2023 Annual Report 9
Introduction
About Recticel
Group
Our commitment
to sustainability
Our value
creation model
Business
performance
Risk and
opportunity
Sustainability
report
Financial
report
Appendix
Highlights of 2023 and early 2024
04 06 09
11
07
05
APRIL 2023
First Captains of Industry event held at Autoworld
Museum in Brussels
Recticel Insulation organises a highly attended
information event with Belgium’s construction industry
leaders to talk about sustainability, circularity and
approaches to energy performance in non-residential
buildings.
JUNE 2023
Recticel becomes a dedicated insulation specialist
Recticel starts its new journey as a pure insulation
player, having completed the divestment of its
Engineered Foams activities to US-based Carpenter Co.
SEPTEMBER 2023
Jan Vergote appointed new
CEO of Recticel Group
NOVEMBER 2023
Trimo receives the Best Development and
Engineering Team of the Year award in Slovenia
Every year, the Časnik Finance newspaper
recognises the technological progress of
manufacturing companies in Slovenia with
the Factory of the Year award. The associated
Engineering and Development Team of the Year
award recognises the achievements of a team that
is outstanding in the production field.
JULY 2023
MAY 2023
2023 Insulation Barometer launched
With its annual Insulation Barometer, Recticel
Insulation has established a tradition and positioned
itself as an opinion leader in the insulation market.
The 2023 white paper focuses on non-residential
buildings and examines the influence of thermal
insulation and energy-efficient techniques on the
new EPC NR (Energy Performance Certificate for
non-residential units).
Recticel Insulation launches IMPACT, a new range of
bio-circular insulation solutions
Recticel introduces a new range of polyurethane
insulation boards containing 25% bio-circular raw
materials, calculated in accordance with the mass
balance principle. The products reduce CO
2
emissions
by an average of 43% compared to standard
boards while offering equivalent technical insulation
performance
12
12
Internal LCA calculation according to EN15804+A2 standard, for
modules A1 - A3 (cradle to gate), based on the mass balance method.
Recticel Group - 2023 Annual Report 10
Introduction
About Recticel
Group
Our commitment
to sustainability
Our value
creation model
Business
performance
Risk and
opportunity
Sustainability
report
Financial
report
Appendix
01 03
02
JANUARY 2024
Acquisition of REX Panels & Profiles completed
Founded in Belgium, REX Panels & Profiles specialises
in the production of PIR and mineral wool insulated
panels for the construction industry and is based in
an ideal location to serve Western European markets.
The acquisition will reinforce Trimo’s premium
strategy whilst doubling current production capacity.
MARCH 2024
FEBRUARY 2024
SBTi targets approved
The Science Based Targets initiative (SBTi) approves
our greenhouse gas emission reduction targets for
2030 (near-term) and our long-term and net-zero
targets for 2050. The SBTi is a global project driving
concrete action by enabling organisations to set
emission reduction targets that are grounded in
climate science.
Trimo’s collaboration with Pininfarina
leads to stunning special edition of QBISS
insulated panels
Developed by Pininfarina for Trimo’s
QBISS range, the Notch Wall System is a
pioneering design that customises QBISS
architectural wall systems with three
fundamental elements: versatile vertical
panel modules, a unique graphic alphabet
of curves and glyphs, and a “wing” modular
plugin for decoration and illumination. It
embodies the design priorities of purity,
elegance and innovation.
Recticel Insulation and Sika France win Perifem
Innovation Award (energy category) for Light Roof
insulation system
Powerdeck®+, an insulation board with an integrated
sealing membrane by Sika France, is a lightweight,
high-performance, compression-resistant insulation
board for flat steel roofs. It is the ideal insulating
support for photovoltaic panels and green terraces.
In France, for non-residential renovation or building
projects, a minimum of 30% of the roof area must have
solar panels.
Recticel Group - 2023 Annual Report 11
Introduction
About Recticel
Group
Our commitment
to sustainability
Our value
creation model
Business
performance
Risk and
opportunity
Sustainability
report
Financial
report
Appendix
About this report
This Recticel Group 2023 Annual Report consolidating our financial
and non-financial information has been structured considering
the European Sustainability Reporting Standards (ESRS) for
Europe’s Corporate Sustainability Reporting Directive (CSRD),
which will replace the Non-Financial Reporting Directive (NFRD)
from 1 January 2025. The new CSRD regulation will radically
increase the transparency of corporate progress in the area of
sustainability. Its overall aim is to harness potential and position
Europe as a forerunner in the transition to a fully sustainable and
inclusive economic and financial system in accordance with the
European Green Deal and the UN Sustainable Development Goals.
This report is available online. For greater insight into Recticel
Group, visit our corporate website www.recticel.com
Recticel Group - 2023 Annual Report 12
Introduction
About Recticel
Group
Our commitment
to sustainability
Our value
creation model
Business
performance
Risk and
opportunity
Sustainability
report
Financial
report
Appendix
Table of contents
1 RECTICEL GROUP — Forward-thinking insulation specialists 15
1.1 Who we are 16
1.2 What we mean by ‘smart, sustainable’ insulation 19
1.3 Our house of brands 21
1.4 Letter from the Chief Executive Officer 22
2. Our commitment to sustainability for every stakeholder 24
2.1
Our race to net-zero emissions and maximum positive performance
26
2.2 Corporate sustainability reporting: a transparent pathway 28
2.3 Stakeholder dialogue 30
2.4 ESG ratings and transparency 31
2.5 Unlocking the power of double materiality 33
2.5.1 Concept of double materiality and its relevance to
sustainable business practices 33
2.5.2 Double materiality assessment at Recticel 34
3. Our value creation model 37
3.1 Regulatory framework 39
3.2 Specialised activities for a fully rounded offer 41
3.2.1 Insulated Panels 42
3.2.2 Insulation Boards 48
3.2.3 Acoustic Solutions 54
4 2023 Business performance 57
4.1 Report of the Board of Directors 58
4.1.1 Executive summary 58
4.1.2 Consolidated Group results 59
4.1.3 Financial position 62
4.1.4 Subsequent event - REX acquisition 62
4.1.5 Sustainability - climate change 63
4.2 Board of Directors 64
4.3 Management Committee 65
5 Navigating the landscape of risk and opportunity 66
5.1 Risk identification & assessment 68
5.2 Charting the risk terrain: substantive risks 68
5.2.1 Strategy & compliance 69
5.2.2 Operations 71
5.2.3 Support 72
5.2.4 Risk related to external factors 73
5.3 Charting the risk terrain: ESG risks and opportunities 74
5.3.1 Materiality assessment 74
5.3.2 Relevant ESG risks 74
6 Sustainability report 76
6.1 Environmental statement 77
6.1.1 E1-1 Transition plan for climate change mitigation 79
6.1.2 E1-2 Policies related to climate change mitigation and
adaptation 80
6.1.3 E1-3 Actions and resources in relation to climate change
policies 80
6.1.4 E1-4 Targets related to climate change mitigation and
adaptation 82
6.1.5 E1-5 Energy consumption and mix 83
6.1.6 E1-6 Carbon footprint & GHG intensity – Scope 1, 2 & 3 86
6.1.7 E1-7 GHG removals and mitigation projects financed through
carbon credits 92
6.1.8 E1-8 Internal carbon pricing 93
6.1.9 E1-9 Potential financial effects from material physical and
transition risks and potential climate-related opportunities 93
6.1.10 Other environmental data points 93
6.1.11 EU Taxonomy 95
Recticel Group - 2023 Annual Report 13
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About Recticel
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Our value
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performance
Risk and
opportunity
Sustainability
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Financial
report
Appendix
6.2 Social statement 102
6.2.1 S1-1 Policies related to our own workforce 105
6.2.2 S1-2 Process for engaging with workers and workers’
representatives about impacts 108
6.2.3 S1-3 Process to remediate negative impacts and channels
for own workers to raise concerns 108
6.2.4 S1-4 Taking action on material impacts on own workforce 109
6.2.5 S1-5 Targets and managing material risks and opportunities 109
6.2.6 S1-6 Characteristics of the undertaking’s employees 110
6.2.7 S1-7 Characteristics of non-employees in the undertaking’s
own workforce 111
6.2.8 S1-8 Collective bargaining coverage and social dialogue 111
6.2.9 S1-9 Diversity metrics 111
6.2.10 S1-10 Adequate wages 112
6.2.11 S1-11 Social protection 112
6.2.12 S1-12 Persons with disabilities 112
6.2.13 S1-13 Training and skill development metrics 113
6.2.14 S1-14 Health and safety metrics 114
6.2.15 S1-15 Work-life balance metrics 116
6.2.16 S1-16 Remuneration metrics
(pay gap and total remuneration) 116
6.2.17 S1-17 Incidents, complaints and severe human rights impacts
and incidents 117
6.3. Governance statement 118
6.3.1 G1-1 Corporate culture and business conduct policies 120
6.3.2 G1-2 Management of relationships with suppliers 130
6.3.3 G1-3 Prevention and detection of corruption and bribery 132
6.3.4 G1-4 Confirmed incidents of corruption or bribery 135
6.3.5 G1-5 Political influence and lobbying activities 137
6.3.6 G1-6 Payment practices 137
6.3.7 Remuneration report for financial year 2023 139
6.3.8 Statement on non-financial information 152
7 Financial report 153
7.1 Consolidated financial statements 154
7.1.1 Consolidated income statement 154
7.1.2 Earnings per share 155
7.1.3 Consolidated statement of comprehensive income 155
7.1.4 Consolidated statement of financial position 156
7.1.5 Consolidated cash flow statement 157
7.1.6 Statement of changes in shareholders’ equity 160
7.2 Notes to the consolidated financial statements for the year
ending 31 December 2023 162
7.2.1 Summary of significant accounting policies 162
7.2.2 Changes in scope of consolidation 179
7.2.3 Business and geographical segments 180
7.2.4 Income statement 181
7.2.5 Statement of financial position 191
7.2.6 Miscellaneous 223
7.3 Recticel NV/SA - General information 232
7.4 Recticel NV/SA - Condensed statutory accounts 234
7.5 Declaration by the responsible officers 237
8 Appendix 238
8.1 Auditor’s reports 239
8.2 Glossary 245
8.3 Shareholder’s diary 247
8.4 GRI content index 248
Recticel Group - 2023 Annual Report 14
Introduction
About Recticel
Group
Our commitment
to sustainability
Our value
creation model
Business
performance
Risk and
opportunity
Sustainability
report
Financial
report
Appendix
1.1 Who we are
Recticel is a dedicated group of
insulation companies with headquarters
in Belgium and operations in fourteen
facilities spread over seven countries. The
companies that make up our house of
brands have different specialisations but
a common objective: to make insulation
solutions smarter and more sustainable
for the benefit of customers, stakeholders
and society at large.
Powerdeck Plus, Guézennec, France
Recticel Group - 2023 Annual Report 16
Introduction
About Recticel
Group
Our commitment
to sustainability
Our value
creation model
Business
performance
Risk and
opportunity
Sustainability
report
Financial
report
Appendix
In 2021, Recticel announced its intention to focus all its attention and expertise on its insulation business, leveraging 70 years of experience and a
well-established reputation in Europe’s insulation industry to make an important contribution to society. In a world driven by the urgent need to
transition to new energy sources and safeguard the planet for future generations, the right insulation solutions for every application will help to
create better, more sustainable lifestyles and living standards for everyone.
At the end of December 2023, we announced the acquisition of REX Panels & Proles, a trusted supplier of insulated panels for roof and wall
application founded in Belgium in 2012. With four production lines of PIR and mineral wool insulated panels, it offers an excellent complement to our
Trimo subsidiary (acquired in 2022), which specialises in higher end architectural and modular space solutions. The acquisition of REX will enable us
to geographically expand our panels portfolio, address new market sectors and be a more agile provider of energy-efcient insulation solutions.
Stoke-on-Trent (GBR)
Thermal insulation boards (PIR)
Bourges (FR)
Thermal insulation boards (PIR)
Trebnje (SLO)
Mineral wool insulated panels
Šimanovci (SRB)
Mineral wool
Insulated panels
Šoštanj (SLO)
Vacuum insulated panels
Angers (FRA)
Thermo-acoustic boards
Deer Park (USA)
Acoustic Solutions
Irvine (USA)
Acoustic Solutions
Tournai (BEL)
PIR and mineral wool insulated panels
Burntwood (GBR)
Flat and tapered roofs
Mäntsälä (FIN)
Thermal insulation boards (PIR)
Wevelgem (BEL)
Thermal insulation boards (PIR)
Recticel Headquarters
Recticel Insulation
Trimo
Soundcoat
Turvac
REX
Recticel Group - 2023 Annual Report 17
Introduction
About Recticel
Group
Our commitment
to sustainability
Our value
creation model
Business
performance
Risk and
opportunity
Sustainability
report
Financial
report
Appendix
Recticel at a glance
Belgian
insulation company
With a strong presence
in Europe and USA
7
Countries
3
Divisions
1,255
Employees
529.4
Sales in million €
Insulation Boards
Insulated Panels
Acoustic Solutions
on 31.12.2023 on 31.12.2023
Recticel Group - 2023 Annual Report 18
Introduction
About Recticel
Group
Our commitment
to sustainability
Our value
creation model
Business
performance
Risk and
opportunity
Sustainability
report
Financial
report
Appendix
1.2 What we
mean by ‘smart,
sustainable’
insulation
As a company, Recticel has always acted with agility and responsibility
towards stakeholders. As a dedicated insulation group, we have opened the
door to enhanced value creation by focusing on a market characterised
by solid long-term fundamentals and strong potential for our shareholders.
We are working smarter for the benefit of communities and the planet by
further refining our ESG targets and intensifying our efforts to reach them.
For investors, we are applying our acumen and experience in a market with
limited cyclicality and better visibility. At the same time, we are making
insulation a smarter investment choice by offering high-quality solutions
that are tailored for every need.
Recticel Group - 2023 Annual Report 19
Introduction
About Recticel
Group
Our commitment
to sustainability
Our value
creation model
Business
performance
Risk and
opportunity
Sustainability
report
Financial
report
Appendix
Our purpose
We ght climate change with leading products that lower
the carbon footprint of buildings
We help architects and clients to develop exciting spaces
We contribute to well-being with thermo-acoustic &
acoustic solutions
Since our company began its sustainability journey in
2013, we have relentlessly pushed our own boundaries,
setting ever more ambitious objectives and KPIs.
We were early advocates for effective thermal and
acoustic insulation as a key weapon in the fight against
climate change. Today we are even more committed
to maximising the potential of insulation to conserve
energy, improve indoor climate management, raise
living standards and reduce emissions.
The Recticel ESG strategy is based on two pillars: Our
Race to Net Zero and Our Race to Maximum Positive
Performance.
1
Our Race to Net Zero is the blueprint for our mission to
mitigate global warming today and over the long term.
With a firm basis in clearly defined materiality topics and
KPIs, it sustains our competitiveness while accelerating
our progress towards maximum positive climate impact
and greater circular efficiencies.
In February 2024, The Science Based Targets initiative
(SBTi) approved our greenhouse gas emission reduction
targets for 2030 (near-term) and our long-term and
net-zero targets for 2050. This global project is driving
concrete action by enabling organisations to set
emission reduction targets that are grounded in climate
science.
Our Race to Maximum Positive Performance is our
masterplan to maximise the contribution of our people
and solutions. Based on relevant materiality topics and
KPIs, it sets out targets in areas such as safety, training,
diversity and employee satisfaction. It also spells out our
goals for product certifications, eco-design principles
and sustainability practices at work.
1
Details of these two plans and their role in our value creation model are provided in Chapter 2 of this report.
Recticel Group - 2023 Annual Report 20
Introduction
About Recticel
Group
Our commitment
to sustainability
Our value
creation model
Business
performance
Risk and
opportunity
Sustainability
report
Financial
report
Appendix
1.3 Our house of brands
Thermal
insulation
Thermo-acoustic
insulation
Vacuum
insulation
Modular space
solutions
Insulation Boards Insulated Panels Acoustic Solutions
Recticel operates as a House of Brands. Each member of our brand family is encouraged to innovate and grow based
on its own areas of technical expertise and its profound knowledge of needs and trends in its specific markets and
applications.
The group is structured around three divisions:
Our new logo
The new Recticel Group logo retains the colours of the old Recticel logo to symbolise our
heritage and status as a solid, respected brand. However, it is updated with a modern, rounded
font that creates a more open effect. This reflects our customer focus and commitment to
collaboration and engagement with every stakeholder.
Recticel Group - 2023 Annual Report 21
Introduction
About Recticel
Group
Our commitment
to sustainability
Our value
creation model
Business
performance
Risk and
opportunity
Sustainability
report
Financial
report
Appendix
1.4 Letter from
the Chief Executive Ofcer
Dear Reader,
Whether you are a customer, shareholder, supplier, colleague or another stakeholder, I
welcome you to this 2023 Annual Report. Coming at the end of a major transition process
for our business, it is an ideal opportunity for me to share with you the renewed purpose
and structure of our organisation.
Staying ahead means leading, not following, and this is particularly true in the
construction industry. At Recticel, we create value through smart insulation solutions that
point the way to the future. Our strategy is based on aligning with the major building
trends while fostering innovation and operational excellence in all our product lines.
Achieving operational excellence means continually ensuring that our processes are
streamlined, efficient and responsive to market demands. This is the key to maintaining
our competitiveness and driving sustainable growth.
In our Insulation Boards division, this strategy is applied with a strong focus on better
solutions for specific applications, leadership in improving circularity, further geographic
expansion and the integration of biobased materials. We recognise the importance for
Recticel Insulation of reaching new markets and diversifying its customer base. Through
strategic partnerships and distribution channels and a commitment to ongoing market
analysis, we remain ready to identify and capitalise on opportunities in emerging regions
while strengthening our presence in established markets. By incorporating biobased
materials into our insulation boards, we not only reduce our environmental footprint but
also cater to the growing demand for eco-friendly construction solutions.
Jan Vergote
Chief Executive Officer
Recticel Group - 2023 Annual Report 22
Introduction
About Recticel
Group
Our commitment
to sustainability
Our value
creation model
Business
performance
Risk and
opportunity
Sustainability
report
Financial
report
Appendix
In the Insulated Panels division, our strategy for Trimo
specifically targets a premium position in the market,
international expansion and the most effective
integration and growth of our recent acquisition, REX
Panels & Profiles. Positioning our insulated panels as a
premium offering enables us to differentiate ourselves
and create value. We are identifying growth opportunities
in both domestic and international markets in order to
extend the reach of this product range and capitalise on
emerging trends and construction projects.
The acquisition of REX Panels & Profiles at the beginning
of this year represents a strategic investment in this
growth trajectory. It brings new capabilities, expertise
and products into our portfolio that will enhance our
competitive edge, unlock synergies and drive value
creation for our customers and shareholders.
In the Acoustic Solutions division, our Soundcoat
activity in North America is at a very exciting stage in
its development. Our market-leading materials are
now used in Space X, Blue Origin and Boeing aerospace
launches and we are involved in engineering solutions
for passenger drones, supersonic jets, battery powered
school buses, medical equipment, logistic centres and
many other segments.
Of course, the concept of value creation itself has
undergone a fundamental transformation in recent
years. The dynamic between businesses and society
has changed as customers, investors, employees
and regulators demand transparency, accountability
and tangible action on global issues such as climate
change, inequality and resource depletion. Reflecting our
profound commitment to these challenges, this report
proactively embraces the new corporate sustainability
reporting directive (CSRD) which will be compulsory from
next year.
Recticel has always understood the importance of
sustainable initiatives to stimulate innovation, bolster
brand reputation, attract top talent and tap into
new markets. Our strategic roadmap encompasses
investments in energy efficiency and the adoption of
low-carbon technologies. Collaboration with partners
along the value chain is central to our approach, as we
strive to collectively stimulate progress. Recticel actively
encourages suppliers to align with climate science by
embracing science-based and net-zero targets and, true
to our principle of leading by example, our own emission
reduction targets have been validated by the global
Science Based Target initiative (SBTi).
Like all businesses today, we are operating in a complex
environment. While the global economy narrowly avoided
recession in 2023, geopolitical tensions, an accelerating
climate emergency, energy concerns and the race
to regulate AI are all contributing to volatility. In these
circumstances, it takes agility to thrive.
At Recticel, our priority is to be the smartest rather than
the biggest. Our growth must be sustainable, efficient
and strategically aligned with our long-term objectives.
By optimising our processes, streamlining operations and
leveraging technology, we ensure that every aspect of
our business operates at peak efficiency.
We nurture innovation, embrace change and
continuously seek out new opportunities for growth.
Our agility allows us to respond swiftly to market
trends, customer needs and competitive pressures,
positioning us as a dynamic force in the industry. Rather
than spreading ourselves too thin, we concentrate our
resources on areas where we can make the greatest
impact, ensuring that our efforts yield the highest returns.
Our commitment to being the smartest permeates
every aspect of our business, internal and external, from
product development to customer service.
Business transformation inevitably brings challenges as
well as opportunities. I firmly believe in the path we have
taken and the prospects it holds in terms of business
success, societal contribution and value creation for
our shareholders and employees. I extend my sincere
thanks to everyone who has played a part in our journey
over the last year. Recticel Group remains committed to
delivering enhanced value for you in 2024.
At Recticel, we create value through
smart insulation solutions that point
the way to the future.
”
“
Recticel Group - 2023 Annual Report 23
Introduction
About Recticel
Group
Our commitment
to sustainability
Our value
creation model
Business
performance
Risk and
opportunity
Sustainability
report
Financial
report
Appendix
Transparency on non-nancial information, often referred to as
corporate social responsibility (CSR) or environmental, social and
governance (ESG) reporting, has become increasingly important. In
today’s interconnected world, stakeholders are more concerned about
a company’s impact beyond just nancial performance. Addressing
non-nancial issues is crucial for the long-term sustainability of
businesses, whilst building trust and credibility.
Recticel Group embraces comprehensive reporting to enable
stakeholders to understand its most signicant economic,
environmental and social impacts and its contributions to sustainable
development. Since 1997, the practice of sustainability reporting has
been led by GRI (the Global Reporting Initiative). The GRI Standards
and the Sustainable Development Goals (SDGs) have provided the
frameworks for integrated reporting to comply with the Non-Financial
Reporting Directive (NFRD).
1
On 21 April 2021, the European Commission adopted a proposal for a
Corporate Sustainability Reporting Directive (CSRD). This new regulation,
which will be rolled out in a phased approach from 2024, radically
expands on the reporting requirements of the NFRD to increase the
transparency of corporate progress in the area of sustainability. The
overall aim of the CSRD is to harness Europe’s potential and position
the continent as a forerunner in the transition to a fully sustainable
and inclusive economic and nancial system, in alignment with the
European Green Deal and the UN Sustainable Development Goals.
1
See GRI content index in Chapter 8.4.
Recticel Group - 2023 Annual Report 25
Introduction
About Recticel
Group
Our commitment
to sustainability
Our value
creation model
Business
performance
Risk and
opportunity
Sustainability
report
Financial
report
Appendix
2.1 Our race to net-zero emissions
and maximum positive performance
Recticel Group is driven by societal needs. Smart insulation systems have a very significant role to play
in improving the energy performance of buildings and the sustainability of the construction sector as a
whole. Knowing that sustainability adds value and drives success for all our stakeholders, we innovate
to support healthy, energy-efficient lifestyles, reduce carbon emissions and use resources with the
utmost care.
We take responsibility for our impact on the planet and society at large, paying attention to
sustainability along our entire value chain, from raw material sourcing to product manufacturing,
consumption and end-of-life. This includes our own activities and those within our sphere of influence,
upstream as well as downstream.
We also consider the material impact that sustainability issues can have on our financial value and
cash flows, and the risks and opportunities related to this material impact. The double materiality
assessment which is a CSRD requirement marries these principles of financial and impact materiality.
The analysis identifies the aspects that are most relevant for Recticel and for our stakeholders and how
they contribute to the priority Sustainable Development Goals (SGDs) we defined.
Recticel Group - 2023 Annual Report 26
Introduction
About Recticel
Group
Our commitment
to sustainability
Our value
creation model
Business
performance
Risk and
opportunity
Sustainability
report
Financial
report
Appendix
We are executing our ESG strategy through two routes: Our Race to Net Zero and Our Race to Maximum Positive Performance.
OUR
RACE
TO
NET
ZERO
EMISSIONS
OUR
RACE
TO
PERFORMANCE
POSITIVE
MAX
Objectives:
Fight climate change through decarbonisation and
resource efficiency
Deliver on our SBTi commitment
Objectives:
Foster a trustful and caring culture; stimulate empowerment and
collaboration; embrace Simply Safe; develop talents and skills
Maximise our products’ contribution for people, planet and society
Our Race to Net Zero is a focused Climate Action Plan for our fight against global
warming. It includes clear targets and KPIs to further reduce our carbon footprint to
net zero impact and increase the positive impact of our activities. Our efforts focus
on responsible selection of raw materials, sustainable, energy-efficient processes
and eco-design. Our ambition is to be a forerunner in the global transition to a
circular, low-carbon economy.
Our Race to Maximum Positive Performance is our People and Solutions Plan. It is
based on our conviction that, to create a better society, we must act together and
share knowledge, expertise and technology. This means maintaining the highest
standards and principles on human rights, labour, the environment and anti-
corruption.
As an employer, we strive to guarantee an inspiring, rewarding and safe place to
work. We constantly improve the sustainability and energy performance of our
solutions to create better living standards for current and future generations.
Recticel considers the impact of its insulation products over the entire life cycle. We support the transition from the linear ‘take, make, dispose’ economic model to a circular
economy by seeking new ways to prevent, reuse and recycle production and end-of-life waste while minimising demand for constrained natural resources. We engage in
extended producer responsibility (EPR) schemes developed to collect, recover and recycle our insulation solutions.
The Trimoterm panels provided by our subsidiary Trimo contain between 7% and 56% recycled materials. All products are made to order (MTO) to minimise waste during
installation. Besides being up to 90% recyclable, our mineral wool insulated panels are designed to enable easy dismantling and reuse in another building.
In 2023 our subsidiary Recticel Insulation launched the IMPACT range of thermal insulation boards for cavity wall and flat roof insulation, containing 25% bio-circular raw materials
and reducing CO
2
e emissions by an average of 43% compared to a standard board. The subsidiary’s Simfocor® thermo-acoustic products also earned the ‘Solar Impulse
Efficient Solution’ certificate for their high level of recycled polyurethane content, simultaneously joining the Solar Impulse Foundation’s list of #1000+ Solutions selected for their
contribution to clean economic growth. Our thermo-acoustic panels contain minimum 70% recycled PU foam from end-of-life mattresses.
A critical element in our journey to a more circular economy is the engagement and responsibility of our suppliers to implement sustainable innovations that will enhance the
recyclability of our insulation solutions.
Recticel Group - 2023 Annual Report 27
Introduction
About Recticel
Group
Our commitment
to sustainability
Our value
creation model
Business
performance
Risk and
opportunity
Sustainability
report
Financial
report
Appendix
2.2 Corporate sustainability
reporting: a transparent pathway
To bring sustainability reporting into line with financial reporting, companies will be required to report on how sustainability issues impact their business and on how their
operations affect people and the planet. The Corporate Sustainability Reporting Directive (CSRD) describes the double materiality process that must be followed to select material
topics relevant for stakeholders and includes the requirement for reporting on forward-looking information, including targets and progress.
On 31 July 2023, the European Commission (EC) adopted the first delegated act of the European Sustainability Reporting Standards (ESRS). The delegated act includes the
12 finalised ESRS, made up of two cross-cutting standards (which define the general reporting principles and the CSRD fundamental concepts, including double materiality
and reporting boundaries) and 10 topical standards. The topical standards include the specific reporting requirements for environmental, social and governance matters.
Cross-cutting
standards
General
requirements
Climate change Own workforce
Business conduct
General
disclosures
Pollution
Workers in the
value chain
Water and
marine resources
Affected
communities
Biodiversity and
ecosystems
Consumers and
end-users
Resource use and
circular economy
ESRS E1 ESRS S1 ESRS G1
ESRS S2
ESRS S3
ESRS S4
ESRS E2
ESRS E3
ESRS E4
ESRS E5
Environment
Social
Governance
ESRS 1
ESRS 2
For financial years starting on or after
1 January 2024, the CSRD will apply
to companies currently subject to
NFRD, with the first report expected
to be produced in 2025. The phased
roll-out will eventually extend to all
large EU companies, listed SMEs and
non-EU companies with a significant
EU branch. As a result, almost 50,000
companies will be required to collect
and share sustainability information
compared to about 11,700 now.
Recticel Group - 2023 Annual Report 28
Introduction
About Recticel
Group
Our commitment
to sustainability
Our value
creation model
Business
performance
Risk and
opportunity
Sustainability
report
Financial
report
Appendix
ESG REGULATIONS
EUROPEAN CLIMATE LAW
EU Taxonomy regulation
A classification framework establishing definitions and
rules determining which economic activities qualify as
sustainable.
EU Corporate Sustainability
Reporting Directive (CSRD)
A directive designed to place sustainability and
financial reporting on the same level, to ensure
better transparency, consistency and reliability for
stakeholders.
Directive on improving the gender
equality on corporate boards
By July 2026, at least 40% of non-executive positions
should be filled by the under-represented gender. For
executive directors, the target is 33%.
General Product
Safety Directive (GPSD)
Under this directive, a product is defined as safe if it
meets all statutory safety requirements under EU or
national law.
EU Sustainable Finance
Disclosure Regulation (SFDR)
Disclosure requirements on organisational, service and
product levels, mainly applying to European financial
institutions.
Corporate Sustainability Due
Diligence Directive (CSDDD or CS3D)
Directive on obligations for companies to carry out due
diligence to identify and address human rights and
environmental adverse impacts, and to produce climate
plans.
EU Waste Framework
Directive (WFD)
Regulation on basic waste management principles
(including waste prevention, collection, reuse
and recycling, and treatment) to protect the
environment and human health..
EU Global Human Rights
Sanction Regime (HRSR)
Regime enabling the EU to target individuals, entities and
bodies responsible for, involved in or associated with
serious human rights violations and abuses worldwide,
no matter where they occurred.
EU REACH (Registration, Evaluation,
Authorisation and Restriction of Chemicals)
Regulation affecting the supply and use of chemical
substances with the aim of improving the protection of
human health and the environment.
This law enshrines the goal of reaching
climate neutrality into legislation, with
a legally binding target of net zero
greenhouse gas emissions by 2050.
THE EU GREEN DEAL
Strategy to transition the EU
economy to a sustainable
economic model. The ultimate
objective is the EU reaching
climate neutrality by 2050.
Source: https://www.pwc.be/en/challenges/esg/regulatory-landscape.html?gclid=EAIaIQobChMI0pnYqtfx_QIVaQIGAB11IQPXEAAYAyAAEgJOCPD_BwE
Recticel Group - 2023 Annual Report 29
Introduction
About Recticel
Group
Our commitment
to sustainability
Our value
creation model
Business
performance
Risk and
opportunity
Sustainability
report
Financial
report
Appendix
2.3 Stakeholder dialogue
Recticel Group is committed to clear and constant communication with our key stakeholders, namely shareholders and investors, customers, employees and
suppliers. We maximise opportunities for fruitful dialogue, including interaction with authorities and knowledge institutes, to enhance stakeholder confidence, build
trust and strengthen Recticel’s reputation as a responsible corporate citizen.
Through our SBTi commitments and our engagement with rating companies to disclose information on the ESG aspects of our business, we signal to investors,
customers, employees and regulators that Recticel is serious about addressing climate change in a credible and transparent manner.
We engage with key stakeholders throughout the policy development process, seeking input, feedback, and buy-in, to ensure that our policies are relevant, feasible,
and supported across the organisation.
Key stakeholders Commitments How we engage
Shareholders
and investors
• Timely disclosure of information such as operating results, management
policies, plans and events
• Building trust-based relationships
• Shareholder returns
• Corporate website, especially Investor Relations section
• Annual and half-year reports
• AGM and EGM with video broadcasting
• Disclosing information to rating organisations
• Analyst meetings
• Roadshows (financial, ESG and sustainability conferences): 6 roadshows, 132 contacts
(individual or in group)
• Contacts with reference shareholders
Customers
• Providing safe, secure and quality products
• Building trust-based relationships
• Improving customer satisfaction through products, service and support
• Fair and equitable transactions
• Product brochures
• Quality Assurance Certificates
• Activity websites
• Interactions
• Calculation tools (insulation)
Employees
• Providing a safe and rewarding workplace
• Enhancing systems and education to maximise their capabilities
• Open communication with employees and their representatives
• Digital Workplace
• CEO Team Time
• Team meetings
• Employee Performance Management Discussion (EPMD)
• Sustainability Day (incl. Safety)
• Training programmes
• Social dialogue (local and European Works Council)
Suppliers
• Optimising carbon footprint
• Resource efficiency and circular economy
• Optimising upstream transport and distribution
• Supply chain human rights due diligence
• Partnership for innovation
• Day-to-day contact
• Visits, meetings, audits, fairs
• Development projects
Recticel Group - 2023 Annual Report 30
Introduction
About Recticel
Group
Our commitment
to sustainability
Our value
creation model
Business
performance
Risk and
opportunity
Sustainability
report
Financial
report
Appendix
Our ambition is to be a leader in our industry for climate change action and an
equitable society. For many years, Recticel has been committed to strong performance
on both financial and non-financial criteria. Transparency on objectives and
performance is key to earning and retaining the trust and support of shareholders, who
are increasingly interested in companies with solid ESG commitments and scores.
We pursue ESG ratings to measure our performance, provide clarity and identify areas
where we can improve.
We are rated by Morningstar Sustainalytics and S&P Global on our exposure to
ESG risk and by EcoVadis on the integration of sustainability into our business and
management system with regard to environment, labour & human rights, ethics and
sustainable procurement.
We also voluntarily disclose our climate change data to CDP, which is the gold standard
of environmental reporting with the richest and the most comprehensive dataset on
corporate action. CDP plays a vital role in promoting environmental transparency,
encouraging corporate sustainability and driving action on climate change and other
environmental challenges. It assesses responding companies across four consecutive
levels:
• Disclosure (D-/D): Transparent about climate change
• Awareness (C-/C): Knowledge of impact on, and of, climate issues
• Management (B-/B-): Taking coordinated action on climate issues
• Leadership (A-/A): Implementing current best practices
For 2023, Recticel obtained a B score for Climate Change, the same score as in 2022.
However, the underlying parameters show a substantial improvement.
Business Strategy, Financial Planning & Scenario Analysis
Emissions reduction initiatives and low carbon products
Targets
Value chain engagement
Energy
Governance
Opportunity Disclosure
Risk DisclosureRisk management processes
Scope 1 & 2 emissions (incl. verification)
Scope 3 emissions (incl. verification)
A- A-
A
A
B-
B-
B-
B
B
B
B
Business Strategy, Financial Planning & Scenario Analysis
Emissions reduction initiatives and low carbon products
Targets
Value chain engagement
Energy
Governance
Opportunity Disclosure
Risk DisclosureRisk management processes
Scope 1 & 2 emissions (incl. verification)
Scope 3 emissions (incl. verification)
D
A
C
B-
B
B
C
A
B-
B
B
2.4 ESG ratings and transparency
2022 | CDP B score for Climate Change
2023 | CDP B score for Climate Change
Recticel Group - 2023 Annual Report 31
Introduction
About Recticel
Group
Our commitment
to sustainability
Our value
creation model
Business
performance
Risk and
opportunity
Sustainability
report
Financial
report
Appendix
In addition, CDP provides a Supplier Engagement Rate (SER) indicating how effectively
companies are engaging with their suppliers on climate change.
Purchasing organisations have the potential to incentivise significant environmental
changes through engagement with their suppliers. However, in 2022, just 38% of
organisations responding to the CDP climate change questionnaire reported that they
engage with their own suppliers on GHG emissions and climate change strategies.
Through the SER grade, CDP aims to increase buyer engagement to accelerate action
on emissions in global supply chains.
For 2023, Recticel received an A-, which is in the Leadership band (top 15%), having
been upgraded from the B score in 2022.
2022 | CDP B score for Supplier Engagement
2023 | CDP A- score for Supplier Engagement
C
C-
A A
B
Governance
Overall CDP Climate Change scoreTargets
Supplier engagement Scope 3 emissions (incl. verification)
A-
C-
A A
B
Governance
Overall CDP Climate Change scoreTargets
Supplier engagement Scope 3 emissions (incl. verification)
Recticel Group - 2023 Annual Report 32
Introduction
About Recticel
Group
Our commitment
to sustainability
Our value
creation model
Business
performance
Risk and
opportunity
Sustainability
report
Financial
report
Appendix
2.5 Unlocking the
power of double
materiality
2.5.1 Concept of double materiality
and its relevance to sustainable
business practices
The Corporate Sustainability Reporting Directive (CSRD) requires Recticel to conduct a
double materiality assessment to identify crucial topics affecting its ability to create,
sustain or reduce economic, environmental and social value. This involves analysing both
the impact Recticel has on the environment and society (impact materiality) and how
sustainability issues affect Recticel’s financial status and reputation (financial materiality).
Both dimensions of materiality are interconnected and relevant to sustainable business
practices.
The outcome of a materiality assessment should inform the organisation’s sustainability
strategy, goals and key performance indicators and form the foundation for effective
strategic decision-making.
In the process, the following critical elements are to be considered:
• What specific steps were taken to identify, prioritise and validate key impacts,
including how the company considered the perspective of its organisation and key
stakeholders?
• How were actual and potential impacts on the environment and people determined
and how did the company determine the risks and opportunities that affect, or may
affect, its development and performance?
Recticel Group - 2023 Annual Report 33
Introduction
About Recticel
Group
Our commitment
to sustainability
Our value
creation model
Business
performance
Risk and
opportunity
Sustainability
report
Financial
report
Appendix
2.5.2 Double materiality assessment at Recticel
Recticel’s double materiality assessment is set to conclude by the end of 2024. Consequently, the findings are not reflected in the
current report. However, the outcomes of the assessment will shape Recticel’s reporting themes, compliant with the European
Sustainability Reporting Standards (ESRS), starting from the fiscal year 2024 report.
The methodology for the double materiality assessment is outlined as follows:
Establish
sustainability
governance
structure
Internal capacity
building
Sustainability task
force creation
Actions Actions Actions Actions Actions Actions
Define context and
relevant ESG risks
and opportunities
Long list of
sustainability topics
Evaluation of
relevance and
criticality with
internal stakeholders
Selection of short list
Perform
stakeholder
assessment
Identify relevant
stakeholders
Assess importance
of topics to
stakeholders
Determine impact
and financial
materiality
Evaluation of actual
and potential
impacts (scale,
scope, irremediability
and likelihood)
Evaluation of
financial materiality
(size and likelihood)
Define material
sustainability
topics
Define the threshold
Identify material
sustainability topics
Sustainability
strategy and
action plan
Update sustainability
strategy
Define ambitions and
action plan
1 2 3 4 5 6
OUTCOMEOUTCOMEOUTCOMEOUTCOME OUTCOME OUTCOME
Sustainability
governance
framework
Short list of relevant
ESG topics
Importance of
ESG topics to
stakeholders
Impact on planet
and society
Financial impact of
ESG topics
Material topics on
which to report and
build sustainability
strategy
Update sustainability
strategy and targets
Recticel Group - 2023 Annual Report 34
Introduction
About Recticel
Group
Our commitment
to sustainability
Our value
creation model
Business
performance
Risk and
opportunity
Sustainability
report
Financial
report
Appendix
Climate change
(ESRS-E1)
Pollution
(ESRS-E2)
Resource use and circular
economy
(ESRS-E5)
Own workforce
(ESRS-S1)
Workers in the value chain
(ESRS-S2)
Consumers and
end-users
(ESRS-S4)
Business conduct
(ESRS-G1)
• Fight climate change through
decarbonisation and
resource efficiency
• Deliver on our SBTi
commitment
• Energy efficiency and
renewable energy
• Use of chemicals and
substances of concern
• Renewable resources
• Product design and circularity
• Use of recycled materials and
EOL value
• Resource efficiency, waste
reduction
• Sustainable packaging
• Job satisfaction and well-
being
• Occupational health and
safety
• Working conditions and
labour rights
• Training and development
• Diversity and inclusion
• Working conditions, health
and safety in the supply chain
• Product performance
• Product stewardship
• Good governance &
transparency
• Ethics and integrity
• Process and product
innovation
• Procurement practices
2.5.2.1 Our sustainability governance structure
2.5.2.2 Short list of relevant ESG risks and opportunities
The Recticel Board of Directors ensures that sustainability is embedded in the corporate strategy. It reviews the ESG strategy to make sure that appropriate sustainability
standards and reporting frameworks are in place.
The overall responsibility for our sustainability ambitions, strategy, reporting and issues management resides with the Chief Executive Ofcer (CEO), who engages with the
Management Committee to review the co-ordination of the company’s roadmap for reporting and execution.
The Sustainability & Communications Director leads a cross-functional Sustainability Task Force (STF), oversees data gathering and compliance reporting to external benchmarks
and steers communication on sustainability matters with internal and external stakeholders. The Sustainability Task Force was established to incorporate insights from various
departments and teams within Recticel. It comprises members from the technical, operations, procurement, R&D, human resources, legal and sustainability departments.
Top-down engagement is vital for a robust and impactful double materiality analysis. At the beginning of 2023, we organised sustainability workshops with the Recticel
Management Committee and with the Sustainability Task Force to deepen their understanding of the CSR Directive, its compulsory reporting framework (ESRS) and the double
materiality assessment process. In the workshop, we identied a rst list of sustainability impacts, risks, and opportunities, ensuring they aligned with Recticel’s mission and
reected our perspective on stakeholder expectations.
Between July and October 2023, we carried out an assessment of ESG (Environmental, Social, and Governance) risks and opportunities. This assessment aimed to prioritise
sustainability topics in terms of their relevance, whether they presented a risk or opportunity, their level of criticality, and the time frame for addressing them. Participants were
also encouraged to offer specic feedback on these topics.
The outcome of this process resulted in a condensed list of sustainability issues to be further explored with stakeholders in 2024 and assessed for their impact and nancial materiality:
More information and results can be found in Chapter 5.3, Charting the risk terrain: ESG risks and opportunities.
Recticel Group - 2023 Annual Report 35
Introduction
About Recticel
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Our commitment
to sustainability
Our value
creation model
Business
performance
Risk and
opportunity
Sustainability
report
Financial
report
Appendix
2.5.2.3 Importance of ESG topics to stakeholders
2.5.2.4 Moving forward in 2024
To ensure that none of the affected stakeholders were overlooked during the assessment, we conducted a comprehensive analysis
of stakeholder groups throughout the value chain of our various businesses.
Information about the value chains of our various business activities and the different stakeholders can be found in Chapter 3.2.
Our key stakeholders, or those parties that invest in and impact our activities to the greatest degree, comprise shareholders and
investors, customers, employees and suppliers.
As part of the double materiality assessment, our stakeholder consultation will be completed in Q2 2024. The results will give insight
into how different stakeholders perceive the importance of sustainability topics for Recticel.
The next steps will be to dene the most material ESG topics, update the corporate strategy and report on material topics.
From an impact materiality perspective, the materiality of an issue will be measured considering the severity and likelihood of its
impact on the environment and/or people.
From a nancial materiality perspective, the materiality of an issue will be measured by considering the magnitude of its nancial
effects and the probability of its occurrence.
The Recticel Group sustainability strategy will be updated to integrate ESG priorities, informed by the results of the double
materiality assessment. Actions will be dened to ll gaps and accelerate sustainability ambitions.
Recticel will report on all ESG topics identied as material and their related impacts, risks, and opportunities in the 2024 Annual
Report. To report in line with CSRD, we will disclose information on the double materiality process, governance, strategy, metrics and
targets.
Given the signicant role of climate change, own workforce and business conduct topics in our strategic sustainability journey, we
have already incorporated all aspects of ESRS E1 – Climate Change (Chapter 6.1), ESRS S1 – Own Workforce (Chapter 6.2) and ESRS G1
– Business Conduct (Chapter 6.3) in the 2023 Annual Report.
Recticel Group - 2023 Annual Report 36
Introduction
About Recticel
Group
Our commitment
to sustainability
Our value
creation model
Business
performance
Risk and
opportunity
Sustainability
report
Financial
report
Appendix
Sustainability is not just a component of our value creation model. It is our value creation model.
How we create value
The progress we made in 2023 (vs 2022)
1
• Climate change
• Resource use and circular economy
• Own workforce
• Business conduct
• Energy efficient insulation solutions
We fight climate change with
leading products that lower the
carbon footprint of buildings, we help
architects and clients to develop
exciting spaces and we contribute to
well-being with thermo-acoustic &
acoustic solutions.
scope 1
scope 2
scope 3
22,897,740 tCO
2
e, multiple:
scope 1+2/m
3
OUR PURPOSE
GHG emissions
Carbon intensity
per sales volume
Energy consumption
Energy intensity per sales
volume (kWh/m³)
Avoided emissions
2
INSULATION BOARDS
INSULATED PANELS
ACOUSTIC SOLUTIONS
SDGs DEFINED BY RECTICEL
Where we create value
OUR
RACE
TO
NET
ZERO
EMISSIONS
OUR
RACE
TO
PERFORMANCE
POSITIVE
MAX
-22.8
%
-20.6
%
-14.0
%
x 34.0
-30.1
%
-9.7
%
-20.1
%
1
Recticel’s scope 1, scope 2 and scope 3 carbon footprint are subject to limited assurance by PwC. See Chapter 8.1 for their assurance report.
Due to a major methodology change resulting from obtaining more granular data from key suppliers we restated the previous years. This restatement is also due to the inclusion of Soundcoat in our scope 1, 2 & 3 calculations.
2
Estimated avoided emissions from all our building insulation products over their lifetime
Recticel Group - 2023 Annual Report 38
Introduction
About Recticel
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Our commitment
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Our value
creation model
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performance
Risk and
opportunity
Sustainability
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report
Appendix
Our value creation model aligns with the European Green Deal, the set of
proposals adopted by the European Commission in 2019 with the aim of
making the European Union the first climate neutral continent by 2050.
The Green Deal’s regulatory framework includes measures to improve
the energy efficiency of buildings through construction and renovation,
formalised in the Energy Performance of Buildings Directive (EPBD).
On 14 March 2023, the European Parliament approved a revision to the EPBD
including a proposal by the Commission to introduce mandatory Minimum
Energy Performance Standards (MEPS) for the whole building sector. A
provisional agreement was reached by the co-legislators on 7 December
2023, with final adoption expected in early 2024. The revised EPBD sets
higher performance standards for new buildings and stricter targets to
reduce energy consumption in existing buildings. It includes a focus on
lifecycle greenhouse gas (GHG) emissions, Indoor Environmental Quality
(IEQ) and the phaseout of fossil fuels.
3
European households use energy for different purposes, including heating
and cooling for living spaces, water heating, cooking, lighting, powering
appliances and other uses which often occur outside the dwelling itself.
Eurostat has been gathering and publishing data on household energy use
since 2017, including a breakdown of the purposes for which the energy is
consumed. In 2021, the residential sector accounted for 27% of final energy
consumption or 18.6% of gross inland energy consumption in the EU.
3
https://www.eurovent.eu/issues/energyperformanceofbuildings/
3.1 Regulatory
framework
Recticel Group - 2023 Annual Report 39
Introduction
About Recticel
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Our value
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performance
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opportunity
Sustainability
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Financial
report
Appendix
Up to 25% heat loss
through the roof
Up to 35% heat loss through
uninsulated walls
ENERGY CONSUMPTION IN EU HOUSEHOLDS (% SHARE, 2021)
BUILDINGS ACCOUNT FOR:
HEAT LOSS IN RESIDENTIAL BUILDINGS
25%
15%
10%
15%
35%
Space cooling
0.5%
Space heating
64.4%
Water heating
14.5%
Cooking
6.0%
Other uses
1.1%
Lighting and
electrical appliances
13.6%
Source: https://ec.europa.eu/eurostat/statistics-explained/index.php?title=Energy_consumption_in_households
source: https://www.euractiv.com/section/energy-environment/opinion/insulating-the-economy-why-the-eu-must-aim-high-on-its-buildings-directive/
40%
of energy
consumed
75%
of EU buildings
are not energy
efcient
36%
of energy-related greenhouse
gas emissions consumed
85-95%
of EU buildings are expected
to still be standing in 2050
Recticel Group - 2023 Annual Report 40
Introduction
About Recticel
Group
Our commitment
to sustainability
Our value
creation model
Business
performance
Risk and
opportunity
Sustainability
report
Financial
report
Appendix
Insulated Panels
Insulation Boards
Acoustic Solutions
3.2 Specialised activities for a fully
rounded offer
Recticel Group offers a comprehensive portfolio of insulated panels, insulation boards and acoustic solutions. Our
activities are distributed across three divisions, incorporating brands which have been strategically selected for their
excellence in their own specialities.
Our offering, addressable market, value proposition,
value chain: Chapter 3.2.1
Our offering, addressable market, value proposition,
value chain: Chapter 3.2.2
Our offering, addressable market, value proposition,
value chain: Chapter 3.2.3
Recticel Group - 2023 Annual Report 41
Introduction
About Recticel
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Our commitment
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Our value
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performance
Risk and
opportunity
Sustainability
report
Financial
report
Appendix
3.2.1 Insulated Panels
Metal faced insulated panels provide buildings with both insulation and weather protection. They are single, factory engineered components which are typically fixed directly to
the structural frame with no requirement for a cavity in the cladding construction.
Recticel’s Insulated Panels division serves customers through three brands – Trimo, Trimo MSS and the more recently acquired REX Panels & Profiles – for an offering that
encompasses a broad selection of PIR and mineral wool based solutions.
4
4
Read more about Recticel’s acquisition of REX Panels & Profiles in Chapters 1.1 and 1.4 above.
TRIMOTERM – A range of environmentally friendly mineral wool
insulated panels for façade, wall and roof applications. These panels
are ideal for constructions with very high demands for re resistance,
sound reduction and thermal insulation.
QBISS ONE & QBISS SCREEN -A design and technology breakthrough,
this world class-engineered, prefabricated modular metal wall offers a
true alternative to conventional built-up systems.
The QBISS One prefabricated metal wall system was developed in
response to architectural and design demands: durability, atness,
rounded corners, shadow/ush joints and a vast array of colour options,
combined with an enhanced return on investment.
3.2.1.1 Insulated Panels – our offering
Trimoterm
Sound
Trimoterm FTV
(walls, façade)
Trimoterm SNV
(roof)
Trimoterm FTV HL
(walls, façade)
MINERAL WOOL INSULATED PANELS
Recticel Group - 2023 Annual Report 42
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Appendix
QBISS NOTCH – A landmark collaboration between Trimo and the innovative Italian
design house Pininfarina rst showcased at the MIPIM real estate event in Cannes in
February 2024.
A special edition of Trimo’s QBISS architectural insulated panels, the QBISS Notch
Wall System is a pioneering design that customises QBISS architectural wall systems
with three fundamental elements:
- versatile vertical panel modules
- a unique graphic alphabet of curves and glyphs
- a “wing” modular plugin for decoration and illumination.
QBISS Notch not only enhances the architectural aesthetic but also highlights the
vertical thrust, combining Trimo’s engineering prowess and Pininfarina’s design air.
ARTME – A unique high-tech façade surface treatment that allows literally unlimited
shapes, patterns and visual effects to be inscribed on the façade envelope.
ArtMe uses a highly controlled, 3D-forming technology on completed façade
elements with pre-coated steel-sheet surfaces. Recognising the importance of
product performance, this façade treatment preserves the original integrity and
characteristics of the elements without compromise.
Recticel Group - 2023 Annual Report 43
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Appendix
The acquisition of REX Panels & Proles on 10 January
2024 was a major step in Recticel’s strategy to
become a pan-European leader in the insulated
panels segment. It reinforces our production
capacity and will provide Trimo with access to the
PIR insulated panels category as a complement to its
existing mineral wool products.
Trimo MSS provides modular units (each consisting of
a oor, column and ceiling structural elements) for use
in a wide range of applications, including commercial,
hospitality, education and industrial facilities. With
over 30 years of experience, Trimo has shipped almost
100,000 units worldwide, providing exible, sustainable
solutions with an exceptional price/performance ratio.
The units are available in different dimensions and offer
proven energy efciency and certied re resistance.
They can be delivered either at packed or fully factory
assembled. Trimo MSS solutions are easy to install, almost
100% recyclable and designed to be used in consecutive
projects over a long time period.
PIR AND MINERAL WOOL INSULATED PANELS MODULAR SPACE SOLUTIONS
Recticel Group - 2023 Annual Report 44
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3.2.1.3 Insulated Panels – value proposition
Insulated panels offer a unique set of benets in construction. Their structural and physical properties
allow great design freedom, while their advanced technical qualities provide a high-quality, total
envelope solution. They are a particularly good match for pre-fabrication requirements, enabling
regulatory compliance in a fast, cost-efcient and scalable manner.
Key features of the Recticel Insulated Panels portfolio
• Self-supporting (up to 10m single span)
• Single factory-manufactured unit
• Mineral wool (MW) / PIR insulation
• Water & air tightness
• Extreme thermal values
• Moisture resistant
• 98% recyclable (MW)
3.2.1.2 Insulated Panels – addressable market
The market for insulated panels is split between PUR/PIR and mineral wool core products, accounting for 80% and 20% of the market share respectively.
The main megatrends driving growth in this segment are:
• Sustainability
• Fire safety
• Energy efciency
• Prefabrication
All of these trends are addressed in our brand and product portfolio. Furthermore, Recticel Group has demonstrated resilience to changes in market behaviour with a proven
ability to adapt quickly to evolving demands.
Single factory-manufactured unit
A sustainable choice
Safety and performance
Design exibility
Lightweight factory system
Low life cycle costs
First-class service
BENEFITS OF MINERAL WOOL AND PIR INSULATED PANELS
Recticel Group - 2023 Annual Report 45
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Appendix
3.2.1.4 Insulated Panels – value chain
TRIMO | REX PANELS & PROFILES
STAKEHOLDERS
Multinationals
Investors / developers
Architects / Building Engineers
Contractors, sub-contractors &
assemblers
RAW
MATERIALS
Steel
(with/without recycled content for mass balance)
Mineral wool
(with/without % production waste)
MDI + Polyol
Assembly waste
Waste dealers
Scraping & reuse/disposal
Separation
DISPOSAL (mineral wool)
RECYCLING (steel)
Production waste mineral wool
manufactures & steel producers
NON-RESIDENTIAL USE
END OF LIFE
(30-60 years)
Collection & separation
Recticel Group - 2023 Annual Report 46
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STAKEHOLDERS
TRIMO MSS (MODULAR SPACE SOLUTIONS)
One-stop providers of
Modular Space Solutions
Dealers (rent-a-container)
Contractors, sub-contractors
& assemblers
Architects / Building Engineers
Investors (municipalities),
owners (industrial /
commercial companies)
RAW
MATERIALS
Steel
(with/without recycled content for mass balance)
Mineral wool
(with/without % production waste)
Retrofitting
containers
Recycling (steel)
Reuse (mineral wool)
Separation
DISPOSAL (mineral wool)
RECYCLING (steel)
Production /assembly waste
mineral wool manufactures &
steel producers
RESIDENTIAL /
NON-RESIDENTIAL USE
Container
assembly
(incl. plumbing
& electrical
installations)
Collection & separation
END OF LIFE
Recticel Group - 2023 Annual Report 47
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3.2.2 Insulation Boards
Our Insulation Boards division offers three types of products: thermal and thermo-acoustic insulation boards, and vacuum insulated panels.
Our thermal insulation boards consist of high-performance polyisocyanurate (PIR) foam laminated between two facing materials. The facing options are wide-ranging and
include multi-layer foils, aluminium, bituminous and mineral coated glass fleece, and gypsum plasterboard laminates. Tailored for various residential and non-residential
applications, our thermal insulation boards are applied in every area of the building envelope, including flat, tapered and pitched roofs, cavity walls, floors, internal linings and
external wall insulation systems.
Our thermo-acoustic insulation boards for partition wall applications, made with minimum 70% PU foam, are sold under the brand name Simfocor®. Our inner wall thermo-acoustic
solutions are also made from recycled materials and are simply attached to the interior wall with a special adhesive, reducing noise by around 87%.
The Insulation Boards division also includes vacuum insulated panels (VIP), delivered by our joint venture Turvac. Vacuum insulation extends the possibilities for insulation in
situations where strict technical requirements and space constraints make traditional insulation solutions less practical. VIP applications include retrofitting existing buildings and
temperature-controlled packaging for pharmaceuticals and food products.
THERMAL INSULATION FOR EVERY PART OF THE BUILDING ENVELOPE
3.2.2.1 Insulation Boards – our offering
Floor insulation
Roof insulation
(at and pitched roofs)
Wall insulation
IMPACT – Launched in
2023, a range of thermal
insulation boards for
cavity wall and flat roof
insulation, containing
25% bio-circular raw
materials and reducing
CO
2
emissions by an
average of 43% compared
to standard boards.
Recticel Group - 2023 Annual Report 48
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Appendix
THERMO-ACOUSTIC INSULATION FOR REDUCED
AIRBORNE NOISE
VACUUM INSULATION OFFERING ULTIMATE EFFICIENCY FOR
DEMANDING APPLICATIONS
Simfocor® insulation board
for partition walls
Thermo-acoustic insulation
for inner walls
Core
Fumed silica or glass fibre
material creates shape
and channels heat waves
Cover
Airtight high barrier multilayer film preventing
gas and moisture from escaping
10 mm protective PIR
top and bottom
0.006 W/mK
VIP core
Protective
frame in PIR
Recticel Group - 2023 Annual Report 49
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THERMO-ACOUSTIC BOARDS
The market for thermo-acoustic solutions
is also expected to grow in tandem with
increasing awareness of noise pollution,
stricter noise pollution standards, improving
living standards, and the overall focus on
energy efciency. Our Simfocor® thermo-
acoustic solutions are primarily intended for
the DIY market. Our thermo-acoustic panels
contain minimum 70% recycled PU foam
from end-of-life mattresses.
VACUUM INSULATED PANELS
The market for vacuum insulated panels includes the building and construction
industry, especially in renovation and retrotting sectors. Due to their exceptionally high
efciency and space-saving characteristics, our VIPs address additional markets in the
cold chain packaging and pharmaceutical industries.
PIR THERMAL INSULATION BOARDS
The market for Recticel’s PIR thermal insulation boards is growing in line with the
European building insulation market in general. Key drivers include increased
government initiatives to insulate as part of the journey towards net zero, and an
upsurge in the renovation of residential and commercial buildings.
3.2.2.2 Insulation Boards – addressable market
A
B
C
D
>D
50%
11%
11%
12%
15%
EU average distribution of EPC ratings (%)
Recticel Group - 2023 Annual Report 50
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3.2.2.3 Insulation Boards – value proposition
Our PIR thermal insulation solutions make a particular contribution to economic and environmental
sustainability. Insulation boards allow regulatory compliance to be achieved with thinner walls and
roofs. As an insulating material, PIR outperforms conventional materials such as mineral wool (glass
wool/stone wool), XPS/EPS and cellular glass.
Conventional insulation
materials
Mineral Wool
0.038 ƛ
d
[W/mK]
Expanded Polystyrene (EPS)
0.036 ƛ
d
[W/mK]
Cellular Glass
0.036 ƛ
d
[W/mK]
Extruded Polystyrene (XPS)
0.032 ƛ
d
[W/mK]
Polyurethane (PIR)
0.022 ƛ
d
[W/mK]
254 mm
240 mm
240 mm
214 mm
147 mm
40 mm
Super insulation
materials
Vacuum Insulated Panels (VIP)
0.006 ƛ
d
[W/mK]
Superior energy efciency
Reduced thickness
Low weight
Cleaner indoor air
Walkability without deformation
BENEFITS OF PIR INSULATION BOARDS
The lambda value (ƛ-value) is an indication of a product’s thermal conductivity in W/mK. The
lower the thermal conductivity, the higher the insulating performance and the greater the savings
in heating/cooling costs for the building. ƛ
d
, the declared lambda value, represents the thermal
conductivity of a material as tested in a lab with constant conditions of temperature and humidity,
and includes the aging of the material. The graph here above is based on a building shell element of
U=0.15 W/m²K or thermal resistance value R=6.65 m²K/W (R=1/U).
Recticel Group - 2023 Annual Report 51
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Quick and easy
Space-efcient
Reduced airborne noise
Improved energy efciency
High recycled content
Aimed at the DIY market, our thermo-acoustic boards are designed with
an eye to versatility and straightforward installation. Our thermo-acoustic
insulation board for partition wall applications, made with minimum 70%
recycled PU foam from end-of-life mattresses are sold under the brand
name Simfocor®, received the ‘Solar Impulse Efcient Solution’ certicate.
Issued by Bertrand Piccard’s Solar Impulse Foundation, this certicate
is awarded to products, services and processes combining credible
environmental and economic performance.
Our vacuum insulated panels (delivered through the Turvac joint
venture) add signicant value by enabling insulation in situations where
it would otherwise be extremely difcult or even impossible. This is due to
their ability to provide the most efcient performance with the thinnest
layer. Vacuum insulated panels can be used to meet strict insulation
requirements in constrained spaces. Their applications include:
• Retrotting existing buildings where available space for insulation is
limited;
• Temperature-controlled packaging used for transport of ultra-low
temperature (ULT) vaccines and other temperature-sensitive drugs;
• International trade in perishable products and food supplies.
Environmentally friendly
Reduced thickness
Long lifetime
BENEFITS OF VACUUM INSULATED PANELS
BENEFITS OF THERMO-ACOUSTIC INSULATION BOARDS
Recticel Group - 2023 Annual Report 52
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STAKEHOLDERS
3.2.2.4 Insulation Boards – value chain
Residential owners
Real estate managers
Wholesalers / Distributors /
Building supplies stores
Architects / Building Engineers
Contractors, sub-contractors &
assemblers
RAW
MATERIALS
Thermal PIR boards:
MDI & bio-MDI; Polyol & bio-Polyol
Thermo-acoustic boards:
recycled Flexible PU foam; glue
RESIDENTIAL / NON-RESIDENTIAL USE
RECYCLED
PET POLYOL
separation
DISPOSAL
ENERGY RECOVERY
RECYCLE INTO OTHER APPLICATIONS
Vacuum Insulated Panels:
Deck-VQ (origin: Turvac)
Production waste,
incl. briquetting dust
END OF LIFE
REUSE
Collection & separation
R&D DEVELOPMENT:
Pyrolysis
Chemolysis
Recticel Group - 2023 Annual Report 53
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Appendix
3.2.3 Acoustic Solutions
Soundcoat specialises in tailored acoustic insulation solutions for equipment used in various sectors. For over six decades, it has been building sound relationships with
manufacturers and developing pioneering noise solutions, propelled by a spirit of innovation that enables it to tackle market challenges head-on.
Renowned for its products and customer-centric ethos, Soundcoat engages in close collaboration with clients from the initial stages of the equipment concept through to
implementation and operation. Based in the US, it has operating facilities in New York and California.
3.2.3.1 Acoustic Solutions – our offering
Soundcoat employs a holistic approach to managing acoustics, covering problem
diagnosis, product engineering, production and ongoing quality assurance. This
approach yields customised solutions utilising a range of products tailored to specic
needs:
• Engineering Services: Full service engineering including in-house customer testing
in the lab’s hemi-anechoic chamber, transmission loss window or reverb room;
acoustic modelling and predictive analysis.
• Absorption: Materials designed to diminish reverberant airborne noise by
converting acoustic energy into thermal energy.
• Barrier: Solutions engineered to offer high sound transmission loss for various low-
frequency applications.
• Damping: Products crafted to mitigate vibrations from impact sources, panel
resonance and radiated sound from structures.
• Gasketing: Primarily utilised between metal or structural components, products to
regulate contamination, airow, noise, vibration, RF-EMI, ESD and thermal loss.
• Thermal: Solutions utilising porous and bre-blended materials suitable for high-
temperature environments and aerospace applications.
Recticel Group - 2023 Annual Report 54
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Appendix
3.2.3.3 Acoustic Solutions – value
proposition
Noise control is one of the great differentiators in equipment manufacturing. It sets
the tone for product quality and can be integral to a brand’s reputation. Soundcoat
maximises the value of its noise control solutions by approaching each project as a
partnership. Its engineers collaborate with manufacturers on their designs and provide
highly specialised subject-matter expertise and practical know-how throughout the
design, manufacturing, testing, implementation and operational stages.
Soundcoat develops its solutions utilising a fully equipped acoustics lab; a materials
testing lab; best-in-class predictive analysis and computer modelling tools; and
two manufacturing facilities monitored under a rigorous system of internal quality
control. With highly developed in-house competencies, it can deliver a variety of
acoustic solutions including laminated composites consisting of lms, acoustic fabrics
or embossed facings; materials cut to shape with or without adhesive backing; or
products in sheets, rolls or packaged in kits.
The company has a strict quality assurance policy and is ISO 9001:2015 registered at
both its New York and California facilities. The California facility also carries additional
AS9100 certication to handle the needs of its aerospace and aviation customers.
Noise reduction
Enhanced product
performance
Protection of equipment
Compliance with
regulations
Improved comfort
3.2.3.2 Acoustic Solutions – addressable
market
Soundcoat offers acoustic engineering services and product solutions to Original
Equipment Manufacturers (OEMs) across various segments, including aviation,
aerospace, heavy-duty and transport vehicles, energy storage and charging, generator
sets, semiconductor processing equipment and medical equipment. These sectors
are characterised by rapid technological advancements and increasing regulatory
demands regarding sound level performance associated with the customer’s product.
Soundcoat serves the following markets:
• Aerospace & Aviation
• On-road heavy-duty vehicles
• Industrial equipment
• Building & Infrastructure
• Energy & Utilities
• Medical Equipment Manufacturing
• Electrical & Electronics
BENEFITS OF SOUNDCOAT ACOUSTIC SOLUTIONS
Recticel Group - 2023 Annual Report 55
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STAKEHOLDERS
Primary markets
B2B
Mobilty Performance:
Aerospace, Aviation, Class 8 truck
• R&D (acoustics engineers)
• application engineering / support
• procurement management
• manufacturing / assembly
Industrial Solutions: Power generation,
Heavy-duty vehicles, Semiconductor
equipment, Building acoustics
Medical OEM equipment: Fluid
diagnostics, Waste management,
Oxygen therapy
RAW
MATERIALS
Foams (Melamine foam, PU foam, Polyimide foam)
Plastics
Chemicals
Metals (aluminium, lead)
Adhesives
Parts & Complete kits
Separation
DISPOSAL
RECYCLING INTO OTHER APPLICATIONS
Production
waste
END OF LIFE
3.2.3.4 Acoustic Solutions – value chain
Recticel Group - 2023 Annual Report 56
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4.1 Report of the Board of Directors
On 28 February 2024, the Board of Directors approved the 2023 consolidated accounts.
The nancial performance, operational highlights and strategic initiatives were
released via a press release issued on 29 February 2024.
4.1.1 Executive summary
• Recticel transitioned into a provider of smart insulation solutions
for sustainable buildings.
• Net sales decreased from EUR 587.8 million
1
in 2022 to EUR 529.4
million (-9.9%) in 2023.
• Adjusted EBITDA: from EUR 64.4 million
1
to EUR 39.2 million
(-39.2%).
• Net cash position: EUR 161.9 million (31 December 2022: net
financial debt of EUR 250.0 million.
1/2
)
• Proposal to pay a stable gross dividend of EUR 0.31 per share.
Jan Vergote (CEO Recticel): “Our full year 2023 results reect the adverse trends in the
European construction markets, mainly caused by ination and an unprecedented increase
in the cost of money. This has resulted into shrinking market volumes, with margin pressures
in our Insulation Boards activity being especially erce in the second half. The full effect of the
drop in the number of new building permits has yet to be seen, whereas renovation markets
seem somewhat more resilient.
Despite this market context, as from the fourth quarter we have stopped the decrease in
volumes in Insulation Boards and have increased year-over-year sales volume and market
share in our premium Insulated Panels activity. A combination of planned and unplanned
production stops at our suppliers’ facilities, as well as longer supply lines due to the geopolitical
issues in the Red Sea, is resulting into MDI price hikes and potential shortages, which will require
us to increase sale prices accordingly.
We are implementing cost reductions, improving our positions in attractive market segments
and increasing our focus on innovation to better address the challenges of the upcoming
large-scale sustainability transition in construction.
We have created a growth platform for Trimo’s premium Insulated Panels strategy in Western
Europe by closing the acquisition of REX Panels & Proles in the early days of 2024. Integration
is progressing well, and we expect to be ready with technical adjustments and certications by
the end of the year.
Our net cash position, which further increased during the second half of 2023, will allow us to
further invest in smart additions and geographical expansion, as well as greeneld initiatives
where appropriate.
Despite the low visibility on the timing of a potential market recovery, we are condent that we
will signicantly increase our Adjusted EBITDA compared to 2023.”
1
As announced in the press release of 14 June 2023, The Soundcoat Company Inc. was not part of the
divestment to Carpenter Co and was transferred from discontinued operations to continuing operations
as of 1 January 2022. The formerly published 2022 income statements, financial position and cash-flow
statements have been restated accordingly.
Trimo d.o.o. (Insulated Panels) is fully consolidated as of 1 May 2022
2
Excluding the drawn amounts under non-recourse factoring programs: EUR 0.0 million per 31 December
2023 compared to EUR 13.2 million per 31 December 2022.
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4.1.2 Consolidated Group results – key figures
in million EUR
2022
RESTATED
1
2023 %
Sales 587.8 529.4 -9.9%
Gross profit
113.4 90.1
-20.6%
as % of sales
19.3%
17.0%
Adjusted EBITDA 64.4 39.2 -39.2%
as % of sales 10.9% 7.4%
EBITDA 59.9 36.1 -39.7%
as % of sales 10.2% 6.8%
Adjusted operating profit (loss) 43.8 15.9 -63.7%
as % of sales 7.4% 3.0%
Operating profit (loss) 38.3 12.6 -67.1%
as % of sales 6.5% 2.4%
Financial result (10.0) (4.1) N/A
Income from other associates
3
(1.2) (1.8) N/A
Impairment other associates 0.0 (7.7) N/A
Change in fair value of option structures 2.3 0.0 N/A
Income taxes (16.0) (8.0) N/A
Result of the period of continuing operations 13.5 (9.0) N/A
Result of discontinued operations 49.3 12.2 -75.3%
Result of the period (share of the Group) 62.4 3.3 -94.7%
Result of the period (share of the Group) - base (per share, in EUR) 1.12 0.06 -94.7%
in million EUR
31 DEC 2022 31 DEC 2023 %
Total equity 446.2 438.0 -1.8%
Net financial debt (incl. IFRS 16 - Leases)
250.0 (161.9)
N/A
Gearing ratio (Net financial debt / Total equity) 56.0% N/A
Leverage ratio (Net financial debt / EBITDA)
4
2.2 N/A
3
Income from other associates = income from associates not considered as being part of the Group’s core business are not integrated in Operating profit (loss); i.e. Proseat (until April 2022) and Ascorium (formerly Automotive Interiors).
4
The pro forma leverage ratio = Net financial debt (after application of IFRS 5) divided by the sum of (a) EBITDA (last 12 months) (before application of IFRS 5) and (b) EBITDA (last 12 months) of the acquired company Trimo d.o.o. This pro forma
leverage ratio is a better comparable.
N/A = not applicable
The following change in the scope of consolidation took
place in 2023: disposal on 12 June 2023 of the Engineered
Foams activities, which were already accounted for as
Discontinued Operations on 30 June 2022.
The results of the Automotive joint venture (TEMDA2/
Ascorium) are reported under ‘Income from other
associates’.
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Sales: from EUR 587.8 million
1
in 2022 to EUR 529.4 million in 2023.
in million EUR
1Q2022
RESTATED
1
2Q2022
RESTATED
1
3Q2022
RESTATED
1
4Q2022
RESTATED
1
2022
RESTATED
1
1Q2023 2Q2023 3Q2023 4Q2023 2023 % FY
Sales 126.9 160.4 160.2 140.3 587.8 127.7 138.4 132.3 131.0 529.4 -9.9%
Fourth quarter 2023
4Q2023 sales decreased by 6.6% from EUR 140.3 million
1
in 2022 to EUR 131.0 million, including
-0.15% currency effect, due to lower prices as a consequence of raw material deation and competitive pressure.
Sequentially, from 3Q2023 to 4Q2023, volumes in Insulation Boards resisted well and volumes in Insulated Panels
recovered above year-over-year comparatives. In parallel, the order intake in Insulation Boards remains volatile, while
order intake in Insulated Panels remains at a level allowing continuation of the positive evolution observed as from the
third quarter of 2023.
Full year 2023
FY2023 sales decreased by 9.9% from EUR 587.8 million
1
EUR 529.4 million, including -0.62% currency impact.
Adjusted EBITDA: from EUR 64.4 million
1
in 2022 to EUR 39.2 million in 2023.
Adjusted EBITDA margin on sales decreased from 10.9% to 7.4%.
in million EUR
1H2022
RESTATED
1
2H2022
RESTATED
1
2022
RESTATED
1
1H2023
5
2H2023
5
2023 % FY
Adjusted EBITDA 27.1 37.2 64.4 18.2 20.9 39.2 -39.2%
Adjusted EBITDA was negatively impacted by the margin erosion in Insulation Boards, which was the consequence of
increased competitive pressure in a building market affected by large volume reductions and decreasing raw material
input prices.
Adjusted operating prot (loss): from EUR 43.8 million
1
in 2022 to EUR 15.9 million in 2023.
Adjusted operating prot (loss) margin on sales decreased from 7.4% to 3.0%.
in million EUR
1H2022
RESTATED
1
2H2022
RESTATED
1
2022
RESTATED
1
1H2023 2H2023 2023 % FY
Adjusted operating profit (loss) 24.1 19.6 43.8 6.7 9.2 15.9 -63.7%
5
1H2023 and 2H2023 figures in the press release issued on 29 February 2024 have been corrected.
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Adjustments to Operating prot (loss):
in million EUR
1H2022
RESTATED
1
2H2022
RESTATED
1
2022
RESTATED
1
1H2023 2H2023 2023
Restructuring charges and provisions (1.2) 0.3 (0.9) (1.2) (1.9) (3.1)
Other (3.4) (0.2) (3.6) (1.1) 1.2 0.1
Total impact on EBITDA (4.6) 0.1 (4.5) (2.3) (0.7) (3.0)
Impairments (0.1) (1.0) (1.0) (0.3) 0.0 (0.3)
Total impact on Operating profit (loss) (4.6) (0.9) (5.5) (2.6) (0.7) (3.3)
Adjustments to Operating prot (loss) on continuing
operations in 2023 amount to EUR -3.3 million and include:
• EUR -3.1 million of restructuring costs;
• EUR 0.1 million of other adjustments: mainly M&A related
transaction costs offset by partial release of the
Ascorium insurance (EUR 1.0 million);
• EUR -0.3 million impairment on intangible and tangible
fixed assets.
Adjustments to Operating profit (loss) on continuing
operations in 2022 amounted to EUR -5.5 million and
included:
• EUR -0.9 million of restructuring costs;
• EUR -3.6 million of other adjustments, which relate
mainly to (i) legal and financial advisory fees
(EUR -1.6 million) primarily linked to the acquisition of
Trimo, (ii) a fair value adjustment on inventories by
application of IFRS 3 (reversal of inventory step up
values) resulting from the purchase price allocation of
Trimo (EUR -2.7 million);
• EUR -1.0 million impairment on right of use assets
following the expected reduced usage of the HQ
building following the divestment of Engineered Foams
to Carpenter.
EBITDA: from EUR 59.9 million
1
in 2022 to EUR 36.1 million in
2023.
EBITDA margin on sales decreased from 10.2% to 6.8%.
Operating prot (loss): from EUR 38.3 million
1
in 2022 to
EUR 12.6 million in 2023.
Operating prot (loss) margin on sales decreased from
6.5% to 2.4%.
Financial result: from EUR -10.0 million
1
in 2022 to
EUR -4.1 million in 2023.
Interest charges increased from EUR -5.6 million
1
in 2022
to EUR -7.8 million in 2023 as a result of the higher debt
following the Trimo acquisition in the second quarter of
2022 and the gradually increasing variable market interest
rates. These interest charges were partially offset in 2H2023
by the interest income on the cash EUR +3.9 million.
Other net nancial income and expenses: from
EUR -4.8 million
1
in 2022 to EUR -0.1 million in 2023.
The negative amount in 2022 is linked to a EUR -6.2
million one-off reversal of historic currency translation
adjustments as a result of the liquidation of a holding
company in the UK.
Income and impairment from other associates: from
EUR -1.2 million
1
in 2022 to EUR -9.5 million in 2023
relates primarily to the full impairment of the TEMDA2
investment value (at 49%).
Fair value of option structures: from EUR +2.3 million
1
in
2022 to EUR +0 million in 2023.
Income and deferred taxes: from EUR -16.0 million
1
in
2022 to EUR -8.0 million in 2023.
• Current income tax: from EUR -9.3 million
1
in 2022 to EUR
-4.5 million in 2023; current tax charges decrease in
line with the lower results.
• Deferred tax: from EUR -6.7 million
1
in 2022 to EUR -3.5
million in 2023; decrease partially related to changes in
tax legislation in Belgium in 2022.
Result of the period of continuing operations: from
EUR 13.5 million
1
in 2022 to EUR -9.0 million in 2023.
Result from discontinued operations: from
EUR 49.3 million
1
in 2022 to EUR 12.2 million in 2023.
The result from discontinued operations in 2023 mainly
represents:
(i) the result until 12 June 2023 of the Engineered Foams
activities sold to Carpenter Co. (EUR -0.5 million);
(ii) the net capital gain on the disposal of the
Engineered Foams activities sold to Carpenter Co.
amounting to EUR +10.7 million and composed of the
following items:
• gain on the divestment of Engineered Foams:
EUR +32.2 million (including EUR 22.3 million
provisions on transactions related tax exposures
and indemnities;
• direct attributable transaction costs:
EUR -6.8 million;
• Cumulative Translation Adjustment release in
the income statement: EUR -7.5 million;
•
positive result 1H2023 Orsa Foam (EUR +0.5 million)
+ impairment (EUR -6.9 million) + related costs
(EUR -0.8 million).
(iii) the result of the Aquinos closing account settlement
(including the release of the closing accounts
provision and the interest on the Aquinos receivable
(EUR +2.0 million)).
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The total result (restated) of discontinued operations in
2022 was composed of:
(i) the result of the period of the Engineered Foams
activities which were sold to Carpenter Co.
(EUR +32.8 million);
(ii) the result of the first three months of 2022 of the
Bedding activities (EUR +1.3 million);
(iii) the net capital gain on the disposal of the Bedding
activities sold to Aquinos Group
(EUR +17.9 million, including EUR 5.0 million
of provisions for indemnities);
(iv) the impact of the restatement linked to the transfer
from discontinued operations to continuing
operations of The Soundcoat Company Inc.
(EUR -3.5 million);
(v) the result of the settlements related to the
divestment of the Ascorium activities
(EUR +0.8 million).
Consolidated result of the period (share of the Group):
from EUR 62.4 million in 2022 to EUR 3.3 million in 2023.
4.1.3 Financial position
in million EUR
31 DEC 2022
RESTATED
1
31 MAR 2023 30 JUN 2023 30 SEP 2023 31 DEC 2023
Total equity 446.2 - 437.3 - 438.0
Net financial debt excluding factoring 239.8 250.8 (151.0) (163.9) (173.2)
+ Lease debt (IFRS 16) 10.2 9.5 8.8 8.3 11.3
Net financial debt 250.0 260.3 (142.3) (155.6) (161.9)
+ Drawn amounts under factoring programs 13.2 18.9 0.0 0.0 0.0
Total net financial debt 263.2 279.1 (142.3) (155.6) (161.9)
Gearing ratio (incl. IFRS 16) 56.0% - N/A - N/A
Leverage ratio (incl. IFRS 16) 2.2 - N/A - N/A
The Group’s net cash position further improved by EUR 6.3 million over 4Q2023, due to disciplined
working capital management, some M&A related incoming payments and positive interest income.
4.1.4 Subsequent event – REX acquisition
On 10 January 2024 Recticel successfully completed the acquisition of REX Panels & Profiles SA (see press release of
11 January 2024). This acquisition is the second major step in deploying our strategy to become a pan-European
leader in the insulated panels segment (see press release of 21 December 2023). The acquisition price was paid
in cash for an enterprise value of EUR 70 million. REX Panels & Profiles SA will be consolidated in Recticel’s financial
statements as from 10 January 2024.
Recticel Group - 2023 Annual Report 62
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4.1.5 Sustainability – climate change
In October 2022, Recticel joined the Science Based Targets initiative (SBTi) community in a concerted effort to limit global warming to 1.5°C above pre-industrial levels. Recticel’s
GHG emissions reduction targets (near-term by 2030 and long-term by 2050) to becoming net-zero (baseline 2021) were approved by SBTi on 14 February 2024.
All our emissions are calculated according to the Greenhouse Gas Protocol for the full scope of our divisions – Insulation Boards, Insulated Panels, Acoustic Solutions – for the years
2021, 2022 and 2023. Due to a major methodology change resulting from obtaining more granular data from key suppliers (e.g. impacting scope 3, category 1 - Purchased goods &
services), we restated the previous years, including the SBTi base year. This restatement is also due to the inclusion of Soundcoat in our scope 1, 2 & 3 calculations.
The 2023 absolute emission reduction in scope 1 & 2 versus base year 2021 is in line with the projected plan to reach 90% reduction by 2030 (SBTi). This is demonstrated by the
carbon and energy intensity indicators, based on sales volume, which eliminates any price volatility, irrelevant to the climate change contribution.
Indicators
2021 RESTATED
SBTI BASE YEAR
2022
RESTATED
2023 % 2023-2022 % 2023-2021
Greenhouse gas indicators (tCO
2
e)
scope 1 5,746 5,270 4,437 -15.8% -22.8%
scope 2 5,115 4,483 3,575 -20.3% -30.1%
scope 2 - market based 5,115 4,483 3,575
scope 2 - location based 5,179 4,962 3,913
variance (= impact of renewable energy) 64 479 338
scope 3 (excluding investments) 737,001 717,813 665,563 -7.3% -9.7%
scope 1+2+3 (excluding investments) 747,862 727,567 673,575 -7.4% -9.9%
scope 1+2+3 (including investments) 768,944 746,889 691,905 -7.4% -10.0%
Renewable energy indicators (MWh)
Photovoltaic energy consumption 710 2,904 2,383 -17.9% +235.7%
Photovoltaic energy production on-site 760 4,287 3,848 -10.2% +406.4%
Carbon and energy intensity indicators, based on sales volume
6
Carbon intensity scope 1+2, per sales volume (tCO
2
e/1000m³) 3.4 3.0 2.7 -9.5% -20.1%
Carbon intensity scope 1+2+3, per sales volume (tCO
2
e/1000m³) 234.0 223.8 228.2 2.0% -2.5%
Energy intensity, per sales volume (MWh/1000m³) 18.2 16.7 15.6 -6.4% -14.0%
Avoided emissions
7/8
2022 RESTATED 2023 %
Estimated avoided emissions from all our building insulation products over their lifetime (multiple) x 35.6 x 34.0 -4.5%
More information on this topic is
provided in Chapter 6.1, Environmental
statement.
6
The Greenhouse Gas Protocol Category 3.15 Investment is
not included in the carbon and energy intensity indicators.
7
Calculated according to the Attributional Life Cycle
Assessment (LCA), GHG Protocol framework. Totality of
GHG emissions considered (scope 1+2+3).
8
Updated figures since press release issued on
29 February 2024.
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4.2 Board of Directors
On 31 December 2023, the Board consisted of one Executive Director, one Non-executive Director and five Independent Directors. Johnny Thijs is Chairman of the Board.
Johnny Thijs
Belgian
Independent Director
Born: 1952
Recticel mandates: Chairman Board of Directors, Chairman Remuneration &
Nomination Committee, Member Audit Committee
Start of mandate: 2015
End of mandate: 2024
Education: Commercial Engineering at University of Limburg
Primary functions outside Recticel: Chairman Board of Directors of
Electrabel, Hospital Logistics and Golazo, Member Board of Directors of Essers
Filip Balcaen
Belgian
Non-executive Director
Born: 1960
Recticel mandates: Member Board of Directors and Remuneration &
Nomination Committee
Start of mandate: 2022
End of mandate: 2025
Education: TEW (Economics) - Antwerp
Primary functions outside Recticel: Executive Chairman of Baltisse,
Chairman of House of Talents, Chairman of Polam, Chairman of Baobab,
Member Board of Directors of Pentahold
Elisa Vlerick
Belgian
Independent Director
Born: 1986
Recticel mandates: Member Board of Directors and Audit Committee
Start of mandate: 2019
End of mandate: 2025
Education: BA (Hons) History in UK, MA Law at University of Leuven, Master in
BA in Switzerland, MA Corporate Law at University of Leuven
Primary functions outside Recticel: Partner of 9.5 Ventures VC fund, Member
Board of Directors of Vlerick Group
Kurt Pierloot
Belgian
Independent Director
Born: 1972
Recticel mandates: Member Board of Directors and Remuneration &
Nomination Committee
Start of mandate: 2015
End of mandate: 2024
Education: Commercial Engineer at Solvay Business School
Primary functions outside Recticel: CEO Bleckmann
Ingrid Merckx
Belgian
Independent Director
Born: 1966
Recticel mandates: Member Board of Directors and Audit Committee
Start of mandate: 2012
End of mandate: 2025
Education: Master in Civil Engineering at University of Leuven
Primary functions outside Recticel: Independent Consultant for
Imrada and Rodina
Luc Missorten
Belgian
Independent Director
Born: 1955
Recticel mandates: Member Board of Directors and Remuneration &
Nomination Committee, Chairman Audit Committee
Start of mandate: 2015
End of mandate: 2024
Education: Degree in Law at University of Leuven
Primary functions outside Recticel: Member Board of Directors and
Chairman Audit Committee of GIMV, Managing Director of Lubis
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4.3 Management Committee
The Board of Directors has entrusted the day-to-day management of Recticel to its Managing Director and Chief Executive Officer, who is assisted by the Management Committee.
Rob Nijskens
Chief Human Resources Ofcer
Betty Bogaert
Chief Information &
Digitalisation Ofcer
Božo Černila
General Manager Insulated Panels
Dirk Verbruggen
Chief Financial & Legal Ofcer
Jan Vergote
Chief Executive Ofcer
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Risks and uncertainties are inherent in Recticel’s business activities
and strategy, as in any business. Through a structured approach to risk
management, Recticel seeks to proactively identify and manage both
risks and opportunities.
Recticel’s Board of Directors, assisted in its work by the Audit Committee,
holds the overall responsibility for adequate risk management. It
pursues visibility over the aggregate exposure to Recticel’s principal
risks and considers these against the risk appetite.
When a risk is identified and considered significant and likely, a
Management Committee Risk Owner will be appointed to oversee
mitigation of the risk or enhancement of opportunity. Actions defined
are formally followed up with the risk owner by the Audit Committee.
The risk management approach seeks to limit the exposure to risks,
while allowing trade-offs in pursuit of the company’s objectives in the
shorter or longer term. The competitive environment in which Recticel
operates requires us to accept risks, such as investment risks, whereas
business results are delivered when seizing opportunities. However,
for some risks Recticel demonstrates zero tolerance, such as Health &
Safety and business conduct.
Recticel’s risk management approach is sustained by a risk culture
guiding decision-making in line with the Recticel values, objectives and
risk appetite.
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5.1 Risk identification & assessment
5.2 Charting the risk terrain:
substantive risks
The Recticel risk assessment incorporates a group-wide top-down and bottom-up
risk evaluation to determine the likelihood of occurrence and potential impact of risks
on Recticel at inherent and residual level. Input is obtained from senior divisional and
functional management through a series of workshops, one-to-one interviews and
surveys supported by a consultant, which are consolidated to produce the Group Risk
Register.
Furthermore, risks that affect Recticel’s ability to achieve business objectives are
typically identified at various points in the business cycle. During planning and
review processes, divisional leadership assesses the marketplace and competitive
environment, including megatrends, to identify risks and opportunities facing its
business.
To facilitate a comprehensive understanding, risks are classified in more traditional
categories relevant to Recticel’s activities and operations: strategy & compliance,
operations, support, and risks related to external factors.
Additionally, taking into account the upcoming Corporate Sustainability Responsibility
Directive, replacing the Non-Financial Information Directive as of 2024, Recticel
conducted a detailed assessment of the ESG risks and opportunities herewith
incorporating the changing landscape. The outcome is described in Chapter 5.3,
Charting the risk terrain: ESG risks and opportunities.
What follows is a non-exhaustive overview of material substantive risks identified. To
effectively address each risk, we have developed a series of proactive risk responses. In
assessing the risks, we consider financial impact and operational impact, the impact
on reputation, market share and strategic direction as well as impact on health and
the environment. In addition to magnitude, risks are evaluated as more or less relevant
in view of the time horizon of their possible materialisation.
Recticel Group - 2023 Annual Report 68
Introduction
About Recticel
Group
Our commitment
to sustainability
Our value
creation model
Business
performance
Risk and
opportunity
Sustainability
report
Financial
report
Appendix
5.2.1 Strategy & compliance
Strategy & compliance is a multifaceted category
that encompasses various elements critical to the
success and sustainability of an organisation. It involves
the identication, assessment and management of
risks related to strategic decision-making, regulatory
compliance, image and reputation, as well as governance
and ethics.
PRICE COMPETITION
The risk of price competition poses a signicant threat
to Recticel’s nancial performance, particularly in
terms of margin erosion and cash ow constraints.
This risk is inuenced by several factors, including
market overcapacity, the differentiation between
high-performance insulation solutions and commodity
markets, the proportion of xed production costs, market
sharing in the competitive landscape, and the prevailing
buyer’s market conditions.
Risk responses
• Differentiation strategy: Focus on developing
and promoting solutions that offer unique value
propositions as well as innovative products that are
appealing to customers.
• Cost optimisation: Conduct a thorough review of fixed
and production costs to identify opportunities for
optimisation and cost reduction and implement lean
manufacturing practices and process improvements.
• Market segmentation and targeting while identifying
markets with unique requirements and specialised
applications.
• Strategic partnerships and alliances: Explore
collaboration opportunities with suppliers, distributors
and complementary businesses to leverage
economies of scale, share resources and enhance
competitiveness in the face of price competition.
SBTI COMMITMENT
The risk of the SBTi (Science Based Targets initiative)
commitment poses challenges to Recticel’s costs and
product performance. It stems from the complexity of
aligning business constraints and pressures with SBTi
commitments for 2030 and 2050, reconsideration of
business partners along the value chain, investments in
carbon footprint reduction, lack of available technology for
carbon footprint reduction, use of petrochemical materials
in the production process, and eventually the risk related
to ambitious targets without the certainty of delivery. This
could lead to increased costs, further impacting product
pricing and protability, possible impacts on product
performance and quality, and strategic misalignment.
Risk responses
• Strategic planning and alignment: Develop a roadmap
for implementing SBTi targets that balances ambition
with feasibility, considering the organisation’s capacity
for investment, technology adoption and operational
changes.
• Investment prioritisation: Prioritise investments based
on their potential impact on cost savings, product
performance and alignment with SBTi commitments.
• Continuous improvement: Establish monitoring and
evaluation mechanisms to track progress towards
SBTi targets and identify areas for improvement or
adjustment and foster a culture of innovation to drive
ongoing sustainability initiative.
• Transparent communication: Communicate
transparently with stakeholders, including customers,
investors and regulatory authorities, about Recticel’s
SBTi commitments, progress and challenges.
REGULATORY MONITORING AND COMPLIANCE WITH
INTERNAL AND EXTERNAL STANDARDS
The risk of regulatory monitoring and compliance
encompasses the potential challenges Recticel faces in
adhering to internal and external standards, including
those related to quality, environment, health & safety and
corporate sustainability.
The primary risk identied is the failure to anticipate or
adapt to regulatory changes with a material impact
on Recticel’s strategic objectives. This risk is inuenced
by various factors, including underlying long-term risks
associated with an increasingly regulated business
environment and regulatory monitoring activities. This risk
can lead to penalties, operational disruption, reputational
risk and strategic misalignment or misallocation of
resources.
Risk responses
• Enhanced regulatory monitoring: Establish a robust
regulatory monitoring system to track legislative
developments, policy changes and emerging
regulatory trends relevant to Recticel’s operations and
industry.
• Stakeholder engagement: Participate in industry
forums and working groups to contribute expertise
and share best practices, hereby shaping regulatory
frameworks conducive to Recticel’s business
objectives.
• Risk assessment and scenario planning: Conduct
regular risk assessments and scenario analyses to
evaluate the potential impact of regulatory changes
on Recticel’s operations, financial performance and
strategic objectives.
Recticel Group - 2023 Annual Report 69
Introduction
About Recticel
Group
Our commitment
to sustainability
Our value
creation model
Business
performance
Risk and
opportunity
Sustainability
report
Financial
report
Appendix
CORPORATE RESPONSIBILITY AND SUSTAINABILITY
The risk of Recticel’s sustainability and ESG (Environmental, Social, and
Governance) performance poses signicant challenges to Recticel’s
reputation, operational resilience and long-term viability. This risk
emanates from compliance with sustainability directives, integration
of sustainability into the corporate strategy, non-nancial reporting
obligations and internal awareness on sustainability challenges, amongst
other factors.
Risk responses
• Integrated sustainability strategy: Embed sustainability principles
into the company’s overall strategy, culture and decision-making
processes. Senior leadership commitment is key thereto.
• Compliance management: Stay abreast of existing and upcoming
sustainability regulations, directives and reporting requirements and
establish robust monitoring systems. Recticel also engages with
various industry associations, regulatory bodies and stakeholders.
• Transparent reporting in conformity with reporting standard and
ongoing exchanges with stakeholders on the quality and relevance of
sustainability disclosures.
STRATEGIC INTEGRATION
The risk related to Recticel’s capability to integrate
newly acquired activities and leverage synergies poses
challenges to the organisation’s growth and performance.
This risk is inuenced by factors such as a slow integration
process and insufcient incentives to promote integration.
By failing to realise synergies, opportunities such as cost
savings, operational efciencies and revenue growth
might be missed, thereby impacting overall nancial
performance. Additionally, resources may be diverted
away from core business activities, hindering innovation,
growth and strategic initiatives.
Risk responses
• Streamlined integration process: Develop a structured
and efficient integration process that outlines clear
objectives, timelines, responsibilities and milestones for
integrating newly acquired activities.
• Investment portfolio optimisation including the review
of past investment and divestment decisions to assess
their impact on integration capabilities and synergies
realisation.
• Cultural integration: Foster a culture of collaboration,
trust and respect across divisions and business units
to break down silos and promote seamless integration
efforts and knowledge sharing.
Recticel Group - 2023 Annual Report 70
Introduction
About Recticel
Group
Our commitment
to sustainability
Our value
creation model
Business
performance
Risk and
opportunity
Sustainability
report
Financial
report
Appendix
5.2.2 Operations
Operational risk encompasses various facets of
Recticel’s day-to-day activities and processes, including
commercial operations, supply chain management,
production activities and innovation endeavours.
MARKET CONCENTRATION
The risk of market concentration poses a signicant
threat to Recticel’s resilience, potentially exposing the
company to vulnerability in specic geographical
areas and market segments. This risk is linked to the
proximity requirements between production sites and
consumer markets, regulatory restrictions related to
product certicates, M&A activities among clients and
distributors, and over-reliance on specic clients or
partnerships.
Risk responses
• Geographical and market diversification: Develop
a strategy to expand Recticel’s footprint into new
geographic regions with growth potential, diversifying
revenue streams and reducing reliance on specific
markets.
• Customer relationship management: Cultivate
long-term relationships with customers and seek
opportunities to expand Recticel’s customer base and
penetrate new market segments.
SOURCING CONCENTRATION
Sourcing concentration on critical raw materials poses
a signicant risk to the operations of Recticel and its
production capabilities. This risk stems from reliance on a
limited number of suppliers for essential inputs, exposing
the company to potential disruptions in the supply chain.
It could lead to supply disruptions and exposes Recticel
to price volatility. This risk emanates from suppliers’
management, sourcing availabilities, a tight competitive
landscape including vertical integration at competitors,
and a complex qualication process for resources.
Risk responses
• Supplier relationship management: Strengthen
relationships with existing suppliers through ongoing
monitoring and strong collaboration in conformity to
internal policies.
• Diversification of suppliers: Identify and qualify
alternative suppliers for critical raw materials to reduce
dependency on a limited number of sources and
establish strategic partnerships.
• Inventory management: Maintain adequate inventory
levels of critical raw materials to buffer against
potential supply shortages or delays. Just-in-time
inventory practices are sought to optimise inventory
turnover while mitigating the risk of excess stockpiling.
Recticel Group - 2023 Annual Report 71
Introduction
About Recticel
Group
Our commitment
to sustainability
Our value
creation model
Business
performance
Risk and
opportunity
Sustainability
report
Financial
report
Appendix
5.2.3 Support
Support risk encompasses Recticel’s support services
facilitating its operations, maintaining compliance and
ensuring efciency. These functions include Information
Technology (IT), Finance, Knowledge Management,
Human Resources (HR) and Health, Safety & Environment
(HSE), as well as Facilities and Equipment management.
CYBERSECURITY, CONFIDENTIALITY, INTEGRITY AND
AVAILABILITY OF DATA AND INFRASTRUCTURE
The risk of ineffective condentiality, integrity and
availability (CIA) threat management poses a signicant
challenge to Recticel Group’s cybersecurity posture.
This risk is exacerbated by various factors such as
cybercrime, lack of cybersecurity training, inadequate
maintenance of IT systems, data leakage, resource
constraints, human errors, lack of awareness and
complex data storage systems.
Risk responses
• Comprehensive cybersecurity training: Provide
comprehensive cybersecurity training programmes
to employees across all divisions to raise awareness
of cybersecurity risks, best practices and incident
response protocols. Foster a culture of cybersecurity
awareness and accountability, empowering
employees to recognise and report suspicious
activities and potential security threats promptly.
• Robust IT infrastructure maintenance: Implement
robust maintenance procedures for hardware and IT
systems, including regular patching, updates, anti-virus
monitoring and vulnerability assessments, to mitigate
the risk of cybersecurity incidents and ensure system
resilience.
• Investment in cybersecurity resources: Allocate
sufficient resources, including budget, personnel
and technology investments, to strengthen Recticel’s
cybersecurity capabilities, including threat detection,
incident response and recovery efforts.
MISCONDUCT
The risk of misconduct and fraud presents threats to
Recticel’s operations, integrity and reputation. This risk
might stem from various factors such as inadequate
controls, unethical behaviour, lack of oversight or systemic
weaknesses in governance and compliance frameworks.
It is considered as a support risk due to its direct link with
nancial operations and stability.
Risk responses
• Strengthen internal controls: Enhance internal
controls and segregation of duties to mitigate the
risk of fraudulent activities, including regular reviews,
reconciliations and approvals of nancial transactions
and activities.
• Ethical leadership: Foster a culture of ethics, integrity
and accountability from senior leadership down to all
levels of the organisation, setting clear expectations,
leading by example and reinforcing the importance of
ethical behaviour.
• Proactive fraud detection and investigation including
the establishment of protocols and procedures for
reporting, investigating and remedying allegations
of misconduct or fraudulent activities, ensuring
condentiality, fairness and due process for all parties
involved.
• Employee training, awareness and appropriate
response protocols, promoting a speak-up culture
where employees feel empowered and encouraged
to raise concerns, report suspicious activities and
seek guidance on ethical dilemmas without fear of
retaliation or reprisal.
Recticel Group - 2023 Annual Report 72
Introduction
About Recticel
Group
Our commitment
to sustainability
Our value
creation model
Business
performance
Risk and
opportunity
Sustainability
report
Financial
report
Appendix
5.2.4 Risk related to external factors
External factors represent a vast landscape of risks
originating from outside Recticel and beyond its control.
This category encompasses various elements, including
geopolitics, market dynamics, economic cycles and
trends, and weather events.
BUSINESS CYCLICITY
One of the foremost risks confronting Recticel is the
inherently cyclical nature of the business environment.
Fluctuations in economic conditions, driven by various
macroeconomic events and circumstances, pose a
signicant challenge to the group’s operations. These
uctuations can lead to increased costs and reduced
margins, thereby impacting protability and long-
term sustainability. Business cyclicity can be attributed
to a multitude of factors, including but not limited to
changes in consumer spending habits, shifts in global
market trends, uctuations in interest rates, exchange
rate volatility, ination, geopolitical instability and
economic uncertainty. Such macroeconomic events and
circumstances are beyond Recticel’s direct control but
nonetheless have a profound impact on our business
operations.
Risk responses
• Diversification of revenue streams: By diversifying our
product offerings and expanding into new markets
and industries, Recticel can mitigate the impact of
economic downturns and enhance resilience in the
face of economic volatility.
• Cost optimisation initiatives: Areas for cost reduction
are identified and processes are streamlined in order
to mitigate the impact of increased costs on profit
margins.
• Continuous monitoring and scenario planning: Recticel
anticipates potential risks and adapts its strategies
as much as possible through regular monitoring of
macroeconomic indicators and scenario planning.
By staying informed about emerging trends and
developments, operations are proactively adapted
in order to mitigate the impact of adverse economic
conditions.
MACROECONOMIC TRENDS
The risk identied is the potential for economic trends
leading to an increase of all project and manufacturing
costs and consequent underperformance of Recticel’s
nancials and loss of market share. This risk is
exacerbated by the cyclical nature of business, where
uctuations in macroeconomic trends can further intensify
price pressures. Factors contributing to this risk include
market overcapacity, ination, economic uncertainty and
monetary volatility.
Risk responses
• Capacity management: Monitor market demand
closely and align production capacity accordingly to
prevent overcapacity situations that could drive down
prices.
• Product differentiation: Invest in product innovation
and development to maintain a competitive edge.
• Cost optimisation: Conduct a comprehensive review of
xed and production costs to identify opportunities for
optimisation and cost reduction and implement lean
manufacturing practices.
• Strategic pricing: Adopt a strategic pricing strategy
that considers both market dynamics and Recticel’s
cost structure to maintain protability while remaining
competitive.
MARKET DEMAND SHIFT
The risk of market demand shift pertains to Recticel
facing changes in consumer preferences or market
dynamics that could impact the demand for its products
or services. Such shifts may arise from the introduction
of new products and participation in innovation projects.
These initiatives, while aimed at capturing market
opportunities, may also carry inherent uncertainties
regarding consumer adoption, market acceptance and
competitive response.
Risk responses
• Market research and validation: Conduct thorough
market research and validation studies to assess the
potential demand for new products or innovations,
including customer preferences, market trends,
competitive landscape and regulatory considerations.
• Flexible production and supply chain agility: Maintain
exibility in production processes and supply chain
operations to quickly respond to changes in market
demand, scaling production up or down as needed
to align with demand forecasts and inventory levels.
Cross-functional collaboration ensures further supply
chain visibility, resilience and responsiveness.
Recticel Group - 2023 Annual Report 73
Introduction
About Recticel
Group
Our commitment
to sustainability
Our value
creation model
Business
performance
Risk and
opportunity
Sustainability
report
Financial
report
Appendix
5.3 Charting the risk terrain:
ESG risks and opportunities
The incorporation of Environmental, Social and Governance (ESG) risks and opportunities in our risk management approach is becoming increasingly imperative. By offering
products that fulfil societal and ecological needs, we will benefit from better access to financing, improved customer satisfaction, loyalty and better employee relations.
ESG risks and opportunities do not only amplify the more traditional risks; they also overlap with more traditional risk categories. It is nevertheless part of Recticel’s risk
management approach to give distinct consideration to ESG risks because of their unique attributes and impacts on Recticel, as well as their potential for value creation for
Recticel and its people.
5.3.1 Materiality assessment
5.3.2 Relevant ESG risks
Recticel adopts a systematic approach to identify and prioritise the most material issues. This process begins with education on ESG topics in relation to emerging trends, regulatory
developments, industry best practices and stakeholders’ expectations. In 2023 we conducted workshops to gather insights on ESG priorities, risks and opportunities and their materiality
to Recticel. The assessment of materiality of ESG risks entails evaluating their relevance and criticality to Recticel, its environment, value chain, internal processes, etc.
Unlike traditional risks, ESG risks often operate on longer timeframes, extending beyond short-term nancial cycles. Consequently, ESG topics are assessed with various temporal
horizons, from the short term (less than 5 years) to medium term (expected impact between 5 and 10 years) and long term (up to 20 years).
In 2023, this exercise was conducted with sustainability champions, members of the Sustainability Task Force, the divisional leadership and the Management Committee to identify the
most relevant topics. During 2024, we will extend it with a stakeholder engagement plan, rening the assessment through consultation with key external stakeholders to assess the most
relevant ESG risks and opportunities.
Sustainability risks span diverse dimensions covering environmental, social, and governance domains, each with its own subsets. Recticel refers to the European Sustainability
Reporting Standards (ESRS) when conducting its double materiality assessment. The preliminary outcome of this assessment resulted in the following relevant risk identication.
Recticel Group - 2023 Annual Report 74
Introduction
About Recticel
Group
Our commitment
to sustainability
Our value
creation model
Business
performance
Risk and
opportunity
Sustainability
report
Financial
report
Appendix
5.3.2.1 Environmental
CLIMATE CHANGE
The energy required to manufacture our insulation
solutions is to a large extent provided by fossil fuel
combustion in manufacturing and electricity use.
The resulting GHG emissions may result in regulatory
compliance costs or penalties and operating risks. The
introduction of a carbon tax is to be anticipated. Its
nancial effects may vary depending on the magnitude
of emissions and the prevailing emissions regulations.
The industry is also subject to increasingly stringent
regulations as countries try to limit or reduce emissions.
Entities that cost-effectively manage GHG emissions
through greater energy efciency, the use of alternative
fuels or manufacturing process advances may benet
from improved operating efciency, reduced regulatory
risk and nancial benets.
Most importantly, climate change and its transition
impacts represent an opportunity for Recticel. As
society becomes increasingly aware of the urgency of
addressing climate change, there is a growing demand
for sustainable solutions and environmentally-friendly
products. As a smart insulation provider, Recticel enables
reduction of the carbon footprint of buildings whilst
saving energy. On the other hand, Recticel remains
conscious of the need to balance the cost of opportunity
with nancial impact on the company.
RESOURCE USE AND CIRCULAR ECONOMY
The extraction and processing of raw materials
have environmental footprints with potential habitat
destruction and resource depletion. Increasing
consumer and regulatory preference for less impactful
products has spawned the development of more
sustainable products. In addition, product lifecycle
certication has arisen as a tool for entities and their
customers to assess and improve a product’s lifecycle
impact. Certication programmes typically examine
specic sustainability characteristics of a product
category and include the use of closed-loop materials
that minimise a product’s end-of-life environmental
impacts and reduce the need for extracting or
producing virgin materials. Through product innovation
and design that facilitates end-of-life product recovery
and the use of less impactful materials, the adoption
of product certication programmes and partnerships
with customers, manufacturers of building products can
improve lifecycle impacts, reduce regulatory risk, meet
growing customer demand and realise cost savings.
Recticel is strongly guided by this topic in its innovation
efforts as it represents an important business
opportunity. Various initiatives intend to enhance
opportunities to optimise resource utilisation, reduce
waste and transition to a circular business model. These
initiatives include investment in innovation, collaboration
with academic institutes and industry workgroups,
supply chain optimisation and collaboration.
5.3.2.2 Social
OWN WORKFORCE
Developing a broad base of valued, respected and
supported employees throughout the organisation is
essential for the long-term growth prospects of our
company. Human capital is the primary source of
revenue generation, contributing knowledge, talent,
advice and various technical skills. Enhancing workforce
diversity, particularly among management positions,
may help entities attract and develop the best talent.
Signicant employee engagement, fair treatment and
equitable levels of pay and advancement opportunities
for all workers are likely to contribute to increased
productivity and performance through all levels of the
entity.
This topic is relevant to Recticel not only because of
labour shortages, but also because a high quality
and diverse workforce fuels innovation and company
resilience. Therefore, we prioritise talent management
through employee development and training
programmes and stimulate cross-company and cross-
functional employee mobility.
It goes without saying that Recticel Health and Safety
programmes are robust and subject to continuous
evaluation and improvement.
5.3.2.3 Governance
BUSINESS CONDUCT
Strong governance structures, ethical leadership and
stakeholder engagement are key to managing ESG risks
and opportunities effectively.
The costs associated with corruption can be substantial,
including legal fees, nes and the potential for being
barred from contracts or operating in certain markets.
Being associated with corruption can also severely
damage our reputation. Customers, suppliers and
partners may lose trust in the company, leading to lost
sales, cancelled contracts and difculties in forming new
partnerships.
In essence, business conduct is relevant to Recticel not
only because it reects its values and principles but also
because it directly impacts stakeholders’ trust and thus
Recticel’s position in a competitive business landscape.
In response thereto, Recticel undertakes various
initiatives to foster a culture of ethics and integrity
and manage risks associated with business conduct,
such as policy development and training. These cover
areas such as whistleblowing, competition and anti-
corruption. The Board of Directors and the Management
Committee provide oversight and accountability and
ensure that policies are effectively enforced throughout
the organisation. Regular monitoring and audits are
conducted to evaluate compliance. Moreover, ethical
conduct is integrated in employee performance
evaluation.
Recticel Group - 2023 Annual Report 75
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About Recticel
Group
Our commitment
to sustainability
Our value
creation model
Business
performance
Risk and
opportunity
Sustainability
report
Financial
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Appendix
As of FY2024, the European Sustainability Reporting Standards (ESRS) will require
Recticel to disclose its environmental impact in a more comprehensive and
transparent manner, giving stakeholders a better understanding of our efforts to
promote sustainability.
The ‘Environmental’ section of the ESRS covers a range of topics, including:
ESRS E1 – Climate Change
ESRS E2 – Pollution
ESRS E3 – Water and marine resources
ESRS E4 – Biodiversity and ecosystems
ESRS E5 – Resource use and circular economy
In this 2023 Annual Report, we continue to disclose information on the ESRS E1 (Climate
Change), in line with the mandatory reporting structure and templates. The completion
of our double materiality assessment in 2024 will identify and assess Recticel’s
sustainability related impacts, both positive and negative, which are key materials to
report on in our 2024 Annual Report, beyond those already disclosed.
6.1 Environmental
statement
Greenhouse gas emissions keep growing. Global
temperatures keep rising. And our planet is fast
approaching tipping points that will make climate chaos
irreversible. We are on a highway to climate hell with our
foot on the accelerator.
”
“
António Guterres, Secretary-General of the United Nations at the UN Climate Change
Conference COP 27 (2023)
Recticel Group - 2023 Annual Report 77
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opportunity
Sustainability
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Appendix
ESRS E1
TOPIC DESCRIBE OR DISCLOSE THE UNDERTAKING’S WHERE TO FIND RECTICEL INFORMATION
E1-1 Transition plan for climate change mitigation Past, current and future mitigation efforts to ensure that its strategy and business model(s) are
compatible with the transition to a limiting of global warming to 1.5°C in line with the Paris Agreement
achieving climate neutrality by 2050.
6.1.1 Transition plan for climate change
mitigation
E1-2 Policies related to climate change mitigation and adaptation Policies that address the identification, assessment, management and/or remediation of its material
climate change mitigation and adaptation impacts, risks and opportunities.
6.1.2 Policies related to climate change
mitigation and adaptation
E1-3 Actions and resources in relation to climate change policies Targets set to support its climate change mitigation and adaptation policies and address its material
climate-related impacts, risks and opportunities.
6.1.3 Actions and resources in relation to
climate change policies
E1-4 Targets related to climate change mitigation and adaptation Key actions taken and planned to achieve climate-related policy objectives and target. 6.1.4 Targets related to climate change
mitigation and adaptation
E1-5 Energy consumption and mix Total energy consumption in absolute value; improvement in energy efficiency.
6.1.5 Energy consumption, mix and intensity
E1-5 Energy intensity Exposure to coal, oil and gas-related activities, and the share of renewable energy in its overall energy mix.
E1-6 Gross Scopes 1,2,3; Total GHG emissions; GHG intensity Direct and indirect impacts of the undertaking on climate change and the proportion of its total GHG
emission (per scope and combined).
6.1.6 Carbon footprint & GHG intensity –
scope 1,2,3
E1-7 GHG removals and mitigation projects financed through
carbon credits
(a) GHG removals and storage from its own operations and its upstream and downstream value chain
and (b) the amount of GHG emission reductions or removals from climate change mitigation projects
outside its value chain it has financed through any purchase of carbon credits.
Not initiated at this moment
E1-8 Internal carbon pricing Internal carbon pricing schemes, and if so, how these support its decision making and incentivise the
implementation of climate-related policies and targets.
Not initiated at this moment
E1-9 Potential financial effects from material physical and transition
risks and potential climate-related opportunities
(a) The potential financial effects due to material physical and transition risks; 6.1.9 Potential financial effects from material
physical and transition risks and potential
climate-related opportunities
(b) Financial benefits from material climate-related opportunities. 6.1.10 Other environmental data points
Recticel Group - 2023 Annual Report 78
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Our value
creation model
Business
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Risk and
opportunity
Sustainability
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Financial
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Appendix
Restructuring of the
business activities
& rationalising the
manufacturing footprint
[2010-2018]
Reshaping & inventing
to boost the business
[2018-2022]
Completing the
transformation & portfolio
expansion
[2023-2024]
6.1.1 E1-1 Transition plan for climate change
mitigation
Recticel has completed a major transformation process that began in 2010. In a first phase, the company focused
intensively on restructuring and rationalising its manufacturing footprint. In recent years, it has strategically
repositioned itself as an insulation company providing energy-efficient solutions that contribute to the mitigation
of climate change. We have completed a number of divestments and acquisitions to further grow our insulation
business through focused efforts supported by the Board of Directors and the shareholders.
As an insulation group, we remain steadfast in our dedication to meeting the evolving needs of our customers and to
accelerating sustainable growth in the insulation industry, which is driven by the energy transition. Our transformation
was built on a heritage of sustainable innovation that provides responsible answers to societal challenges, including
the threat of climate action failure, depletion of natural resources, the urgency of the energy transition and growing
noise pollution.
Recticel is now well positioned in product categories which participate in one of the most important megatrends –
protecting the environment by reducing CO
2
emissions.
• Insulated Panels: Trimo, which we acquired in April 2022, provides mineral wool insulated panels and modular
space solutions that enable the highest aesthetic standards and extend architectural capabilities, primarily
in non-residential applications. With the acquisition of REX Panels & Profiles in January 2024, our portfolio now
includes PIR insulated panels.
• Insulation Boards: Recticel Insulation designs polyurethane thermal and thermo-acoustic boards for optimal
building comfort and energy efficiency. This activity also includes vacuum insulation panels (VIP) for buildings
through our joint venture with Turvac.
• Acoustic Solutions: Soundcoat is the source of customised acoustic solutions for some of the world’s leading
technological innovations.
The value of our portfolio is also demonstrated through the EU Taxonomy declaration, which provides a clear
framework and a common language for classifying economic activities that can be considered environmentally
sustainable. As stated in Chapter 6.1.11, our insulation boards (thermal and thermo-acoustic), insulated panels and
vacuum insulation panels for buildings meet the technical screening criteria for the environmental objective of
Climate Change Mitigation, Category 3.5: Manufacture of energy efficiency equipment for buildings. No EU Taxonomy
category of economic activity applies to our vacuum insulated panels for packaging or our acoustic solutions. As a
result 88.9% of our sales are eligible and potentially aligned for EU Taxonomy. The mandatory disclosure regarding
turnover, CapEx and OpEx can be found in Chapter 6.1.11.4, EU Taxonomy reporting table.
On 14 February 2024, the SBTi approved our near-term targets for reduction of scope 1, 2 and 3 emissions by 2030
(from a 2021 base year) and our long-term and net-zero targets for 2050.
By working towards these ambitious science-based targets and aligning our transition plans with SBTi’s guidelines,
we are reducing our carbon footprint, increasing energy efficiency, demonstrating leadership in the transition to a
low-carbon economy and contributing to global efforts to combat climate change effectively.
1
2
3
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6.1.2 E1-2 Policies related to climate change mitigation and
adaptation
Recticel continues to place innovation front and centre, in both its business strategy and its ESG approach. Our sustainability strategy has shaped our portfolio and innovation
priorities as we respond to key societal challenges. With our ‘Race to Net Zero Emissions’ plan we address climate change mitigation within our operations, supply chain and
business activities. The strategy is grounded in science-based evidence, industry best practices and our commitment to continuous improvement. Its key elements include:
• Emissions Reduction Targets
We have set ambitious SBTi targets to reduce our greenhouse gas emissions across our operations, with a focus on achieving net-zero emissions by 2050, from a 2021 base year.
• Energy Efficiency Initiatives
We are implementing energy efficiency measures to reduce energy consumption, improve operational efficiency and minimise our carbon footprint. Embracing energy-saving
practices in our daily work routines is our top priority.
• Renewable Energy Transition
We are transitioning to renewable energy sources such as solar power to electrify our operations and reduce our reliance on fossil fuels.
• Supply Chain Collaboration
We are working collaboratively with our suppliers to address emissions throughout our supply chain, promote sustainability and drive positive environmental outcomes. We are
embedding a sustainability score card in our procurement policy.
• Innovation
We develop innovative solutions and technologies that support climate change mitigation efforts and circularity.
6.1.3 E1-3 Actions and resources in relation to climate change policies
Adhering to the Paris Agreement to pursue efforts to limit global warming to 1.5°C, we submitted two near-term targets and a long-term target for review by SBTi in October 2022.
All targets have been assessed against the SBTi’s quantitative and qualitative criteria, along with the Target Validation Protocol (version 5.1) and were approved on 14 February 2024.
The Science Based Targets initiative (SBTi) is a collaborative effort between CDP, the United Nations Global Compact, World Resources Institute (WRI), and the World Wide Fund
for Nature (WWF). It provides companies with a framework to develop science-based targets (SBTs) for greenhouse gas emissions reduction consistent with the latest climate
change scenarios and corresponding carbon budgets.
Our involvement with the SBTi underscores our dedication to environmental stewardship and corporate responsibility. By setting science-based targets, we are not only
contributing to the global effort to combat climate change but also positioning ourselves for long-term success in a low-carbon economy.
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As part of our SBTi approval process, a detailed roadmap was developed to model the reductions for scope 1, 2 & 3. The roadmap
was built from the bottom up at site level and includes intermediary modelling of estimated emissions on the road to target year
2030. The roadmap takes into account the foreseen growth of the company.
The key pillars of the roadmap are:
• Focusing on efficiency measures through continuous improvement
• Electrifying the production process
• Transitioning from fossil fuels to renewable energy
• Focusing on procurement of more sustainable materials
• Redesigning products so that the end-of-life (EOL) impact is reduced and recyclability is increased
• Fostering supplier engagement towards more carbon efficient materials and services
Recticel’s R&D developments as well as all other CapEx expenses will be assessed in the context of the submitted SBTi objectives.
These figures will be reported annually in the EU Taxonomy table.
Overall Net-Zero target
Recticel commits to reach net-zero greenhouse gas emissions across the value chain by 2050 from a 2021 base year.
Near-Term targets
Recticel commits to reduce absolute scope 1+2 GHG emissions 90% by 2030 from a 2021 base year.
Recticel also commits to reduce absolute scope 3 GHG emissions 25% within the same timeframe.
Long-Term targets
Recticel commits to maintain at least 90% absolute scope 1+2 GHG emissions reductions from 2030 through 2050 from a 2021
base year.
Recticel also commits to reduce absolute scope 3 GHG emissions 90% by 2050 from a 2021 base year.
Date of approval: 14 February 2024
Recticel chose operational control as the consolidation approach and all divisions have been accounted for in the inventory
boundary. All targets have been assessed against the absolute contraction approach. The proposed reduction in scope 1+2 is
aligned with a rate of decarbonisation consistent with the goal of keeping global temperature increase to 1.5°C compared to
pre-industrial temperatures.
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6.1.4 E1-4 Targets related to climate change mitigation and adaptation
scope 1+2 reduction plan (near-term target) scope 3 reduction plan (near-term target)
Emissions [tCO
2
e]
Emissions [tCO
2
e]
2021 SBTi
base year
2021 SBTi
base year
Business growth
Business growth
Technology learning
Technology learning
Mobile combustion
Purchased goods
and services
Stationary combustion
End-of-life treatment
of sold goods
Decarbonisation of
electricity mix
Upstream & downstream
transportation
Innovation gap
2030 SBTi
target -90%
Innovation gap
2030 SBTi target -25%
Due to a major methodology change resulting from obtaining more granular data from key suppliers (e.g. impacting scope 3, category 1 - Purchased goods & services), we
restated the SBTi base year. This restatement is also due to the inclusion of Soundcoat in our scope 1, 2 & 3 calculations.
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6.1.5 E1-5 Energy consumption and mix
6.1.5.1 Total energy consumption
6.1.5.2 Energy consumption from non-renewable sources
We consider non-renewable electricity as all electricity for which no electricity attribute certificates (e.g. guarantees of origin) for renewable electricity are purchased.
See Chapter 6.1.5.4 for the related consumption per year.
6.1.5.3 Energy consumption from renewable sources
Renewable electricity is purchased electricity combined with electricity attribute certificates, or self-
produced renewable electricity (e.g. with photovoltaic panels). Renewable electricity does not count for
any emissions in scope 1 and 2 in the market-based method. When relevant, we account for scope 3
emissions related to the production, transport and grid losses of such renewable electricity.
Photovoltaic energy consumption
Energy consumption
Energy consumption (MWh)
2021 (RESTATED)
SBTI REFERENCE
2022
(RESTATED)
2023
∆ %
2023-2022
∆ %
2023-2021
Total energy consumption
scope 1 (energy) + scope 2
58,152.9 54,322.5 46,170.7 -15.0% -20.6%
Renewable Energy (MWh)
2021 (RESTATED)
SBTI REFERENCE
2022
(RESTATED)
2023
∆ %
2023-2022
∆ %
2023-2021
Consumption of photovoltaic energy 710.0 2,903.9 2,383.3 -17.9% +235.7%
Photovoltaic energy production on-site 760.0 4,287.0 3,848.4 -10.2% +406.4%
Consumption of purchased or acquired
electricity from renewable sources
0.0 0.0 0.0
In 2023, Recticel implemented an energy reporting system, linked with sensors on all critical points of
each production process, to frequently monitor energy consumption. During 2024, an advanced energy
management system will be implemented in the Insulation Boards and Insulated Panels divisions which
monitors, controls and optimises the energy usage on all production lines.
energy consumption
2021 2022
2023
58,153 MWh 58,323 MWh 46,171 MWh
-20.6%
vs. base
year 2021
2022
photovoltaic energy consumption
2023
2,904 MWh 2,383 MWh
2021
710 MWh
+235.7 %
vs. base
year 2021
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6.1.5.4 Energy mix and consumption
Energy mix (MWh)
2021
(RESTATED)
SBTI BASE YEAR
2022
(RESTATED)
2023
∆ %
2023-2022
∆ %
2023-2021
(1) Fuel consumption from coal and coal products 0.0 0.0% 0.0 0.0% 0.0 0.0%
(2) Fuel consumption from crude oil and petroleum products 0.0 0.0% 0.0 0.0% 0.0 0.0%
(3a) Fuel consumption from natural gas 16.448.4 28.3% 14,193.4 26.1% 11,194.0 24.2% -21.1% -31.9%
(3b) Fuel consumption from LPG 7.239.1 12.4% 6,464.8 11.9% 5,152.9 11.2% -20.3% -28.8%
(4) Fuel consumption from other fossil fuels 3.276.9 5.6% 4,433.0 8.2% 4,894.8 10.6% +10.4% +49.4%
(5a) Consumption of purchased heat (market-based) 1,123.0 1.9% 975.0 1.8% 1,104.8 2.4% +13.3% -1.6%
(5b) Consumption of non-renewable electricity (market-based) 29,355.4 50.5% 25,352.4 46.7% 21,440.9 46.4% -15.4% -27.0%
(6) Total fossil fuel/grey energy consumption 57,442.8 51,418.6 43,787.4
Share of fossil fuel/grey sources in total energy consumption 98.8% 94.7% 0.9
(7) Fuel consumption from renewable sources, including biomass 0.0 0.0% 0.0 0.0% 0.0 0.0%
(8) Consumption of purchased or acquired electricity from renewable sources
(market-based)
0.0 0.0% 0.0 0.0% 0.0 0.0%
(9) Consumption of purchased heat from renewable sources (market-based) 0.0 0.0% 0.0 0.0% 0.0 0.0%
(10) Consumption of self-generated non-fuel renewable energy 710.0 1.2% 2,903.9 5.3% 2,383.3 5.2% -17.9% +335.7%
(11) Total renewable energy consumption 710.0 2,903.9 2,383.3
Share of renewable sources in total energy consumption 1.2% 5.3% 5.2%
Total energy consumption
58,152.8 100.0% 54,322.5 100.0% 46,170.7 100%
2022-2021: -6.6% 2023-2022: -15.0%
Energy mix (tCO
2
e)
2021
(RESTATED)
SBTI BASE YEAR
2022
(RESTATED)
2023
∆ %
2023-2022
∆ %
2023-2021
(1) Fuel consumption from coal and coal products 0.0 0.0% 0.0 0.0% 0.0 0.0%
(2) Fuel consumption from crude oil and petroleum products 0.0 0.0% 0.0 0.0% 0.0 0.0%
(3a) Fuel consumption from natural gas 3,043.0 28.4% 2,625.8 27.2% 2.070,9 25.9% -21.1% -31.9%
(3b) Fuel consumption from LPG 1,636.3 15.3% 1,451.7 15.1% 1.145,2 14.3% -21.1% -30.0%
(4) Fuel consumption from other fossil fuels 931.5 8.7% 1,075.5 11.2% 1.212,6 15.2% +12.7% +30.2%
(5a) Consumption of purchased heat (market-based) 89.7 0.8% 76.5 0.8% 99,6 1.2% +30.2% +11.0%
(5b) Consumption of non-renewable electricity (market-based) 5,025.6 46.9% 4,406.6 45.7% 3.475,2 43.4% -21.1% -30.9%
(6) Total fossil fuel/grey energy consumption
10,726.1 9,636.1 8,003.5
2022-2021: -10.2% 2023-2022: -16.9%
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Conversion factor
TYPE OF ENERGY
EMISSION FACTOR
SCOPE 1&2
EMISSION FACTOR UNIT SOURCE
Natural gas in kWh (HVV) 0.185 kgCO
2
e/kWh ADEME 2022; Bilan Carbone V8.8
LPG in Sm³ 6.36323 kgCO
2
e/Sm³ Specific conversion factor
LPG in kWh 0.233 kgCO
2
e/kWh ADEME 2022; GPL for vehicles
Propane in kg 3.02 kgCO
2
e/kg ADEME 2022; Bilan Carbone V8.8
Propane in liters 1.55 kWh/liter ADEME 2022; FE energy
Domestic fuel in liters 2.62 kWh/liter ADEME 2022; Bilan Carbone V8.8, FE
energy
6.1.5.5 Energy intensity
Energy intensity is measured by the quantity of energy consumed per unit output or activity, so that using less energy to produce an equal amount of products reduces the
intensity. We report the energy intensity indicator based on net sales as well as on realised. The energy intensity based on sales volume eliminates any price-induced volatility in
the indicator, irrelevant to the climate change contribution. SBTi considers this approach the most climate robust.
Energy intensity 1, per sales volume
[MWh/1000m³]
2021
SBTI BASE YEAR
2022 2023
∆ %
2023-2022
∆ %
2023-2021
Total energy consumption from
activities in high climate impact
sectors per sales volume from
activities in high climate impact
sectors*
18.2 16.7 15.6 -6.4% -14.0%
Energy intensity 2, per net sales
[MWh/1,000 EUR]
2022
(RESTATED)
2023
∆ %
2023-2022
Total energy consumption from activities in high climate impact sectors per
sales volume from activities in high climate impact sectors*
0.09 0.09 -5.6%
2022 (K EUR)
RESTATED
2023 (K EUR)
Net sales from activities in high climate impact sectors used to calculate energy intensity* 587,834 529,426
Net sales (other) 0 0
Total net sales (Financial Report) 587,834 529,426
Energy intensity per sales volume
energy intensity per sales volume
18.2 kW/m³ 16.7 kW/m³ 15.6 kW/m³
-14.0 %
vs. base
year 2021
2021 2022 2023
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6.1.6 E1-6 Carbon footprint and GHG intensity – scope 1, 2 & 3
The carbon footprint of an activity or organisation is the total amount of greenhouse gases it emits over time, measured in metric tonnes of carbon dioxide equivalent (tCO
2
e).
It is calculated by multiplying activity data by their relevant emission factor (formula: activity data x emission factor).
All our emissions are calculated according to the Greenhouse Gas Protocol methodology for the full scope of our insulation activities for the years 2021, 2022 and 2023.
The GHG Protocol sets the world’s most widely used standards for companies and organisations to measure and manage their emissions. Direct emissions (scope 1) are those
originating from sources owned or controlled by the reporting entity. Indirect emissions (scope 2 & 3) are generated as a result of the reporting entity’s activities but occur at
sources owned or controlled by another entity.
6.1.6.1 Measuring our carbon footprint
Methodology
• Greenhouse Gas Protocol
• Sources of emission factors: internationally recognised emission factor databases (ecoinvent, Bilan Carbone, ADEME, IEA, BEIS, Higg, DEFRA), EPD from suppliers, sector and
product specific LCA reports and national electricity emission factors from IEA reports.
Scope
• Technical: All greenhouse gases, such as carbon dioxide (CO
2
), methane (CH
4
), nitrous oxide (N
2
O), refrigerants (HFC, PFC and CFC) are converted into CO
2
equivalents using
Intergovernmental Panel on Climate Change (IPCC) 100-year global warming potential (GWP) coefficients.
• Geographical: All Recticel Group manufacturing sites during 2023, all offices, warehouses and the Recticel headquarters in Brussels (Belgium).
• Trimo (acquired April 2022) and Turvac (74% joint venture) are both considered at 100% for the years 2021 and 2022. FY2021 is considered the baseline for our SBTi
commitments.
Reference Year
• For targets and performance evaluation, Recticel uses 2021 as the base year.
Emissions calculations
• CO
2
e emissions are calculated annually by the external party CO2logic/South Pole (www.co2logic.com/www.southpole.com). Data sets are being collected by the divisional
data owners. Recticel is in the process of digitalising the required ESG data sets.
Limited assurance
• Recticel’s scope 1, scope 2 and scope 3 carbon footprints are subject to limited assurance by PwC. See Chapter 8.1 for their assurance report.
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scope
SOURCE OF EMISSIONS 2023 DATA TREATMENT & ASSUMPTIONS EMISSION FACTORS
1 & 2
Infrastructure fuels No further data treatment needed. Direct emission factors for fuels used.
Infrastructure electricity No further data treatment needed. IEA emission factors used for on country level except for USA where regional EFs
were used (eGrid).
Company vehicles Few data processing required. Average emission factors per unit of fuel consumed used. When data delivered
in km, average EU cars’ emission factors were used.
Refrigerants If available, direct losses data was used which was available from maintenance reports. If not available, an
assumption of 10% losses was assumed as prescribed by the Bilan Carbone® methodology.
Generally accepted GWP100 (global warming potential over 100 yrs) of
refrigerants were used.
3
Purchased goods &
services
Cat. 1 Generally data was treated using the following approach:
1) When mass data available, mass based emission factors were used.
2) For the remaining data, spend based data were used to account for the emissions.
If supplier-specific data were available, these were used (e.g. EPDs from steel
sheet, mineral wool, MDI, polyol suppliers). If not available, average mass based
emission factors were used. If mass data were not available, spend based
emission factors were used.
Database: Majority of emission factors from EcoInvent v3.10, Base Carbone,
specific scientific publications and supplier based emission factors.
Capital Goods Cat. 2 No data treatment required. High level spend categories were available that allowed spend-based
screening of emissions.
Database: Bilan Carbone V8.8
Fuel and energy
related activities (not
included in scope 1
and scope 2)
Cat. 3 See treatment and assumptions scope 1+2: each data point has a scope 1+2 and a scope 3 emission factor
assigned to it.
See scope 1+2
Upstream &
dowstream
transportation of
goods
Cat. 4
Cat. 9
Generally two ways of data treatment for both incoming & outgoing transport:
1) Dedicated transport (= full truckload): Total distances of (assumed) full trucks were calculated by CO2logic
using an automised tool. Data gaps were extrapolated (average distance assumed).
2) Shared transport (for truck and other transport modes): Distances were calculated using the same tool and
gaps were extrapolated similarly. This allowed for calculating data in tonne.km. When data was available
in m³, these were converted based on average kg/m³ data per site.
Specific assumptions for Soundcoat can be found in data files.
Emission factors applied per km (dedicated transport) or tonne per km (shared
freight)
Database: Bilan Carbone v8.8 and ecoInvent v3.10
Waste generated in
operations
Cat. 5 Waste data was directly available in mass units and was mapped according to different emission factor
categories.
Database: DEFRA
Business travel
(air, ground,
accomodation)
Cat. 6 CO
2
e reports from travel agencies were directly used when available; distances were calculated using a flight
calculator tool when departure & arrival location were available. When no distance data was available, spend
based emission factors were used.
Database: Bilan Carbone v8.8 and DEFRA
Employee
commuting
Cat. 7 Total distances per transport mode were calculated. For some sites, assumptions had to be made on average
distance & average transport mode.
Database: Bilan Carbone v8.8
Upstream &
downstream leased
assets
Cat. 8
Cat. 13
Office data could be directly used to assess the footprint. For warehouses an average energy consumption/m²
was applied.
Database: Bilan Carbone v8.8
Processing of sold
products
Cat. 10 not applicable
Use of sold products Cat. 11 not applicable
End of life treatment
of sold products
Cat. 12 For each activity specific EPDs or industry average EPDs were applied. When required data in m³ was converted
to kg. For Soundcoat assumptions were made on waste treatment per reported product type.
Database: EPDs and DEFRA
Franchises Cat. 14 not applicable
Investments Cat. 15 Turnover data was used to which Recticel Group’s shares % was applied. Spend based emission factors were used based on the company’s sector.
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6.1.6.2 GHG emissions – scope 1, 2 & 3
Scope 3 GHG emissions*
2021 2022 2023
-9.7%
758,083
tCO
2
e
737,136
tCO
2
e
683,894
tCO
2
e
*incl. cat. 3.15 investments
scope 3 GHG emissions
1
scope 1 GHG emissions
2021 2022 2023
-22.8%
5,746
tCO
2
e
5,270
tCO
2
e
4,437
tCO
2
e
3.1 purchased goods & services
2021 2022 2023
-11.6 %
476,664
tCO
2
e
445,072
tCO
2
e
413,480
tCO
2
e
scope 1 GHG emissions
3.1 purchased goods & services
scope 2 GHG emissions
(market based)
2021 2022 2023
5,115
tCO
2
e
4,483
tCO
2
e
3,575
tCO
2
e
-30.1%
3.12 end-of-life treatment of sold products
2021 2022 2023
-8.4 %
196,550
tCO
2
e
214,629
tCO
2
e
215,960
tCO
2
e
scope 2 GHG emissions
(market based)
3.12 end-of-life treatment of sold products
1
incl. Cat. 3.15, Investments
Recticel Group GHG emissions
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RETROSPECTIVE MILESTONES AND TARGET YEARS
BASE YEAR COMPARATIVE N %N/N-1 %N/BASE YEAR
GHG Indicators (tCO
2
e)
2021
(RESTATED)
SBTI BASE YEAR
2022
(RESTATED)
2023
∆ %
2023-2022
TARGET 2030 TARGET 2050
∆ %
2023-2021
scope 1+2 10,861 9,753 8,012 -17.9% 1,086 1.086 -26.2%
scope 1+2+3 (excluding investments) 747,862 727,567 673,575 -7.4% -9.9%
scope 1+2+3 (including investments) 768,944 746,889 691,905 -7.4% 569,648 76.894 -10.0%
scope 1 GHG emissions 5,746 5,270 4,437 -15.8% -22.8%
Company vehicles 825 948 1,042 +9.8% +26.3%
Energy (Natural gas, LPG, other fossil fuels) (see 6.1.5.4) 4,786 4,205 3,387 -19.4% -29.2%
Refrigerant losses 135 117 8 -92.9% -93.9%
Percentage of scope 1 GHG emissions from regulated emission trading schemes (%) 0% 0% 0%
scope 2 GHG emissions 5,115 4,483 3,575 -20.3% -30.1%
Gross location-based scope 2 GHG emissions 5,179 4,962 3,913 -21.1% -24.4%
Gross market-based scope 2 GHG emissions 5,115 4,483 3,575 -20.3% -30.1%
variance (= impact of renewable energy) 64 479 338 -29.4% +430.4%
scope 3 GHG emissions - excluding investments 737,001 717,813 665,563 -7.3% -9.7%
3.1 Purchased goods and services
upstream
467,664 445,072 413,480 -7.1% -11.6%
3.2 Capital goods
upstream
1,168 1,571 1,833 +16.6% +57.0%
3.3 Fuel and energy related activities (not included in scope 1 and 2)
upstream
2,408 2,457 1,780 -27.6% -26.1%
3.4Upstream transportation and distribution
upstream
42,242 44,463 41,881 -5.8% -0.9%
3.5 Waste generated in operations
upstream
1,255 1,210 781 -35.5% -37.8%
3.6 Business travel (air, ground, accommodation)
upstream
53 248 215 -13.2% +308.3%
3.7 Employee commuting
upstream
1.289 1,336 1,279 -4.3% -0.8%
3.8 Upstream leased assets
upstream
65 203 474 +133.5% +632.6%
3.9 Downstream transportation and distribution
downstream
6,230 4,990 7,289 +46.1% +17.0%
3.10 Processing of sold products
downstream
not applicable
3.11 Use of sold products
downstream
not applicable
3.12 End-of-Life treatment of sold products
downstream
214,629 215,960 196,550 -9.0% -8.4%
3.13 Downstream leased assets
downstream
0 303 0 -100.0%
3.14 Franchises
downstream
not applicable
scope 3 GHG emissions - including investments 758,083 737.136 683,894 -7.2% 568,562 75,808 -9.8%
3.15 Investments downstream 21,082 19,322 18,331 -5.1%
-13.0%
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6.1.6.3 GHG emissions intensity
Carbon intensity 1, per sales volume
2021
(RESTATED)
2022
(RESTATED)
2023
∆ %
2023-2022
∆ %
2023-2021
Carbon intensity 1 - scope 1+2
[tCO
2
e/1,000m³]
3.4 3.0 2.7 -9.5% -20.1%
Carbon intensity 1 - scope 1+2+3
3
[tCO
2
e/1,000m³)
234.0 223.8 228.2 +2.0% -2.5%
3
excl. Cat 3.15, Investments
Carbon intensity 2, per net revenue
2022
(RESTATED)
2023
∆ %
2023-2022
Carbon intensity 2 - scope 1+2
[tCO
2
e/1,000 EUR]
16.6 15.1 -8.8%
Carbon intensity 2 - scope 1+2+3
4
[tCO
2
e/1,000 EUR]
1,237.7 1,272.3 +2.8%
4
excl. Cat 3.15, Investments
2022 (K EUR)
RESTATED
2023 (K EUR)
Net revenue from activities in high climate impact sectors used to calculate energy intensity
5
587,834 529,426
Net revenue (other) 0 0
Total net revenue (Financial Report) 587,834 529,426
5
EU Regulation 2019/2089, also known as the EU Low Carbon Benchmarks Regulation (EU BMR), defines high climate impact sectors as
those that are key to the low-carbon transition. The EU BMR defined 9 (of a total of 21) NACE sections, amongst them manufacturing and
construction.
Emission intensity or carbon intensity is the emission of pollutants
relative to the intensity of the production process (scope 1+2) or the
entire value chain (scope 1+2+3).
We report the carbon intensity indicator based on realised sales as well
as on sales volume. The latter eliminates any price-induced volatility
in the indicator, irrelevant to the climate change contribution. SBTi
considers this approach the most climate robust. The reduction of 20%
CO
2
e per m³ of insulation product compared to 2021 is the result of
an efficiency programme to manufacture in more cost- and energy-
efficient ways, rather than compensating for scope 2 emissions through
the acquisition of green energy or by purchasing green certificates.
carbon intensity per sales volume
scope 1+2
2021 2022 2023
-20.1%
3.4
tCO
2
e
3.0
tCO
2
e
2.7
tCO
2
e
carbon intensity per sales volume
scope 1+2
Due to a major methodology change resulting from obtaining more
granular data from key suppliers (e.g. impacting scope 3, Cat. 3.1,
Purchased goods and services), we restated the previous years,
including the SBTi base year. This restatement is also due to the
inclusion of Soundcoat in our scope 1, 2 & 3 calculations.
scope 1+2 GHG emissions
Base year 2021
10,861 tCO
2
e
2022 result
9,753 tCO
2
e
2023 result
8,012 tCO
2
e
2030
SBTi target
-90%
vs base year
scope 1+2 GHG emissions
scope 1+2+3 GHG emissions*
Base year 2021
768,944 tCO
2
e
2022 result
746,889 tCO
2
e
2023 result
691,905 tCO
2
e
*incl. cat. 3.15 investment
2050
SBTi target*
-90%
vs base year
scope 1+2+3 GHG emissions
2
2
incl. Cat 3.15, Investments
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6.1.6.4 Avoided emissions
Avoided emissions are emission reductions that occur
outside of a product’s life cycle or value chain, but as a
result of the use of that product. There is no international
standard or consistent terminology to describe avoided
emissions.
To estimate and report the comparative emission
impacts of products, the World Resources Institute (WRI)
issued a comprehensive working paper and neutral
framework in 2019, which can be found on the GHG
Protocol website.
6
Recticel followed the recommendation in the WRI report
and calculated its avoided emissions through the
Attributional Life Cycle Assessment (LCA) approach. This
is a widely used method for assessing the environmental
impacts of a product or service throughout its entire
life cycle, from extraction of raw materials to end-of life
disposal.
To calculate the avoided emissions for all our products
sold in 2022, we used the framework below and
requested our consultant South Pole to validate the
approach and perform the calculations.
6
https://ghgprotocol.org/sites/default/files/standards/18_WP_Comparative-Emissions_final.pdf
Energy mix
Factor of emission
[kgCO
2
e/kWh]
Avoided emissions
per year
[kgCO
2
e/year]
Total avoided
emissions
[kgCO
2
e]
Energy savings
per year
[kWh/year]
Surface insulated
[m²]
Quantity of
insulation [m
3
]
Insulation
thickness [m]
Insulation sales
per type [m
3
]
Effiency [%]
Sales per
application [%]
Volume installed
[m
3
]
Share of insulation
materials used [%]
Thermal resistance
(∆U) [W/m
2
K]
Number of degree
days per year
Insulation lifetime
[year]
Type of work
(new/refurbished)
[%]
Thermal
conductivity (λ)
[W/mK]
Thermal
resistance (∆U)
[W/m
2
K]
Emission per
type of fuel
[kgCO
2
e/kWh]
Input parameters
Values calculated
To allow a correct comparison with other
companies reporting avoided emissions, it is
essential to note that the full scope of our
insulation activities has been considered as well
as the totality of GHG emissions (scope 1+2+3)
as recommended by the WRI, and not only the
emissions related to our own operations.
2022
(RESTATED)
2023
∆ %
2023-2022
Estimated avoided emissions from all Recticel Group building insulation products
over their lifetime (tCO
2
e)
25,931,764 22,897,740 -11.7%
Recticel Group carbon footprint (scope 1+2+3
7
) (tCO
2
e) 727,567 673,575 -7.4%
Multiple 35.6 34.0 -4.5%
7
excl. Cat. 3.15, Investments
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avoided emissions
8
avoided emissions
times
34
8
estimated from all our building insulation products over their lifetime
9
excl. Cat. 3.15, Investments
6.1.7 E1-7 GHG removals and mitigation
projects financed through carbon
credits
GHG removals and mitigation projects financed through carbon credits are initiatives aimed at
removing greenhouse gas emissions from the atmosphere or reducing or preventing their release into
the atmosphere.
Such projects generate carbon credits, also known as emission reduction units (ERUs) or certified
emission reductions (CERs), which represent the quantified emission reductions or removals achieved.
Examples include:
• Afforestation and reforestation
Projects that involve planting trees (afforestation) or re-establishing forests on lands that were
previously deforested or degraded (reforestation). Trees absorb CO
2
from the atmosphere as they
grow, thereby sequestering carbon and mitigating climate change.
• Renewable energy
Projects that involve the development and deployment of renewable energy sources such as wind,
solar, hydroelectric and biomass energy. By replacing fossil fuel based energy generation, these
projects reduce emissions of CO
2
and other greenhouse gases.
• Methane capture and utilisation
Projects that capture methane emissions from sources such as landfills, wastewater treatment
plants and livestock operations. Methane, a potent greenhouse gas, can be captured and either
used as a renewable energy source or destroyed through controlled combustion, thereby preventing
its release into the atmosphere.
• Carbon capture and storage (CCS)
Projects that capture CO
2
emissions from industrial processes or power plants and permanently
store them underground or utilise them for enhanced oil recovery. CCS technologies aim to prevent
CO
2
from entering the atmosphere, thus mitigating climate change.
During 2023, Recticel Group did not invest in GHG removal and mitigation projects.
Over the lifetime of the use of the
building insulation products sold
in 2023, more than 22 million tons
of CO
2
e emissions will be avoided.
avoided emissions*
2022 2023
8
estimated from all our building insulation products over their lifetime
9
excluding scope 3.15 investment
Recticel
scope 1+2+3
9
:
727,567 tCO
2
e
Recticel
scope 1+2+3
9
:
673,575 tCO
2
e
Avoided emissions:
25,931,764 tCO
2
e
Avoided emissions:
22,897,740 tCO
2
e
-4.5%
x 35.6 x 34.0
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6.1.9 E1-9 Anticipated financial effects from material
physical and transition risks and potential climate-
related opportunities
Detailed information on relevant physical and transition climate-related risks and opportunities can be found in Chapter 5.
A phasing in is foreseen allowing companies to disclose on the required topics as of the 2025 Annual Report.
6.1.10 Other environmental data points
The information below on water consumption and waste management does not form part of ESRS E1 – Climate Change.
6.1.10.1 Water consumption
As we do not use water in our manufacturing processes, our consumption of water is mainly for eating, drinking, showering and toilet flushing.
Water consumption [m³]
2021
(RESTATED)
2022
(RESTATED)
2023
∆ %
2023-2022
∆ %
2023-2021
Municipal water 16,347 13,642 13,187 -3.3% -19.3%
Groundwater 1,249 2,596 937 -63.9% -25.0%
The data exclude the water consumption of our subsidiary Soundcoat as an investigation is ongoing into erroneous reading of the
municipal water metering system.
In 2022, a leak was detected in our Trimo facility in Serbia (Šimanovci) which caused the high consumption of groundwater in that year.
6.1.8 E1-8 Internal carbon pricing
Internal carbon pricing serves as a mechanism for integrating environmental considerations into business decisions, promoting
emissions reductions and advancing sustainability goals within organisations. During 2023, Recticel did not determine an appropriate
carbon price based on factors such as the social cost of carbon, regulatory requirements and its own sustainability targets.
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6.1.10.2 Waste management
Waste management [t]
2021
(RESTATED)
2022
(RESTATED)
2023
∆ %
2023-2022
∆ %
2023-2021
Total waste 10,733 11,580 10,580 -8.6% -1.4%
Hazardous waste 351 88 85 -2.9% -75.6%
Non-hazardous waste 10,382 11,492 10,494 -8.7% +1.1%
total waste
non-hazardous waste
hazardous waste
total waste
2021 2022 2023
10,733 t 11,580 t 10,580 t
-1.4%
vs. base
year 2021
non-hazardous waste
2021 2022 2023
10,383 t
10,494 t
11,492 t
+1.1%
vs. base
year 2021
2021 2022 2023
hazardous waste
-75.6%
vs. base
year 2021
351 t 88 t 85 t
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6.1.11 EU Taxonomy
In July 2021, the European Climate Law entered into force, writing the goals of the
European Green Deal into legislation. The law set a legally binding target of net zero
greenhouse gas emissions by 2050 for member states, with an intermediary target of
reducing net emissions by at least 55% by 2030 compared to 1990 levels.
The European Commission has long recognised the essential role of sustainable
finance in meeting its policy objectives. The EU Action Plan on Financing Sustainable
Growth (which was published in 2018) led to the creation of the EU Taxonomy,
10
a classification system for sustainable economic activities that can be used by
companies, investors and policymakers to help shift financing towards environmentally
sustainable undertakings through the provision of clear metrics. The EU Taxonomy has
been a requirement since July 2021 and its application in tandem with the CSRD will
provide a more comprehensive and rigorous foundation for the achievement of the
European Green Deal objectives.
We performed a review of our relevant management practices to assess whether the
requirements for EU Taxonomy alignment were met for the fiscal year 2023.
The information below provides a breakdown of our eligible and aligned economic
activities in 2023 that make a substantial contribution to climate change mitigation.
6.1.11.1 Analysis of eligibility and technical
screening criteria
In June 2023, the Commission adopted a Taxonomy Environmental Delegated
Act, including a new set of EU Taxonomy criteria for economic activities making a
substantial contribution to one or more of the environmental objectives. Besides
the technical screening criteria for climate change mitigation and climate change
adaptation, additional criteria were introduced for:
• Sustainable use and protection of water and marine resources
• Transition to a circular economy
• Pollution prevention and control
• Protection and restoration of biodiversity and ecosystems
Recticel Group performed a screening of its economic activities against the six
environmental objectives. The assessment was extended to include the business
activities of our Acoustic Solutions division.
Eligible activities within the climate change mitigation objective
The following economic activities of the Recticel Group are eligible for making a
substantial contribution to climate change mitigation:
• Our thermal insulation boards (Recticel Insulation) consist of high-performance
Polyisocyanurate (PIR) foam laminated between two facing materials. They
provide highly effective insulation in all areas of the building envelope, including
flat, tapered and pitched roofs, cavity walls, floors, internal linings and external wall
insulation systems.
• Our metal faced mineral wool insulated panels (Trimo) are highly energy efficient.
These single, factory engineered components are typically fixed directly to the
structural frame of buildings to provide both insulation and weather protection.
There is no cavity in this type of cladding construction.
• Our vacuum insulated panels for buildings (Turvac), featuring ultra-low thermal
conductivity and high thermal resistance, offer superior insulation performance
compared to traditional insulation materials.
• Our thermo-acoustic insulation boards (Recticel Insulation) are designed for
partition wall applications, representing an impactful sound reduction in rooms
whilst offering good thermal performance. They are made from recycled PU foams
from end-of-life mattresses, reducing waste and environmental impact.
• Our vacuum insulated panels for packaging activities (Turvac) offer exceptionally
high efficiency and space-saving characteristics.
The economic activities of Soundcoat in our Acoustic Solutions division are not eligible
for any of the six EU Taxonomy criteria.
10
Regulation (EU) 2020/852 (the ‘Taxonomy Regulation’) was published in the Official Journal of the European Union on 22 June 2020 and entered into force on 12 July 2020.
Our climate disclosure statement in accordance with the guidelines set
forth by the European Securities and Markets Authority (ESMA) can be
found in Chapter 7.2.1.5, Climate change (page 177).
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KPI
% CAPEX/OPEX ELIGIBLE FOR EU TAXONOMY ALIGNMENT
Related to capital expenditure (CapEx) 52.4%
Related to operational expenditure (OpEx) 8.2%
Eligible activities meeting the technical screening criteria
The table below outlines the EU Taxonomy eligible activities meeting the technical screening criteria
for climate change mitigation. The vacuum insulated panels for packaging do not meet any of the
technical screening criteria.
Environmental Objective
ECONOMIC ACTIVITY
EU TAXONOMY CATEGORY OF
ECONOMIC ACTIVITY
TECHNICAL SCREENING CRITERIA
Climate change
mitigation
Insulation boards
Category 3.5
Manufacture of energy efficiency
equipment for buildings
Insulating products with a
lambda value lower or equal
to 0.06 W/mK
Insulated panels
Category 3.5
Manufacture of energy efficiency
equipment for buildings
External wall systems with
U-value lower or equal to 0.5
W/m²K
Roofing systems with U-value
lower or equal to 0.3 W/m
2
K
Vacuum insulated panels for buildings
Category 3.5
Manufacture of energy efficiency
equipment for buildings
Insulating products with a
lambda value lower or equal
to 0.06 W/mK
Thermo-acoustic boards
Category 3.5
Manufacture of energy efficiency
equipment for buildings
Insulating products with a
lambda value lower or equal
to 0.06 W/mK
Economic activity
% TURNOVER ELIGIBLE FOR EU TAXONOMY ALIGNMENT
Manufacture of energy efficiency equipment for buildings 88.9%
Table 1: 2023 Turnover related to EU Taxonomy eligible activities meeting the technical criteria
Table 2: 2023 CapEx and OpEx related to EU Taxonomy eligible activities meeting the technical
criteria
Turnover KPI
To determine the Turnover-KPI, the denominator is the external sales
revenue reported in accordance with the IFRS consolidated financial
statements . The numerator represents the revenue according to IFRS
15 attributable to taxonomy-aligned economic activities.
88.9% of the Recticel Group activities are EU Taxonomy eligible and
potentially also EU Taxonomy aligned.
The required due diligence policies and procedures to make these
activities EU Taxonomy aligned will be implemented throughout 2024.
CapEx KPI
To determine the CapEx KPI, all additions to intangible assets and
property, plant and equipment (excluding goodwill) are shown in
the denominator. In the numerator, investments are included if
they relate to assets or processes that are essential to carry out a
taxonomy eligible economic activity. In addition, further sustainable
investments were identified that lead to a reduction in the company’s
own greenhouse gas emissions.
OpEx KPI
To determine the OpEx KPI, the denominator contains the direct non-
capitalised costs that relate to research and development, building
renovation measures, short-term lease, maintenance and repair,
and any other direct expenditures relating to day-to-day servicing
of assets of property, plant and equipment by the undertaking or
third party to whom activities are outsourced that are necessary to
ensure the continued and effective functioning of such assets. The
numerator contains those operating expenses that can be allocated
directly or indirectly to taxonomy-aligned activities, as well as related
to purchases of aligned economic activities and individual measures
enabling the target activities to become low-carbon or to lead to
greenhouse gas reductions.
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6.1.11.2 Meeting the Do No Signicant Harm (DNSH) objective
We have completed an EU Taxonomy gap assessment on all Recticel activities that qualify for an EU Taxonomy category of economic activity. Its recommendations will be
implemented in the integration process underway.
In respect to the Do No Significant Harm objective, the assessment revealed that, for certain topics, the audit trail must be more robust in view of the assurance required for the
FY2024 report. Recticel is committed to achieving further alignment in the course of 2024.
OECD Guidelines for Multinational Enterprises
UN Guiding Principles on Business and Human Rights
Fundamental Conventions of the International Labour Organisation (ILO)
International Bill of Human Rights
6.1.11.3 Compliance with Minimum Social Safeguards
Minimum safeguards in the context of the EU Taxonomy refer to a set of social and
governance criteria that must be met by economic activities that are considered
environmentally sustainable. The inclusion of these safeguards in the EU Taxonomy is
seen as an important step in ensuring that the transition to a sustainable economy is
equitable and respects the rights of workers, communities and the environment.
Alignment with the following guidelines and principles is required:
We also assessed compliance with the nal report of the Platform on Sustainable
Finance on Minimum Social Safeguards
11
, focusing on human/labour rights throughout
the value chain, bribery/corruption, taxation and fair competition. For compliance with
the minimum social safeguards, companies need to have adequate due diligence
processes in place and prove the absence of certain negative impacts or events.
We started the implementation of the required risk management and due diligence
processes for our value chain at the end of 2023 and it will be completed during
1H2024. For more information about the new Supply Chain Human Rights Due Diligence
Procedure, see Chapter 6.2, Social Statement.
We declare that in relation to the minimum safeguards, Recticel has not been found to
be in violation of labour or human rights, anti-corruption, tax or competitions law in the
ve years period preceding this Annual Report. Neither did Recticel have any interaction
with an OECD National Contact Point or a Business and Human Rights Resource Centre.
In view of the double materiality exercise required under the CSRD, Recticel is in the
process of updating its compliance procedures and will roll them out in May 2024.
11
Final Report on Minimum Safeguards (europa.eu)
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Financial year 2023 2023 Substantial Contribution Criteria DNSH criteria (‘Do No Significant Harm’)(h)
ECONOMIC ACTIVITIES (1)
CODE
(a) (b) (c) (2)
TURNOVER (SALES) (3)
PROPORTION OF TURNOVER (SALES), YEAR 2023 (4)
CLIMATE CHANGE MITIGATION (5)
CLIMATE CHANGE ADAPTATION (6)
WATER (7)
POLLUTION (8)
CIRCULAR ECONOMY (9)
BIODIVERSITY (10)
CLIMATE CHANGE MITIGATION (11)
CLIMATE CHANGE ADAPTATION (12)
WATER (13)
POLLUTION (14)
CIRCULAR ECONOMY (15)
BIODIVERSITY (16)
MINIMUM SAFEGUARDS (17)
PROPORTION OF TAXONOMY ALIGNED (A.1.) OR
ELIGIBLE (A.2.) TURNOVER, YEAR 2022 (18)
CATEGORY ENABLING ACTIVITY (19)
CATEGORY TRANSITIONAL ACTIVITY (20)
EUR
X 1,000
%
Y; N; N/
EL (b)
(c)
Y; N; N/
EL (b)
(c)
Y; N; N/
EL (b)
(c)
Y; N; N/
EL (b)
(c)
Y; N; N/
EL (b)
(c)
Y; N; N/
EL (b)
(c)
Y/N Y/N Y/N Y/N Y/N Y/N Y/N % E T
A. TAXONOMY-ELIGIBLE ACTIVITIES
A.1. Environmentally sustainable activities (Taxonomy-aligned) (d)
Manufacture of energy efficiency equipment for buildings
CCM
3.5
0 0.0% Y N N N N N - Y Y Y Y Y N 0.0% E -
Turnover (sales) of environmentally sustainable activities
(Taxonomy-aligned) (A.1)
0 0.0% 0.0% 0.0% 0.0% 0.0% 0.0% 0.0% - Y Y Y Y Y N 0.0%
Of which Enabling 0 0.0% 0.0% 0.0% 0.0% 0.0% 0.0% 0.0% - Y Y Y Y Y N 0.0% E
Of which Transitional 0 0.0% 0.0% - Y Y Y Y Y N 0.0% -
A.2 Taxonomy-Eligible but not environmentally sustainable activities (not Taxonomy-aligned activities) (e) (g)
EL; N/EL
(f)
EL; N/EL
(f)
EL; N/EL
(f)
EL; N/EL
(f)
EL; N/EL
(f)
EL; N/EL
(f)
Manufacture of energy efficiency equipment for buildings
CCM
3.5
470,892 88.9% EL N/EL N/EL N/EL N/EL N/EL 90.7%
Turnover (sales) of Taxonomy- eligible but not environmentally
sustainable activities (not Taxonomy-aligned activities) (A.2)
470,892 88.9% 100.0% 0.0% 0.0% 0.0% 0.0% 0.0% 90.7%
A. Turnover (sales) of Taxonomy eligible activities (A.1+A.2) 470,892 88.9% 100.0% 0.0% 0.0% 0.0% 0.0% 0.0% 90.7%
B. TAXONOMY-NON-ELIGIBLE ACTIVITIES
Turnover (sales) of Taxonomy- non-eligible activities 58,534 11.1%
TOTAL 529,426 100.0%
6.1.11.4 2023 EU Taxonomy reporting table
Proportion of turnover (sales) from products or services associated with Taxonomy-aligned economic activities - disclosure covering year 2023
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Financial year 2023 2023 Substantial Contribution Criteria DNSH criteria (‘Do No Significant Harm’)(h)
ECONOMIC ACTIVITIES (1)
CODE
(a) (b) (c) (2)
CAPEX (3)
PROPORTION OF CAPEX, YEAR 2023 (4)
CLIMATE CHANGE MITIGATION (5)
CLIMATE CHANGE ADAPTATION (6)
WATER (7)
POLLUTION (8)
CIRCULAR ECONOMY (9)
BIODIVERSITY (10)
CLIMATE CHANGE MITIGATION (11)
CLIMATE CHANGE ADAPTATION (12)
WATER (13)
POLLUTION (14)
CIRCULAR ECONOMY (15)
BIODIVERSITY (16)
MINIMUM SAFEGUARDS (17)
PROPORTION OF TAXONOMY ALIGNED (A.1.) OR
ELIGIBLE (A.2.) TURNOVER, YEAR 2022 (18)
CATEGORY ENABLING ACTIVITY (19)
CATEGORY TRANSITIONAL ACTIVITY (20)
EUR
X 1,000
%
Y; N; N/
EL (b)
(c)
Y; N; N/
EL (b)
(c)
Y; N; N/
EL (b)
(c)
Y; N; N/
EL (b)
(c)
Y; N; N/
EL (b)
(c)
Y; N; N/
EL (b)
(c)
Y/N Y/N Y/N Y/N Y/N Y/N Y/N % E T
A. TAXONOMY-ELIGIBLE ACTIVITIES
A.1. Environmentally sustainable activities (Taxonomy-aligned) (d)
Manufacture of energy efficiency equipment for buildings
CCM
3.5
0 0.0% Y N N N N N - Y Y Y Y Y N 0.0% E -
CapEx of environmentally sustainable activities
(Taxonomy-aligned) (A.1)
0 0.0% 0.0% 0.0% 0.0% 0.0% 0.0% 0.0% - Y Y Y Y Y N 0.0%
Of which Enabling 0 0.0% 0.0% 0.0% 0.0% 0.0% 0.0% 0.0% - Y Y Y Y Y N 0.0% E
Of which Transitional 0 0.0% 0.0% - Y Y Y Y Y N 0.0% T
A.2 Taxonomy-Eligible but not environmentally sustainable activities (not Taxonomy-aligned activities) (e) (g)
EL; N/EL
(f)
EL; N/EL
(f)
EL; N/EL
(f)
EL; N/EL
(f)
EL; N/EL
(f)
EL; N/EL
(f)
Manufacture of energy efficiency equipment for buildings
CCM
3.5
11,513 52.4% EL N/EL N/EL N/EL N/EL N/EL 92.5%
CapEx of Taxonomy- eligible but not environmentally sustainable
activities (not Taxonomy-aligned activities) (A.2)
11,513 52.4% 100.0% 0.0% 0.0% 0.0% 0.0% 0.0% 92.5%
A. CapEx of Taxonomy eligible activities (A.1+A.2) 11,513 52.4% 100.0% 0.0% 0.0% 0.0% 0.0% 0.0% 92.5%
B. TAXONOMY-NON-ELIGIBLE ACTIVITIES
CapEx of Taxonomy- non-eligible activities 10,457 47.6%
TOTAL 21,970 100.0%
Proportion of CapEx from products or services associated with Taxonomy-aligned economic activities - disclosure covering year 2023
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Financial year 2023 2023 Substantial Contribution Criteria DNSH criteria (‘Do No Significant Harm’)(h)
ECONOMIC ACTIVITIES (1)
CODE
(a) (b) (c) (2)
OPEX (3)
PROPORTION OF OPEX, YEAR 2023 (4)
CLIMATE CHANGE MITIGATION (5)
CLIMATE CHANGE ADAPTATION (6)
WATER (7)
POLLUTION (8)
CIRCULAR ECONOMY (9)
BIODIVERSITY (10)
CLIMATE CHANGE MITIGATION (11)
CLIMATE CHANGE ADAPTATION (12)
WATER (13)
POLLUTION (14)
CIRCULAR ECONOMY (15)
BIODIVERSITY (16)
MINIMUM SAFEGUARDS (17)
PROPORTION OF TAXONOMY ALIGNED (A.1.) OR
ELIGIBLE (A.2.) TURNOVER, YEAR 2022 (18)
CATEGORY ENABLING ACTIVITY (19)
CATEGORY TRANSITIONAL ACTIVITY (20)
EUR
X 1000
%
Y; N; N/
EL (b)
(c)
Y; N; N/
EL (b)
(c)
Y; N; N/
EL (b)
(c)
Y; N; N/
EL (b)
(c)
Y; N; N/
EL (b)
(c)
Y; N; N/
EL (b)
(c)
Y/N Y/N Y/N Y/N Y/N Y/N Y/N % E T
A. TAXONOMY-ELIGIBLE ACTIVITIES
A.1. Environmentally sustainable activities (Taxonomy-aligned) (d)
Manufacture of energy efficiency equipment for buildings
CCM
3.5
0 0.0% Y N N N N N - Y Y Y Y Y N 0.0% E -
OpEx of environmentally sustainable activities
(Taxonomy-aligned) (A.1)
0 0.0% 0.0% 0.0% 0.0% 0.0% 0.0% 0.0% - Y Y Y Y Y N 0.0%
Of which Enabling 0 0.0% 0.0% 0.0% 0.0% 0.0% 0.0% 0.0% - Y Y Y Y Y N 0.0% E
Of which Transitional 0 0.0% 0.0% - Y Y Y Y Y N 0.0% T
A.2 Taxonomy-Eligible but not environmentally sustainable activities (not Taxonomy-aligned activities) (e) (g)
EL; N/EL
(f)
EL; N/EL
(f)
EL; N/EL
(f)
EL; N/EL
(f)
EL; N/EL
(f)
EL; N/EL
(f)
Manufacture of energy efficiency equipment for buildings
CCM
3.5
42,424 8.2% EL N/EL N/EL N/EL N/EL N/EL 15.3%
OpEx of Taxonomy- eligible but not environmentally sustainable
activities (not Taxonomy-aligned activities) (A.2)
42,424 8.2% 100.0% 0.0% 0.0% 0.0% 0.0% 0.0% 15.3%
A. OpEx of Taxonomy eligible activities (A.1+A.2) 42,424 8.2% 100.0% 0.0% 0.0% 0.0% 0.0% 0.0% 15.3%
B. TAXONOMY-NON-ELIGIBLE ACTIVITIES
OpEx of Taxonomy- non-eligible activities 474,420 91.8%
TOTAL 516,844 100.0%
Proportion of OpEx from products or services associated with Taxonomy-aligned economic activities - disclosure covering year 2023
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(a) The Code constitutes the abbreviation of the relevant objective to which the economic activity is eligible to make a substantial contribution, as well as the Section number of the activity in the relevant Annex covering the objective, i.e.:
- Climate Change Mitigation: CCM
- Climate Change Adaptation: CCA
- Water and Marine Resources: WTR
- Circular Economy: CE
- Pollution Prevention and Control: PPC
- Biodiversity and ecosystems: BIO
(b) Y - Yes, Taxonomy-eligible and Taxonomy-aligned activity with the relevant environmental objective
N - No, Taxonomy-eligible but not Taxonomy-aligned activity with the relevant environmental objective
N/EL – not eligible, Taxonomy non-eligible activity for the relevant environmental objective
(c) Where an economic activity contributes substantially to multiple environmental objectives, non-financial undertakings shall indicate, in bold, the most relevant environmental objective for the purpose of computing the KPIs of financial
undertakings while avoiding double counting. In their respective KPIs, where the use of proceeds from the financing is not known, financial undertakings shall compute the financing of economic activities contributing to multiple environmental
objectives under the most relevant environmental objective that is reported in bold in this template by non-financial undertakings. An environmental objective may only be reported in bold once in one row to avoid double counting of economic
activities in the KPIs of financial undertakings. This shall not apply to the computation of Taxonomy-alignment of economic activities for financial products products defined in point (12) of Article 2 of Regulation (EU) 2019/2088. Non-financial
undertakings shall also report the extent of eligibility and alignment per environmental objective, that includes alignment with each of environmental objectives for activities contributing substantially to several objectives.
(d) The same activity may align with only one or more environmental objectives for which it is eligible.
(e) The same activity may be eligible and not aligned with the relevant environmental objectives.
(f) EL - Taxonomy eligible activity for the relevant objective
N/EL - Taxonomy non-eligible activity for the relevant objective
(g) Activities shall be reported in Section A.2 of this template only if they are not aligning to any environmental objective for which they are eligible. Activities that align to at least one environmental objective shall be reported in Section A.1 of this
template.
(h) For an activity to be reported in Section A.1 all DNSH criteria and minimum safeguards shall be met.
NUCLEAR ENERGY RELATED ACTIVITIES
1 The undertaking carries out, funds or has exposures to research, development, demonstration and deployment of innovative electricity generation facilities that produce
energy from nuclear processes with minimal waste from the fuel cycle.
NO
2 The undertaking carries out, funds or has exposures to construction and safe operation of new nuclear installations to produce electricity or process heat, including for the
purposes of district heating or industrial processes such as hydrogen production, as well as their safety upgrades, using best available technologies.
NO
3 The undertaking carries out, funds or has exposures to safe operation of existing nuclear installations that produce electricity or process heat, including for the purposes of
district heating or industrial processes such as hydrogen production from nuclear energy, as well as their safety upgrades.
NO
FOSSIL GAS RELATED ACTIVITIES
4 The undertaking carries out, funds or has exposures to construction or operation of electricity generation facilities that produce electricity using fossil gaseous fuels. NO
5 The undertaking carries out, funds or has exposures to construction, refurbishment, and operation of combined heat/cool and power generation facilities using fossil gaseous
fuels.
NO
6 The undertaking carries out, funds or has exposures to construction, refurbishment and operation of heat generation facilities that produce heat/cool using fossil gaseous
fuels.
NO
Disclosure of information on nuclear energy and fossil gas related activities
Recticel Group - 2023 Annual Report 101
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The European Sustainability Reporting Standards (ESRS) will require organisations to
disclose their social impact in a comprehensive and transparent manner in 2025, for
the 2024 fiscal year. This should provide stakeholders with a deeper understanding
of the organisation’s social impact and efforts to promote sustainability. The social
section of the ESRS covers the following topics:
ESRS S1 – Own workforce
ESRS S2 – Workers in the value chain
ESRS S3 – Affected communities
ESRS S4 – Consumers and end-users
Organisations are required to perform a double materiality assessment to evaluate
which topics and sub-topics are material and should be reported on. Recticel
proactively introduced S1 – Own Workforce in the 2022 Annual Report. Depending on
the outcome of the double materiality assessment, which is under development, this
section will be further updated in our 2024 Annual Report.
6.2 Social
statement
Recticel believes in respect, integrity, honesty and
fairness and values all its employees and business
partners. Ultimately, our business is built on people
and the way they act. All of our employees, workers
and managers and their behaviours determine the
trust in and the reputation of Recticel. They shape how
customers regard our products, how employees regard
our work atmosphere and how shareholders regard their
investment.
“
”
(Recticel Ethics Policy)
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The overview below follows the structure of ESRS S1 – Own workforce and indicates the topics that we disclose in our 2023 Annual Report.
ESRS S1
TOPIC DESCRIBE OR DISCLOSE THE UNDERTAKING’S WHERE TO FIND RECTICEL INFORMATION
S1-1 Policies related to own workforce Policies that address the management of its material impacts, risks and opportunities related to its own
workforce. In addition, if such policies cover specific groups or all of its own workers.
6.2.1 Policies related to own workforce
S1-2 Process for engaging with own workforce and
workers’ representatives about impacts
Steps it takes to gain insight into the perspectives of own workforce that may be particularly vulnerable to
impacts and/or are marginalised (for example, women workers, migrant workers, workers with disabilities).
6.2.2 Process for engaging with own workforce and
workers’ representatives about impacts
S1-3 Process to remediate negative impacts and
channels for own workforce to raise concerns
Processes in place to provide for or cooperate in the remediation of negative impacts on own workforce
that the undertaking has identified it has caused or contributed to, as well as channels available to own
workers to raise concerns and have them addressed.
6.2.3 Process to remediate negative impacts and channels
for own workforce to raise concerns
S1-4 Taking action on material impacts on own
workforce, and approaches to managing material
risks and pursuing material opportunities related
to own workforce and effectiveness of those
actions
Processes, initiatives or engagements through which the undertaking seeks to improve workers’ lives;
addressing the material risks and pursuing the material opportunities related to own workforce.
Disclosure subject to the outcome of the double
materiality assessment
S1-5 Targets related to managing material negative
impacts, advancing positive impacts, and
managing material risks and opportunities
Outcome-oriented targets to drive and measure its progress in addressing its material negative impacts
and/or advancing positive impacts on its own workforce, and/or in managing material risks and
opportunities related to its own workforce.
Disclosure subject to the outcome of the double
materiality assessment
S1-6 Characteristics of the undertaking’s employees Approach to employment, including the scope and nature of impacts arising from its employment
practices, to provide contextual information that aids an understanding of the information reported in
other disclosures, and to serve as the basis for calculation for quantitative metrics to be disclosed under
other disclosure requirements in this Standard.
6.2.6 Characteristics of the undertaking’s employees
S1-7 Characteristics of non-employees in the
undertaking’s own workforce
Approach to employment, including the scope and nature of impacts arising from its employment
practices, to provide contextual information that aids the understanding of the information reported
in other disclosures, and to serve as the basis for calculation for quantitative metrics to be disclosed
under other disclosure requirements in this Standard. It also allows an understanding of how much the
undertaking relies on workers who are not employees.
Phasing in allowed until 2025 Annual Report.
Disclosure subject to the outcome of the double
materiality assessment.
S1-8 Collective bargaining coverage and social
dialogue
Disclosure of whether the undertaking has one or more collective bargaining agreements and, if so,
the overall percentage covered by such agreement(s) for each country in which the undertaking has
significant employment, defined as at least 50 employees by head count.
6.2.8 Collective bargaining coverage and social dialogue
(general approach)
Phasing in allowed until 2025 Annual Report.
Disclosure subject to the outcome of the double
materiality assessment.
S1-9 Diversity metrics Gender distribution at top management and the age distribution amongst its employees. 6.2.9 Diversity metrics
S1-10 Adequate wages Whether or not all workers in its own workforce are paid an adequate wage, in line with applicable
benchmarks; and if not, which type of workers do not receive an adequate wage and what percentage of
its own workforce is paid below the adequate wage.
6.2.10 Adequate wages
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ESRS S1
TOPIC DESCRIBE OR DISCLOSE THE UNDERTAKING’S WHERE TO FIND RECTICEL INFORMATION
S1-11 Social protection Whether its own workers are covered by social protection against loss of income due to major life events,
and, if not, the countries where this is not the case and the percentages in those countries that are not
protected.
6.2.11 Social protection
S1-12 Persons with disabilities The extent to which persons with disabilities are included among the undertaking’s employees. 6.2.12 Persons with disabilities (general approach)
Phasing in allowed until 2025 Annual Report.
Disclosure subject to the outcome of the double
materiality assessment.
S1-13 Training and skill development metrics Understanding of the training and skills development-related activities that have been offered to
employees, within the context of continuous professional growth, to upgrade employees’ skills and
facilitate continued employability.
6.2.13 Training and skill development metrics
S1-14 Health and safety metrics Extent to which its own workforce is covered by its health and safety management system and the number
of incidents associated with work-related injuries, ill health and fatalities of its own workers. In addition,
it shall disclose the number of fatalities as a result of work-related injuries and work-related ill health of
other workers working on the undertaking’s sites.
6.2.14 Health and safety metrics
S1-15 Work-life balance metrics Extent to which employees are entitled to and make use of family-related leave. 6.2.15 Work-life balance metrics
Phasing in allowed until 2025 Annual Report.
Disclosure subject to the outcome of the double
materiality assessment.
S1-16 Remuneration metrics (pay gap and total
remuneration)
The percentage gap in pay between women and men and the ratio between the compensation of its
highest paid individual and the median compensation for its employees.
6.2.16 Characteristics of the undertaking’s employees
S1-17 Incidents, complaints and severe human rights
impacts and incidents
The number of work-related incidents and/or complaints and severe human rights impacts and incidents
within its own workforce and any related material fines or sanctions for the reporting period.
6.2.17 Incidents, complaints and severe human rights
impacts and incidents
In June 2023, Recticel completed its transformation to a dedicated insulation company by divesting the Engineered Foams division to Carpenter Co.
On 31 December 2023, Recticel Group comprised the divisions Insulation Boards (Recticel Insulation, Turvac (74% joint venture)), Insulated Panels
(Trimo) and Acoustic Solutions (Soundcoat) as well as HQ and Shared Services.
In the information provided in this Chapter for comparative reasons, the scopes are outlined as they may differ between 2021, 2022 and 2023. In 2022
and 2021, HQ and Shared Services were included in the reporting results of Recticel Insulation.
REX Panels & Profiles was acquired on 10 January 2024 and will be included in the 2024 Annual Report.
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6.2.1 S1 - Policies related to
our own workforce
People are the cornerstone of our sustainability strategy. This means
respecting the highest standards and principles on human rights,
labour, the environment and anti-corruption. We maintain strong
partnerships across our industry, attach great importance to dialogue
with our employees and their representatives and support social
projects relating to our strategy. We constantly seek to minimise
the impact of our activities and products on health, safety and the
environment. As an employer, we strive to create a safe, inspiring and
rewarding place to work. We build our community on inclusiveness and
respect, believing that diversity improves the quality of decision making
and overall performance.
6.2.1.1 Our core values
Our core values dene how we interact, do business and work together
at Recticel in order to grow as a company and as individuals. The
ultimate goal of our values is to align our organisation’s actions and
attitudes towards all stakeholders, internal and external, in a way that
supports the execution of our corporate strategy and the achievement
of our corporate objectives.
innovate
to create value
We
We strive for
results
We act with
respect &
integrity
We take
and feel
ownership
accountable
We
to win
cooperate
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6.2.1.2 Ethics policy
Our Ethics Policy contains the fundamental standards adhered to at all times by every
business activity, employee and manager. Recticel’s policy regarding employment
matters requires that all decisions related thereto are based on objectively relevant
factors such as qualications, merit, performance, dedication and compliance with
the Ethics Policy. Discrimination based on personal factors such as age, race, colour,
religion, mother tongue, gender, sexual orientation, mental or physical disability,
political opinion, origin or nationality, is forbidden.
The rights of Recticel’s workforce are guaranteed through the Ethics Policy. Recticel
complies with the laws and the collective labour agreements in all countries in which it
operates. When the applicable law, the collective labour agreements and the Recticel
Ethics Policy specify diverging standards, the most stringent regulation will be applied.
Recticel supports the United Nations Universal Declaration of Human Rights and the
conventions and recommendations of its International Labour Organisation.
Recticel is committed to conducting its business in a manner that protects the health
and safety of its customers, workers (employees and contractors) and the general
public. Managers and employees are regularly informed and educated on health and
safety regulations. Recticel also devotes adequate resources to identify, control and
remedy health and safety risks associated with its operations, in accordance with
applicable laws and regulations.
Sustainability is a fundamental aspect of our strategy and is extended to the
performance of our supplier management processes. Commitment from all our
suppliers to the principles detailed in our Ethics Policy (available on our website) is
of vital importance. The Recticel Supplier Sustainability Requirements (RSSR) set out
these requirements to ensure among other things that working conditions in the supply
chain are safe, that workers are treated with respect and dignity and that business
operations are environmentally responsible and conducted ethically. The RSSR form
an integral part of Recticel’s General Terms and Conditions and are available on
our corporate website. Where the contractual relationship with our suppliers is not
governed by Recticel’s General Terms and Conditions, we require the suppliers to
provide us either with a signed version of the RSSR or with proof that they respect
principles equivalent to those set out in our Ethics Policy and RSSR.
In 2024, the Ethics Policy will be replaced by a new Code of Conduct within the Recticel
Group and its divisions.
6.2.1.3 Whistleblowing policy
In the event of violation of internal or external laws and regulations, Recticel
has implemented a Policy for the Reporting of Misconduct and the Protection of
Whistleblowers (referred to as Whistleblowing Policy) to enable anyone to report on
behaviour that may represent a violation of the Recticel Ethics Policy, the Corporate
Policies or any other laws and regulations.
It sets out a procedure for dealing with managers, employees, contractors or anyone
who wilfully or negligently commits a policy/procedure breach or criminal offence
detrimental to Recticel or the public interest. Recticel employees have a basic moral
obligation to report any reasonable suspicion that another employee or manager
might be guilty of serious misconduct, fraud or gross malpractice.
Concerns about serious misconduct, fraud or gross malpractice can be raised through
all possible channels of communication (by letter, e-mail, phone, personal discussion,
etc.), both on a local and on a Group level. A dedicated mailbox is available 24/7, with
strict access and condentiality rights.
Recticel guarantees that whistleblowers who report serious misconduct, fraud or gross
malpractice concerns in good faith will suffer no adverse or negative consequences
whatsoever of disclosing those concerns in accordance with this procedure.
In 2024, an updated Whistleblowing Policy will be implemented within the Recticel
Group and its divisions.
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6.2.1.4 Diversity policy
Recticel strives to create a community where everyone is included and respected,
bringing people together for a better world. We believe that a diverse team improves
the quality of decision making, and ultimately improves overall performance.
Recticel has not established a formal specic diversity policy. However, it is an equal
employer in all aspects of recruitment and selection and is committed to a fair and
consistent approach to recruitment and selection. Recticel works actively to develop a
positive employer image amongst internal and external stakeholders. Recticel commits
to hire candidates irrespective of age, disability, gender reassignment, marriage or
civil partnership, pregnancy and maternity, race, religion and belief, sex and sexual
orientation or hours of work.
Recticel also commits to offering learning opportunities to all employees irrespective
of age, disability, gender reassignment, marriage or civil partnership, pregnancy and
maternity, race, religion and belief, sex and sexual orientation or hours of work.
6.2.1.5 Supply chain human rights due
diligence procedure
Where the contractual relationship with our suppliers is not governed by Recticel’s
General Terms and Conditions, we require the suppliers to provide us either with a
signed version of the Recticel Supplier Sustainability Requirements (RSSR) or with proof
that they respect principles equivalent to those set out in our Ethics Policy and RSSR.
In the fourth quarter of 2023, Recticel implemented a supply chain human rights due
diligence procedure to proactively manage potential and actual adverse human rights
impacts.
A special task force consisting of representatives from the Legal and Procurement
Departments, chaired by the Legal Counsel, is responsible for developing and
implementing a procedure for identifying, assessing and taking action on human
rights impacts for people in the supply chain. The members unite on a monthly basis to
follow up on progress.
The procedure that was developed consists primarily of the following actions:
(i) Conducting a desktop risk scan on human rights compliance by suppliers;
(ii) Requesting suppliers to sign Recticel’s Supplier Sustainability Requirements
(RSSR) and provide a copy of their company’s Ethics Policy or equivalent
documentation;
(iii) Sending out a self-assessment questionnaire to all suppliers;
(iv) Evaluating whether corrective action is required to address negative impacts on
people in the supply chain.
Recticel will report on the outcome of the supply chain human rights due diligence
procedure in the 2024 Annual Report.
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6.2.2 S1-2 Process for engaging with own workforce and workers’
representatives about impacts
Recticel is committed to providing timely and adequate information to its managers
and employees and fosters open and constructive dialogue on the company’s strategy
and business development, as well as any other matter that may be of concern to its
managers and employees.
Recticel’s local management is responsible for maintaining good employee relations.
They encourage open communication, communicate on the company’s goals and how
they relate to everyone’s job, and share and review employees’ expectations.
During the annual Employee Performance Management Discussion (EPMD) white-collar
employees are invited to evaluate how they are doing in their daily work (content,
workload, relationships, etc.). If employees report that they are dissatisfied with their
situation at work, they can suggest possible solutions to their direct manager and can
also request a meeting with their local HR representative.
Throughout the year, Recticel maintains an active dialogue with its social partners, at
both country and European levels. In countries where a works council is in place as
required by local legislation, works council meetings are organised to inform, consult or
discuss with the employees’ representatives, depending on the topics. The Country HR
management is responsible for managing the local works council process.
At European level, a European Works Council (EWC) is in place. At least one annual
meeting is scheduled while additional, restricted EWC committees can take place
if the need arises. During the annual EWC of September 2023, the topics included a
presentation of the status of Recticel’s climate change mitigation strategy. The EWC
was updated on Recticel’s GHG emission reduction plan for scope 1, 2 & 3 and the
commitment to the Science Based Targets initiative (SBTi). The Chief Human Resources
Officer is responsible for managing the EWC process.
6.2.3 S1-3 Process to remediate negative impacts and channels for
own workers to raise concerns
Employees who wish to raise a concern are encouraged to address it first with their
direct manager or HR representative. If no solution can be found that satisfies all
parties, the concern can be escalated to the manager’s manager (‘grandparent
principle’) and/or to the Country or Group HR organisation. In countries where a
works council is in place, an employee can also choose to consult with their workers’
representative. In addition, Recticel has a Whistleblowing Policy in place, allowing
employees to raise their concerns.
Depending on local legislation, some countries have a confidential advisor in place to
support and advise any employee experiencing a psychosocial problem at work (e.g.
stress, bullying, trauma, alcohol or drug-related issues). This is the case in Belgium
and Finland. The confidential advisor can also mediate if requested to do so by the
employee. In other countries, the HR organisation is the point of contact for employees.
If desired, employees can be referred to counselling organisations.
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6.2.4 S1-4 Taking action on material impacts on own workforce,
and approaches to mitigating material risks and pursuing material
opportunities related to own workforce and effectiveness of those
actions
Disclosure subject to the outcome of the double materiality assessment.
6.2.5 S1-5 Targets related to managing material negative impacts,
advancing positive impacts, and managing material risks and
opportunities
Disclosure subject to the outcome of the double materiality assessment.
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6.2.6 S1-6 Characteristics of the undertaking’s employees
Recticel Group is a Belgian insulation company with a strong presence in Europe and the US, and production sites in Finland, United Kingdom, France, Slovenia, Serbia, Belgium
and the US.
12
At the end of 2023, Recticel employed 1,255 people.
On 31 December 2023, Recticel Group comprised the subsidiaries Recticel Insulation, Trimo, Soundcoat and Turvac (74% joint venture) as well as HQ and Shared Services.
The reported data refer to the headcount at the end of the reporting period (31 December 2023).
Table 1. Number of employees (headcount by gender)
Table 2. Employee headcount per country
Gender
2022
NUMBER OF EMPLOYEES
2023
NUMBER OF EMPLOYEES
Male 886 888
Female 348 367
Total employees 1,234 1,255
Scope 2022: Recticel Insulation, Trimo and Turvac (74% joint venture)
Scope 2023: Recticel Group
Country
2022
NUMBER OF EMPLOYEES
2023
NUMBER OF EMPLOYEES
Slovenia 398 388
Belgium 329 293
United Kingdom 159 153
France 117 116
Serbia 74 68
Poland 72 70
Finland 52 49
The Netherlands 15 14
Germany 4 5
Czech Republic 4 4
Sweden 4 4
Slovakia 3 3
Hungary 2 2
Macedonia 1 1
USA - 85
Scope 2022: Recticel Insulation, Trimo and Turvac (74% joint venture)
Scope 2023: Recticel Group
Table 3. Employees by contract type, broken down by gender (headcount)
FEMALE MALE TOTAL
2022 2023 2022 2023 2022 2023
Number of employees 348 367 886 888 1,234 1,255
Number of permanent
employees
328 354 871 880 1,199 1,234
Number of temporary
employees
20 13 15 8 35 21
Number of non-guaranteed
hours employees
Not applicable: Recticel does
not employ non-guaranteed
hours employees
Not applicable: Recticel does
not employ non-guaranteed
hours employees
Number of full-time employees 309 318 835 833 1,144 1,151
Number of part-time
employees
39 49 51 55 90 104
Scope 2022: Recticel Insulation, Trimo and Turvac (74% joint venture)
Scope 2023: Recticel Group
The total number of employees (1,255 on 31 December 2023) can be reconciled with the information reported in the
Financial Statement under Chapter 7.2.6.7, Staff.
12
See Chapter 1.1, Who we are.
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6.2.7 S1-7 Characteristics of non-employees in the undertaking’s
own workforce
A phasing in is foreseen allowing companies to disclose on this topic, subject to the outcome of the double materiality assessment, as of the 2025 Annual Report.
6.2.8 S1-8 Collective bargaining coverage and social dialogue
Recticel recognises the right of any employee to join or to refrain from joining a
trade union. Recticel encourages communication with its employees and their
representatives and complies with the laws and collective labour agreements of every
country in which it operates. When the applicable law, the collective labour agreements
and the Recticel Ethics Policy specify diverging standards, the most stringent regulation
will be applied. Recticel supports the United Nations Universal Declaration of Human
Rights and the conventions and recommendations of its International Labour
Organisation. Recticel does not track freedom of association metrics.
For more information about Recticel’s social dialogue, see Chapter 6.2.2, S1-2 Process
for engaging with workers and workers’ representative about impacts.
A phasing in is foreseen allowing companies to disclose in more detail on this topic,
subject to the outcome of the double materiality assessment, as of the 2025 Annual
Report.
6.2.9 S1-9 Diversity metrics
Recticel strives to create a community where everyone is included and respected,
bringing people together for a better world. Recticel is proud to be present in fifteen
countries in Western and Eastern Europe and the US, with employees of different
nationalities.
We believe that a diverse team improves the quality of decision making, and
ultimately improves overall performance. Recticel is an equal employer in all aspects
of recruitment and selection and is committed to a fair and consistent approach to
recruitment and selection. We work actively to develop a positive employer image
amongst the internal and external stakeholders.
Recticel commits to offering equal employment and learning opportunities to all
candidates, irrespective of age, disability, gender reassignment, marriage or civil
partnership, pregnancy and maternity, race, religion and belief, sex and sexual
orientation or hours of work.
On 31 December 2023, two out of the six members of the Board of Directors were
women. As a result, the obligation of Article 7:86 of the Companies and Associations
Code is complied with. The selection process of the members of the Board of Directors
is described in the Governance Charter of Recticel. The aim is to come to a composition
that is diverse in all its aspects, including gender, background, professional experience,
competence and education.
13
13
See biographies in Chapter 4.2.
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On 31 December 2023, one of the five Management Committee
members was a woman.
In 2021, we introduced a KPI to improve gender diversity. Our target is to
reach 25% women in leading positions (Recticel Hay Grade ≥ 18) across
the Recticel organisation by 2030.
Table 1. Gender distribution in number and percentage at top
management level amongst Recticel employees [KPI: Gender
diversity in senior management positions (Recticel HG 18+)]
2021 2022 2023
14
Number 27 women 6 women 8 women
Percentage 18% 14% 17%
Recticel Insulation,
Recticel Bedding, Recticel
Engineered Foams
Recticel Insulation Recticel Group excluding
Turvac (74% joint
venture)
The count of female and male employees corresponding to Recticel’s
Hay Grade 18 and above is performed in Recticel’s HR system. The
annual report data are consolidated on 31 December 2023.
The evolution of the percentage of women in a senior management
position has fluctuated in recent years as a result of divestments and
acquisitions. We are committed to our goal of 25% by 2030.
6.2.10 S1-10 Adequate wages
Recticel complies with the laws, including minimum wages, and the collective labour agreements
in all countries in which it operates. When the applicable law, the collective labour agreements and
the Recticel Ethics Policy specify diverging standards, the most stringent regulation will be applied.
Recticel supports the United Nations Universal Declaration of Human Rights and the conventions and
recommendations of its International Labour Organisation.
Recticel remuneration practices aim to attract, retain and motivate those individuals who contribute
to the successful implementation of our business strategy. It is expected that those practices
encourage enhanced performance and avoid underperformance being rewarded. Remuneration is
managed globally according to established Recticel standards formalised into procedures such as
the Salary Review procedure and the Bonus procedures. Remuneration is managed holistically so that
its diverse components (base pay, incentives, perquisites and benefits) are all aligned and contribute
to rewarding the desired behaviours. Recticel regularly benchmarks its practices against the local and
international market as a point of reference for determining remuneration levels.
6.2.11 S1-11 Social protection
Recticel complies with the laws and the collective labour agreements in all countries in which it
operates. When the applicable law, the collective labour agreements and the Recticel Ethics Policy
specify diverging standards, the most stringent regulation will be applied.
Recticel recognises that extra-legal benefits play an important role in maintaining a healthy
workforce, providing employees with a safety net and providing income at retirement.
Remuneration is managed holistically so that its diverse components (base pay, incentives,
perquisites and benefits) are all aligned and contribute to rewarding the desired behaviours. Recticel
regularly benchmarks its practices against the local and international market as a point of reference
for determining remuneration levels.
6.2.12 S1-12 Persons with disabilities
Our Ethics Policy governs everything we do at Recticel. Discrimination based on personal factors, such
as mental or physical disability, is forbidden. For more information, see Chapter 6.2.1.2, Ethics Policy.
14
PwC limited assurance, see Chapter 8.1.
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Our commitment
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Our value
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Risk and
opportunity
Sustainability
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Financial
report
Appendix
6.2.13 S13 - Training and skill development metrics
Recticel wants to provide a working environment
where continuous learning takes place in order to
help employees gain more enjoyment from their work,
increase their motivation and enhance employee
retention. All Recticel employees, irrespective of age,
disability, gender reassignment, marriage or civil
partnership, pregnancy and maternity, race, religion and
belief, sex and sexual orientation or hours of work, have
access to opportunities for learning and development to
enable them to perform to the best of their ability.
We assess and train for success and have installed
structured mechanisms to ensure the quality of the
process. Regular performance management discussions
are crucial in this respect. During these conversations,
white-collar employees have the opportunity to talk
about their career development ambitions, working
conditions and work-life balance. The output is used
not just to optimise training and development, but also
for reward, retention, succession and career planning
processes.
We believe in personal growth and encourage our
employees to take an active role in finding their own
path within Recticel. Learning can take a number of
different forms, such as external and internal training
courses, on-the-job training, seminars, networking,
literature, e-learning, peer-to-peer learning and many
more.
We are consistently increasing our e-learning offering
with the aim of reaching all white-collar employees.
In 2021 access was given to a broad catalogue of
e-learning materials that allow them to train and
develop themselves in a self-paced way on topics
identified during the Performance Management
processes. As part of the integration process, Trimo
employees were given access to the e-learning
catalogue in 2023.
Since 2015, Recticel has had a compulsory Governance
e-learning programme in place to create, increase
and maintain awareness among Recticel employees
regarding legislation as well as internal codes and
policies to limit the company’s risks of non-compliance.
In 2018, a Cybersecurity programme was added to the
compulsory e-learning programme to raise awareness
of the potentially huge impact of cyber security
breaches in terms of both financial loss and reputational
damage. Successful completion of the Governance and
Cybersecurity programmes is a KPI introduced at the
start of our sustainability strategy in 2015.
TECUN, Recticel Technical University offers a new
e-learning platform to share and improve employees’
technical product and application knowledge.
The subsidiary Recticel Insulation was the first to launch
a series of modules focusing on specific topics such
as Flat Roof, Acoustics, Fire Basics, Fire Advanced and
Certification. In 2023, a sixth module was introduced
on Walls, consisting of theoretical and practical parts.
The e-learning modules are available in English, Dutch
and French, making the content accessible to all sites
of Recticel Insulation. Employees who successfully
complete five modules are awarded a gold certificate.
Table 1. % employees who participated in regular
performance and career development reviews; broken
down by employee category and gender
2022 2023
Percentage of white-collar
employees who participated in
annual employee performance
management discussions
96% 58%
Male 60% 67%
Female 40% 33%
Scope 2022: Recticel Insulation
Scope 2023: Recticel Group, excl. Turvac
(74% joint venture)
In 2023, we progressively started implementing the
annual employee performance management discussion
(EPMD) in the Insulated Panels division, a process that
will continue in 2024. This explains the decrease in
participation percentage between 2022 and 2023.
The data is collected on a yearly basis by the local HR
organisation. The Annual Report data are consolidated
on 31 December 2023.
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Table 2. Recticel specific compulsory KPI: % employee participation in governance and
cybersecurity e-learning including Legal, Cybersecurity and Safety, as well as expanding new
offerings based on specific needs detected during the annual Employee Performance Management
Discussion.
2021 2022 2023
15
E-learning modules
TARGET RESULT RESULT RESULT
Governance Programme:
Data Protection
Ethics Policy
Basics of Contract Law
95% completion 94%
94%
94%
96%
96%
96%
95%
94%
94%
Cybersecurity Programme:
DIGIWIZZ 95% completion 96% 93% 95%
Scope 2021 : White-collar employees Recticel Insulation, Recticel Bedding, Recticel Engineered Foams
Scope 2022 : White-collar employees Recticel Insulation
Scope 2023: White-collar employees Recticel Group, excl. Trimo and Turvac (74% joint venture)
15
PwC limited assurance, see Chapter 8.1.
For the governance programme, the status 'completed' is only achieved if the employee obtains a test
result of minimum 80%. For the cybersecurity programme, a minimum score of 70% on the final test is
required.
The results for the compulsory programmes have remained constant over the recent transformative
years for the Recticel Group.
The completion data per user for the Governance and Cybersecurity programmes are shared by
the external provider on a monthly basis to check for completeness. The Annual Report data are
consolidated on 31 December 2023.
6.2.14 S1-14 Health and
safety metrics
Recticel is committed to conducting its business in a manner that
protects the health and safety of its customers, its workers (whether
employees or contractors) and the general public. It is embedded in our
Core Value of acting with respect and integrity and in our Ethics Policy
that we do not compromise on safety.
The Recticel Group HS&E Policy defines strategic objectives to minimise
all HS&E risks and environmental impacts inherent to the company’s
activities and products. This is above and beyond our basic obligation
to comply with all applicable health, safety and environmental
regulations.
The Recticel Group HS&E Manual provides guidance for the
implementation of the HS&E Policy. QHS&E managers in our divisions
drive and support change in our safety culture by developing
operational standards, improving working environments, raising
awareness and training personnel.
Managers and employees are regularly informed and educated on
health and safety regulations. Recticel also devotes adequate resources
to identify, control and remedy health and safety risks associated with
its operations, in accordance with applicable laws and regulations.
In Recticel’s operations, hazardous chemicals may be used for the
production of our insulation solutions. As an example, rigid polyurethane
foam is made through an exothermal reaction between a polyol and an
isocyanate, but adhesives are also used in our manufacturing process.
Strict policies and procedures are in place to ensure that the health
and safety of our employees is guaranteed at all times. New chemical
products to be used in production must be approved by the local HS&E
manager. All chemicals are stored safely and are subject to regular
periodic inspections. Safety data sheets (SDS) are available in the
production place for consultation at all times.
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Appendix
We perform root cause analyses and implement
corrective and preventive actions on critical operations.
Recticel foaming sites adhere to strict regulations
(such as SEVESO and COMAH), and our plants have
environmental management systems in place. In 2023,
six out of eleven plants were ISO 14001-certified.
Particular attention is paid to training. All employees
exposed to chemical substances are trained in the
proper handling of the products and are educated
on the related properties and potential associated
dangers. Amongst other topics, training covers the use
of personal protection equipment when required and
handling and storage of chemicals, as well as safe
working practices and emergency procedures.
We continue to raise awareness on safety. Through
our global Simply Safe initiative, we introduced a clear
framework of Golden Safety Principles and Golden Safety
Rules. Our Stop. Think. Act! mantra reminds everyone
that we should all try to change our habits to guarantee
a safe working environment. Whenever we notice a
hazard, or whenever we start a new task, we should stop,
think and then act.
Since 2018, we have been holding an annual Recticel
Safety Day. It relays the important message that safety
is everyone’s responsibility. The goal is simple – an
accident-free workplace – and we pursue it relentlessly
by applying consistent rules and principles across all
our sites. In 2022, we chose to make Sustainability, Safety
and Satisfaction part of our DNA. These are the goals
that will create the workplace we want: a workplace that
is safe and accident-free; a workplace where everyone
is valued and encouraged; a workplace that makes us
proud of our contribution to fighting climate change with
our race to net zero emissions.
2022 2023
Percentage 100% 100%
Scope: Recticel
Insulation
Scope: Recticel
Group
2022 2023
Number 0 0
Scope: Recticel
Insulation
Scope: Recticel
Group
2022 2023
Number 0 0
Scope: Recticel
Insulation
Scope: Recticel
Group
2022 2023
Number 120 487
Scope: Recticel
Insulation
Scope: Recticel
Group
2022 2023
Number 13 25
Rate 12.53 11.68
Scope: Recticel
Insulation
Scope: Recticel
Group
Table 1. Percentage own workers covered by Recticel’s
health and safety management system based on legal
requirements and/or recognised standards or guidelines
Table 2. Number of fatalities as a result of work-related
injuries and work-related ill health
Table 4. Number of cases of recordable work-related ill
health
Table 5. Number of days lost to work-related injuries
and fatalities from work-related accidents, work-
related ill health and fatalities from ill health
Table 3. Number and rate of recordable work-related
accidents
An external legal HS&E audit is conducted every three
years.
When we introduced our sustainability strategy in
2015, safety was selected as a material topic with the
ambition of reducing the impacts of our activities and
products. The Recticel Safety KPIs below clarify our
targets and results:
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KPI 2021 2022 2023
16
TARGET
2030
DEFINITION
Frequency 1 (Lost
Time Accidents)
1.95 4.82 8.88 ≤ 2 Definition: Number of Lost
Time Accidents x 1,000,000 /
number of hours performed
Frequency 2 (Lost
Time Accidents +
Restricted Work
Cases + Medical
Treatment Cases)
10.14 12.53 11.68 ≤ 5 Definition: Number of [Lost
Time Accidents + Restricted
Work Cases + Medical
Treatment Cases] x 1
million / number of hours
performed
Scope:
Recticel
Insulation
Scope:
Recticel
Insulation
Scope:
Recticel
Group
Recticel continues to raise awareness in all its sites of the instruction to never
compromise on safety. As the Frequency 1 KPI only relates to lost time accidents,
we introduced an additional KPI which also takes into account incidents leading to
modified work or requiring medical treatment. Whereas Frequency 1 unfortunately
increased by 84% compared to 2022, Frequency 2 actually decreased by 7% with an
enlarged scope.
The data is collected on a monthly basis by the local HS&E organisation and shared
with the local and Group management teams. The Annual Report data were
consolidated on 31 December 2023.
Table 6. Recticel Safety KPIs
16
PwC limited assurance, see Chapter 8.1.
17
See Chapter 6.3.7.8 Annual Change in Remuneration and Pay Ratio.
6.2.15 S1-15 Work-life balance
metrics
Recticel is an equal opportunity employer. We offer men and women the same
opportunities to develop their talents, build a career and balance work and life by
providing the option to work full-time or part-time at every stage of their career (see
also Chapter 6.2.6, S1-6 Characteristics of the undertaking’s employees).
In 2022, Recticel introduced country-specific homeworking policies based on global
standards. The guiding idea is that all employees should have the same opportunities
to work from home, if their job allows it, and within the limits of the local Country
legislation. Supported by digital communication tools, the policy provides employees
with more flexibility in organising their work to the benefit of the employee and the
employer, considering every aspect of ‘people, planet and profit’.
6.2.16 S1-16 Remuneration
metrics (pay gap and total
remuneration)
Recticel’s policy regarding employment matters stipulates that all decisions related
thereto must be based on objectively relevant factors such as qualifications, merit,
performance, dedication, and compliance with the rules set out in the Ethics Policy.
Discrimination based on personal factors such as age, race, colour, religion, mother
tongue, gender, sexual orientation, mental or physical disability, political opinion, origin
or nationality, is forbidden.
Recticel complies with current regulation by disclosing its pay ratio comparing the
highest remuneration of the Management Committee (that is, the remuneration of
the CEO) with the lowest Remuneration at Recticel NV/SA. On 31 December 2023, the
highest remuneration was 25 times the lowest remuneration; this is a pay ratio of 25:1.
17
Recticel is aware that a new EU Pay Transparency Directive was adopted in April 2023.
The Directive aims at closing the gender pay gap. EU companies will be required to
share information about how much they pay women and men for work of equal value,
and take action if their gender pay gap exceeds 5%. The member states have three
years to translate this into national legislation. Recticel is monitoring this closely in
order to comply with the reporting requirements when they become available.
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Recticel expects its managers and
employees to adhere to the highest
standards of integrity and ethics,
to respect the individual and the
environment and to respect and comply
at all times with all applicable national
and international laws and regulations.
Discrimination based on personal factors
such as age, race, colour, religion, mother
tongue, gender, sexual orientation,
mental or physical disability, political
opinion, origin or nationality, is forbidden.
Harassment is not tolerated and Recticel
expects all its managers and employees
to behave in an appropriate manner.
No conduct or behaviour and no verbal
or written communication, internal
or external, vis à vis fellow managers,
employees, contractors, customers,
suppliers, business partners’ personnel or
representatives, which could be deemed
humiliating, intimidating, hostile, or
inappropriate is accepted by Recticel.
Any such conduct or communication will
lead, as the case may be, to disciplinary
sanctions.
No manager or employee has the right or
the authority to request the execution of
any action that would violate compliance
with applicable national or international
laws and regulations. This basic principle
is neither subject to waiver nor exceptions
for competitive or commercial reasons,
industry customs or other exigencies or
contingencies.
Table 1. Total number of work-related incidents and/
or complaints and severe human rights impacts and
incidents within our own workforce and any related
material fines or sanctions for the reporting period
6.2.17 S1-17 Incidents, complaints and severe human rights impacts
and incidents
Table 2. Identified cases of severe human rights impacts and
incidents (e.g. forced labour, human trafficking or child labour)
Table 3. Number of severe human rights cases where the undertaking
played a role securing remedy for those affected and remediation
status
2022 2023
Total number of incidents of
discrimination, including harassment
0 1
Number of complaints filed through
channels for own workforce, including
grievance mechanisms, to raise
concerns (excluding discrimination,
harassment)
0 2
Total amount of material fines, penalties
and compensation for damages as a
result of the incidents and complaints
disclosed above
0 0
Reconciliation with the most relevant
amount presented in the financial
statement
0 0
Scope:
Recticel
Insulation
Recticel Group,
excl. Turvac (74%
joint venture)
2022 2023
Total number of severe human rights issues and incidents
connected to the workforce
0 0
Number of severe human rights issues and incidents
connected to workforce non-respect of the UN Guiding
Principles on Business and Human Rights, ILO Declaration
on Fundamental Principles and Rights at Work or OECD
Guidelines for Multinational Enterprises.
0 0
Total amount of fines, penalties and compensation for
damages for the incidents described above
0 0
Reconciliation with the most relevant amount presented in
the financial statement
0 0
Scope:
Recticel
Insulation
Recticel Group,
excl. Turvac (74%
joint venture)
2022 2023
Incidents reviewed 0 0
Remediation plans being implemented 0 0
Remediation plans that have been implemented, with
results reviewed through routine internal management
review processes
0 0
Incidents no longer subject to action 0 0
Scope:
Recticel
Insulation
Recticel Group,
excl. Turvac (74%
joint venture)
The Annual Report data are consolidated on 31 December 2023.
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The European Sustainability Reporting Standards (ESRS) will require organisations to
disclose their governance impact in a comprehensive and transparent manner in 2025,
for the 2024 fiscal year. This should provide stakeholders with a deeper understanding
of the organisation’s governance impact and efforts to promote sustainability. This
governance statement includes the ESRS G1 – Business conduct section of the ESRS
and the Remuneration report.
Organisations are required to perform a double materiality assessment to evaluate
which topics and sub-topics are material and should be reported on. Recticel is
proactively introducing G1 – Business conduct in the 2023 Annual Report. The objective
of this Standard is to specify disclosure requirements which will enable users of the
undertaking’s sustainability statements to understand the undertaking’s strategy and
approach, processes and procedures, as well as its performance in respect to business
conduct.
Depending on the outcome of the double materiality assessment, which is under
development, this section will be further updated in our 2025 Annual Report.
6.3 Governance
statement
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ESRS G1
TOPIC DESCRIBE OR DISCLOSE THE UNDERTAKING’S WHERE TO FIND RECTICEL INFORMATION
G1-1 Business conduct policies and corporate culture Policies that address the identification, assessment, management and/or remediation of its material
impacts, risks and opportunities related to business conduct matters. It also aims to provide an
understanding of the undertaking’s approach to corporate culture.
6.3.1 Corporate culture and business conduct policies
G1-2 Management of relationships with suppliers Management of its procurement process including fair behaviour with suppliers. 6.3.2 Management of relationships with suppliers
G1-3 Prevention and detection of corruption and bribery Key procedures to prevent, detect and address allegations about corruption and bribery. This includes the
training provided to own workers and/or information provided internally or to suppliers.
6.3.3 Prevention and detection of corruption and bribery
G1-4 Incidents of corruption or bribery Incidents relating to corruption or bribery during the reporting period and the related outcomes. 6.3.4 Incidents of corruption or bribery
G1-5 Political influence and lobbying activities Activities and commitments related to exerting its political influence with political contributions, including
the types and purpose of lobbying activities.
6.3.5 Political influence and lobbying activities
G1-6 Payment practices Contractual payment terms and its performance with regard to payment, especially as to how these
impact SMEs and specifically with respect to late payments to SMEs.
6.3.6 Payment practices
In addition to covering the ESRS G1 – Business conduct topics, the Governance
Statement also includes the Remuneration Report (Chapter 6.3.7).
The overview below follows the structure of ESRS G1 – Business conduct and indicates the topics that we disclose in our 2023 Annual Report:
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6.3.1 G1-1 Corporate culture and business conduct policies
The objective of this Disclosure Requirement is to provide an understanding of how the administrative, management and supervisory bodies are involved in
forming, monitoring, promoting and assessing the corporate culture. It shall also provide an understanding of the undertaking’s ability (i) to mitigate any negative
impacts and maximise positive impacts related to business conduct, and (ii) to monitor and manage the related risks.
6.3.1.1 Applicable rules and reference code
Recticel publishes its Corporate Governance Charter on its website (www.recticel.com)
in accordance with the requirements of the Belgian Corporate Governance Code 2020.
The latest version is dated 27 April 2020. Any interested party can download the Charter
or request a copy from the company’s registered ofce. The Charter contains a detailed
description of the governance structure and the company’s governance policy.
As of this year, Recticel uses the Belgian Governance Code of 2020 as its reference
code. This can be found on the website of the Corporate Governance Committee
(www.corporategovernancecommittee.be).
Recticel complies with all recommendations contained in the reference Code, except
for the cases explicitly stated in the statement below.
This chapter contains information about corporate governance in general and the
application of the Belgian Corporate Governance Code 2020 during the last nancial
year in particular.
Recticel conrms its explicit choice for the monistic (one-tier) governance structure
under the Belgian Companies and Associations Code. The Board of Directors is
therefore authorised to undertake all necessary or useful actions to achieve the
company’s objective, except those that only the general meeting is authorised to
perform by law. The authority granted to the Board of Directors was not further limited
in the articles of association.
The terms of reference of the Board of Directors are described in more detail in the
Governance Charter of Recticel.
6.3.1.2 Sustainability and market-driven
innovation
Sustainability is profoundly embedded in the Recticel Group strategy. We are
committed to nding responsible solutions for the various challenges and needs of our
customers and the planet. We believe that our company’s success relies on our ability
to nd innovative solutions for the major challenges facing society today, such as
global warming and conservation of natural resources.
For all new investments, whether in existing products or in innovation projects, the
element of sustainability is taken into consideration to boost our competitive edge and
create ever more value for our stakeholders.
The Recticel Board of Directors ensures that sustainability is embedded in the
corporate strategy. It reviews the ESG strategy to make sure that appropriate
sustainability standards and reporting frameworks are in place.
The overall responsibility for our sustainability ambitions, strategy, reporting and issues
management resides with the Chief Executive Ofcer (CEO), who engages with the
Management Committee to review the co-ordination of the company’s roadmap for
reporting and execution.
The Sustainability & Communications Director leads a cross-functional Sustainability
Task Force (STF), oversees data gathering and compliance reporting to external
benchmarks, and steers communication on sustainability matters with internal and
external stakeholders. The Sustainability Task Force was established to incorporate
insights from various departments and teams within Recticel. It comprises members
from the technical, operations, procurement, R&D, human resources, legal, marketing
and sustainability departments.
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Sustainability
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Risks and uncertainties are inherent in Recticel’s business activities and strategy, as in
any business. Through a structured approach to risk management, Recticel seeks to
proactively identify and manage both risks and opportunities.
Recticel’s Board of Directors, assisted in its work by the Audit Committee, holds the
overall responsibility for adequate risk management, encompassing the identication
and quantication of risks and setting up and maintaining an efcient control
mechanism. It pursues visibility over the aggregate exposure to Recticel’s principal
risks and considers these against the risk appetite. The main function of the Internal
Audit department is to provide independent and objective assurance designed to
add value and improve the organisation’s operations. This involves evaluating and
improving the effectiveness of risk management, control and governance processes.
When a risk is identied and considered signicant and likely, a Management
Committee Risk Owner will be appointed to oversee mitigation of the risk or
enhancement of opportunity. Actions dened are formally followed up with the risk
owner by the Audit Committee.
The risk management approach seeks to limit the exposure to risks, while allowing
trade-offs in pursuit of the company’s objectives in the shorter or longer term. The
competitive environment in which Recticel operates requires us to accept risks, such
as investment risks, whereas business results are delivered when seizing opportunities.
However, for some risks Recticel demonstrates zero tolerance, such as Health & Safety
and business conduct. Recticel’s risk management approach is sustained by a risk
culture guiding decision-making in line with the Recticel values, objectives and risk
appetite.
More detailed information can be found in Chapter 5, Navigating the landscape of risk
and opportunity.
The challenge that faces the Board of Directors and the Executive Management lies
in determining how much uncertainty they wish to accept in their pursuit of value
creation. The value is maximised if the administration is successful in creating an
optimal balance between growth and turnover on the one hand and associated risks
on the other.
The framework for internal control and risk management applied by Recticel is based
on the COSO model (Committee of Sponsoring Organisations of the Treadway
Commission) and is in line with the requirements imposed by the Belgian Corporate
Governance Code 2020, taking into account the size and specic needs of Recticel.
The basis is formed by the Ethics Policy, applicable to all Recticel directors, corporate
ofcers and employees, and published on the Recticel Group website.
18
The Ethics
Policy covers, amongst other matters, ethics, safety, health and environment, quality,
conicts of interest and anti-trust. Corporate policies have been elaborated to
cover these principles. These are further explained in the Business Control Guide,
which provides guidelines on the level of Tax management, Treasury management,
Accounting policies, Investments, Purchases, Mergers and Takeovers, and other
topics. The internal nancial reporting and control occurs based on the Company’s
Accounting Manual, Accounting Methodology and Cost Accounting Methodology.
This Business Control Guide includes the general delegation of deciding powers and
responsibilities for specic areas of competence. In addition, the necessary attention
is given to ensuring the security and condentiality of the data exchange, if and when
necessary.
In the event of violation of internal or external laws and regulations, Recticel
has implemented a Policy for the Reporting of Misconduct and the Protection of
Whistleblowers to enable anyone to report on behaviour that may represent a violation
of the Recticel Ethics Policy, the Corporate Policies or any other laws and regulations.
6.3.1.3 Risk management and Internal Audit
18
https://www.recticel.com/sites/default/files/who_we_are/discover_the_recticel_group/business_ethics_integrity/01_Ethics_policy_English.pdf).
Recticel Group - 2023 Annual Report 121
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About Recticel
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Our commitment
to sustainability
Our value
creation model
Business
performance
Risk and
opportunity
Sustainability
report
Financial
report
Appendix
6.3.1.4 External audit
The external audit of Recticel NV/SA and its consolidated annual accounts has been
entrusted by the Annual General Meeting of 2021 to the limited liability cooperative
company PwC Bedrijfsrevisoren BV, with registered ofce at Culliganlaan 5, 1831
Diegem, Belgium, represented by Mr Marc Daelman, in order to exercise control over
the nancial years ended 31 December 2021, 2022 and 2023.
The Auditor conducts its audits in accordance with the International Standards on
Auditing (ISA) and delivers a report which conrms whether the company’s annual
accounts and consolidated nancial statements reect a true and fair view of
the assets, nancial condition and results of the company. The Audit Committee
investigates and discusses these semi-annual reports in the presence of the Auditor,
and afterwards also with the Board of Directors.
The remuneration of PwC (in its capacity as Auditor) for the audit of the Recticel NV/SA
annual and consolidated annual accounts intended in article 3:65 of the Belgian Companies
and Associations Code amounted to EUR 650.5K for 2023.
The global amount of the remuneration for additional services of the Statutory Auditor
and parties related to the Statutory Auditor amounts to EUR 584.9K at the level of the
Company.
The detail of these fees is included in the notes to VOL 6.18.2. in the statutory annual
accounts as well as in the notes in the nancial part of the consolidated Annual Report.
The annual fees of the Statutory Auditor amount to EUR 368K, including domestic
expenses and excluding IBR contribution, travel and accommodation expenses abroad
and VAT.
6.3.1.5 Diversity
Recticel strives to create a community where everyone is included and respected,
bringing people together for a better world. We believe that a diverse team improves
the quality of decision making, and ultimately improves overall performance.
Recticel has not established a formal specic diversity policy. However, it is an equal
employer in all aspects of recruitment and selection and is committed to a fair and
consistent approach to recruitment and selection. Recticel works actively to develop a
positive employer image amongst internal and external stakeholders. Recticel commits
to hire candidates irrespective of age, disability, gender reassignment, marriage or
civil partnership, pregnancy and maternity, race, religion and belief, sex and sexual
orientation or hours of work.
Recticel also commits to offering learning opportunities to all employees irrespective
of age, disability, gender reassignment, marriage or civil partnership, pregnancy and
maternity, race, religion and belief, sex and sexual orientation or hours of work.
Recticel Group - 2023 Annual Report 122
Introduction
About Recticel
Group
Our commitment
to sustainability
Our value
creation model
Business
performance
Risk and
opportunity
Sustainability
report
Financial
report
Appendix
6.3.1.6 Composition of the Board of Directors
Recticel’s Board of Directors currently consists of six members: one Non-executive Director and ve Independent Directors.
One Director represents the reference shareholder.
With reference to the obligation to have at least one third of the members of the Board of Directors of the opposite gender, as provided by article 7:86 of the
Belgian Companies’ and Associations Code, the Board of Directors has reviewed different options in recent years to increase the number of female members.
On 31 December 2023, two out of the six members of the Board of Directors were women. As a result, the obligation of Article 7:86 of the Companies and
Associations Code is complied with. The selection process of the members of the Board of Directors is described in the Corporate Governance Charter of Recticel.
The aim is to come to a composition that is diverse in all its aspects, including gender, background, professional experience, competence and education.
The following table provides an overview of the current members of the Recticel Board of Directors.
Name
FUNCTION TYPE
YEAR OF
BIRTH
START OF
MANDATE
END OF
MANDATE
PRIMARY FUNCTION OUTSIDE OF RECTICEL
MEMBERSHIP
COMMITTEE
Johnny THIJS
a
Chairman Independent 1952 2015 2024
Chairman Electrabel, Hospital Logistics and Golazo,
Director Essers
AC / RC
Ingrid MERCKX
b
Director Independent 1966 2012 2025
Independent Consultant for Imrada bv and
Rodina
AC
Luc MISSORTEN
c
Director Independent 1955 2015 2024
Director GIMV, Chairman Audit Committee GIMV,
Managing Director Lubis
AC / RC
Kurt PIERLOOT
d
Director Independent 1972 2015 2024 CEO Bleckmann RC
Elisa VLERICK
e
Director Independent 1986 2019 2025
Partner at 9.5 Ventures VC fund,
Director Vlerick Group
AC
Filip BALCAEN
f
Director Non-executive 1960 2022 2025
Executive Chairman Baltisse nv, Chairman House
of Talents, Chairman Polflam, Chairman Baobab,
Director Pentahold
RC
a
in his capacity as Permanent Representative of THIJS JOHNNY BV
b
in her capacity as Permanent Representative of IMRADA BV
c
in his capacity as Permanent Representative of LUBIS BV
d
in his capacity as Permanent Representative of CARPE VALOREM BV
e
in her capacity as Permanent Representative of MOROXCO BV
f
from 9/3/2022, in his capacity as Permanent Representative of BALTISSE NV
AC = Audit Committee
RC = Remuneration & Nomination Committee
MC = Management Committee
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Member of the Board of Directors who resigned before
the end of the mandate
Olivier Chapelle SRL, Managing Director, represented by
Olivier Chapelle, CEO and member of the Management
Committee until 31 August 2023.
Amendments since the previous annual report
– statutory appointments – presentation of new
directors
As proposed by the Board of Directors and based upon
the recommendation made by the Remuneration &
Nomination Committee, the following was decided
during the Ordinary General Meeting of 30 May 2023:
• Renewal of the mandate of THIJS JOHNNY BV,
permanently represented by Johnny THIJS, as Non-
executive and Independent Director for a new term of
one year, ending after the Ordinary General Meeting
of 2024.
• Conrmation as Independent Director of
THIJS JOHNNY BV, permanently represented by
Johnny THIJS within the meaning of article 7:87 of the
Companies and Associations Code. Both Johnny THIJS
and THIJS JOHNNY BV meet all criteria as stated in
article 7:87 of the Companies and Associations Code
(as further elaborated in the eld of functional, family
and nancial criteria as provided by principle 3.5. of
the Corporate Governance Code 2020).
Functioning of the Board of Directors
The Board of Directors gathered a total of nine times in 2023. One meeting handled mainly the 2023
budget and two meetings handled the establishment of the annual accounts as per 31 December 2022
and the mid-year accounts as per 30 June 2023.
Each meeting also addressed the state of affairs per business line and the most important current
acquisition and/or divestment les. Other subjects (human resources, external communication,
litigations and legal issues, delegations of authority, etc.) are discussed as and when necessary.
The written decision procedure was not applied in 2023.
Dirk Verbruggen, Chief Financial & Legal Ofcer (representing Roffoelkin BV), acts as Secretary of the
Board of Directors.
The individual attendance rate of the Directors at the meetings in 2023 was:
Name
ATTENDANCE RATE IN 2023
Johnny THIJS
a
9/9
Olivier CHAPELLE
b
7/9
Ingrid MERCKX
c
9/9
Luc MISSORTEN
d
9/9
Kurt PIERLOOT
e
9/9
Elisa VLERICK
f
8/9
Filip BALCAEN
g
9/9
a
in his capacity as Permanent Representative of THIJS JOHNNY BV
b
in his capacity as Permanent Representative of OLIVIER CHAPELLE SRL
c
in her capacity as Permanent Representative of IMRADA BV
d
in his capacity as Permanent Representative of LUBIS BV
e
in his capacity as Permanent Representative of CARPE VALOREM BV
f
in her capacity as Permanent Representative of MOROXCO BV
g
from 9/3/2022, in his capacity as Permanent Representative of BALTISSE NV
The Board of Directors organises a self-assessment of its functioning as well as an assessment
of its interaction with the members of the Management Committee on a regular basis. Such self-
assessment starts with a questionnaire to be remitted to and completed by each individual Director.
The results of the questionnaire are then discussed and further analysed during a subsequent
meeting of the Board of Directors. The last formal assessment took place in 2021 and the results and
recommendations thereof were presented to the Board of Directors in February 2022 and implemented.
Individual assessment of the Directors is conducted by the Remuneration & Nomination Committee.
On the Ordinary General Meeting on 28 May 2024,
upon advice of the Board of Directors, a number of
new mandates will be proposed for voting. For more
information, please consult our corporate website
(www.recticel.com).
Recticel Group - 2023 Annual Report 124
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6.3.1.7 Committees set up by the Board of Directors
6.3.1.7.1 Audit Committee
In accordance with article 7:99 of the Belgian Companies
and Associations Code, the Audit Committee supervises,
among other matters, the nancial reporting process,
the effectiveness of the company’s internal control
and risk management systems, the Internal Audit,
the statutory control of the annual accounts and the
consolidated accounts, and the Auditor’s independence.
The Audit Committee’s terms of reference are included
in the Corporate Governance Charter, which also
describes the tasks of the Audit Committee in more
detail.
The Audit Committee currently consists of four members.
All members are Non-executive and Independent
Directors in the sense of article 7:87,§1 of the Belgian
Companies and Associations Code iuncto principle 3.5
of the Corporate Governance Code 2020.
Dirk Verbruggen, Chief Financial & Legal Ofcer
(representing Roffoelkin BV) acts as Secretary of the
Audit Committee.
The composition of the Audit Committee complies
with the stipulations of the Recticel NV/SA articles of
association and the relevant provisions of the Belgian
Companies and Associations Code.
In accordance with Article 7: 100 Belgian Companies
and Associations Code, Recticel declares that the
Chairman of the Audit Committee, Luc Missorten, has
the necessary expertise in the eld of accounting and
auditing. The Chairman and other members of the Audit
Committee also have collective expertise in the area of
the Company’s activities.
The following table lists the members of the Audit Committee during the nancial year 2023 to date.
Name
FUNCTION ATTENDANCE RATE IN 2023
Luc MISSORTEN
a
Chairman 4/4
Johnny THIJS
b
Member 3/4
Ingrid MERCKX
c
Member 4/4
Elisa VLERICK
d
Member 4/4
a
In his capacity as Permanent Representative of LUBIS BV
b
In his capacity as Permanent Representative of THIJS JOHNNY BV
c
In her capacity as Permanent Representative of IMRADA BV
d
In her capacity as Permanent Representative of MOROXCO BV
The Audit Committee convened four times in 2023. Two meetings were devoted primarily to the audit
of the annual accounts per 31 December 2022 and the interim accounts per 30 June 2023. All meetings
also focus on the Internal Audit programme, risk management, compliance, taxation and IFRS related
accounting questions. There were at least two meetings with the Statutory Auditor and the person
responsible for the Internal Audit.
The Audit Committee regularly conducts an informal self-assessment of its functioning during one of
its meetings and reserves the necessary time to discuss and analyse the same. A formal assessment
was conducted in 2021 and the results and recommendations were discussed and implemented in
early 2022.
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The Remuneration and Nomination Committee makes
proposals to the Board of Directors regarding the
remuneration policy and the individual remuneration of
Directors and members of the Management Committee
and prepares and explains the remuneration report
at the Ordinary General Meeting. It also makes the
necessary proposals regarding the evaluation and re-
appointment of Directors as well as the appointment
and induction of new Directors. The terms of reference
of the Remuneration and Nomination Committee are
included in Recticel’s Corporate Governance Charter.
The Remuneration and Nomination Committee consists
of four members, all Non-executive Directors, of whom
three are Independent Directors.
Dirk Verbruggen, Chief Financial & Legal Ofcer
(representing Roffoelkin BV), fulls the role of secretary of
the Remuneration and Nomination Committee.
The composition of the Remuneration and Nomination
Committee meets the requirements with respect to the
Belgian Companies and Associations Code, as well as
the requirements of the Corporate Governance Code
2020.
6.3.1.7.3 Strategy Committee
There was no committee in 2023.
Name
FUNCTION ATTENDANCE RATE IN 2023
Johnny THIJS
a
Chairman 6/6
Kurt PIERLOOT
b
Member 6/6
Luc MISSORTEN
c
Member 6/6
Filip BALCAEN
d
Member 4/6
a
In his capacity as Permanent Representative of THIJS JOHNNY BV
b
In his capacity as Permanent Representative of CARPE VALOREM BV
c
In his capacity as Permanent Representative of LUBIS BV
d
In his capacity as Permanent Representative of BALTISSE NV
The Remuneration and Nomination Committee is
composed as follows:
In accordance with the article 7:100 of the Belgian
Companies and Associations Code, Recticel declares
that the Remuneration and Nomination Committee
possesses the necessary expertise in the area of
remuneration policy.
The Remuneration and Nomination committee
convened six times in 2023.
These meetings dealt with the xed and variable
remuneration of the executive management and with
the election and re-election of Directors. The CEO was
present at the discussion about the remuneration of the
other members of the executive management.
The Remuneration and Nomination Committee regularly
conducts an informal self-assessment of its functioning
during one of its meetings and reserves the necessary
time to discuss and analyse the same. A formal
assessment by an external partner was performed
in 2021 and the results and recommendations were
discussed and implemented in early 2022.
6.3.1.7.2 Remuneration and Nomination Committee
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6.3.1.8 Executive Management
The Board of Directors has entrusted the day-to-day management of
the company to its Chief Executive Ofcer, Jan Vergote, representing
Coral & Wallace BV.
The Chief Executive Ofcer is assisted by the Management Committee,
of which the members (for the period 2023 to present) are listed below:
6.3.1.9 Transactions and other contractual ties
between the Company and members of the Board
of Directors or members of the Management
Committee
Chapter VII.1 of the Recticel Corporate Governance Charter describes the Company’s policy on related
party transactions that are not governed by the legal conict of interest scheme. The application of
this policy is explained hereafter.
During the year 2023, one conict of interest arose between a Director and the company as referred to
in article 7:96 of the Belgian Companies and Associations’ Code. The procedure of Article 7:97 was not
applied in 2023.
Reference is made here to the statutory Annual Report, which contains an extract of the minutes of the
relevant Board of Directors meetings in this regard.
6.3.1.10 Insider trading and market manipulation
The company policy regarding the prevention of insider trading and market manipulation is further
explained in Chapter VII.2 of the Recticel Corporate Governance Charter as well as in the new Dealing
Code which has been adopted by the Board of Directors and published on the website of Recticel
(www.recticel.com).
These measures include the implementation of restrictions on the execution of transactions (‘closed
periods’) applicable since 2006.
Dirk Verbruggen was appointed as Compliance Ofcer and is responsible for monitoring the
observance of these regulations.
Name
FUNCTION
Olivier CHAPELLE
a
Chief Executive Officer
Jan VERGOTE
b
Chief Executive Officer
Ralf BECKER
c
General Manager Insulation Boards
Betty BOGAERT Chief Information and Digitalisation Officer
Božo ČERNILA General Manager Insulated Panels
Rob NIJSKENS Chief Human Resources Officer
Dirk VERBRUGGEN
d
Chief Financial & Legal Officer
a
Until 31/08/2023 in his capacity as Permanent Representative of OLIVIER CHAPELLE SRL
b
From 01/09/2023 in his capacity as Permanent Representative of CORAL & WALLACE BV
c
Until 9/11/2023
d
In his capacity as Permanent Representative of ROFFOELKIN BV
On 1 September 2023, Jan Vergote took over the position of Chief
Executive Ofcer from Olivier Chapelle.
On 9 November 2023, Jan Vergote took over the position of General
Manager Insulation Boards from Ralf Becker.
The Management Committee has an advisory role vis-à-vis the Board
of Directors as a whole and is not an executive committee in the sense
of article 7:104 of the Belgian Companies and Associations Code.
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6.3.1.11 Relationships with the reference shareholders, elements related to
possible public takeover bids and others
Here follows the overview of the shareholders who, under the statutes of the law, have addressed a notication to the company and to the FSMA:
Name
DATE OF NOTIFICATION NUMBER OF SHARES
PERCENTAGE OF SHARES AT THE
MOMENT OF NOTIFICATION
a
PERCENTAGE OF SHARES AT
BALANCE SHEET DATE
PERCENTAGE OF VOTING RIGHTS
ATTACHED TO SHARES AT
BALANCE SHEET DATE
b
Own shares 13/5/2015 326,800 0.61% 0.58% 0.00%
Spring Holdco BV 12/5/2022 15,262,301 27.20% 27.14% 27.30%
Spring Holdco BV 600,748
c
1.07% 1.07%
Total Spring Holdco BV 15,863,049 28.21%
Janus Henderson Group Plc 22/5/2023 1,698,929 3.02% 3.02% 3.04%
Janus Henderson Group Plc 23/1/2024 1,126,271
d
2.00% 2.00% 2.01%
Total Janus Henderson
Group Plc
2,825,200 5.02%
Degroof Petercam Asset
Management
2/5/2024 1,699,862
e
3.02% 3.02% 3.04%
Public Not applicable 35,516,009 63.16% 63.53%
Total (excluding own shares) 55,904,120 100.00%
Total (including own shares) 56,230,920 100.00%
a
The percentage of shares is calculated based upon the number of existing shares at the moment of the notification.
b
The percentage of voting rights is calculated based upon the 56,105,920 existing shares per 12/5/2022 based upon the information the Company has received from
its shareholders per 12/5/2022, which can be different from the actual situation. The calculation has been adjusted to take into account the suspension of the voting
rights of the 326,800 own shares held by the Company as foreseen by the law.
c
Number of shares acquired by Spring Holdco BV on 19/10/2022, 12/12/2022 and 16/12/2022. The percentage of voting rights is calculated based upon the 56,208,420
existing shares on these dates.
d
Acquisition of shares on 23 January 2024. Transparency declaration of 24/1/2024.
e
Acquisition of shares on 5 February 2024. Transparency declaration of 7/2/2024.
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The company has not concluded a relationship
agreement with the main shareholder Baltisse NV
in accordance with principle 8.7 of the Corporate
Governance Code 2020, as there is a sufcient line of
representation of the main shareholder through its
representation within the Board of Directors.
The capital structure, with the number of shares and
warrants/subscription rights of the company, can be
found in the chapter “Information on the Share” on the
Recticel website (www.recticel.com).
An amendment of the articles of association of Recticel
can only be realised following the special majorities
required by law and by article 37 of the Articles of
Association.
The Board of Directors submits its proposals regarding
the appointment or re-election of Directors to the
general meeting of the shareholders. The Remuneration
and Nomination Committee recommends one or
several candidates to the Board of Directors, taking into
account the needs of the company and following the
appointment procedure and the selection criteria drawn
up by the Board for that purpose. The composition of the
Board is determined based on the necessary diversity
and complementary skills, experience and knowledge.
The general meeting of the shareholders appoints the
Directors of their choice with a simple majority of the
votes cast. Directors can likewise be dismissed “ad
nutum” by the general meeting, with a majority of the
votes cast, before the normal expiry of his or her term of
ofce.
If a Director position becomes vacant as a result
of resignation, incapacity or death, the Board of
Directors may provisionally ll the vacancy, upon
recommendation from the Remuneration and
Nomination Committee.
There are no legal or statutory limitations on the transfer
of securities. There are no securities with special control
rights. There are no legal or statutory restrictions on the
exercise of voting rights as long as the shareholder is
legally represented at the Ordinary General Meeting, and
his/her voting rights have not been suspended for any
reason.
There are no agreements between the Company
and its Directors or employees that would provide
for compensation after a public takeover bid, the
resignation or departure of Directors without any valid
reason, or the employment of the employees being
terminated.
The following agreements, whereby the company is
party, contain the clauses that take effect, undergo
changes or end, in the event of a change of control over
Recticel NV/SA:
• The Recticel Stock Option Plans of April 2014, June 2015,
April 2016, June 2017, April 2018, June 2019, March 2021,
May 2022 and June 2023 (warrant plans April 2014,
June 2015, April 2016, June 2017, April 2018, June 2019,
March 2021, May 2022, June 2023) issued by the Board
of Directors Administration contain a clause 6.2./5.2
which gives the beneciaries the right to exercise
their warrants, if applicable under the conditions
determined by the Board of Directors, immediately in
the event of a change of control (that is, in the event
of a transfer, in one or more transactions, of more than
fty percent (50%) of the voting rights) or in the case
of the launch of a public share purchase offer.
These clauses were specically approved by the Recticel
General Shareholders Meeting or will be submitted for
approval at the General Meeting on 28 May 2024.
In line with article 7:151 of the Belgian Companies and
Associations Code, for such a clause to take effect,
the approval of the General Shareholders Meeting is
required.
The Board of Directors is not aware of shareholder
agreements that give rise to restrictions on the transfer
of securities and/or the exercise of voting rights.
By decision of the extraordinary general meeting of the
shareholders of 25 May 2021, an authorised capital was
created equal to 5% of the issued capital with a validity
of ve years, allowing the Board of Directors to issue a
maximum of 2,791,971 new Recticel shares to be used
only in the framework of the subscription rights plans
for the leading executives and personnel of Recticel.
The Board of Directors has used this authorisation twice
in the framework of the Recticel stock option plan:
475,000 subscription rights were issued in 2021; 320,000
subscription rights were issued in 2022; and 350,000
subscription rights were issued in 2023.
The Board of Directors is authorised to acquire own
shares of the Company as long as the fractional value of
the Company's shares held in portfolio does not exceed
20% of its issued capital, at a unit price that may not
be less than 20% below the average of the last twenty
closing prices on Euronext Brussels prior to the date of
acquisition, and not higher than the same average plus
20%. This purchase and sale authorisation is valid until 9
July 2025.
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6.3.2 G1-2 Management of relationships with suppliers
In line with our commitment to ethical and sustainable business practices, Recticel places significant emphasis on the management of
relationships with suppliers. We recognise that our suppliers, particularly Small and Medium-sized Enterprises (SMEs), are integral partners in our
supply chain ecosystem. This section delves into our strategies and practices for cultivating robust relationships with suppliers, with a specific focus
on preventing late payments to SMEs. Through transparent policies, timely communication and continuous improvement initiatives, we strive to
foster a collaborative environment that ensures the prosperity and well-being of all stakeholders involved.
• Managing supply chain disruptions
We understand the importance of avoiding disruptions to our supply chain and
minimising their impacts. Through proactive engagement with our suppliers, we
identify potential risks and develop strategies to mitigate them. This includes
maintaining open lines of communication, conducting regular assessments of
supplier capabilities and vulnerabilities, and implementing contingency plans to
address any disruptions that may arise.
• Training of procurement/supply chain workforce
Our procurement workforce is educated on engaging with suppliers and
understanding the incentives that drive sustainable procurement practices.
Incentives for our procurement teams are aligned with our company values and
goals, encompassing factors such as price competitiveness, product quality and
sustainability (scope 3 GHG emission reduction). We emphasise the importance of
fostering long-term relationships with suppliers based on mutual trust and shared
objectives.
• Screening and evaluation of supplier performance
We have established robust screening and evaluation processes to assess the
social and environmental performance of our suppliers. This includes assessing
compliance with relevant regulations and standards and evaluating performance
against predened sustainability criteria. Suppliers are expected to demonstrate
their commitment to ethical business practices, environmental stewardship and
social responsibility. For more information on the Supply Chain Human Rights Due
Diligence procedure, see Chapter 6.2.1.5.
Through these practices, we not only mitigate supply
chain risks but also promote sustainability and
responsible sourcing throughout our operations. By
engaging with suppliers as strategic partners, we aim
to create value for all stakeholders while advancing our
company’s mission and vision.
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Appendix
6.3.2.1 Description of policies/practices to prevent late payments
to SMEs
Recticel is committed to promoting fair and timely payments to SMEs through transparent policies, efcient processes and proactive
collaboration. We recognise the importance of supporting SMEs in realising their full potential and remain dedicated to fostering
mutually benecial partnerships built on trust, transparency and respect.
Recticel maintains efcient invoicing procedures to streamline the payment process. By facilitating smooth invoicing procedures, we
aim to expedite the payment cycle and minimise delays.
We value the input and feedback of our SME partners in rening our payment practices.
6.3.2.2 Strategy with respect to our relationship with our suppliers
Suppliers play a pivotal role in the realisation of our sustainability aspirations. Our commitment to fostering sustainable partnerships
underscores our belief that only through collaborative efforts can we effectuate the transition towards a low-carbon society and
circular economy.
Our approach to supplier relationship management is rooted in sustainable innovation, implementing best practices and shared
values. We strive to build a resilient and sustainable value chain that aligns with our strategic objectives and contributes to positive
societal and environmental impact.
When selecting new suppliers or evaluating existing partnerships, we prioritise discussions surrounding their capabilities in resource
efciency and renewable materials, and their supplier engagement strategy, in order to realise our SBTi ambitions. These dialogues
aim to align supplier innovations with our carbon footprint reduction targets, thereby fostering a sustainable value chain.
We hold every supplier and subcontractor to the same rigorous standards as Recticel. To promote transparency and accountability,
we introduced the Recticel Supplier Sustainability Requirements (RSSR) and integrated them into our General Terms and Conditions.
This integration underscores our unwavering dedication to upholding sustainable practices throughout our supplier relationships,
thereby fostering a culture of shared responsibility and accountability.
Recticel Group - 2023 Annual Report 131
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Appendix
6.3.3 G1-3 Prevention and detection of corruption and bribery
Recticel maintains a steadfast commitment to ethical conduct and zero tolerance for corruption and bribery in any form. Embracing a culture of continuous
improvement, the company remains agile in fortifying its anti-corruption and anti-bribery initiatives, recognising the dynamic nature of these challenges.
Recticel empowers its workforce to identify, prevent and report incidents of corruption and bribery, fostering a culture of vigilance and accountability. Anchored in
principles of transparency and accountability, we uphold the highest standards of integrity, promoting trust and ethical excellence across our organisation.
While our procedures in this domain are robust and continually
evolving, our core principles are rmly embedded within our Ethics
Policy, particularly in the section dedicated to Bribery and Corruption.
Through clear policies, robust compliance checks and proactive
measures, we strive to uphold the highest standards of integrity in all
aspects of our business operations.
CORE PRINCIPLES
Denition of bribery
Recticel denes bribery as the offering, giving, promising or receiving of
any nancial or other advantage to inuence or persuade an individual
exercising functions that should be conducted impartially.
Prohibition of bribery
The company explicitly prohibits managers, employees and agents
from offering or accepting bribes. Additionally, Recticel expects all
business partners, including joint ventures, contractors, customers and
suppliers, to adhere to this prohibition.
Compliance checks
Prior to establishing any business relations with third parties, Recticel
conducts thorough compliance checks to ensure alignment with anti-
bribery and corruption standards.
Prohibition on payments to government ofcials
No Recticel manager or employee may directly or indirectly offer bribes
to government ofcials or private undertakings’ employees or ofcials.
Payments or advantages to agents, consultants or business facilitators
suspected of passing on payments to government ofcials are strictly
forbidden.
Facilitating payments
Facilitating payments, except as specically authorised by written local
regulations, are strictly forbidden. These may include payments for
permits, licenses, ofcial documents, processing governmental papers
or obtaining police protection.
COMMUNICATION AND ACCESSIBILITY
The company’s Ethics Policy is communicated comprehensively to all
employees, managers and relevant stakeholders. It is easily accessible
through our internal communication channels, ensuring that all
individuals understand their responsibilities and obligations regarding
bribery and corruption prevention.
INCIDENT REPORTING AND RESPONSE
In the event of allegations or incidents of corruption or bribery,
employees are encouraged to report any suspected violations through
designated channels, including anonymous reporting mechanisms if
necessary. Upon receipt of a report, the company conducts thorough
investigations and takes appropriate disciplinary actions as per our
established protocols and legal requirements.
6.3.3.1 Overview procedures in place to prevent, detect & address allegations or
incidents of corruption/bribery, incl. communication, accessibility & understanding
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Recticel operates with a steadfast commitment to upholding ethical standards and ensuring compliance with legal requirements
in addressing allegations or incidents that warrant investigation. Allegations or incidents requiring investigation are handled with
diligence, integrity and transparency.
While the company does not maintain a distinct investigation committee separate from the management chain, it diligently
adheres to legal requirements and internal protocols to handle such matters effectively.
COMPLIANCE OVERSIGHT
The company’s Compliance Committee serves as a pivotal body entrusted with overseeing and managing issues related to
compliance, including investigations into allegations of misconduct, corruption or bribery. Comprising seasoned professionals
with expertise in legal, regulatory and ethical domains, the committee ensures investigations are conducted with impartiality and
transparency.
ADHERENCE TO LEGAL REQUIREMENTS
Recticel meticulously adheres to all legal obligations concerning the investigation of incidents, ensuring strict compliance with
relevant laws and regulations governing corporate governance, ethics and transparency. In the event of uncovered incidents, the
company rigorously follows established legal procedures and internal guidelines to address the matter in accordance with legal
mandates.
GOVERNANCE STRUCTURE
The company’s governance structure encompasses administrative, supervisory and management bodies comprised of individuals
with diverse backgrounds and expertise. Each member of these bodies upholds the company’s values of integrity, accountability
and ethical conduct in their respective roles, contributing to effective governance and oversight.
In summary, the company’s robust compliance oversight mechanisms and adherence to legal requirements ensure that allegations
or incidents requiring investigation are handled with diligence, integrity and transparency. By prioritising ethical practices and
regulatory compliance, the company maintains trust and accountability across all levels of its operations.
6.3.3.2 Investigation committee/body separate from the chain
of management involved in the matter + info on members of
administrative, supervisory, management bodies
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At present, the company is in the process of enhancing its anti-bribery and anti-corruption policies
to align with best practices and regulatory requirements. While the company does not currently have
a formalised process in place to report outcomes to administrative, management and supervisory
bodies regarding incidents, it remains committed to transparency and accountability in addressing
such matters.
ONGOING POLICY ENHANCEMENT
Recticel recognises the importance of continuously improving its anti-bribery and anti-corruption
policies to ensure robust compliance and effective governance. Efforts are underway to update
existing policies and establish clearer procedures for reporting outcomes to relevant bodies within the
organisation.
COMMITMENT TO LEGAL COMPLIANCE
In instances where incidents of bribery or corruption are uncovered, the company pledges to adhere
to all necessary legal steps and obligations. This commitment ensures that appropriate actions are
taken in accordance with relevant laws and regulations governing corporate governance and ethics.
FUTURE REPORTING MECHANISMS
As Recticel progresses in rening its anti-bribery and anti-corruption policies, it anticipates
implementing structured reporting mechanisms to communicate outcomes to administrative,
management and supervisory bodies. These mechanisms will facilitate transparency and
accountability across the organisation, enabling timely and informed decision-making.
EMPHASIS ON TRANSPARENCY AND ACCOUNTABILITY
The company remains steadfast in its commitment to fostering a culture of transparency and
accountability throughout the organisation. The forthcoming updates to its anti-bribery and anti-
corruption policies will reinforce these values, establishing clear guidelines for reporting outcomes
and promoting integrity at all levels of the company.
In conclusion, while Recticel is currently in the process of enhancing its reporting processes related to
incidents of bribery and corruption, its commitment to legal compliance and transparency remains
unwavering. As the company continues its efforts to strengthen its policies and procedures, it remains
dedicated to upholding the highest standards of ethics and integrity in all aspects of its operations.
Our values describe how we interact, do business and work together
at Recticel in order to grow as a company and as individuals. By
promoting these values as the basis of expected individual and
collective behaviours, we aim to align our organisation’s actions and
attitudes towards internal and external stakeholders in a way that
supports the successful execution of our corporate strategy and the
realisation of our corporate objectives. One of the ve values is ‘We act
with respect and integrity’.
Recticel acknowledges the importance of fostering a culture of integrity
and compliance within the organisation, particularly in addressing the
risks associated with corruption and bribery.
While the company is in the process of updating its anti-corruption
and anti-bribery policies, it recognises the need to further enhance
awareness and understanding among employees through
comprehensive, compulsory training programmes focused on anti-
corruption and anti-bribery principles. These programmes are designed
to educate employees on the identication, prevention and reporting of
instances of corruption or bribery in the workplace.
6.3.3.3 Process to report outcomes to the
administrative, management and supervisory
bodies
6.3.3.4 Nature, scope and depth
of anti-corruption/anti-bribery
training programmes
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6.3.4.1 Total number and nature of
confirmed incidents of corruption or
bribery
As of the latest reporting period, the company has recorded one confirmed instance of
alleged corruption.
The reported incident involved an employee of the company seeking bribes from third
party contractors. Recticel responded promptly to the incident, initiating a thorough
investigation in accordance with established protocols and legal requirements.
Following the investigation, appropriate disciplinary actions were taken and corrective
measures were implemented to prevent similar occurrences in the future.
Recticel recognises the significance of proactive measures in preventing and
addressing corruption and bribery. The company remains vigilant in monitoring its
operations, promoting a culture of integrity and compliance among employees and
fostering transparency in all business dealings.
Moving forward, Recticel remains dedicated to upholding the highest standards
of ethical conduct and corporate governance, fostering a culture of integrity and
transparency throughout its operations. The company reaffirms its commitment
to promptly address and transparently report any future incidents of corruption or
bribery, in alignment with its core values and regulatory obligations.
6.3.4.2 Number of convictions and amount
of fines for violation of anti-corruption and
anti-bribery laws
To the knowledge of Recticel, there have been no convictions or fines for violations of
anti-corruption and anti-bribery laws in the last five to ten years.
6.3.4.3 Details of public legal cases
regarding corruption or bribery against
the undertaking or its own workers (during
reporting period) + outcome
During the reporting period, there were no public legal cases undertaken against
Recticel workers regarding corruption or bribery.
The company maintains stringent ethical standards to prevent and address instances
of misconduct within its workforce. The company’s policies and procedures emphasise
integrity, honesty and adherence to legal and regulatory requirements, which serve as
pillars of its corporate culture.
6.3.4.4 Number of confirmed incidents
in which own workers were dismissed
or disciplined for corruption or bribery
related incidents
In 2023, Recticel identified an incident involving an employee soliciting bribes, which
contravened the company’s strict anti-corruption policies. Following a thorough
investigation, the employee was promptly dismissed in accordance with Recticel’s
zero-tolerance stance towards corruption and bribery.
6.3.4 G1-4 Confirmed incidents of corruption or bribery
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6.3.4.5 Number of confirmed incidents relating to contracts with
business partners that were terminated or not renewed due to
violations related to corruption or bribery
During the reporting period, the company did not encounter any confirmed incidents relating to contracts with business partners
that were terminated or not renewed due to violations related to corruption or bribery. The absence of such incidents underscores
Recticel’s commitment to upholding integrity and transparency in all its business dealings.
6.3.4.6 Identified insufficiencies in actions taken to address
breaches in procedures and standards of anti-corruption and
anti-bribery
During the reporting period, the company did not encounter any insufficiencies in actions taken to address breaches in procedures
and standards of anti-corruption and anti-bribery.
6.3.4.7 Incidents involving member(s) of the value chain only
where the undertaking or its employees are directly involved
During the reporting period, the company did not encounter any confirmed incidents involving member(s) of its value chain only
where the undertaking or its employees are directly involved.
Recticel Group - 2023 Annual Report 136
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6.3.5 G1-5 Political influence and
lobbying activities
Recticel’s approach to political influence and lobbying activities underscores its
commitment to ethical conduct, transparency and responsible corporate citizenship.
By maintaining a focus on its core business objectives and adhering to principles of
integrity and governance, Recticel remains dedicated to creating long-term value for
its stakeholders while upholding the highest standards of corporate ethics and social
responsibility.
Recticel does not pursue ambitions to influence political processes nor engage in
outspoken lobbying activities. Instead, the company remains dedicated to its mission
of delivering smart insulation products while upholding the highest standards of
integrity and corporate governance.
Recticel recognises the importance of maintaining impartiality and neutrality in
political matters, respecting the diversity of opinions and perspectives within the
political landscape. The company operates in accordance with applicable laws and
regulations governing political activities, ensuring compliance and adherence to
ethical principles at all times.
While Recticel may engage with policymakers and regulatory bodies on matters
directly related to its business operations, such engagements are conducted with
transparency and in accordance with established protocols. The company makes an
effort to publish all relevant information in the name of transparency on its corporate
website. The company prioritises constructive dialogue and collaboration with relevant
stakeholders, seeking to contribute positively to public discourse while safeguarding
the interests of its employees, shareholders and broader community.
6.3.6 G1-6 Payment practices
6.3.6.1 Average time to pay an invoice in
number of days
Recticel meticulously processed a total of 21,305 incoming invoices during 2023, all of
which were paid within the same calendar year.
Our analysis reveals that the average time to settle an invoice across our portfolio
of entities was 42 days, underscoring our commitment to timely payment practices.
Despite this performance, we noted some exceptions within smaller entities of the
Group, which collectively represented 733 invoices. While these exceptions warrant
attention, they constitute a modest fraction of our overall invoice volume.
Our analysis indicates that the clearing date is closely aligned with the net due date
(delta < 5 days) in 85% of cases, demonstrating the company’s unwavering dedication
to meeting our financial obligations promptly and in accordance with agreed-
upon terms. This consistent adherence to payment schedules is emblematic of our
commitment to fostering strong and mutually beneficial relationships with our valued
suppliers and partners. As we continue to uphold the highest standards of financial
stewardship and operational excellence, Recticel remains steadfast in its pursuit of
optimising invoice processing efficiency while ensuring the integrity and transparency
of its financial practices across all facets of our operations.
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The company adheres to standard payment terms outlined in Article 6 of its General
Terms and Conditions applicable to all suppliers. In accordance with these terms:
• Invoices are required to include specic details such as purchase order numbers,
delivery quantities and relevant shipment documentation.
• Invoices must be sent electronically to Recticel’s designated address and will be
paid within sixty (60) days of the invoice date, provided that goods or services have
been fully delivered.
• Payments are made via wire transfer to the seller’s nominated bank account.
• Recticel retains the right to offset amounts owed by the seller against amounts owed
to the seller by Recticel, without prior notice.
Recticel’s payment terms are designed to ensure transparency, efciency and
fairness in supplier transactions, fostering strong and reliable partnerships. While
the percentage of payments aligned with these terms may vary across supplier
categories, Recticel remains committed to upholding these standards to the best of its
ability, promoting mutual trust and satisfaction among its suppliers.
Recticel maintains a proactive approach to resolving any legal matters related to
late payments, demonstrating our commitment to upholding contractual obligations
and maintaining strong partnerships with our suppliers. While we do not have precise
gures available regarding ongoing legal proceedings during the reporting period, we
prioritise timely resolution of any disputes or grievances related to payment delays.
Recticel takes any legal proceedings regarding late payments seriously and works
diligently to address them in a timely and equitable manner. Our dedicated legal
and nancial teams collaborate closely to assess and mitigate any potential risks
associated with outstanding legal matters, ensuring that the company’s reputation for
reliability and integrity remains uncompromised.
As we continue to gather more precise data on ongoing legal proceedings, Recticel
remains committed to transparency and accountability in all its business dealings.
We are proactive in our efforts to address any challenges related to late payments,
seeking to resolve disputes amicably and in accordance with legal requirements.
Our ongoing commitment to ethical conduct and responsible nancial management
guides our approach to addressing legal proceedings, as we strive to uphold the trust
and condence of our stakeholders.
6.3.6.2 Description of standard payment
terms in number of days by main category
of suppliers & percentage of payments
aligned
6.3.6.3 Number of legal proceedings
(currently outstanding) during the
reporting period for late payments
Recticel Group - 2023 Annual Report 138
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6.3.7 Remuneration report for financial year 2023
6.3.7.1 Introduction
6.3.7.1.1 2023 business results
Following the divestment of the Engineered Foams
division in June 2023 and the acquisition of Trimo d.o.o.
in April 2022, Recticel’s activities focus exclusively on the
insulation market. Recticel wants to accelerate the ght
against climate change with smart solutions to advance
a carbon-free economy and a better quality of life.
Recticel’s divisions include Insulation Boards, Insulated
Panels and Acoustic Solutions.
In 2023, ination and rising interest rates generated
adverse trends in the European construction markets.
Market volumes have shrunk and there was erce
pressure on the margins of our Insulation Boards
division. Despite this environment, the decrease in
volumes stopped in Insulation Boards in the fourth
quarter. The sales volume and market share of the
premium products of our Insulated Panels division have
increased compared to the previous year. The sales of
the Group decreased by 9.9% to EUR 529.4 million and
Adjusted EBITDA decreased by 39.2% to EUR 39.2 million.
In February 2024, The Science Based Targets initiative
(SBTi) approved our greenhouse gas emission reduction
targets for 2030 and net-zero targets for 2050. The SBTi
community aims to limit global warming to 1.5°C above
pre-industrial levels. For 2023, carbon emissions (scope
1 & 2) decreased by 10% vs. 2022. This is in line with the
projected plan to reach 90% reduction by 2030 (SBTi).
6.3.7.1.2 2023 remuneration outcomes
The 2023 total remuneration levels reect the difcult
market conditions and corresponding business results
and the evolution of the stock price, with lower Short
Term Incentive payout levels and lower Long Term
Incentive values.
Annual bonus awards
• The annual bonus awards depend for a large part
on the achievement of pre-determined levels of Free
Cash Flow and Adjusted EBITDA, as well as pre-dened
Sustainability objectives, in addition to the completion
of personal objectives focusing on M&A and business
growth.
• The levels of cash ow delivered at Group level and by
the Insulated Panels division were above target. They
were below target for the Insulation Boards division.
The corresponding bonus payout levels are 86%, 103%
and 0% respectively.
• The Adjusted EBITDA target has not been met at
Group and divisional level (both Insulation Boards and
Insulated Panels). Still, the level of Adjusted EBITDA
reached by the Insulated Panels division triggered a
bonus payout of 31%. No bonus is due at Group level
or for the Insulation Boards division in relation to that
target.
• The Carbon Intensity target was met at Group level
and was surpassed by the Insulation Boards division;
this generated a payout of 76% and 82% respectively.
No bonus is due for the Insulated Panels division as the
target has not been achieved.
On 1 September 2023, Jan Vergote was appointed CEO in
replacement of Olivier Chapelle. The Board of Directors
decided that his bonus would depend, for the collective
part, on a certain level of Adjusted EBITDA at Company
level, and for the personal part, on the achievement of a
selection of specic objectives.
Further details are provided in this report, in the section
Short Term Incentive (one-year variable).
Stock options
• The 2019 stock option grant vested on 1 January 2023.
Another grant was made in June 2023 at a strike price
of EUR 10.80.
Management Committee membership
• Following the departure of Olivier Chapelle on
31 August 2023, Jan Vergote was appointed CEO on
1 September 2023. Ralf Becker, General Manager of the
Insulation Boards division, left Recticel on
8 November 2023.
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6.3.7.1.3 Shareholder engagement
The Annual General Meeting held on 30 May 2023
approved the 2022 remuneration report with 56.70% of
shareholder votes. The remuneration policy, which must
be voted on every four years, was approved with 61.63%
of the votes. It now foresees the possibility to include a
collective ESG objective in the Short Term Incentive. No
other signicant changes were implemented.
In establishing its remuneration policy and its future
revisions, Recticel endeavours to take into account
the votes and views of the shareholders. Recticel is
committed to an open and transparent dialogue with
its shareholders on remuneration as well as other
governance matters.
6.3.7.1.4 Looking ahead
In order to support the successful deployment of the new business strategy of the
Group, the Board of Directors, upon the recommendation of the Remuneration
Committee, adjusted the Short Term Incentive of the members of the Management
Committee for the performance year 2024. The adjustments aim at boosting individual
ownership and direct individual impact on the business results, with a continued focus
on protability and sustainability.
• As of 1 January 2024, for all members of the Management Committee but the CEO,
the Personal Objectives and the Collective Objectives are equally weighted.
• The relative importance of the Adjusted EBITDA objective is signicantly increased
compared to the Free Cash Flow objective. The ESG objective (carbon intensity)
remains an important element of the bonus payout.
• The Board of Directors will propose to the shareholders to increase the maximum
payout opportunity of the CEO to 150% (instead of 118.75% currently), and
to increase the maximum payout opportunity of the other members of the
Management Committee to 62.50% (instead of 59.38% currently).
As in previous years, the Board of Directors will seek the authorisation from the General
Assembly to derogate from the prescriptions of article 7:91 of the Belgian Companies
and Associations Code whereby variable remuneration payments must be spread
over a period of three years in case certain thresholds are passed. This deviation will be
requested for the CEO and the other members of the Management Committee, in line
with the possibility offered by the legislation.
The Long Term Incentive Plan of the CEO and the other members of the Management
Committee is delivered in the form of stock options. As in previous years, the Board
of Directors will seek the authorisation from the General Assembly to issue warrants,
including 125,000 stock options for the CEO.
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The remuneration policy was reviewed and validated by the Remuneration & Nomination Committee on 27 February 2023 and approved by the Board of Directors
on the same day. The policy was adopted during the General Meeting of Shareholders on 30 May 2023 and became effective as of 1 January 2023. It is available
for consultation on the company website. The contents of the policy were established following the requirements of the Shareholder Rights Directive, the Belgian
Companies and Associations Code and the Corporate Governance Code 2020.
6.3.7.2.1 Directors
Per policy terms, Directors receive a xed fee/retainer and an attendance fee, whereas
Committee members receive attendance fees.
6.3.7.2.2 Management Committee
The level as well as the structure of the remuneration of the Management Committee
members is reviewed annually by the Remuneration and Nomination Committee,
which consequently presents a proposal to the Board of Directors for approval. When
determining the remuneration levels for the members of the Management Committee,
Recticel considers a Belgian frame of reference comprising companies similar in size
(as compared on the basis of revenues) and exclusive of the Financial Sector. The
objective is to establish target remuneration levels that, as a general rule, are at or
around the median market level and this as far as the performance of the Company
can afford it.
The total remuneration package of the Management Committee members consists of
the following elements.
Base pay
The individual’s role, experience, performance and market practice are considered
when determining salary levels.
Any Director fees paid to the Executive Directors are deducted from the remuneration
received as a member of the Management Committee.
Other benets
The Management Committee members receive benets in line with Recticel’s
remuneration policy, which states that benets and perquisites are provided in line
with competitive practices in the market where the Executive in question is based
and mainly include hospitalisation, disability coverage and a company car. Members
operating through a management company do not receive perquisites and benets,
though certain costs may be invoiced separately.
in EUR
BOARD COMMITTEE
Directors
CHAIR MEMBER CHAIR MEMBER
Fixed Fee 30,000 15,000 n/a n/a
Attendance fee 5,000 2,500 5,000 2,500
6.3.7.2 Our remuneration policy at a glance
In accordance with the policy, Non-executive Board Members do not receive variable
and/ or equity-related remuneration as referred to under principle 7.6. of the Corporate
Governance Code 2020. Recticel considers that the Corporate Governance Code’s
goals of promoting the achievement of strategic objectives in accordance with the
company’s risk appetite and behavioural norms and promoting sustainable value
creation are better served by remunerating the Non-executive Directors entirely
in cash to avoid any conicts of interest and guarantee their complete nancial
independence.
Non-executive Board Members are not entitled to receive benets. Expenses incurred
when travelling abroad will be arranged for by Recticel directly.
Executive Directors are remunerated in accordance with the remuneration policy
for the members of the Management Committee and any Director fees paid to the
Executive Directors are deducted from the remuneration received as a member of the
Management Committee.
The level and structure of remuneration paid to the Directors is regularly assessed
against “BEL Mid” market practice.
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Short Term Incentive (one-year variable)
The bonus is expressed as a percentage of the base
remuneration. The payout depends on the achievement
of pre-determined collective and personal objectives, as
follows:
• For threshold performance: the bonus payout will be
nil.
• For target performance: the bonus payout will be
75% of base pay for the CEO and 37.5% for the other
Management Committee members.
• For maximum performance: the bonus payout will
be 118.75% of base pay for the CEO. For the other
Management Committee members, it is 59.38%.
• No deferral policy is applicable.
Long Term Incentive (multi-year variable)
The long-term incentive plan is granted by means
of stock options. Options granted in 2023 cannot be
exercised before 1 January 2027, nor can they be
exercised later than 29 June 2030.
Pension
Members of the Management Committee employed in
Belgium before 2003 are included in the Recticel Dened
Benet Plan. Members hired externally since 2003 are
included in the Recticel Dened Contribution Plan.
Dismissal period or severance pay
On termination of the employment of a member of the
Management Committee by the company, Recticel will
apply a notice of 12 months, unless other applicable
legal mandatory provisions require it to apply a higher
number of months.
Contract
The CEO and one other member of the Management
Committee provide services through a management
company. The other members are salaried employees.
6.3.7.3 Remuneration of the Non-executive Directors
The following table sets out the total remuneration for each Non-executive Director in 2023.
in EUR
Name of Director
FIXED FEE ATTENDANCE FEES
THIJS JOHNNY BV, represented by Johnny THIJS 30,000.0 77,500.0
OLIVIER CHAPELLE SRL, represented by Olivier CHAPELLE
a
10,027.2 15,000.0
IMRADA BV, represented by Ingrid MERCKX 15,000.0 30,000.0
CARPE VALOREM BV, represented by Kurt PIERLOOT 15,000.0 35,000.0
MOROXCO BV, represented by Elisa VLERICK 15,000.0 27,500.0
LUBIS BV, represented by Luc MISSORTEN 15,000.0 55,000.0
BALTISSE NV, represented by Filip BALCAEN 15,000.0 30,000.0
Clawback
No clawback provisions are in place for the annual
bonus plan, in deviation of principle 7.12 of the Corporate
Governance Code 2020. Recticel considers that based
on general principles of law, the company can recover
payments (1) if they were undue or (2) in case of fraud.
The company does not wish to renegotiate existing
agreements with Management Committee members to
provide for additional clawback possibilities.
Shareholding guidelines
The members of the Management Committee are
encouraged to build stock ownership in the company
up to an amount equivalent to 50% of their annual
gross base pay over a period of ve years, preferably by
keeping part of the stocks that they purchase under the
existing stock option plan.
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6.3.7.4 Remuneration of the Management Committee members
6.3.7.4.1 Total remuneration
An overview of the total remuneration of the CEO and the other members of the Management Committee in 2023 can be found in the table below.
in EUR
FIXED REMUNERATION VARIABLE REMUNERATION
EXTRAORDINARY
ITEMS
c
PENSION EXPENSE
TOTAL REMUNERATION
(1+2+3+4)
PROPORTION OF FIXED AND VARIABLE
REMUNERATION
BASE PAY OTHER BENEFITS
ONE-YEAR
VARIABLE
d
MULTI-YEAR
VARIABLE
FIXED VARIABLE
Incumbent name
1 2 3 4 5 (1+4)/(5-3) (2)/(5-3)
OLIVIER CHAPELLE SRL represented by Olivier CHAPELLE (CEO)
a,b
400,000 759 0 916,800 0 0 1,317,559 30% 70%
CORAL & WALLACE BV, represented by Jan VERGOTE (CEO)
c
216,667 0 220,778 0 0 0 437,445 50% 50%
Other Members of the Management Committee
d
1,516,970 116,846 400,510 725,800 0 101,675 2,861,801 61% 39%
a
Only the CEO receives fees as Executive Director. These are deducted from the base pay. Fees therefore are not presented in a separate column in the table above.
b
Olivier Chapelle was CEO until 31 August 2023. The table includes the remuneration paid until that date.
c
Jan Vergote was appointed CEO on 1 September 2023. The table includes the remuneration paid as of that date.
d
The General Manager of the Insulation Boards division left Recticel on 9 November 2023; the table includes the remuneration paid until that date.
70,00%
30.00%
50.00% 39.00%
50.00% 61.00%
Variable Fixed
Olivier Chapelle SRL, represented by Olivier Chapelle
(until 31 August 2023)
Coral & Wallace BV, represented by Jan Vergote
(as of 1 September 2023)
Proportion of xed and variable remuneration -
Other members of the Management Committee
Variable Fixed
Variable Fixed
Proportion of xed and variable remuneration – CEO
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6.3.7.4.2 Fixed remuneration
1. Base pay
The table below shows the base pay actually paid in 2023 to the CEO and the other members of the
Management Committee and how it compares to 2022.
2. Other benefits
The amounts mentioned in the column “Other benets” in the total remuneration table in
Chapter 6.3.7.4.1 relate to the following benets: insurances (death, disability, medical), company car
(leasing costs), fuel costs, mobile phone costs, and exclude pension (which is reported separately
under “pension expenses”).
Base pay + Other Benefits
= Fixed Remuneration
in EUR
Incumbent Name
2022 2023 (FULL YEAR) 2023 (ACTUAL) 2023 VS. 2022
OLIVIER CHAPELLE SRL represented by Olivier CHAPELLE (CEO)
a
600,000 600,000 400,000 0% (full year)
CORAL & WALLACE BV, represented by Jan VERGOTE (CEO) n/a 650,000 216,667 n/a
Other Members of the Management Committee
b
1,814,643 n/a 1,516,970 -16% (actual)
a
The base pay levels for Olivier Chapelle SRL include the fees received as a Member of the Board of Directors (EUR 25,027 in 2023).
b
The decrease in the base pay total for the other members of the Management Committee is due to the departure of one Other Management
Committee member in the course of 2023.
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For performance year 2023, for the CEO and the Group Function Heads (Chief Financial &
Legal Ofcer, Chief Human Resources Ofcer, Chief Information & Digitalisation Ofcer),
the collective objectives are determined at the level of the Group; for the division General
Managers, they are determined at the level of their respective division (Insulation Boards
or Insulated Panels).
For collective objectives, the payout progression is such that achieving budget delivers
75% of the bonus payout opportunity. No payment is due in case the level of Free Cash
Flow achieved during 2023 is less than or equal to 80% of the budgeted level (90% for
Adjusted EBITDA). The maximum payout (125%) is reached in case the achieved level
of Free Cash Flow is 140% of the budget (115% for Adjusted EBITDA). A specic payout
progression was devised for the ESG objective of each division. The payout progression
follows a ‘straight line’ between each control point. Each collective objective is assigned
a specic weight: 32.5% for the Free Cash Flow, 32.5% for the Adjusted EBITDA and 10% for
the ESG objective. Personal objectives consist of a selection of three to ve SMART targets
focusing mainly on M&A, capacity increases, new product introduction and innovation.
The achievement of each personal objective is rated on a scale from 0 to 100.
6.3.7.4.3 Variable remuneration
1. Short Term Incentive (one-year variable)
2023 Performance against targets
The Short Term Incentive depends on the achievement of
pre-determined collective and personal objectives.
One-year variable + Multi-year variable
= Variable Remuneration
Free Cash Flow
32.50%
Adjusted EBITDA
32.50%
Personal objectives
25.00%
ESG
10.00%
CEO & other members of the Management committee
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2023 payout progression
% weight
PAYOUT LEVEL 0% PAYOUT 50% PAYOUT 75% PAYOUT 100% PAYOUT 125% PAYOUT
32.50% Free Cash Flow (% budget) 80.00% 90.00% 100.00% 120.00% 140.00%
32.50% Adjusted EBITDA (% budget) 90.00% 95.00% 100.00% 107.50% 115.00%
10.00%
Carbon intensity
(vs. previous year)
-5.00% -7.50% -10.00% -15.00% -20.00%
25.00% Personal objectives 0.00% 50.00% 75.00% 100.00% n/a
Corresponding payout for the CEO (% base pay)
32.50% Free Cash Flow 0.00% 16.25% 24.38% 32.50% 40.63%
32.50% Adjusted EBITDA 0.00% 16.25% 24.38% 32.50% 40.63%
10.00%
Carbon intensity
(vs. previous year)
0.00% 5.00% 7.50% 10.00% 12.50%
25.00% Personal objectives 0.00% 12.50% 18.75% 25.00% n/a
100.00% Total 0.00% 50.00% 75.00% 100.00% 118.75%
Corresponding payout for the other members of the Management Committee (% base pay)
32.50% Free Cash Flow 0.00% 8.13% 12.19% 16.25% 20.31%
32.50% Adjusted EBITDA 0.00% 8.13% 12.19% 16.25% 20.31%
10.00%
Carbon intensity
(vs. previous year)
0.00% 2.50% 3.75% 5.00% 6.25%
25.00% Personal objectives 0.00% 6.25% 9.38% 12.50% n/a
100.00% Total 0.00% 25.00% 37.50% 50.00% 59.38%
Article 7:91 of the Belgian Companies and Associations Code
prescribes the need to spread variable remuneration payments over
a three year period in case certain thresholds are passed. The 25%
threshold was passed in the case of the Managing Director and CEO,
Olivier Chapelle SRL, represented by Olivier Chapelle, as well as all
other members of the Management Committee. Hence the Board
of Directors proposed to the 2023 General Shareholder meeting
to approve a deviation from the said rule in line with the possibility
offered by the legislation. This proposal was approved during the
2023 General Shareholders’ meeting.
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Short Term Incentive payout for the performance year 2023
The achievement of the performance targets was measured during a period of
time that started on 1 January 2023 and ended on 31 December 2023. As per our
remuneration policy, the evaluation of the CEO’s performance was done by the
Remuneration and Nomination Committee on the basis of audited company results
before presenting a proposal to the Board of Directors. The evaluation of the other
Management Committee members was done by the CEO on the basis of audited
company results, who then discusses this with the Remuneration and Nomination
Committee before presenting a proposal to the Board of Directors.
On 1 September 2023, Jan Vergote was appointed CEO in replacement of Olivier
Chapelle. No Short Term Incentive payment is due to Olivier Chapelle for performance
year 2023. The Board of Directors decided that the bonus of the newly appointed CEO,
Jan Vergote, would depend, for the collective part, on a certain level of Adjusted EBITDA
at Group level, and for the personal part, on the achievement of a selection of specic
objectives.
Beneficiary
SHORT TERM INCENTIVE OBJECTIVES % WEIGHT
ACTUAL PAY OUT
(% BASE SALARY)
ACTUAL
AMOUNT
(IN EUR)
CORAL & WALLACE
BV, represented
by Jan VERGOTE
(CEO)
Collective
Objective
Adjusted EBITDA (Group) 75.00% 102.53% 166,611
Personal
Objectives
25.00% 100.00% 54,167
Total 100.00% 101.90% 220,778
Other members of
the Management
Committee
Collective
Objectives
Free Cash Flow (Group or
Division depending on position)
32.50% 11.82% 179,032
Adjusted EBITDA (Group or
Division depending on position)
32.50% 0.99% 14,991
Carbon intensity (Group or
Division depending on position)
10.00% 3.11% 47,110
Personal
Objectives
25.00% 10.52% 159,377
Total 100.00% 26.45% 400,510
2. Long Term Incentive (multi-year variable)
Grant made in 2023
The theoretical value of the options at grant is calculated by applying the Black &
Scholes formula, taking into account certain assumptions regarding dividend payment
(dividend yield: 2.87%, interest rate: 2.8800% and volatility: 40.7%). For the grant in June
2023, the value amounted to EUR 3.2310/warrant.
2023 Vesting
The following stock options, relating to the April 2019 grant, vested on 1 January 2023.
No stock options were granted to Jan Vergote, appointed Chief Executive Ofcer on
1 September 2023, in the course of 2023.
Incumbent name (position)
NUMBER OF OPTIONS
GRANTED
STRIKE PRICE OF
THE OPTION
(IN EUR)
TOTAL THEORETICAL
VALUE AT GRANT
(IN EUR)
Olivier CHAPELLE (Chief Executive Officer) 120,000 10.80 387,720
Ralf BECKER (General Manager Insulation Boards) 30,000 10.80 96,930
Betty BOGAERT (Chief Information & Digitalisation Officer) 30,000 10.80 96,930
Božo ČERNILA (General Manager Insulated Panels) 30,000 10.80 96,930
Rob NIJSKENS (Chief Human Resources Officer) 30,000 10.80 96,930
Dirk VERBRUGGEN (Chief Financial & Legal Officer) 30,000 10.80 96,930
Incumbent name
NUMBER OF
OPTIONS VESTED
STRIKE PRICE OF
THE OPTION
(IN EUR)
SHARE PRICE AT
VESTING
(IN EUR)
VALUE AT
VESTING
(IN EUR)
Olivier CHAPELLE
(Chief Executive Officer)
120,000 7.90 15.54 916,800
Ralf BECKER
(General Manager Insulation Boards)
30,000 7.90 15.54 229,200
Betty BOGAERT
(Chief Information & Digitalisation Officer)
30,000 7.90 15.54 229,200
Rob NIJSKENS
(Chief Human Resources Officer)
5,000 7.90 15.54 38,200
Dirk VERBRUGGEN
(Chief Financial & Legal Officer)
30,000 7.90 15.54 229,200
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6.3.7.4.4 Extraordinary items
There are no extraordinary items to report.
6.3.7.4.6 Additional disclosure
Recticel did not apply any clawback provisions during the year under review.
The level of shareholdership of the Non-executive Directors on 31 December 2023 is
displayed in the table below.
Level of shareholdership of the non-executive directors.
6.3.7.4.5 Pension expenses
Incumbent name
PENSION EXPENSES (IN EUR)
OLIVIER CHAPELLE SRL, represented by Olivier CHAPELLE (CEO)
a
Included in fee
CORAL & WALLACE BV, represented by Jan VERGOTE (CEO)
b
Included in fee
Other members of the Management Committee 101,675
For salaried members of the Management Committee, Recticel reports the actual
contributions paid into the plan for DC plan beneciaries. For DB plan beneciaries,
Recticel reports the service cost as the plan is a collective plan.
a
Until 31 August 2023.
b
As of 1 September 2023.
The following table shows the level of shareholdership of the CEO and the other
members of the Management Committee on 31 December 2023. It shows that the
actual level of shareholdership is below the policy requirement for the CEO. Two out
of the four other members of the Management Committee do not meet the policy
requirement yet.
Level of shareholdership of the Management Committee members
Director
NUMBER OF SHARES
Johnny Thijs 77,400
Ingrid Merckx 0
Luc Missorten 0
Kurt Pierloot 0
Elisa Vlerick 5,000
Filip Balcaen 0
Spring Holdco BV (Group BALTISSE) 15,863,049
Shareholdership
NUMBER OF SHARES
HELD ON 31 DECEMBER
2023
VALUE OF THE STOCK
ON 31 DECEMBER
2023 (IN EUR)
TOTAL VALUE OF
SHARES HELD
(IN EUR)
ACTUAL LEVEL OF
SHAREHOLDERSHIP
(% BASE PAY)
TARGET LEVEL OF
SHAREHOLDERSHIP
(% BASE PAY)
CEO 0 10.60 0 0% 50%
Other members of
the Management
Committee
74,546 10.60 790,188
58% on
average
50%
The fullment of the shareholding guideline by the CEO and each other member of
the Management Committee is determined by comparing the value of the number
of shares held on 31 December 2023 to 50% of their annual base pay on 31 December
2023. The value of the shares held is obtained by multiplying the number of shares held
on 31 December 2023 by the closing price of the stock on that date (EUR 10.60).
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6.3.7.5 Share-based remuneration
The tables below detail the opening and closing balance, as well as movements during the year in terms of share-based remuneration for each of the Management Committee
members. In line with the information presented in previous tables, shares have been valued at fair value at grant and at market value at vesting.
Incumbent name
MAIN CONDITIONS OF THE SHARE OPTION PLANS
INFORMATION REGARDING THE REPORTED FINANCIAL YEAR
OPENING BALANCE DURING THE YEAR CLOSING BALANCE
SPECIFICATION
OF THE PLAN
AWARD
DATE
VESTING DATE EXERCISE PERIOD
STRIKE
PRICE OF
THE OPTION
(IN EUR)
SHARE OPTIONS
OUTSTANDING AT THE
BEGINNING OF THE YEAR
SHARE OPTIONS
AWARDED
SHARE OPTIONS VESTED SHARE
OPTIONS
EXERCISED
SHARE OPTIONS
AWARDED AND
UNVESTED
SHARE OPTIONS
VESTED BUT
UNEXERCISED
NUMBER VALUE NUMBER VALUE
Olivier CHAPELLE
(Chief Executive Officer)
until 31/08/2023
2016 grant 29/4/2016 1/1/2020 1/1/2020 – 28/4/2025 5.73
685,000
0 45,000
2017 grant 30/6/2017 1/1/2021 1/1/2021 – 29/6/2024 7.00 0 60,000
2018 grant 25/4/2018 1/1/2022 1/1/2022 – 24/4/2025 10.21 0 100,000
2019 grant 28/6/2019 1/1/2023 1/1/2023 – 27/6/2026 7.90 120,000 916,800 0 120,000
2020 grant 3/3/2020 1/1/2024 1/1/2024 – 2/3/2027 6.70 120,000 0
2021 grant 12/5/2021 1/1/2025 1/1/2025 – 11/5/2028 12.44 120,000 0
2022 grant 13/5/2022 1/1/2026 1/1/2026 – 12/5/2029 17.74 120,000 0
2023 grant 30/6/2023 1/1/2027 1/1/2027 – 29/6/2030 10.80 120,000 387,720 120,000 0
Total 480,000 325,000
Ralf BECKER
(General Manager
Insulation Boards)
until 09/11/2023
2017 grant 30/6/2017 1/1/2021 1/1/2021 – 29/6/2024 7.00
170,000
0 25,000
2018 grant 25/4/2018 1/1/2022 1/1/2022 – 24/4/2025 10.21 0 25,000
2019 grant 28/6/2019 1/1/2023 1/1/2023 – 27/6/2026 7.90 30,000 229,200 0 30,000
2020 grant 3/3/2020 1/1/2024 1/1/2024 – 2/3/2027 6.70 30,000 0
2021 grant 12/5/2021 1/1/2025 1/1/2025 – 11/5/2028 12.44 30,000 0
2022 grant 13/5/2022 1/1/2026 1/1/2026 – 12/5/2029 17.74 30,000 0
2023 grant 30/6/2023 1/1/2027 1/1/2027 – 29/6/2030 10.80 30,000 96,930 30,000 0
Total 120,000 80,000
Betty BOGAERT
(Chief Information &
Digitalisation Officer)
2016 grant 29/4/2016 1/1/2020 1/1/2020 – 28/4/2025 5.73
185,000
0 15,000
2017 grant 30/6/2017 1/1/2021 1/1/2021 – 29/6/2024 7.00 0 25,000
2018 grant 25/4/2018 1/1/2022 1/1/2022 – 24/4/2025 10.21 0 25,000
2019 grant 28/6/2019 1/1/2023 1/1/2023 – 27/6/2026 7.90 30,000 229,200 0 30,000
2020 grant 3/3/2020 1/1/2024 1/1/2024 – 2/3/2027 6.70 30,000 0
2021 grant 12/5/2021 1/1/2025 1/1/2025 – 11/5/2028 12.44 30,000 0
2022 grant 13/5/2022 1/1/2026 1/1/2026 – 12/5/2029 17.74 30,000 0
2023 grant 30/6/2023 1/1/2027 1/1/2027 – 29/6/2030 10.80 30,000 96,930 30,000 0
Total 120,000 95,000
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Incumbent Name
MAIN CONDITIONS OF THE SHARE OPTION PLANS
INFORMATION REGARDING THE REPORTED FINANCIAL YEAR
OPENING BALANCE DURING THE YEAR CLOSING BALANCE
SPECIFICATION
OF THE PLAN
AWARD
DATE
VESTING DATE EXERCISE PERIOD
STRIKE
PRICE OF
THE OPTION
(IN EUR)
SHARE OPTIONS
OUTSTANDING AT THE
BEGINNING OF THE YEAR
SHARE OPTIONS
AWARDED
SHARE OPTIONS VESTED SHARE
OPTIONS
EXERCISED
SHARE OPTIONS
AWARDED AND
UNVESTED
SHARE OPTIONS
VESTED BUT
UNEXERCISED
NUMBER VALUE NUMBER VALUE
Božo ČERNILA
(General Manager Insulated
Panels)
2022 grant 13/5/2022 1/1/2026 1/1/2026 – 12/5/2029 17.74
30,000
30,000 0
2023 grant 30/6/2023 1/1/2027 1/1/2027 – 29/6/2030 10.80 30,000 96,930 30,000 0
Total 60,000 0
Rob NIJSKENS
(Chief Human Resources Officer)
2019 grant 28/6/2019 1/1/2023 1/1/2023 – 27/6/2026 7.90
70,000
5,000 38,200 0 5,000
2020 grant 3/3/2020 1/1/2024 1/1/2024 – 2/3/2027 6.70 5,000 0
2021 grant 12/5/2021 1/1/2025 1/1/2025 – 11/5/2028 2.44 30,000 0
2022 grant 13/5/2022 1/1/2026 1/1/2026 – 12/5/2029 17.74 30,000 0
2023 grant 30/6/2023 1/1/2027 1/1/2027 – 29/6/2030 10.80 30,000 96,930 30,000 0
Total 95,000 5,000
Dirk VERBRUGGEN
(Chief Financial & Legal Officer)
2016 grant 29/4/2016 1/1/2020 1/1/2020 – 28/4/2025 5.73
185,000
0 15,000
2017 grant 30/6/2017 1/1/2021 1/1/2021 – 29/6/2024 7.00 0 25,000
2018 grant 25/4/2018 1/1/2022 1/1/2022 – 24/4/2025 10.21 0 25,000
2019 grant 28/6/2019 1/1/2023 1/1/2023 – 27/6/2026 7.90 30,000 229,200 0 30,000
2020 grant 3/3/2020 1/1/2024 1/1/2024 – 2/3/2027 6.70 30,000 0
2021 grant 12/5/2021 1/1/2025 1/1/2025 – 11/5/2028 12.44 30,000 0
2022 grant 13/5/2022 1/1/2026 1/1/2026 – 12/5/2029 17.74 30,000 0
2023 grant 30/6/2023 1/1/2027 1/1/2027 – 29/6/2030 10.80 30,000 96,930 30,000 0
Total 120,000 95,000
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6.3.7.6 Termination indemnities
In accordance with their contract, indemnities were due to Olivier Chapelle and Ralf Becker and their level was determined in accordance with the remuneration policy of the
Group (12 months).
6.3.7.7 Derogations
On 1 September 2023, Jan Vergote was appointed CEO in replacement of Olivier Chapelle. The Board of Directors decided that the newly appointed CEO is entitled to a cash
bonus for the period commencing on the date of his appointment until the end of 2023. The bonus depends, for the collective part, on the achievement of a certain level of
Adjusted EBITDA at Group level and, for the personal part, on the achievement of a selection of specific objectives. See details provided in the section relating to Short Term
Incentive.
6.3.7.8 Annual change in remuneration and pay ratio
6.3.7.8.1 Annual change in remuneration of Directors versus the wider workforce & company performance
The following table displays the variation of the remuneration of the CEO and the other members of the Management Committee between 31 December 2019 and 31 December
2023 against the evolution of key financial metrics.
Annual change in remuneration
2019 2020 2021 2022 2023 2020 VS. 2019 2021 VS. 2020 2022 VS. 2021 2023 VS. 2022
Total remuneration of the CEO (in EUR
) a
895,466 1,216,383 1,507,415 1,633,933 1,317,559 136% 124% 108% -
Total remuneration of the CEO (in EUR)
b
- - - - 437,445 - - - -
Average total remuneration of the other members of the
Management Committee (in EUR)
440,578 473,056 589,632 642,020 592,505 107% 125% 109% 92%
Average total remuneration of the other employees (in EUR)
c
59,508 57,653 59,876 54,667 54,407 97% 104% 91% 100%
Net Cash Flow before dividends (in million EUR) 23.6 197.1 54.9 - - 835% 28% - -
Free Cash Flow (in million EUR) - - - 50.7 12.3 - - - 24%
Adjusted EBITDA (in million EUR) 114.7 58.8 118.6 62.2 39.2 51% 202% 52% 63%
Net Profit (share of the Group) (in million EUR) 24.7 63.1 53.5 63.2 3.3 255% 85% 118% 5%
Sustainability KPIs See Chapters 3 and 6
a,b
For the performance year 2023, the total remuneration of the CEO consists of the remuneration earned in 2023 by Olivier Chapelle until 31 August 2023, and by the newly appointed CEO, Jan Vergote as of his date of appointment (1 September 2023).
c
The average total remuneration of the other employees corresponds to the average remuneration of employees active in Belgium only, and is determined on the basis of the 2023 social statement (“sociale balans”/ “bilan social”) of Recticel NV/SA.
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6.3.7.8.2 Pay ratio
The pay ratio compares the highest remuneration of the Management Committee (that is
the remuneration of the newly appointed CEO, expressed on an annual basis) with the lowest
remuneration at Recticel NV/SA (employees active in Belgium only). On 31 December 2023, the highest
remuneration was 25 times the lowest remuneration; this is a pay ratio of 25:1. The ratio is lower than in
previous years as no Long Term Incentive has been granted to the newly appointed CEO in 2023.
6.3.8 Statement on non-financial information
The statement on non-financial information in accordance with article 3:6,§4 of the Belgian Companies and
Associations Code has been enclosed to the statutory annual report of Recticel NV/SA.
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1
As announced in the press release of 14 June 2023, The Soundcoat Company Inc. was not part
of the divestment to Carpenter Co and was, together with the restatement as a result of the
discontinued Recticel Engineered Foams activities, transferred from discontinued Operations to
continuing Operations as of 1 January 2022. The formerly published 2022 Consolidated income
statement, Consolidated statement of comprehensive income, Consolidated statement of financial
position, Consolidated cash flow statement & Statement of changes in shareholders’ equity have
been restated accordingly.
Trimo d.o.o. (Insulated Panels) is fully consolidated as of 1 May 2022.
2
A distinction has been made between Income from associates - included in operating profit (loss)
- and Income from other associates - excluded from operating profit (loss).
Income from other associates: income from associates not considered as being part of the Group’s
core business are not integrated in Operating profit (loss); i.e. Proseat (until April 2022) and TEMDA2
(Ascorium, formerly Automotive Interiors).
They have been prepared in accordance with IFRS accounting policies, details of which are given below.
7.1.1 Consolidated income statement
in thousand EUR
NOTES* 2022 RESTATED¹ 2023
Sales 7.2.3 587,834 529,426
Cost of sales (474,420 ) (439,336 )
Gross profit 7.2.4.1 113,414 90,090
General and administrative expenses 7.2.4.2 (31,859 ) (35,634 )
Sales and marketing expenses 7.2.4.2 (28,870 ) (30,355 )
Research and development expenses 7.2.4.2 (4,531 ) (4,572 )
Impairment of goodwill, intangible and tangible assets 7.2.1.4 (1,047 ) (293 )
Other operating revenues 7.2.4.3 1,664 4,727
Other operating expenses 7.2.4.3 (10,516 ) (11,380 )
Income from associates 7.2.5.7 0 (0 )
2
Operating profit (loss) 7.2.4.4 38,255 12,582
Interest income 996 3,959
Interest expenses (6,277 ) (7,872 )
Other financial income 7,136 2,922
Other financial expenses (11,835 ) (3,074 )
Financial result 7.2.4.5 (9,979 ) (4,065 )
Income from other associates (1,176 ) (1,772 )
2
Impairment other associates (7,748 )
Change in fair value of option structures 2,330 0
Result of the period before taxes 29,430 (1,002 )
Income taxes 7.2.4.7 (15,953 ) (7,986 )
Result of the period after taxes - continuing operations 13,478 (8,989 )
Result from discontinued operations 7.2.4.7 49,298 12,154
Result of the period after taxes - continuing and discontinued operations 62,776 3,165
of which share of the Group 62,400 3,310
of which non-controlling interests 377 (145 )
* The accompanying notes are an integral part of this income statement.
7.1 Consolidated financial statements
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7.1.2 Earnings per share 7.1.3 Consolidated statement of
comprehensive income
NOTES* 2022 RESTATED ¹ 2023
Number of shares outstanding (including treasury shares) 56,208,420 56,230,920
Weighted average number of shares outstanding (before dilution effect) 55,799,134 55,897,911
Weighted average number of shares outstanding (after dilution effect) 56,686,814 56,511,223
in EUR
Earnings per share
Earnings per share - continuing operations 0.24 (0.16 )
Earnings per shares - discontinued operations 0.88 0.22
Earnings per share of continuing and discontinued operations 1.13 0.06
Earnings per share from continuing operations
Earnings per share from continuing operations - Basic 7.2.4.9 0.24 (0.16 )
Earnings per share from continuing operations - Diluted 7.2.4.10 0.24 (0.16 )
Earnings per share from discontinued operations
Earnings per share from discontinued operations - Basic 7.2.4.9 0.88 0.22
Earnings per share from discontinued operations - Diluted 7.2.4.10 0.87 0.22
Net book value 7.43 7.79
in thousand EUR
NOTES* 2022 RESTATED ¹ 2023
Result for the period after taxes 62,776 3,165
Other comprehensive income
Actuarial gains (losses) on employee benefits recognized in equity 6,832 (1,030 )
Deferred taxes on actuarial gains (losses) on employee benefits (1,189 ) 174
Currency translation differences that will not subsequently be recycled to
profit and loss
Share in other comprehensive income in joint ventures & associates that
will not subsequently be recycled to profit and loss
7.2.5.6 0 0
Items that will not subsequently be recycled to profit and loss 5,735 (954 )
Hedging reserves 0 0
Currency translation differences that subsequently may be recycled to
profit and loss
(4,954 ) (1,793 )
Foreign currency translation reserve difference recycled in the income
statement
Deferred taxes on retained earnings 267 86
Share in other comprehensive income in joint ventures & associates that
subsequently may be recycled to profit and loss
7.2.5.6 0 0
Items that subsequently may be recycled to profit and loss (372 ) 5,716
Other comprehensive income net of tax 5,363 4,762
Total comprehensive income for the period 68,139 7,927
Total comprehensive income for the period 68,139 7,927
Total comprehensive income for the period attributable to the owners of
the parent
Total comprehensive income for the period attributable to
non-controlling interests
Total comprehensive income for the period attributable to the owners
of the parent
Total comprehensive income for the period attributable to the owners of
the parent - Continuing operations
Total comprehensive income for the period attributable to the owners of
the parent - Discontinued operations
The basic earnings per share are calculated on the basis of the weighted average
number of shares outstanding during the period.
The diluted earnings per share are calculated on the basis of the weighted average
number of shares outstanding during the period, adjusted for dilutive subscription
rights.
* The accompanying notes are an integral part of this statement of comprehensive income.
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7.1.4 Consolidated statement of financial position
in thousand EUR
NOTES* 31 DEC 2022 RESTATED¹ 31 DEC 2023
Intangible assets 7.2.5.1 77,357 70,094
Goodwill 7.2.5.2 63,218 62,409
Property, plant & equipment 7.2.5.3 111,491 120,687
Right-of-use assets 7.2.5.4 27,742 27,771
Investment property 113 0
Investments in associates 7.2.5.5 0 (0 )
Investments in other associates 7.2.5.6 9,520 0
Non-current receivables 7.2.5.7 15,477 17,534
Deferred tax assets 7.2.4.6 23,508 21,551
Non-current assets 328,426 320,046
Inventories 7.2.5.8 57,346 43,692
Trade receivables 7.2.5.10 67,716 78,135
Deferred receivable for share investments/divestment 25,286 12,922
Other receivables and other financial assets 7.2.5.10 9,754 10,027
Income tax receivables 2,332 3,739
Cash and cash equivalents 7.2.5.11 39,782 191,393
Assets classified as held for sale 7.2.4.7 544,236 0
Current assets 746,452 339,907
TOTAL ASSETS 1,074,878 659,954
in thousand EUR
NOTES* 31 DEC 2022 RESTATED¹ 31 DEC 2023
Capital 7.2.5.13 140,521 140,577
Share premium 133,596 133,729
Share capital 274,117 274,307
Treasury shares (1,450 ) (1,450 )
Other reserves 1,563 (2,106 )
Retained earnings 124,233 160,974
Hedging and translation reserves 4,559 4,556
Elements of comprehensive income of discontinued operations 41,283 0
Equity (share of the Group) 444,305 436,281
Equity attributable to non-controlling interests 1,850 1,706
Total equity 446,155 437,987
Employee benefit liabilities 7.2.5.14 13,207 12,412
Provisions 7.2.5.15 17,992 31,148
Deferred tax liabilities 7.2.4.6 21,704 23,088
Financial liabilities 7.2.5.16 196,763 23,082
Other amounts payable 1,016 982
Non-current liabilities 250,681 90,711
Provisions 7.2.5.15 256 0
Financial liabilities 7.2.5.16 93,824 6,415
Trade payables 7.2.5.17 75,638 70,068
Current contract liabilities 7.2.5.9 7,587 8,037
Income tax payables 4,444 1,781
Deferred payables for share investments 0 0
Other amounts payable 7.2.5.17 29,964 44,955
Liabilities directly associated with assets classified as held for
sale
7.2.4.7 166,329 0
Current liabilities 378,042 131,256
TOTAL EQUITY AND LIABILITIES 1,074,877 659,954
* The accompanying notes are an integral part of this statement of financial position. See also note 7.2.4.7 - Discontinued
operations.
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7.1.5 Consolidated cash flow statement
in thousand EUR
NOTES* 2022 RESTATED ¹ 2023
Operating profit (loss) 7.2.4.4 38,255 12,582
Amortisation of intangible assets 7.2.5.1 5,363 7,596
Depreciation of tangible assets 7.2.5.3 15,228 15,652
(Reversal) Impairment losses on tangible assets 7.2.5.3 1,047 293
(Write-backs)/Write-offs on assets 1,441 1,451
Changes in provisions 2,197 (3,121 )
Gain/(Loss) on disposal intangible and tangible assets (532 ) (18 )
Other non-cash elements 982 1,146
GROSS OPERATING CASH FLOW BEFORE WORKING CAPITAL MOVEMENTS 63,981 35,581
Changes in inventories 3,478 12,060
Changes in trade and other receivables (2,378 ) (7,194 )
Changes in trade and other payables (28,889 ) 3,884
Changes in working capital (27,788 ) 8,750
Income taxes paid (6,079 ) (8,326 )
Cash flow from operating activities (discontinued operations) 6,539 10,887
NET CASH FLOW FROM OPERATING ACTIVITIES (a) 36,653 46,892
Interests received 902 413
Dividends received 33
Disposal of Bedding 84,529 12,000
Disposal of Engineered Foams 428,202
Disposal of Orsafoam 2,383
Acquisition Trimo, net of cash acquired (154,636 ) 312
Increase of loans and receivables (882 ) (1,244 )
Decrease of loans and receivables 559 257
Investments in intangible assets 7.2.5.1 (3,177 ) (2,742 )
Investments in property, plant and equipment 7.2.5.3 (9,849 ) (18,511 )
Disposals of intangible assets 7.2.5.1 10 568
Disposals of property, plant and equipment 7.2.5.3 8,105 1,184
Cash flow from divestment (investment) activities (discontinued operations) (32,846 ) (4,141 )
NET CASH FLOW FROM DIVESTMENT (INVESTMENT) ACTIVITIES (b) (107,252 ) 418,680
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in thousand EUR
NOTES* 2022 RESTATED
1
2023
Interests paid on financial debt (c) (4,190 ) (6,402 )
Interests paid on lease debt (c) (69 ) (107 )
Interests received 0 3,987
Dividends paid (16,229 ) (17,425 )
Increase/(Decrease) of capital 2,121 189
Increase of financial debt 93,387 7,996
Decrease of financial debt (41,916 ) (315,042 )
Decrease of lease debt (d) (6,467 ) (5,822 )
Cash flow from financing activities (discontinued operations) (10,563 ) (6,645 )
NET CASH FLOW FROM FINANCING ACTIVITIES (e) 16,075 (339,272 )
Effect of exchange rate changes (f) (6,058 ) 51
Effect of exchange rate changes (discontinued operations) (f) 76 (172 )
CHANGES IN CASH AND CASH EQUIVALENTS (a)+(b)+(e)+(f) (60,506 ) 126,179
NET FREE CASH FLOW (a)+(b)+(c)+(d) (81,324 ) 453,241
in thousand EUR
NOTES* 2022 RESTATED
1
2023
Net cash position opening balance (continuing operations) 84,519 39,782
Net cash position opening balance (discontinued operations) 41,200 25,431
Net cash position opening balance (g) 125,719 65,213
Net cash position closing balance (continuing operations) 39,782 191,393
Net cash position closing balance (discontinued operations) 25,431
Net cash position closing balance (h) 65,213 191,393
CHANGES IN CASH AND CASH EQUIVALENTS (h) - (g) (60,506 ) 126,179
* The accompanying notes are an integral part of this cash flow statement.
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For the year ending 31 December 2023
in thousand EUR
2023
CAPITAL
SHARE
PREMIUM
TREASURY
SHARES
OTHER RESERVES
RETAINED
EARNINGS
TRANSLATION DIFFERENCES
AND HEDGING RESERVES
CONTINUING
OPERATIONS
DISCONTINUED
OPERATIONS
TOTAL SHAREHOLDERS'
EQUITY
NON-CONTROLLING
INTERESTS
TOTAL EQUITY
Equity at the beginning of the period 140,521 133,596 (1,450 ) 1,563 124,233 4,559 403,022 41,283 444,305 1,850 446,155
Restatement IFRS 16 0 0 0 0 0 0 0 0 0 0 0
Dividends 0 0 0 0 (17,431 ) 0 (17,431 ) 0 (17,431 ) 0 (17,431 )
Stock options (IFRS 2) 0 0 0 1,146 0 0 1,146 0 1,146 0 1,146
Capital movements
2
Shareholders' movements 56 133 0 1,146 (17,431 ) 0 (16,096 ) 0 (16,096 ) 0 (16,096 )
Profit (loss) of the period 0 0 0 0 (8,844 ) 0 (8,844 ) 12,154 3,310 (145 ) 3,165
Other comprehensive income 0 0 0 (1,507 ) 425 (3 ) (1,085 ) 5,847 4,762 0 4,762
Total comprehensive income 0 0 0 (1,507 ) (8,419 ) (3 ) (9,929 ) 18,002 8,072 (145 ) 7,927
Changes in scope 0 0 0 (3,307 ) 62,592 0 59,285 (59,285 ) (0 ) 0 (0 )
Equity at the end of the period 140,577 133,729 (1,450 ) (2,106 ) 160,974 4,556 436,281 (0 ) 436,281 1,706 437,987
7.1.6 Statement of changes in shareholders’ equity
2
see note 7.2.5.13
Other reserves, retained earnings, translation differences and hedging reserves have been restated due to the transfer of Soundcoat from discontinued to continuing operations.
The item “Changes in scope” of discontinued operations relate to the divestment of the Recticel Engineered Foams activities.
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For the year ending 31 December 2022 (restated
1
)
in thousand EUR
2022
CAPITAL
SHARE
PREMIUM
TREASURY
SHARES
OTHER RESERVES
RETAINED
EARNINGS
TRANSLATION DIFFERENCES
AND HEDGING RESERVES
CONTINUING
OPERATIONS
DISCONTINUED
OPERATIONS
TOTAL SHAREHOLDERS'
EQUITY
NON-CONTROLLING
INTERESTS
TOTAL EQUITY
Equity at the beginning of the period 139,909 132,087 (1,450 ) (1,781 ) 105,402 (722 ) 373,445 16,335 389,780 1,524 391,304
Restatement IFRS 16* 0 0 0 0 0 0 0 0 0 0 0
Dividends 0 0 0 0 (16,195 ) 0 (16,195 ) 0 (16,195 ) 0 (16,195 )
Stock options (IFRS 2) 0 0 0 981 (145 ) 0 836 0 836 0 836
Capital movements
2
Shareholders' movements 612 1,509 0 981 (16,340 ) 0 (13,238 ) 0 (13,238 ) 0 (13,238 )
Profit (loss) of the period 0 0 0 0 13,101 0 13,101 49,298 62,400 377 62,776
Other comprehensive income 0 0 0 1,794 333 5,281 7,408 (2,045 ) 5,363 0 5,363
Total comprehensive income 0 0 0 1,794 13,433 5,281 20,509 47,254 67,762 377 68,139
Changes in scope 0 0 0 569 21,737 0 22,306 (22,306 ) 0 (51 ) (51 )
Equity at the end of the period 140,521 133,596 (1,450 ) 1,563 124,233 4,559 403,022 41,283 444,305 1,850 446,155
2
see note 7.2.5.13
Other reserves, retained earnings, translation differences and hedging reserves have been restated due to the transfer of Soundcoat from discontinued to continuing operations.
The item “Changes in scope” of discontinued operations relate to the divestment of the Bedding activities.
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7.2 Notes to the consolidated
financial statements for the
year ending 31 December 2023
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Recticel Group - 2023 Annual Report 165
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Recticel Group - 2023 Annual Report 166
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Recticel Group - 2023 Annual Report 168
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Recticel Group - 2023 Annual Report 169
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Recticel Group - 2023 Annual Report 171
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Recticel Group - 2023 Annual Report 172
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Recticel Group - 2023 Annual Report 173
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1
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Recticel Group - 2023 Annual Report 175
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Recticel Group - 2023 Annual Report 176
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Recticel Group - 2023 Annual Report 177
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Recticel Group - 2023 Annual Report 178
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Recticel Group - 2023 Annual Report 179
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Recticel Group - 2023 Annual Report 180
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7.2.4 Income statement
7.2.4.1 Gross profit
The gross profit decreased by 20.6% from EUR 113.4 million (restated
1
) to
EUR 90.1 million.
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7.2.4.6 Income taxes
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3. Pillar 2
Pillar 2 legislation has been enacted or substantively enacted in certain jurisdictions
the Group operates, including in Belgium where the Group is headquartered. The
legislation will be effective for the Group’s financial year beginning 1 January 2024.
The Group is in scope of the enacted or substantively enacted legislation and has
performed an impact assessment of the Group’s potential future exposure to Pillar 2
income taxes.
The assessment of the potential exposure to Pillar 2 income taxes is based on the
most recent tax filings, country-by-country reporting and financial statements for
the constituent entities in the Group. Based on this impact assessment, it is expected
that the Group will qualify for the Transitional CbCR Safe Harbours tests in nearly
all jurisdictions. The Group does not expect to have a material exposure to Pillar 2
income taxes in any of the jurisdictions where it is present. The Group continues to
closely monitor the legislative and administrative progress in the various countries it is
currently present.
IAS 12 includes a temporary exception to the requirement to recognize and disclose
information about deferred tax assets and liabilities that are related to tax law that
is enacted or substantively enacted to implement the Pillar 2 legislation. The Group
applies this temporary exception.
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Recticel Group - 2023 Annual Report 188
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Recticel Group - 2023 Annual Report 189
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Recticel Group - 2023 Annual Report 190
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7.2.5 Statement of financial position
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Recticel Group - 2023 Annual Report 192
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Recticel Group - 2023 Annual Report 193
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Recticel Group - 2023 Annual Report 194
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Recticel Group - 2023 Annual Report 195
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Recticel Group - 2023 Annual Report 196
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Recticel Group - 2023 Annual Report 197
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Recticel Group - 2023 Annual Report 198
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Recticel Group - 2023 Annual Report 199
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Recticel Group - 2023 Annual Report 201
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Recticel Group - 2023 Annual Report 202
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Recticel Group - 2023 Annual Report 203
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7.2.5.7 Other financial assets
in thousand EUR
31 DEC 2022
RESTATED¹
31 DEC 2023
Financial investments 500 500
Loans to affiliates 11,068 11,523
Other loans 219 2,517
Non-current financial receivables 11,287 14,041
Cash advances and deposits 228 200
Other receivables 312 329
Non-current other receivables 540 529
Derivatives - Option valuation (2) 0
Total 12,326 15,070
The item ‘Loans to affiliates’ relates mainly to a loan to TEMDA2 (EUR 11.5 million). The
item ‘Other loans’ relates to loans granted by Recticel NV/SA EUR 2.4 million to Orsa
Foam related to the payment plan linked to the sale of the participation and by
Recticel Insulation SAS (France) EUR 0.2 million to some of its employees.
The carrying amounts of these non-current receivables approximate the fair value
since the interest rate is a variable rate in line with market conditions.
The maximum exposure to credit risk equals to the carrying amounts of these assets
as recognised on the statement of financial position.
There are no due but unpaid receivables, nor impairments on the outstanding
receivables. There are no specific guarantees offered for the outstanding receivables.
The item ’Cash advances and deposits’ are mainly related to guarantees provided for
rents and supplies (water, electricity, telecom, waste treatment, …).
Recticel Group - 2023 Annual Report 205
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Recticel Group - 2023 Annual Report 206
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Recticel Group - 2023 Annual Report 207
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7.2.5.10 Trade receivables, other receivables and other financial assets
in thousand EUR
31 DEC 2022 RESTATED¹ 31 DEC 2023
Factoring without recourse
Gross amount (14,477) 0
Continuing involvement 1,239 0
Net amount (13,237) 0
Retention amount recognized in debt 0 0
Total amount factoring without recourse (13,237) 0
In 2023, other financial assets (EUR 2.7 million) mainly consist mainly of, a receivable
of EUR 2.4 million to Orsa Foam related to the payment plan linked to the sale of the
participation.
In 2022, other financial assets (EUR 2.3 million) mainly consist mainly of, a receivable
of EUR 1.2 million relating to the continuing involvement under non-recourse factoring
programs in Belgium, France and The Netherlands and loans of EUR 1.0 million to other
associates.
Factoring
Although the factoring credit lines are still available, due to the cash in from the divestment
of Recticel Engineered Foams to Carpenter no amounts were drawn per 31 December 2023.
The average outstanding amounts of receivables vary between 10% and 15% of total
sales. A strict credit follow-up is organised through a centralised credit management
organisation.
The continuing involvement represents the part of the receivables that was not
transferred to the factoring company as specified in the terms and conditions
under the factoring agreement. The retention amount represents the amount that is
deducted from the gross (invoice) amount, taking into account the limitation of the
amount that can be included in the factoring agreement per customer. Recticel does
not include this retention amount in debt. These outstanding receivables (“retention
amount”) are permanently presented on the balance sheet.
Recticel Group - 2023 Annual Report 208
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Recticel Group - 2023 Annual Report 209
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About Recticel
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Recticel Group - 2023 Annual Report 210
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Recticel Group - 2023 Annual Report 211
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Recticel Group - 2023 Annual Report 212
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Recticel Group - 2023 Annual Report 213
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performance
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Recticel Group - 2023 Annual Report 214
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Recticel Group - 2023 Annual Report 215
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About Recticel
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report
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Recticel Group - 2023 Annual Report 216
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Appendix
Recticel Group - 2023 Annual Report 217
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About Recticel
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report
Appendix
Recticel Group - 2023 Annual Report 218
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About Recticel
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performance
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opportunity
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report
Appendix
Recticel Group - 2023 Annual Report 219
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About Recticel
Group
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Business
performance
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opportunity
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report
Appendix
Recticel Group - 2023 Annual Report 220
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Recticel Group - 2023 Annual Report 221
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Recticel Group - 2023 Annual Report 222
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7.2.6 Miscellaneous
Recticel Group - 2023 Annual Report 223
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1
1
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Recticel Group - 2023 Annual Report 225
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Recticel Group - 2023 Annual Report 226
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Recticel Group - 2023 Annual Report 227
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7.2.6.6 Exchange rates
CLOSING RATE AVERAGE RATE
2022 2023 2022 2023
Swiss Franc CHF 1.0155 1.0799 0.9953 1.0290
Yuan Renminbi CNY 0.1359 0.1274 0.1413 0.1305
Czech Crown CZK 0.0415 0.0404 0.0407 0.0417
Euro EUR 1.0000 1.0000 1.0000 1.0000
Pound Sterling GBP 1.1275 1.1507 1.1727 1.1497
Forint HUF 0.0025 0.0026 0.0026 0.0026
Indian Rupee INR 0.0113 0.0109 0.0121 0.0112
Moroccan Dirham MAD 0.0896 0.0914 0.0934 0.0912
Norwegian Krone NOK 0.0951 0.0890 0.0990 0.0875
Polish Zloty PLN 0.2136 0.2304 0.2134 0.2202
Romanian Leu RON 0.2020 0.2010 0.2028 0.2022
Swedish Krona SEK 0.0899 0.0901 0.0941 0.0871
Singapore Dollar SGD 0.6993 0.6854 0.6891 0.6886
Turkish Lira TRY 0.0501 0.0306 0.0574 0.0388
US Dollar USD 0.9376 0.9050 0.9496 0.9248
Recticel Group - 2023 Annual Report 228
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Recticel Group - 2023 Annual Report 229
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Appendix
7.2.6.10 Reconciliation table of Alternative Performance Measures
The Group uses and publishes several Alternative Performance Measures (“APM”) to provide additional valuable insight to financial
analysts and investors. APMs are related to the standards used by management to monitor and measure financial performance.
The overview tables below summarise the reconciliation of these APMs in respectively the income statement and the statement of
financial position of the continuing operations.
in thousand EUR
2022 RESTATED¹ 2023
Income statement
Sales 587,834 529,426
Gross profit 113,414 90,090
EBITDA 59,893 36,123
Operating profit (loss) 38,255 12,582
Operating profit (loss) 38,255 12,582
Amortisation of intangible assets 5,363 7,596
Depreciation of tangible assets 15,228 15,652
Amortisation deferred charges long term 0 0
Impairments on goodwill, intangible and tangible fixed assets 1,047 293
EBITDA 59,892 36,123
EBITDA 59,892 36,123
Restructuring charges 890 3,118
Other
2
3,574 (88)
Adjusted EBITDA 64,356 39,153
Operating profit (loss) 38,255 12,582
Restructuring charges 890 3,118
Other 3,574 (88)
Impairments 1,047 293
Adjusted operating profit (loss) 43,766 15,905
2
Other adjustments in 2022 EUR -3.6 million mainly relate to (i) legal and financial advisory fees primarily linked to the acquisition of Trimo, (ii) a fair value adjustment on inventories by
application of IFRS 3 (reversal of inventory step up values) resulting from the purchase price allocation of Trimo).
Recticel Group - 2023 Annual Report 230
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in thousand EUR
Total net financial debt
31 DEC 2022
RESTATED¹
31 DEC 2023
Non-current financial liabilities 196,763 23,082
Current financial liabilities 93,824 6,415
Cash (39,782) (191,393)
Other financial assets (806) (27)
Net financial debt on statement of financial position 249,999 (161,923)
Factoring programs 13,237 0
Total net financial debt 263,236 (161,923)
Hedging instruments and interest advances
Gearing ratio (Net financial debt / Total equity)
Total equity 446,155 437,987
Net financial debt on statement of financial position / Total equity 56.0% N/A
Total net financial debt / Total equity 59.0% N/A
Leverage ratio (Net financial debt / EBITDA)
Net financial debt on statement of financial position / EBITDA 2.2 N/A
Total net financial debt / EBITDA 2.3 N/A
Net working capital
Inventories and contracts in progress 57,346 43,692
Trade receivables 67,716 78,135
Other receivables 35,040 22,949
Income tax receivables 2,332 3,739
Trade payables (75,638) (70,068)
Current contract liabilities (7,587) (8,037)
Income tax payables (4,444) (1,781)
Other amounts payable (29,964) (44,955)
Net working capital 44,800 23,674
Current ratio (= Current assets / Current liabilities)
Current assets 746,452 339,907
Current liabilities 378,042 131,256
Current ratio (factor) 2.0 2.6
Recticel Group - 2023 Annual Report 231
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Address
Established: on 19 June 1896 for thirty years, later
extended for an unlimited duration.
Object: (article 3 of the Coordinated Articles) The
Legal form: naamloze vennootschap / société anonyme
Recorded in the Brussels register of legal entities
Company number: 0405 666 668
Subscribed capital: EUR 140,577,300
(per 31 December 2023)
Type and number of shares: at 31 December 2023 there
was only one type of shares, namely ordinary shares;
total number of shares outstanding: 56,230,920
Portion of the subscribed capital still to be paid up:
0 shares/EUR 0.
Nature of the shares not fully paid up: none.
Percentage fully paid up: 100%. The shares are all fully
paid up.
The accounts were prepared in accordance with
requirements specified by the Royal Decree of 30
January 2001.
These annual accounts comprise the balance sheet, the
income statement and the notes prescribed by law. They
are presented hereafter in condensed form.
In accordance with Belgian law, the management report,
the annual accounts of Recticel NV/SA and the report
of the Statutory Auditor will be filed with the Belgian
National Bank.
They are available on request from:
Recticel NV/SA - Corporate Communications
Bourgetlaan 42 Avenue du Bourget
1130 Brussels
Belgium
Tel.: +32 (0)2 775 18 11
E-mail: corporate@recticel.com
The notes to the annual accounts are related to the
financial situation of the company as shown in the
statement of financial position. The results are also
commented on in the preceding annual report.
The Statutory Auditor has delivered an unqualified opinion
on the statutory annual accounts of Recticel NV/SA.
The statutory annual accounts of Recticel NV/SA, as well
as the statutory report by the Board of Directors, are
freely available on the company’s web site https://www.
recticel.com/investors/annual-half-year-reports.html.
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The statutory statement of financial position and the statutory income statement for the period ended 31 December 2023 of
Recticel NV/SA are given below in a condensed form. The accounting principles used for the Statutory Financial Statements of
Recticel NV/SA differ from the accounting principles used for the Consolidated Financial Statements: the Statutory Financial
Statements follow the Belgian legal requirements, while the Consolidated Financial Statements follow the International Financial
Reporting Standards.
in thousand EUR
Recticel NV/SA
31 DEC 2022 31 DEC 2023
ASSETS
FIXED ASSETS 922,135 732,765
I. Formation expenses 0
II. Intangible assets 12,030 9,954
III. Tangible assets 33,196 33,008
IV. Financial assets 876,909 689,803
CURRENT ASSETS 70,498 129,086
V. Amounts receivable after one year 4,000 5,585
VI. Inventories and contracts in progress 15,539 9,693
VII. Amounts receivable within one year 48,715 48,511
VIII. Cash investments 1,398 64,398
IX. Cash 23 174
X. Deferred charges and accrued income 821 724
TOTAL ASSETS 992,632 861,851
LIABILITIES
I. Capital 140,521 140,577
II. Share premium account 133,596 133,729
III. Revaluation surplus 2,551 2,551
IV. Reserves 17,640 17,645
V. Profits (losses) brought forward 123,573 464,937
VI. Investment grants 0 0
VII. A. Provisions for liabilities and charges 4,489 17,339
B. Deferred taxes 0 0
VIII. Amounts payable after one year 66,248 4,998
IX. Amounts payable within one year 502,128 78,557
X. Accrued charges and deferred income 1,884 1,516
TOTAL EQUITY AND LIABILITIES 992,632 861,851
Recticel Group - 2023 Annual Report 235
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in thousand EUR
Recticel NV/SA
31 DEC 2022 31 DEC 2023
PROFIT AND LOSS ACCOUNT
I. Operating revenues 286,999 158,127
II. Operating charges (243,904) (199,695)
III. Operating profit (loss) 43,094 41,567
IV. Financial income 13,549 499,103
V. Financial charges (13,751) (98,194)
VI. Profit (loss) for the year before taxes 42,892 359,342
VII. Income taxes (1,492) (540)
VIII. Profit (loss) for the year after taxes 41,400 358,801
IX. Transfer to untaxed reserves 0 0
X. Profit (loss) for the period available for appropriation 41,400 358,801
The management report of the Board to the Annual General Meeting of Shareholders and the
Statutory Financial Statements of Recticel NV/SA, as well as the auditor’s report, will be filed with the
National Bank of Belgium within the statutory periods. The statutory annual accounts of Recticel NV/SA
as well as the statutory report by the Board of Directors, is freely available on the company’s website
www.recticel.com.
Profit appropriation policy
The General Shareholders Meeting decides on the appropriation of the
profit available for the distribution of a dividend based upon a proposal
by the Board of Directors. The Board of Directors intends to propose to
pay out a stable or gradually increasing annual dividend, considering
the following elements:
• proper compensation for the shareholders
• retention of adequate self-financing capacity to enable investment in
value creation opportunities.
The Board of Directors decided to present the following appropriation of
the results to the General Meeting:
in EUR
Recticel NV/SA
31 DEC 2023
Profit (loss) for the financial year 358,801,214
Profit (loss) brought forward from previous year 123,573,472 +
Profit (loss) to be added to legal reserves 5,625 -
Profit (loss) to be added to other reserves -
Result to be appropriated 482,369,061 =
Gross dividend¹ 17,431,585 -
Profit to be carried forward 464,937,476 =
¹ Gross dividend per share of EUR 0.31, resulting in a net dividend after tax of EUR 0.217 per ordinary share.
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We hereby certify that, to the best of our knowledge, the
Consolidated Financial Statements as of 31 December 2023,
prepared in accordance with the International Financial
Reporting Standards (IFRS) as adopted by the European
Union, and with legal requirements applicable in Belgium,
give a true and fair view of the assets, liabilities, financial
position and profit or loss of the Group and the undertakings
included in the consolidation taken as a whole, and that
the management report includes a fair review of the
development and performance of the business and the
position of the Group and the undertakings included in the
consolidation taken as a whole, together with a description
of the principal risks and uncertainties that they face.
Johnny Thijs, Chairman of the Board of Directors
Jan Vergote, Chief Executive Officer
Dirk Verbruggen, Chief Financial & Legal Officer
7.5 Declaration by the
Responsible Officers
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8.1 Auditor’s
reports
PwC Bedrijfsrevisoren BV - PwC Reviseurs d'Entreprises SRL - Financial Assurance Services
Maatschappelijke zetel/Siège social: Culliganlaan 5, B-1831 Diegem
T: +32 (0)2 710 4211, F: +32 (0)2 710 4299, www.pwc.com
BTW/TVA BE 0429.501.944 / RPR Brussel - RPM Bruxelles / ING BE43 3101 3811 9501 - BIC BBRUBEBB /
BELFIUS BE92 0689 0408 8123 - BIC GKCC BEBB
RECTICEL NV ON THE CONSOLIDATED ACCOUNTS FOR THE YEAR ENDED
31 DECEMBER 2023
We present to you our statutory auditor’s report in the context of our statutory audit of the consolidated
accounts of Recticel NV (the “Company”) and its subsidiaries (jointly “the Group”). This report includes
our report on the consolidated accounts, as well as the other legal and regulatory requirements. This
forms part of an integrated whole and is indivisible.
We have been appointed as statutory auditor by the general meeting d.d. 25 May 2021, following the
proposal formulated by the board of directors and following the recommendation by the audit
committee and the proposal formulated by the works’ council. Our mandate will expire on the date of
the general meeting which will deliberate on the annual accounts for the year ended
31 December 2023. We have performed the statutory audit of the Group’s consolidated accounts for 3
consecutive years.
Report on the consolidated accounts
Unqualified opinion
We have performed the statutory audit of the Group’s consolidated accounts, which comprise the
consolidated statement of financial position as at 31 December 2023, the consolidated income
statement, the consolidated statement of comprehensive income, the statement of changes in
shareholders’ equity and the consolidated cash flow statement for the year then ended, and notes to
the consolidated financial statements, including a summary of significant accounting policies and other
explanatory information, and which is characterised by a consolidated statement of financial position
total of EUR ‘000 659,954 and a result of the period after taxes – continuing and discontinued
operations (share of the Group) of EUR ‘000 3,310.
In our opinion, the consolidated accounts give a true and fair view of the Group’s net equity and
consolidated financial position as at 31 December 2023, and of its consolidated financial performance
and its consolidated cash flows for the year then ended, in accordance with International Financial
Reporting Standards as adopted by the European Union and with the legal and regulatory
requirements applicable in Belgium.
Basis for unqualified opinion
We conducted our audit in accordance with International Standards on Auditing (ISAs) as applicable in
Belgium. Furthermore, we have applied the International Standards on Auditing as approved by the
IAASB which are applicable to the year-end and which are not yet approved at the national level. Our
responsibilities under those standards are further described in the “Statutory auditor’s responsibilities
for the audit of the consolidated accounts” section of our report. We have fulfilled our ethical
responsibilities in accordance with the ethical requirements that are relevant to our audit of the
consolidated accounts in Belgium, including the requirements related to independence.
We have obtained from the board of directors and Company officials the explanations and information
necessary for performing our audit.
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3 of 6
We found the methodologies and the assumptions applied to be in line with our expectations. We
consider the disclosure as appropriate.
Responsibilities of the board of directors for the preparation of the consolidated accounts
The board of directors is responsible for the preparation of consolidated accounts that give a true and
fair view in accordance with International Financial Reporting Standards as adopted by the European
Union and with the legal and regulatory requirements applicable in Belgium, and for such internal
control as the board of directors determines is necessary to enable the preparation of consolidated
accounts that are free from material misstatement, whether due to fraud or error.
In preparing the consolidated accounts, the board of directors is responsible for assessing the Group’s
ability to continue as a going concern, disclosing, as applicable, matters related to going concern and
using the going concern basis of accounting unless the board of directors either intends to liquidate
the Group or to cease operations, or has no realistic alternative but to do so.
Statutory auditor’s responsibilities for the audit of the consolidated accounts
Our objectives are to obtain reasonable assurance about whether the consolidated accounts as a
whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s
report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a
guarantee that an audit conducted in accordance with ISAs will always detect a material misstatement
when it exists. Misstatements can arise from fraud or error and are considered material if, individually
or in the aggregate, they could reasonably be expected to influence the economic decisions of users
taken on the basis of these consolidated accounts.
In performing our audit, we comply with the legal, regulatory and normative framework applicable to
the audit of the consolidated accounts in Belgium. A statutory audit does not provide any assurance as
to the Group’s future viability nor as to the efficiency or effectiveness of the board of directors’ current
or future business management at Group level. Our responsibilities in respect of the use of the going
concern basis of accounting by the board of directors are described below.
As part of an audit in accordance with ISAs, we exercise professional judgment and maintain
professional skepticism throughout the audit. We also:
● Identify and assess the risks of material misstatement of the consolidated accounts, whether due to
fraud or error, design and perform audit procedures responsive to those risks, and obtain audit
evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not
detecting a material misstatement resulting from fraud is higher than for one resulting from error, as
fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of
internal control;
● Obtain an understanding of internal control relevant to the audit in order to design audit procedures
that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the
effectiveness of the Group’s internal control;
● Evaluate the appropriateness of accounting policies used and the reasonableness of accounting
estimates and related disclosures made by the board of directors;
2 of 6
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis
for our opinion.
Key audit matter
A key audit matter is a matter that, in our professional judgment, was of most significance in our audit
of the consolidated accounts of the current period. This matter was addressed in the context of our
audit of the consolidated accounts as a whole, and in forming our opinion thereon, and we do not
provide a separate opinion on this matter.
Provision for indemnities as a result of the divestment of engineered foams activities - Note 7.2.4.7
Description of key audit matter
On 12 June 2023 all conditions of the binding agreement to sell the Engineered Foams business line
to Carpenter Co. (“Carpenter”) were met and the divestment has been closed with Carpenter. The
share purchase agreement (“SPA”) between Recticel NV (“Recticel”) and Carpenter provides for
representations and warranties and specific indemnities relating to the period before closing and for
which Recticel remains liable. The liabilities with regard to the representation and warranties are
covered by a warranty and indemnity insurance, but the specific indemnities remain a potential risk for
Recticel. This liability is capped at 15% of the total enterprise value, or EUR 67,5 million. Recticel has
evaluated the risks in this regard and has provisioned an amount of EUR 14,0 million to cover this
potential risk consisting of EUR 10,0 million related to environmental risks and EUR 4,0 million to
litigation and non-compliance matters, legal proceedings and lawyer costs.
The matter was of most significance to our audit because the assessment process is complex and
involves significant management judgement. Changes in assumptions and estimates used to value the
provision may have a significant effect on the Group’s financial statements.
How our audit addressed the key audit matter
As part of our audit procedures, we have assessed management’s process to define the expected
outflow of resources to settle potential indemnities in the future in compliance with IAS 37
requirements. We assessed the accuracy, valuation and completeness of this provision as per 31
December 2023. This assessment included:
- Reviewing the indemnities mentioned in the SPA and the disclosure letter;
- Conducting interviews with responsible officers including Chief Legal Officer;
- Comparing management’s estimates related to environmental risks to relevant internal and
external documentation;
- Comparing management’s estimates related to litigations, non-compliance matters, legal
proceedings and lawyer costs to relevant internal and external documentation;
- Evaluation of consistency in assumptions and accounting estimates applied by management.
Finally, we focused on the adequacy of the Company’s disclosures in Note 7.2.4.7 of the consolidated
accounts.
Recticel Group - 2023 Annual Report 240
Introduction
About Recticel
Group
Our commitment
to sustainability
Our value
creation model
Business
performance
Risk and
opportunity
Sustainability
report
Financial
report
Appendix
5 of 6
Statutory auditor’s responsibilities
In the context of our engagement and in accordance with the Belgian standard which is
complementary to the International Standards on Auditing (ISAs) as applicable in Belgium, our
responsibility is to verify, in all material respects, the directors’ report on the consolidated accounts,
the separate report on non-financial information and the other information included in the annual report
on the consolidated accounts and to report on these matters.
Aspects related to the directors’ report on the consolidated accounts and to the other
information included in the annual report on the consolidated accounts
In our opinion, after having performed specific procedures in relation to the directors’ report on the
consolidated accounts, this directors’ report is consistent with the consolidated accounts for the year
under audit and is prepared in accordance with article 3:32 of the Companies' and Associations' Code.
In the context of our audit of the consolidated accounts, we are also responsible for considering, in
particular based on the knowledge acquired resulting from the audit, whether the directors’ report on
the consolidated accounts and the other information included in the annual report on the consolidated
accounts is materially misstated or contains information which is inadequately disclosed or otherwise
misleading. In light of the procedures we have performed, there are no material misstatements we
have to report to you.
The non-financial information required by virtue of article 3:32, §2 of the Companies' and Associations'
Code is included in the directors’ report on the consolidated accounts. The Company has prepared the
non-financial information, based on the reference framework Global Reporting Initiative (GRI)
Standards and the UN's Sustainable Development Goals (SDG's) reporting framework. However, in
accordance with article 3:80, §1, 5° of the Companies' and Associations' Code, we do not express an
opinion as to whether the non-financial information has been prepared in accordance with the Global
Reporting Initiative (GRI) Standards and the UN's Sustainable Development Goals (SDG's) reporting
framework as disclosed in the directors’ report on the consolidated accounts.
Statement related to independence
Our registered audit firm and our network did not provide services which are incompatible with the
statutory audit of the consolidated accounts, and our registered audit firm remained independent of the
Group in the course of our mandate.
The fees for additional services which are compatible with the statutory audit of the consolidated
accounts referred to in article 3:65 of the Companies' and Associations' Code are correctly disclosed
and itemized in the notes to the consolidated accounts.
European Uniform Electronic Format (“ESEF”)
We have also verified, in accordance with the draft standard on the verification of the compliance of
the financial statements with the European Uniform Electronic Format (hereinafter “ESEF”), the
compliance of the ESEF format with the regulatory technical standards established by the European
Delegate Regulation No. 2019/815 of 17 December 2018 (hereinafter: “Delegated Regulation”).
4 of 6
● Conclude on the appropriateness of the board of directors’ use of the going concern basis of
accounting and, based on the audit evidence obtained, whether a material uncertainty exists
related to events or conditions that may cast significant doubt on the Group’s ability to continue as
a going concern. If we conclude that a material uncertainty exists, we are required to draw attention
in our statutory auditor’s report to the related disclosures in the consolidated accounts or, if such
disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit
evidence obtained up to the date of our statutory auditor’s report. However, future events or
conditions may cause the Group to cease to continue as a going concern;
● Evaluate the overall presentation, structure and content of the consolidated accounts, including the
disclosures, and whether the consolidated accounts represent the underlying transactions and
events in a manner that achieves fair presentation;
● Obtain sufficient and appropriate audit evidence regarding the financial information of the entities or
business activities within the Group to express an opinion on the consolidated financial statements.
We are responsible for the direction, supervision and performance of the Group audit. We remain
solely responsible for our audit opinion.
We communicate with the audit committee regarding, among other matters, the planned scope and
timing of the audit and significant audit findings, including any significant deficiencies in internal control
that we identify during our audit.
We also provide the audit committee with a statement that we have complied with relevant ethical
requirements regarding independence, and to communicate with them all relationships and other
matters that may reasonably be thought to bear on our independence, and where applicable, related
safeguards.
From the matters communicated with the audit committee, we determine those matters that were of
most significance in the audit of the consolidated accounts of the current period and are therefore the
key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes
public disclosure about the matter.
Other legal and regulatory requirements
Responsibilities of the board of directors
The board of directors is responsible for the preparation and the content of the directors’ report on the
consolidated accounts, the separate report on non-financial information and the other information
included in the annual report on the consolidated accounts.
Recticel Group - 2023 Annual Report 241
Introduction
About Recticel
Group
Our commitment
to sustainability
Our value
creation model
Business
performance
Risk and
opportunity
Sustainability
report
Financial
report
Appendix
6 of 6
The board of directors is responsible for the preparation, in accordance with ESEF requirements, of
the consolidated financial statements in the form of an electronic file in ESEF format (hereinafter
“digital consolidated financial statements”) included in the annual financial report.
Our responsibility is to obtain sufficient appropriate evidence to conclude that the format and marking
language of the digital consolidated financial statements comply in all material respects with the ESEF
requirements under the Delegated Regulation.
Based on our procedures performed, we believe that the format of and marking of information in the
digital consolidated financial statements included in the annual financial report of Recticel NV per 31
December 2023 comply in all material respects with the ESEF requirements under the Delegated
Regulation
Other statements
This report is consistent with the additional report to the audit committee referred to in article 11 of the
Regulation (EU) N° 537/2014.
Diegem, 29 April 2024
The statutory auditor
PwC Reviseurs d'Entreprises SRL / PwC Bedrijfsrevisoren BV
Represented by
Marc Daelman*
Réviseur d’Entreprises / Bedrijfsrevisor
*Acting on behalf of Marc Daelman BV
4 of 6
● Conclude on the appropriateness of the board of directors’ use of the going concern basis of
accounting and, based on the audit evidence obtained, whether a material uncertainty exists
related to events or conditions that may cast significant doubt on the Group’s ability to continue as
a going concern. If we conclude that a material uncertainty exists, we are required to draw attention
in our statutory auditor’s report to the related disclosures in the consolidated accounts or, if such
disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit
evidence obtained up to the date of our statutory auditor’s report. However, future events or
conditions may cause the Group to cease to continue as a going concern;
● Evaluate the overall presentation, structure and content of the consolidated accounts, including the
disclosures, and whether the consolidated accounts represent the underlying transactions and
events in a manner that achieves fair presentation;
● Obtain sufficient and appropriate audit evidence regarding the financial information of the entities or
business activities within the Group to express an opinion on the consolidated financial statements.
We are responsible for the direction, supervision and performance of the Group audit. We remain
solely responsible for our audit opinion.
We communicate with the audit committee regarding, among other matters, the planned scope and
timing of the audit and significant audit findings, including any significant deficiencies in internal control
that we identify during our audit.
We also provide the audit committee with a statement that we have complied with relevant ethical
requirements regarding independence, and to communicate with them all relationships and other
matters that may reasonably be thought to bear on our independence, and where applicable, related
safeguards.
From the matters communicated with the audit committee, we determine those matters that were of
most significance in the audit of the consolidated accounts of the current period and are therefore the
key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes
public disclosure about the matter.
Other legal and regulatory requirements
Responsibilities of the board of directors
The board of directors is responsible for the preparation and the content of the directors’ report on the
consolidated accounts, the separate report on non-financial information and the other information
included in the annual report on the consolidated accounts.
Recticel Group - 2023 Annual Report 242
Introduction
About Recticel
Group
Our commitment
to sustainability
Our value
creation model
Business
performance
Risk and
opportunity
Sustainability
report
Financial
report
Appendix
INDEPENDENT LIMITED ASSURANCE REPORT ON THE SUBJECT MATTER INFORMATION OF
THE ANNUAL REPORT 2023 OF RECTICEL NV
_________________________________________________________________________________
To the Board of Directors of Recticel NV
This report has been prepared in accordance with the terms of our engagement contract dated 12
January 2024 (the “Agreement”), whereby we have been engaged to issue an independent limited
assurance report in connection with a selection of sustainability KPIs included in the Annual Report as of
and for the year ended 31 December 2023 of Recticel NV (the “Report”), as listed in the Appendix of this
assurance report.
The Directors’ responsibility
The Directors of Recticel NV (“the Company”) are responsible for the preparation and presentation of the
selection of sustainability KPIs for the year 2023 included in the Report, as listed in the Appendix of this
assurance report (the “Subject Matter Information”), in accordance with the criteria disclosed in the Report
(the “Criteria”).
This responsibility includes the selection and application of appropriate methods for the preparation of the
Subject Matter Information, for ensuring the reliability of the underlying information and for the use of
assumptions and estimates for individual sustainability disclosures which are reasonable in the
circumstances. Furthermore, the responsibility of the Directors includes the design, implementation and
maintenance of systems and processes relevant for the preparation of the Subject Matter Information that
is free from material misstatement, whether due to fraud or error.
Auditor’s responsibility
Our responsibility is to express an independent conclusion about the Subject Matter Information based on
the procedures we have performed and the evidence we have obtained.
We conducted our work in accordance with the International Standard on Assurance Engagements 3000
(Revised) “Assurance Engagements other than Audits or Reviews of Historical Financial Information”
(ISAE 3000), issued by the International Auditing and Assurance Standards Board. This standard
requires that we comply with ethical requirements and that we plan and perform the engagement to
obtain limited assurance as to whether any matters have come to our attention that cause us to believe
that the Subject Matter Information has not been prepared, in all material respects, in accordance with the
Criteria.
The procedures performed in a limited assurance engagement vary in nature and timing from, and are
less in extent than for, a reasonable assurance engagement. Consequently, the level of assurance
obtained in a limited assurance engagement is substantially lower than the assurance that would have
been obtained had a reasonable engagement been performed. The selection of such procedures
depends on our professional judgment, including the assessment of the risks of material misstatement of
the Subject Matter Information in accordance with the Criteria.
The scope of our work comprised the following:
● assessing and testing the design and functioning of the systems and processes used for data-
gathering, collation, consolidation and validation, including the methods used for calculating and
estimating the Subject Matter Information as of and for the year ended 31 December 2023
presented in the Report;
● conducting interviews with responsible officers;
● reviewing, on a limited test basis, relevant internal and external documentation;
● performing an analytical review of the data and trends in the information submitted for
consolidation;
● considering the disclosure and presentation of the Subject Matter Information.
The scope of our work is limited to assurance over the Subject Matter Information. Our assurance does
not extend to information in respect of earlier periods or to any other information included in the Report.
Our independence and quality control
We have complied with the independence and other ethical requirements in the International Ethics
Standards Board for Accountants’ (IESBA) International Code of Ethics for Professional Accountants
(IESBA Code) together with the legal Belgian requirements in respect of the auditor independence,
particularly in accordance with the rules set down in articles 12, 13, 14, 16, 20, 28 and 29 of the Belgian
Act of 7 December 2016 organising the audit profession and its public oversight of registered auditors and
with Art. 3:62, 3:63 and 3:64 and 3:65 of the Companies’ and Associations’ Code.
Our firm applies International Standard on Quality Management n°1, Quality Management for Firms that
Perform Audits and Reviews of Financial Statements, and Other Assurance Related Services
Engagements, and accordingly, maintains a comprehensive system of quality management including
documented policies and procedures regarding compliance with ethical requirements, professional
standards and applicable legal and regulatory requirements.
5 of 6
Statutory auditor’s responsibilities
In the context of our engagement and in accordance with the Belgian standard which is
complementary to the International Standards on Auditing (ISAs) as applicable in Belgium, our
responsibility is to verify, in all material respects, the directors’ report on the consolidated accounts,
the separate report on non-financial information and the other information included in the annual report
on the consolidated accounts and to report on these matters.
Aspects related to the directors’ report on the consolidated accounts and to the other
information included in the annual report on the consolidated accounts
In our opinion, after having performed specific procedures in relation to the directors’ report on the
consolidated accounts, this directors’ report is consistent with the consolidated accounts for the year
under audit and is prepared in accordance with article 3:32 of the Companies' and Associations' Code.
In the context of our audit of the consolidated accounts, we are also responsible for considering, in
particular based on the knowledge acquired resulting from the audit, whether the directors’ report on
the consolidated accounts and the other information included in the annual report on the consolidated
accounts is materially misstated or contains information which is inadequately disclosed or otherwise
misleading. In light of the procedures we have performed, there are no material misstatements we
have to report to you.
The non-financial information required by virtue of article 3:32, §2 of the Companies' and Associations'
Code is included in the directors’ report on the consolidated accounts. The Company has prepared the
non-financial information, based on the reference framework Global Reporting Initiative (GRI)
Standards and the UN's Sustainable Development Goals (SDG's) reporting framework. However, in
accordance with article 3:80, §1, 5° of the Companies' and Associations' Code, we do not express an
opinion as to whether the non-financial information has been prepared in accordance with the Global
Reporting Initiative (GRI) Standards and the UN's Sustainable Development Goals (SDG's) reporting
framework as disclosed in the directors’ report on the consolidated accounts.
Statement related to independence
Our registered audit firm and our network did not provide services which are incompatible with the
statutory audit of the consolidated accounts, and our registered audit firm remained independent of the
Group in the course of our mandate.
The fees for additional services which are compatible with the statutory audit of the consolidated
accounts referred to in article 3:65 of the Companies' and Associations' Code are correctly disclosed
and itemized in the notes to the consolidated accounts.
European Uniform Electronic Format (“ESEF”)
We have also verified, in accordance with the draft standard on the verification of the compliance of
the financial statements with the European Uniform Electronic Format (hereinafter “ESEF”), the
compliance of the ESEF format with the regulatory technical standards established by the European
Delegate Regulation No. 2019/815 of 17 December 2018 (hereinafter: “Delegated Regulation”).
4 of 6
● Conclude on the appropriateness of the board of directors’ use of the going concern basis of
accounting and, based on the audit evidence obtained, whether a material uncertainty exists
related to events or conditions that may cast significant doubt on the Group’s ability to continue as
a going concern. If we conclude that a material uncertainty exists, we are required to draw attention
in our statutory auditor’s report to the related disclosures in the consolidated accounts or, if such
disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit
evidence obtained up to the date of our statutory auditor’s report. However, future events or
conditions may cause the Group to cease to continue as a going concern;
● Evaluate the overall presentation, structure and content of the consolidated accounts, including the
disclosures, and whether the consolidated accounts represent the underlying transactions and
events in a manner that achieves fair presentation;
● Obtain sufficient and appropriate audit evidence regarding the financial information of the entities or
business activities within the Group to express an opinion on the consolidated financial statements.
We are responsible for the direction, supervision and performance of the Group audit. We remain
solely responsible for our audit opinion.
We communicate with the audit committee regarding, among other matters, the planned scope and
timing of the audit and significant audit findings, including any significant deficiencies in internal control
that we identify during our audit.
We also provide the audit committee with a statement that we have complied with relevant ethical
requirements regarding independence, and to communicate with them all relationships and other
matters that may reasonably be thought to bear on our independence, and where applicable, related
safeguards.
From the matters communicated with the audit committee, we determine those matters that were of
most significance in the audit of the consolidated accounts of the current period and are therefore the
key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes
public disclosure about the matter.
Other legal and regulatory requirements
Responsibilities of the board of directors
The board of directors is responsible for the preparation and the content of the directors’ report on the
consolidated accounts, the separate report on non-financial information and the other information
included in the annual report on the consolidated accounts.
Recticel Group - 2023 Annual Report 243
Introduction
About Recticel
Group
Our commitment
to sustainability
Our value
creation model
Business
performance
Risk and
opportunity
Sustainability
report
Financial
report
Appendix
Our conclusion
Based on the procedures we have performed and the evidence we have obtained, nothing has come to
our attention that causes us to believe that the Subject Matter Information within your Annual Report as of
and for the year ended 31 December 2023 has not been prepared, in all material respects, in accordance
with the Criteria.
Other ESG related information
The other information comprises all of the ESG related information in the Report other than the Subject
Matter Information and our assurance report. The directors are responsible for the other ESG related
information. As explained above, our assurance conclusion does not extend to the other ESG related
information and, accordingly, we do not express any form of assurance thereon. In connection with our
assurance of the Subject Matter Information, our responsibility is to read the other ESG related
information and, in doing so, consider whether the other ESG related information is materially inconsistent
with the Subject Matter Information or our knowledge obtained during the assurance engagement, or
otherwise appears to contain a material misstatement of fact. If we identify an apparent material
inconsistency or material misstatement of fact, we are required to perform procedures to conclude
whether there is a material misstatement of the Subject Matter Information or a material misstatement of
the other information, and to take appropriate actions in the circumstances.
Other matter - restriction on use and distribution of our report
Our report is intended solely for the use of the Company, to whom it is addressed, in connection with their
Report as of and for the year ended 31 December 2023 and should not be used for any other purpose.
We do not accept or assume and deny any liability or duty of care to any other party to whom this report
may be shown or into whose hands it may come.
Diegem, 29 April 2024
PwC Bedrijfsrevisoren BV/Reviseurs d'Entreprises SRL
represented by
Marc Deaelman
1
Bedrijfsrevisor/Réviseur d'entreprise
1
Acting on behalf of Marc Daelman BV
Appendix – Subject Matter Information
Chapter in the Annual Report
2023 of Recticel NV
The selection of sustainability KPIs
Chapter “6.1.6.2 GHG emissions
– scope 1, 2 & 3”
Recticel Group GHG emissions - scope 1 GHG emissions (in tCO2e)
Recticel Group GHG emissions - scope 2 GHG emissions (in tCO2e)
Recticel Group GHG emissions - scope 3 GHG emissions (in tCO2e)
Chapter “6.2.9. S9 - Diversity
metrics” - table 1
Gender distribution in number and percentage at top management
level amongst Recticel employees [KPI: Gender diversity in senior
management positions (Recticel HG 18+)]
Chapter “6.2.13. S13 - Training
and skill development metrics” -
table 2
% employee participation in governance and cybersecurity e-learning
including Legal, Cybersecurity and Safety, as well as expanding new
offerings based on specific needs detected during the annual
Employee Performance Management Discussion -
Governance and cybersecurity programmes.
Chapter “6.2.14. S14 - Health
and safety metrics” - table 6
Frequency 1 (Lost Time Accidents)
Frequency 2 (Lost Time Accidents + Restricted Work Cases + Medical
Treatment Cases)
Recticel Group - 2023 Annual Report 244
Introduction
About Recticel
Group
Our commitment
to sustainability
Our value
creation model
Business
performance
Risk and
opportunity
Sustainability
report
Financial
report
Appendix
8.2 Glossary
IFRS MEASURES
Consolidated (data): financial data following the
application of IFRS 11, whereby joint ventures and associates
are integrated on the basis of the equity method.
ALTERNATIVE PERFORMANCE MEASURES
In addition, the Group uses alternative performance
measures (Alternative Performance Measures or “APM”)
to express its underlying performance and to help the
reader to better understand the results. APM are not defined
performance indicators by IFRS. The Group does not present
APM as an alternative to financial measures determined in
accordance with IFRS and does not give more emphasis to
APM than the defined IFRS financial measures.
Adjusted EBITDA: EBITDA before Adjustments (to
Operating Profit)
Adjusted operating profit (loss): Operating profit (loss)
+ adjustments to operating profit (loss)
Adjustments to Operating profit (loss) include
operating revenues, expenses and provisions that
pertain to restructuring programmes (redundancy
payments, closure & clean-up costs, relocation costs,...),
reorganisation charges and onerous contracts,
impairments on assets ((in)tangible assets and
goodwill), revaluation gains or losses on investment
property, gains or losses on divestments of non-
operational investment property, and on the liquidation
of investments in affiliated companies, revenues or
charges due to important (inter)national legal issues
and costs of advisory fees incurred in relation to
acquisitions or business combination projects, costs
of advisory fees incurred in relation to acquisitions,
divestments or business combination projects, including
fees incurred in connection with their financing and
reversals of inventory step up values resulting from
purchase price allocations under IFRS 3 Business
Combinations.
Avoided emissions: Avoided emissions are emission
reductions that occur outside of a product’s life cycle or
value chain, but as a result of the use of that product
BEIS: UK Department for Business, Energy and Industrial
Strategy
BC ADEME: ‘Bilan Carbone’ from French ‘Agence de la
Transition Energétique’
CDP: Not-for-profit charity that runs the global
disclosure system for investors, companies, cities, states
and regions to manage their environmental impacts
CFC: Chlorofluorocarbons
Current ratio: Current assets / Current liabilities
COMAH: Control Of Major Accidents Hazards, UK law
DEFRA: Department for Environment, Food & Rural Affairs
in the UK, providing carbon conversion factors
DNSH: Do No Significant Harm principle; in the context of
the EU Taxonomy, an economic activity contributing to
one or more of the six environmental objectives without
significantly harming any of these
EBITDA: Operating profit (loss) + depreciation,
amortisation and impairment on assets; all of continuing
activities
EPD: Environmental Product Declaration
ESG: Environmental, Social and Governance
ESRS: European Sustainability Reporting Standards,
covering the full range of environmental, social,
and governance issues, including climate change,
biodiversity and human rights
EWC: European Works Council
FTE: Full-Time Equivalent – refers to the number of full-
time hours being worked at the company
Gearing: Net financial debt / Total equity
GHG: Greenhouse Gas
Ground water: Water that accumulates underground
Hay grade 18: Grade 18 in terms of the grading system
utilized and developed by the Hay Group, a job
evaluation consultancy firm, to assess a Recticel specific
job based on skill, effort, responsibility and working
conditions
Headcount: Refers to how many people a company
employs
HFC: Hydrofluorocarbon
Higg: Higg Materials Sustainability Index, designed
to compare the environmental impact of different
materials so design and development teams can make
more sustainable choices during materials selection
Recticel Group - 2023 Annual Report 245
Introduction
About Recticel
Group
Our commitment
to sustainability
Our value
creation model
Business
performance
Risk and
opportunity
Sustainability
report
Financial
report
Appendix
IEA: International Energy Agency
ILO: International Labour Organisation
Income from associates: Income considered as being
part of the Group’s core business are integrated in
Operating profit (loss)
Income from other associates: Income from associates
not considered as being part of the Group’s core
business are not integrated in Operating profit (loss)
ISO 14001: Internationally recognized standard for
environmental management systems (EMS)
Lambda value: Measure of how efficiently a material
conducts heat
LCA: Life Cycle Assessment, assessing the environmental
impacts of a product or service throughout its entire
life cycle, from extraction of raw materials to end-of life
disposal
Leverage: Net financial debt / EBITDA (last 12 months)
Location-based: Reflects the average emissions
intensity of grids on which energy consumption occurs
(using mostly grid-average emission factor data)
Margin: EBITDA margin, Adjusted EBITDA margin,
Operating Profit (loss) margin and Adjusted operating
profit (loss) margin are expressed as a % on sales
Market-based: Reflects emissions from electricity that
companies have purposefully chosen (or their lack of choice)
Municipal water: Drinking water
Net free cash-flow: Sum of the (i) Net cash flow after
tax from operating activities, (ii) the Net cash flow from
investing activities, (iii) the Interest paid on financial
liabilities and (iv) reimbursement of lease liabilities; as
shown in the consolidated cash flow statement.
Net financial debt: Interest bearing financial liabilities
and lease liabilities at more than one year + interest
bearing financial liabilities and lease liabilities within
maximum one year + accrued interests – cash and cash
equivalents + Net marked-to-market value position of
hedging derivative instruments. The interest-bearing
borrowings do not include the drawn amounts under
non-recourse factoring/forfeiting programs.
Net working capital: Inventories and contracts in
progress + Trade receivables + Other receivables +
Income tax receivables – Trade payables – Income tax
payables – Other amounts payable
Non-employees: People with contracts to supply
labour (“self-employed people”) or people provided by
temporary agencies to the company
OECD: Organisation for Economic Co-operation and
Development
Operating profit (loss): Profit before income from other
associates, fair value adjustments of option structures,
earnings of discontinued activities, interests and
taxes. Operating profit (loss) comprises income from
associates of continued activities
PFC: Perfluorinated compound
PIR: Polyisocyanurate
PU: Polyurethane
QHS&E: Quality, Health, Safety and Environment
RSSR: Recticel Supplier Sustainability Requirements
SBTi: Science Based Targets initiative, corporate climate
action organization
SBTs: Science-Based Targets
Scope 1: Direct greenhouse (GHG) emissions that
occur from sources that are controlled or owned by
an organization (e.g., emissions associated with fuel
combustion in boilers, furnaces, vehicles)
Scope 2: Indirect GHG emissions associated with the
purchase of electricity, steam, heat, or cooling, for own
use from a utility provider
Scope 3: Indirect GHG emissions not included in scope 2
that occur in the value chain of the company (upstream
and downstream activities). The GHG Protocol separates
scope 3 emissions into 15 categories
Severe human rights issues: Work-related incidents of
discrimination on the grounds of gender, racial or ethnic
origin, nationality, religion or belief, disability, age, sexual
orientation, including harassment
SEVESO: EU Directive on the control of major-accident
hazards involving dangerous substances, applying to
over 12,000 industrial installations across the EU
tCO
2
e: Metric tonnes of carbon dioxide equivalent
Total net financial debt: Net financial debt + the drawn
amounts under off-balance sheet non-recourse
factoring programs
U-value: Presents the rate of thermal transmittance
through a material or building element, quantifying how
well a material acts as a thermal insulator or conductor
W/m
2
K: Watts per square meter Kelvin
White-collar employees: Person who performs professional
service, desk, managerial, or administrative work
WRI: World Resources Institute
Recticel Group - 2023 Annual Report 246
Introduction
About Recticel
Group
Our commitment
to sustainability
Our value
creation model
Business
performance
Risk and
opportunity
Sustainability
report
Financial
report
Appendix
8.3 Shareholder’s Diary
First quarter trading update 2024 29.04.2024 (07:00 AM CET)
Annual General Meeting 28.05.2024 (10:00 AM CET)
First half year results 2024 30.08.2024 (07:00 AM CET)
Third quarter trading update 2024 31.10.2024 (07:00 AM CET)
Recticel Group - 2023 Annual Report 247
Introduction
About Recticel
Group
Our commitment
to sustainability
Our value
creation model
Business
performance
Risk and
opportunity
Sustainability
report
Financial
report
Appendix
8.4 GRI Content Index
This report has been prepared in accordance with the GRI Universal Standards 2021.
NUMBER DISCLOSURE CHAPTER
GRI 1 FOUNDATION 2021
Publish a GRI content index 8.2
Statement of use 0 (About this report)
GRI 2 GENERAL DISCLOSURES 2021
2-1 Organizational details 1.1; 3.2
2-2 Entities included in the organization’s sustainability reporting 1.1; 3.2
2-3 Reporting period, frequency and contact point 0 (About this report)
2-4 Restatements of information 0 (We Are Recticel); 6.1.5; 6.1.6
2-5 External assurance 8.1
2-6 Activities, value chain, and other business relationships 3
2-7 Employees 6.2
2-8 Workers who are not employees 6.2 (Overview ESRS S1 - Own workforce)
2-9 Governance structure and composition 6.3
2-10 Nomination and selection of the highest governance body 6.3.1.6
2-11 Chair of the highest governance body 4.2; 6.3.1.6
2-12 Role of the highest governance body in overseeing the management of impacts 6.3.1.1; 6.3.1.2; 6.3.1.3
2-13 Delegation of responsibility for managing impacts 6.3.1.3
2-14 Role of the highest governance body in sustainability reporting 2.5.2.1; 6.3.1.2
2-15 Conflicts of interest 6.3.1.9
2-16 Communication of critical concerns 6.3.1.3
2-17 Collective knowledge of the highest governance body 4.2
2-18 Evaluation of the performance of the highest governance body 6.3.1.6 (Functioning of the Board of Directors)
2-19 Remuneration policies 6.3.7.2
2-20 Process to determine remuneration 6.3.1.7.2
2-21 Annual total compensation ratio 6.3.7.8
2-22 Statement on sustainable development strategy 2.5.2.2; 6.1.1
2-23 Policy commitments 6.1.2; 6.2.1; 6.3.1.3
2-24 Embedding policy commitments 6.3.1
2-25 Processes to remediate negative impacts 5.2
2-26 Mechanisms for seeking advice and raising concerns 6.2.1.3; 6.2.3
2-27 Compliance with laws and regulations 6.2.1.2
2-28 Membership associations 6.2.14
2-29 Approach to stakeholder engagement 2.3
2-30 Collective bargaining agreements 6.2.8
GRI 3 MATERIAL TOPICS 2021
3-1 Process to determine material topics 5.3.1
3-2 List of material topics 5.3.2 (Relevant ESG risks)
3-3 Management of material topics 5.3.2 (Relevant ESG risks)
Recticel Group - 2023 Annual Report
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Introduction
About Recticel
Group
Our commitment
to sustainability
Our value
creation model
Business
performance
Risk and
opportunity
Sustainability
report
Financial
report
Appendix
NUMBER DISCLOSURE CHAPTER
GRI 200 ECONOMIC TOPICS
GRI 201 Economic Performance 2016
201-1 Direct economic value generated and distributed 7.1
201-2 Financial implications and other risks and opportunities due to climate change 5.2; 5.3.2.1; 6.1.9; 7.2.1.7
201-3 Defined benefit plan obligations and other retirement plans 7.2.5.14
201-4 Financial assistance received from government 7.2.1.3
GRI 205 Anti-corruption 2016
205-1 Operations assessed for risks related to corruption 5.2; 6.3.1.3
205-2 Communication and training about anti-corruption policies and procedures 6.2.13
205-3 Confirmed incidents of corruption and actions taken 6.3.4
GRI 206 Anti-competitive behavior 2016
206-1 Legal actions for anti-competitive behavior, anti-trust, and monopoly practices 6.3.4
GRI 207 Tax 2019
207-1 Approach to tax 7.2.4.6; 7.2.1.3
207-2 Tax governance, control, and risk management 7.2.5.18
207-3 Stakeholder engagement and management of concerns related to tax 7.2.4.6
207-4 Country-by-country reporting 7.2.4.6
GRI 300 ENVIRONMENTAL TOPICS
GRI 301 Materials 2016
301-1 Materials used by weight and volume 6.1.5.5
GRI 302 Energy 2016
302-1 Energy consumption within the organization 6.1.5
302-2 Energy consumption outside of the organization 6.1.5
302-3 Energy intensity 6.1.5.5
302-4 Reduction of energy consumption 6.1.5
302-5 Reductions in energy requirements of products and services 6.1.5; 6.1.6.4
GRI 303 Water and effluents 2018
303-1 Interactions with water as a shared resource
303-2 Management of water discharge related impacts
303-3 Water withdrawal 6.1.10.1
303-4 Water discharge
303-5 Water consumption 6.1.10.1
303-5 Water consumption 6.1.10.1
GRI 304 Biodiversity 2018
304-1 Operational sites owned, leased, managed in, or adjacent to, protected areas and areas of high biodiversity value outside protected areas not applicable
GRI 305 Emissions 2016
305-1 Direct (Scope 1) GHG emissions 6.1.6.2
305-2 Energy indirect (Scope 2) GHG emissions 6.1.6.2
305-3 Other indirect (Scope 3) GHG emissions 6.1.6.2
305-4 GHG emissions intensity 6.1.6.2
305-5 Reduction of GHG emissions 6.1.4; 6.1.6.2
GRI 306 Waste 2020
306-2 Management of significant waste-related impacts 6.1.10.2
306-3 Waste generated 6.1.6.2; 6.1.10.2
306-4 Waste diverted from disposal 3.2.1.4; 3.2.2.3; 3.2.2.4
306-5 Waste directed to disposal 3.2.2.3; 3.2.2.4
GRI 308 Supplier Environmental Assessment 2016
308-1 New suppliers that were screened using environmental criteria 6.2.1.5
308-2 Negative environmental impacts in the supply chain and actions taken 6.2.1.5
Recticel Group - 2023 Annual Report
249
Introduction
About Recticel
Group
Our commitment
to sustainability
Our value
creation model
Business
performance
Risk and
opportunity
Sustainability
report
Financial
report
Appendix
NUMBER DISCLOSURE CHAPTER
GRI 400 SOCIAL TOPICS
GRI 401 Employment 2016
401-1 New employee hires and employee turnover
GRI 403 Occupational Health & Safety 2018
403-1 Occupational health and safety management system 6.2.14
403-2 Hazard identification, risk assessment, and incident investigation 6.2.14
403-3 Occupational health services 6.2.14
403-4 Worker participation, consultation, and communication on occupational health and safety 6.2.14
403-5 Worker training on occupational health and safety 6.2.14
403-6 Promotion of worker health 6.2.14
403-7 Prevention and mitigation of occupational health and safety impacts directly linked by business relationships 6.2.14
403-9 Work-related injuries 6.2.14
GRI 404 Training and Education 2016
404-1 Average hours of training per year per employee
404-2 Programs for upgrading employee skills and transition assistance programs 6.2.13
404-3 Percentage of employees receiving regular performance and career development reviews 6.2.13
GRI 405 Diversity and equal opportunity 2016
405-1 Diversity of governance bodies and employees 6.2.1.4; 6.2.9
405-2 Ratio of basic salary and remuneration of women to men
GRI 406 Non-discrimination 2016
406-1 Incidents of discrimination and corrective actions taken 6.2.17
GRI 407 Freedom of association and collective bargaining 2016
407-1 Operations and suppliers in which the right to freedom to association and collective bargaining may be at risk 6.2.1.2
GRI 413 Local communities 2016
413-1 Operations with local community engagement, impact assessments, and development programs not applicable
GRI 414 Supplier social assessment 2016
414-1 New suppliers that were screened using social criteria 6.2.1.5
GRI 415 Public policy 2016
415-1 Political contributions 6.3.5
GRI 416 Customer health and safety 2016
416-1 Assessment of the health and safety impacts of product and service categories 6.2.14
416-2 Incidents of non-compliance concerning the health and safety impacts of products and services 6.2.14
Recticel Group - 2023 Annual Report
250
Introduction
About Recticel
Group
Our commitment
to sustainability
Our value
creation model
Business
performance
Risk and
opportunity
Sustainability
report
Financial
report
Appendix
