Key figures
and presentation of the Societe Generale Group

 

 

 

 

 

1.1History

Shaped by successive generations of employees and clients, Societe Generale has promoted economic growth for more than 160 years: in the past by supporting the industrial revolution, today and in the future by tackling the modern day challenges of sustainable development and responsible energy transition.

On 4 May 1864, the Societe Generale bank was established by decree. The Bank was founded by a group of industrialists and financiers driven by the ideals of progress. Its mission has always been “to promote the development of trade and industry in France”.

Since its beginnings, Societe Generale has sought to modernise the economy based on the model of a diversified bank at the cutting edge of financial innovation. Its retail banking branch network grew rapidly throughout France, increasing from 46 to 1,500 branches between 1870 and 1940.

During the interwar period, the Bank became France's leading French credit institution in terms of deposits. At the same time, Societe Generale began to expand internationally by financing infrastructures essential to the economic development of a number of countries in Europe, the Americas and North Africa. This expansion was accompanied by the creation of an International Retail Banking network. In 1871, the Bank opened its London branch. 

On the eve of World War I, Société Générale operated in 14 countries, either directly or through one of its subsidiaries. This network was subsequently expanded by opening branches in New York, Buenos Aires, Abidjan and Dakar, and by acquiring stakes in financial institutions in Central Europe.

The Bank was nationalised by law on 2 December 1945 and played an active role in financing the reconstruction of France. 

Societe Generale thrived during the years of the post-war boom and contributed to the increased use of banking techniques by launching innovative products for businesses, including medium-term discountable credit and lease financing agreements, for which it was the market leader.

Societe Generale has demonstrated its ability to adapt to a new economic environment by taking advantage of the banking reforms that succeeded the French Debré Laws of 1966-1967. While continuing to support the businesses it partnered, the Group lost no time in focusing its business on individual clients. In this way, it supported the emergence of a consumer society by diversifying the credit and savings products it offered private households.

In June 1987, Societe Generale was privatised with a successful IPO with a dedicated offer of shares to its staff. The Group developed a global banking strategy, in particular through its Corporate and Investment Banking activities, to support the worldwide development of its clients. In France, it expanded its networks by founding Fimatex in 1995, which later became Boursorama and now BoursoBank, currently France’s leading online bank, and by acquiring Crédit du Nord in 1997. Internationally, it established itself in Central and Eastern Europe through Komerčni Banka in the Czech Republic and BRD in Romania while consolidating its growth in Africa. Building on the professionalism of its teams and the relationship of confidence developed with its clients, the Bank continues its process of transformation by adopting a sustainable growth strategy driven by its core values of team spirit, innovation, responsibility and commitment.

In 2023, the Group completed two major strategic projects: the launch of its new French Retail Banking business resulting from the merger of the Societe Generale and Credit du Nord networks, and the creation of Ayvens, a leader in sustainable mobility resulting from the acquisition of LeasePlan by ALD Automotive.

As part of its new strategic plan initiated in September 2023, Societe Generale is pursuing new projects, including the development of BoursoBank; the creation of the Bernstein joint venture, which is a global leader in equity research and cash equity; the launch of the partnership with Brookfield to create a private debt fund of 10 billion euros; and the acceleration of actions in the field of ESG, in particular the contribution to the energy transition.

The Group currently has a headcount of around 119,000 employees in 62 countries.

The strength of this legacy, inherited from previous generations, enables Societe Generale to face the future with boldness, determination and confidence.

 

1.2Presentation of the Societe Generale Group

 

Societe Generale is a top-tier leading European Bank with around 119,000 employees serving more than 26 million clients in 62 countries across the world. The bank has supported economic growth for over 160 years, providing corporate, institutional and individual clients with a wide array of value-added advisory and financial solutions. 

Our long-lasting and trusted relationships with our clients and our cutting-edge expertise, unique innovation, ESG capabilities and leading franchises are part of our DNA and serve our most essential objective - to deliver sustainable value creation for our various stakeholders.

The Group runs three complementary businesses, embedding ESG offerings for all its clients:

• French Retail, Private Banking and Insurance, with the retail bank SG and insurance franchise; private banking services; and the leading digital bank BoursoBank;
• Global Banking and Investor Solutions, a top-tier wholesale bank offering tailored-made solutions with distinctive global leadership in Equity Derivatives, Structured Finance and ESG;
• Mobility, International Retail Banking and Financial Services, comprising well-established universal banks (in Czech Republic, Romania and several African countries); Ayvens (the new ALD – LeasePlan brandname), a global player in sustainable mobility; as well as specialised financing activities.

The Group has a clearly defined strategy to be a rock-solid bank with strong and sustainable performance that contributes to fulfilling the UN's Sustainable Development Goals. Strengthening the Group’s robustness is a priority with a focus on structurally improving operational efficiency and profitability and increasing capital. Based on a simplified and synergised model, the objective is also to develop sustainable and profitable activities, bolstering the value proposition for clients and in particular, contributing to energy, environmental and social transition.

The Group is listed in the main socially responsible investment indices: DJSI (Europe), FTSE4Good (Global and Europe), Bloomberg Gender-Equality Index, Refinitiv Diversity and Inclusion Index, Euronext Vigeo (Europe and eurozone), STOXX Global ESG Leaders indexes, and the MSCI Low Carbon Leaders Index (World and Europe).

1.3A clear strategy for a sustainable future

The Group is driven by a clear strategy and roadmap to secure its long-term future: to become a rock-solid bank that achieves sound and sustainable performances that contribute to the achievement of sustainable development objectives.

To further strengthen the Bank’s financial profile is a core priority for the Group. This will mainly be achieved by maintaining a high CET1 ratio, with a CET1 ratio target set above 13% under Basel IV throughout 2025. To achieve this target, the Group will allocate and use its capital effectively, improve operational efficiency and simplify its portfolio based on a consistent, integrated and synergy-centric business model leveraging its core franchises, while maintaining best-in-class risk management.

The Group intends to leverage its high-performance, sustainable businesses based on a robust diversified banking model tailored to the needs of more than 26 million corporate, institutional and individual clients, structured around three core businesses:

• French Retail, Private Banking and Insurance;
• Global Banking and Investor Solutions;
• Mobility, International Retail Banking and Financial Services.

Under its French Retail, Private Banking and Insurance business line, the Group plans to leverage the new operating model of its new SG network to boost synergies with the Insurance and Private Banking activities while improving operating efficiency, and accelerate BoursoBank’s development with the aim of reaching more than 8 million clients by 2025 and enhancing long-term value creation. Leveraging a high-impact value offer, the Group intends to be the partner of choice for businesses, professionals and high net worth clients, as well as for digital clients, and at the same time be a responsible bank for its various counterparties.

For the Global Banking and Investor Solutions business line, the Group is pursuing the strategy it initiated in 2021 to further enhance the sustainability and profitability of its model. Building on its positioning as a top-tier European player and trusted partner for its global banking clients, the Group intends to unlock greater value from its leading franchises, notably through innovative action, while continuing to improve operating efficiency and optimising its resources, particularly capital. Recent partnerships with AllianceBernstein and Brookfield as well as the acquisition of a 75% stake in Reed Management are examples of the Group’s ability to create innovative solutions with a view to broadening its offerings and value proposition for its clients.

Within the Mobility, International Retail Banking and Financial Services business line, the main aim of International Retail Banking businesses is to deliver sustainable performances that exceed the cost of capital, notably by implementing a more compact and efficient model that also offers first-rate customer experience. The Group is aiming to become a world leader in the mobility ecosystem through its mobility and leasing activities, chiefly through Ayvens, following the completion of ALD’s acquisition of LeasePlan.

The Group intends to press ahead with  its commercial development by providing its clients with responsible and innovative financial solutions through quality services, value-added and innovation, including digital, to improve client satisfaction. To this end, the Group is pursuing various digital transformation and operational efficiency initiatives.

Another of the Group's priorities is to instill a performance and accountability culture. To this end, it has set targets to increase its employee engagement score, reduce the gender pay gap and promote diversity in senior leadership roles. The Group has also adjusted its financial reporting principles to embed a culture of greater accountability.

Fully committed to the strategic initiatives it announced in September 2023, the SG Group has set the following main financial targets:

• a robust CET1 ratio at 13% in 2026, under the Basel IV regulation;
• average annual revenue growth between 0% and 2% over 2022-2026;
• increased operational efficiency, with a cost-to-income ratio below 60% in 2026;
• cost of risk within the 25-30 basis-point range over 2024-2026;
• return on tangible equity (ROTE) between 9 and 10% in 2026;
• a Liquidity Coverage Ratio (LCR) of at least 130% and a Net Stable Funding Ratio (NSFR) of at least 112% throughout the cycle;
• a non-Performing Loans (NPL) ratio target of 2.5-3% in 2026;
• a leverage ratio of 4-4.5% throughout the cycle;
• a MREL (Minium Required Eligible Liabilities) ratio equal to at least 30% of risk-weighted assets (RWA) throughout the cycle;
• implementation of a sustainable distribution policy based on a payout ratio of 50% of net income(1) with a balanced distribution mix between cash dividends and share buybacks from 2024 onwards.

In a world faced with climate change and environmental challenges, Societe Generale has a vital role to play. As part of its ambition to become a leading, rock-solid and sustainable European bank, ESG is central to its strategic roadmap.

The Group’s ESG strategy is based on four pillars: (1) supporting clients in the environmental transition, (2) contributing to positive local impact, (3) the desire to be a responsible employer and (4) promoting a culture of responsibility in all its business sectors.

Societe Generale has reasserted its aim to support environmental transition by:

• setting a new target for contributing to sustainable finance of EUR 500 billion in 2024-2030;
• aligning its credit portfolios with trajectories in line with the objectives of the Paris Agreement;
• developing innovative solutions and partnerships to prepare for the future.

Having achieved its aim of contributing EUR 300 billion to sustainable finance by 2024, the Group has set a new target of EUR 500 billion between 2024 and 2030. This target, which covers a broader scope, will notably help to increase focus on decarbonization in the highest carbon intensive emission sectors for which the Bank has set objectives.

After reaching significant milestones in reducing its exposure to fossil fuels this year, the Group reaffirms its target of reducing its exposure to upstream oil and gas by 80% by 2030(2) versus 2019. This objective is accompanied by a target of reducing greenhouse gas emissions in the oil and gas sector by 70% across the entire activity chain by 2030 versus 2019.

Work has been completed on aligning corporate credit portfolios in the most carbon intensive sectors, setting targets compatible with the objectives of the Paris Agreement in accordance with the timetable set by the Net Zero Banking Alliance (NZBA), of which the Group is a founding member. Alignment is underway with targets set for 10 sectors, focusing each sector on the part of the value chain most responsible for its emissions.

Societe Generale is  preparing for the future by supporting new market players. This year, the Group initiated the EUR 1 billion envelope announced for the energy transition to support emerging leaders, nature-based and impact solutions (including up to EUR 700 million in equity). An initial investment was made through the acquisition of a majority stake in Reed Management, to form REED, a leader in alternative investment in new actors in the energy transition, water and waste sector. To complete this equity investment offer, Societe Generale has set up a debt envelope of EUR 300 million, now well underway, devoted to financing the new leaders of the transition.

As a responsible employer, Societe Generale’s ambition is to enable each employee, current or future, to achieve his or her full potential within the Group, to offer a fulfilling, adapted and efficient working environment and to promote employee engagement and impact. The Group is deploying its ambitions in terms of diversity, fairness and inclusion with the following objectives: (i) to increase the representation of women in the Group’s management bodies with at least 35% of women leaders in the “Group Leaders Circle” (Top 250) by 2026 and (ii) to reduce the potential pay gap between women and men within the Group by 2026 through the mobilisation of EUR 100 million envelope by the end of 2026.

Another priority for the Group is to further embed a culture of performance and accountability. The Group supports its clients in their transition and integrates ESG issues into the management of its activities. Its ESG roadmap also includes an objective of rigorous management of its impact and risks in line with a strongly rooted culture of responsibility.

The Sustainability Statement published this year in the format provided under the European Corporate Sustainability Reporting Directive (“CSRD”), presents detailed information on the assessment of the impacts, risks and opportunities related to material ESG issues (see Chapter 5 “Sustainability statement”).

Outlook

In 2024, still marked by a complex and uncertain geopolitical, economic and financial context, the Group delivered strong commercial performances in most of its businesses. The Group’s performance was driven by the recovery in the net interest margin in France and by another year of good results in Global Banking and Investor Solutions. At the same time, the Group maintained disciplined cost management.

The Group also successfully passed key milestones in a number of other strategic projects, notably:

• the completion of the merger of the Crédit du Nord and Societe Generale networks with the implementation of a new relationship model, improving the quality of the service provided to individual, business and corporate clients. The savings made as part of the merger are also in line with the objectives;
• the accelerated development of the Group’s online bank BoursoBank by consolidating its leading position on the French market with over 7.2 million clients;
• the continued integration of LeasePlan into Ayvens, creating a global leader in mobility solutions. 2024 marked significant milestones in the operational integration, which is taking place in line with the initial schedule. From 2025 onwards, the new entity will make the transition to the target business model, including the implementation and stabilisation of IT and operational processes;
• the official launch of Bernstein, a joint venture that will create a global leader in equity research and cash equity. With Bernstein, the Societe Generale Group significantly increases its value proposition to offer its clients a full range of global services across the entire equity chain;
• the acquisition of 75% of Reed Management, an alternative management company founded by energy investment specialists, which marks the first step in the Group’s one billion-euro investment strategy in the energy transition;
• the announcement of planned asset disposals to develop a simplified, more synergistic and efficient model, which generated more than 60 basis points of CET1 gains for the Group.

For the Group, the focus in 2025 will be on fulfilling the strategy laid down and on boosting performance. To this end, the following priorities  have been set:

• increase in the commercial performance, in particular relying on the successful deployment of the new operating model in SG network and the continued operational integration of LeasePlan into Ayvens;
• management of the business portfolio, including the completion of announced asset disposals;
• across the board improvement of operational efficiency, with around EUR 350 million of transformation charges remaining out of the EUR 1 billion announced at Capital Markets Day and for which most will be accounted for in 2025;

• consolidation of a solid liquidity profile and a high capital ratio with limited organic growth in RWA;
• optimisation of the Group’s use of scarce resources and balance-sheet by continuing to develop our asset-light model notably in Global Banking;
• maintain disciplined risk management;
• continue momentum when rolling out our ESG initiatives and strategies.

From a financial perspective, the Group has set the following targets for 2025:

• in 2025, the Group is expected to benefit from increased revenues (excluding impact of disposals) that are above 3% relative to 2024;
• costs are expected to decrease in 2025 by more thant -1%  vs. 2024, excluding disposal effects;
• the cost-to-income ratio is also expected to improve in 2025 to a level of less than 66%;
• the  net cost of risk is anticipated between 25 and 30 basis points in 2025;
• the Group aims to maintain a CET1 ratio above 13% post Basel IV throughout 2025;
• finally, ROTE for the Group is expected to improve in 2025 to more than 8%.

The Board of Directors approved the distribution policy for the 2024 tax year, aiming to distribute EUR 2.18 per share(3), equivalent to EUR 1.7 billion, of which EUR 872 million in share buy-backs. A cash dividend of EUR 1.09 will be proposed at the General Meeting of Shareholders as at 20 May 2025. The dividend will be detached on 26 May 2025 and paid out on 28 May 2025.

French Retail, Private Banking and Insurance

With its SG network and its online bank, BoursoBank, the Group offers a unique approach based on two channels in the French market and plans to capitalise on the cross-convergence of these two models to consolidate its differentiating position on the French market.

The Retail Banking activities in France have undergone a major transformation in recent years in order to respond to the rapid evolution of customer behaviour and expectations, which has resulted in two strategic initiatives: the merger of the Crédit du Nord and Societe Generale networks  with the implementation of a new relational model on the one hand and a strengthened development of BoursoBank on the other.

The aims of the French Retail Banking business by 2026 are to achieve a client  base of 17 million, with a cost-to-income ratio below 60%. Achieving this objective will require higher commercial intensity, increased synergies with the Insurance and Private Banking activities and above all greater efficiency of the retail network in France combined with a greater contribution from BoursoBank.

It has drawn up a roadmap containing high-impact strategic goals to build a more streamlined banking model:

• be the partner of choice for corporates, businesses, high net worth clients, and digital clients, and to be a responsible bank for all clients;
• improve our value proposition for clients with a quality of service at the highest standard; 
• adopt a more efficient banking model;
• develop a comprehensive range of ESG solutions (savings, financing and advisory services).

THE SG Network, Private Banking and Insurance

In 2024, the Group successfully completed the merger of Crédit du Nord and Societe Generale networks, with SG now being the new brandname of the Group’s Retail Banking in France.

The merger has been complemented by the implementation of a new relationship model, designed to improve the quality of service provided to individual, business and corporate clients and establish it as a leading player in the French market for savings, insurance and first-rate solutions for corporates and businesses alike. The  implementation of a new relationship model will strengthen the commercial performance in 2025.

Closer integration with the Insurance and Private Banking activities has allowed the SG network to fully leverage the commercial synergies available.

SG promises its clients convenience, responsiveness, expertise and responsibility. In line with its strategic positioning, SG will be:

• a bank operating in 11 regions, with the vast majority of decisions taken at regional level, and increasingly directly in branches and business centres;
• an expertise-centric bank, offering services even more tailored to the specific needs of its different types of customer with, for example, a private banking entity, the generalisation of a dedicated client relationship manager for business clients to handle both their personal and professional banking needs, and availability of specialists throughout France to assist on savings and insurance matters and to offer its business and corporate clients financing and advisory services;
• an accessible and responsive bank, with streamlined processes to speed up decision-making and reduce response times to customer queries, state-of-the-art digital services enabling clients to perform their day-to-day banking transactions remotely and securely, and a mobile app through which clients can subscribe to a wide range of products and services;
• a responsible bank where CSR is central to its new model, with a view to strengthening the positive impact for its clients and local communities, through new choices in terms of offering and organisation, notably with the implementation of dedicated CSR consultancy teams in each region to help SG step up its financing of the environmental transition and become a major player in the economic and social development of local regions and their ecosystems.

The strategy adopted aims to achieve greater integration, with a more efficient operating and relationship banking model, optimised processes and more judicious use of digital tools and AI, all while ensuring strict management of scarce resources.

Clients will be offered a stronger value proposition tailored to their needs.

In Wealth Management, Private Banking in France is moving forward with its strategy of operating in open architecture, distributing savings solutions to all clients. By offering investment and asset management solutions through partnerships with external asset managers, Societe Generale network gives its savers access to the best investment expertise in France and internationally, while at the same time responding to their growing demand for socially responsible investments.

In the international private banking sector, Societe Generale announced the sale of SG Kleinwort Hambros and Societe Generale Private Banking Switzerland, operating from London and Geneva respectively, to Union Bancaire Privée, UBP SA. The sale of Societe Generale Private Banking Switzerland was finalised in January 2025. Societe Generale Private Banking intends to pursue its development strategy by relying on its leading entities in France and abroad, in Luxembourg and Monaco, to support its wealthy clients with its expertise and recognised services.

In its Insurance business, the Group intends firstly to continue and accelerate the deployment of the bank-insurance model in all retail banking markets and in all segments (life insurance, life protection and property and casualty) in which it operates and secondly to implement its digital strategy, in particular by continuing to develop digital sales tools, to enrich the offer within a complete omnichannel system and by accelerating the personalisation of journeys by optimising the use of data and the knowledge of customer behaviours, while diversifying its business models and growth drivers through a strategy of innovation and partnerships. This growth strategy goes hand in hand with increased commitments to responsible finance at SG Assurances.

BoursoBank

The Group continues to support the development of its online bank. BoursoBank offers its clients a broad, diversified and innovative range of online banking services, an efficient model and an unbroken 17-year record as the cheapest bank on the market(4), resulting in excellent client satisfaction and recommendation scores.

Over 2024, BoursoBank consolidated its leading position in France, acquiring more than 1.5 million new clients, bringing its total client base to 7.2 million at the end of the year. BoursoBank will continue to accelerate the acquisition of new clients, aiming to attain more than 8 million clients by end of  2025. This larger client base, together with greater take-up of services and products, plus an efficient operating model, will create long-term value.

The Group is aiming for substantial results with a positive net income of more than EUR 300 million by 2026.

Global Banking and Investor Solutions

The Global Banking and Investor Solutions are based on strong fundamentals: it has built up (i) a solid and stable diversified client base, (ii) high value-added product franchises and recognised sector expertise backed by a global network. It serves the financing and investment needs of a broad and diversified client base spanning corporates, financial institutions and public-sector entities. Having undergone considerable transformation in recent years – reducing its breakeven point, de-risking the Global Markets activities and adjusting the balance between its businesses – it is now focused on consolidating its foundations and profitability, while maintaining stable organic RWA.

Societe Generale is targeting a cost-to-income ratio under 65% in 2026, based on an average annual growth of 1-2% in revenue for Financing and Advisory over 2022-2026 and annual revenues in the EUR 4.9-5.5 billion range for Global Markets activities. The long-term strategic goals are to:

• continue improving operational efficiency;
• reduce RWA intensity by developing an advisory-oriented, less capital-intensive model;
• unlock more value from leading integrated franchises;
• remain the most innovative bank notably for ESG solutions;
• be at the cutting-edge of digital innovation (digital assets and AI).

Building on its positioning as a top-tier European corporate and investment bank and trusted partner for its clients, the recent partnerships with AllianceBernstein and Brookfield as well as the acquisition of 75% of Reed Management illustrate the Group’s ability to develop innovative ways to further expand its client offering and explore new avenues for growth.

Mobility, International Retail Banking and Financial Services

Mobility, International Retail Banking and Financial Services is a profitable growth driver for the Group thanks to its leading positions in high-potential markets, its operational efficiency and digital transformation initiatives, and its ability to unlock synergies with other Group activities. These businesses have undergone a major transformation over the last few years with the creation of Ayvens, a global leader in sustainable mobility, a fully refocused portfolio, a more optimised model and an improved underlying risk profile. This last point is illustrated by the announcement in 2024 to withdraw from a number of African countries. The divestments of the subsidiaries in Chad, Mozambique, Morocco and Madagascar were finalised in 2024.

International Retail Banking activities are located in regions outside the eurozone and benefit from positive long-term growth fundamentals and a higher interest-rate environment than in the eurozone, despite the prevailing economic uncertainty, although the levels of inflation started to normalise in 2024 in these regions. Notwithstanding, the Group’s plans to streamline its model and make it more efficient by consolidating leadership positions and pursuing responsible growth while upholding stringent risk management and compliance standards throughout its international banking networks.

All the above core businesses are innovating and transforming their operational models with a view to improving operating efficiency and forging new synergies to achieve a cost-to-income ratio of less than 55% in 2026.

In Mobility activities, following the acquisition of LeasePlan, Ayvens is world No. 1 in multi-brand and multi-channel vehicle leasing (excluding captives and financial leasing companies). It has a foothold in over 40 countries, with leadership positions in most of its markets. With the integration of LeasePlan within Ayvens and the PowerUp 2026 plan, the Group is well positioned to achieve its goal of becoming a world leader in the mobility ecosystem. The sector should benefit from strong structural growth prospects, in particular with the structural transition from ownership to usership, the shift to sustainable mobility solutions, and notably increasing digitalisation of the sector.

In the consumer credit activities, the Group strengthened its fourth place in Europe with a dominant position in mobility financing, complementary to Ayvens’ activities. Its leading positions in buoyant markets should enable it to pursue growth, while restoring its margins after the sharp increases in the cost of financing, will have a positive impact on its profitability. The Group also intends to consolidate its leading position in terms of operational efficiency by continuing to improve productivity and by streamlining and pooling its operational platforms.

Finally, in the financing of capital goods activities in the business sector, Societe Generale completed on 28 February 2025 the sale of SG Equipment Finance, with the exception of the activities in the Czech Republic and Slovakia, to Groupe BPCE. This sale marks an important step in the execution of Société Generale’s strategic roadmap, presented in September 2023, aimed at shaping a simplified, more synergistic and efficient model, while strengthening the Group’s capital. This sale has a positive impact of around 30 basis points on the Group's CET1 ratio at the closing date.

Societe Generale also plans to continue moving forward with its strategy to unlock synergies between the activities of the various businesses in this division and elsewhere within the Group, with Private Banking and the regional Corporate and Investment Banking platforms, by developing commercial banking services such as international trade finance, cash management, payment services and factoring.

Recent developments and regulatory outlook

From a regulatory perspective, governments continue to adapt to the new global geopolitical and economic paradigm.

• The deteriorating geopolitical environment marked by conflicts and protectionist policies in different parts of the world have forced governments to respond and take measures to shore up the resilience of their economic and financial systems. The EU continued its financial sanctions policy while looking further into strategic autonomy considerations, coming up with two initiatives in particular, the EU Net Zero Industry Act and the EU Critical Raw Materials Act, in response to the measures introduced by the US, notably under the Infrastructure Investment and Jobs Act and the Inflation Reduction Act. The EU also encouraged investment in infrastructure (Next Generation EU), energy (REPowerEU) and defence (European Defence Industrial Strategy). In France, in particular, the former government carried its strategic autonomy and productive investment projects by encouraging the reindustrialisation of the economy through green and innovative projects, and enhancing the economic appeal of Paris as a marketplace.
• The economic environment, still marked by high interest rates, continues to be a concern for regulators in a context of fiscal tightening. In this context, European banks have already faced new measures that weighed on their profitability, such as exceptional taxes in certain member countries and tougher ECB requirements on reserves. In France, parliamentary debates have led to consumerist legislative proposals and commitments by banks, the impacts of which remain, for the time being, under control (e.g. bank pricing, measures to support the economy and the real estate market). Following the results of the early general elections in France, certain measures have prompted further debate (e.g. taxation on market operations or savings, bank charges). Tax measures on large companies, proposed by the left-wing coalition or on share buybacks proposed by the presidential party were ratified by the National Assembly. Finally, on Friday 26 July, the European Union officially  launched a series of measures to tackle excessive public deficits by targeting seven Member States, including France. In this delicate context for French public finances and after unprecedented political instability during 2024, François Bayrou’s new government drafted the 2025 Finance Law which could not be approved by Parliament before 1 January 2025 following the resignation of the Barnier government. The 2025 Finance Law, published in the Journal Officiel on 14 February, provides for the levying of additional taxes which will impact banks in different ways. The new government budget will therefore have a two-fold effect on French high street banks: they will be subject to company tax and to tax on share buybacks. In addition, the 2025 Finance Law  tightens the “anti-arbitrage” mechanism on dividends as provided under article 119 bis A of the General Tax Code by including in article 119 bis, para. 2 the notion of an “effective beneficiary” aimed at applying a withholding tax at source which in principle would apply to income distributed to non residents by a French company.
• A resetting of political priorities is therefore underway in a historic 2024 election year in which more than half the world’s population went to the polls. The re-election of Donald Trump as President of the United States suggests a return to a protectionist policy that could significantly impact the competitiveness of French and European companies.
  • At the European level, following the spring elections, the renewal of the executive was completed on 27 November 2024 following the validation, by Members in the European Parliament (MEPs), of the composition of the College of European Commissioners, who took office for a 5-year term on 1 December 2024. The mission sheets of the new Commissioners confirmed the new priorities around investment and the strengthening of economic competitiveness, with the Saving Investment Union (formerly CMU) project in financial matters.
  • The legislative elections in France triggered by the dissolution of the National Assembly brought to power a majority of deputies from parties opposed to the presidential party, without giving a majority to any one party, which will probably pave the way for political deadlocks preventing voting on draft legislation. On 4 December 2024, the National Assembly voted in favour of the overthrow of Michel Barnier’s government following the adoption by 58% of the motion of censure, tabled by the New Popular Front in reaction to the use of Article 49-3 of the Constitution on the Social Security budget. On 13 December 2024, Emmanuel Macron appointed François Bayrou as Prime Minister, who presented his government on 23 December 2024. François Bayrou presented his general policy speech to the National Assembly on 14 January 2025. In particular, the Prime Minister reaffirmed the multi-year strategy for restoring the public finances, with the objective of returning to 3% of the deficit in 2029 maintained. However, he revised the growth forecasts for 2025 from 1% to 0.9%, with a public deficit envisaged at 5.4% for 2025. In addition, affirming that French multinationals “honour France and contribute to its wealth”, the Prime Minister indicated that French companies must be protected against exponential increases in taxes and charges. In terms of ecology, François Bayrou called for the continuation and expansion of the actions already undertaken, in particular: (i) finalising the National Low-Carbon Strategy, (ii) preserving biodiversity and (iii) producing carbon-free energy, through nuclear and geothermal energy.
• successive new governments in Europe have resulted in a halt in discussions on draft legislation that was not ratified in previous legislatures. However, negotiations have resumed since December 2024, following the constitution of the new Commission. The CRR3 transposing the Basel Accords entered into force in January 2025. In view of the delay and uncertainty surrounding the transposition of the Basel Accords in the United States and the United Kingdom, the Commission has decided to use the powers granted to it and has proposed to postpone the implementation date of the capital charges on market risk, “FRTB” (Fundamental Review of the Trading Portfolio), by one year to avoid too strong distortions of international competition. The follow-up to this transitional measure will be debated in 2025.
• Discussions will resume in earnest in 2025 on the revision of the Crisis Management and Deposit Insurance (CMDI) banking crisis management framework, one of the major objectives of which is to extend resolution to more small and medium-sized banks. A wider debate on the finalisation of the Banking Union is expected to take place in the new legislature, but this is not expected before the CMDI project is definitively concluded.
• The regulatory framework for Sustainability, while continuing to be strengthened in 2024, is now the subject of a desire for simplification at the European level with an amending legislative project known as “omnibus” announced at the end of February, at the same time as the announcement of the contours of the Clean Industrial Deal, the programmatic framework of the new legislation for a decarbonised and competitive European economy.
• ESG risks have been an integral part of the European prudential legislative framework since 2024 and European banks will have to put in place a prudential transition plan from 2026, the content of which is specified by the European Banking Authority. The Group is preparing for the first disclosures in 2025 under the Corporate Sustainability Reporting Directive (CSRD). European banks, such as the Societe Generale Group, have also published their first green asset ratio, highlighting the issues of the availability of data related to the taxonomy criteria as well as the method of calculating the Banks’ alignment ratio.
• In addition, the European Corporate Sustainability Due Diligence Directive (CS3D) was published in July 2024 and requires companies to be better accountable for their human and environmental rights impacts, starting in 2027.
• At the same time, European competitiveness is now one of the new European Commission’s fundamental objectives. In this context, the Commission has quickly launched a project to simplify regulations relating to sustainable finance through a legislative initiative expected in the first quarter of 2025. This would concern the CSRD, the European taxonomy and the CS3D.
• Digital transformation and innovation in financial services, which will continue in 2025 under the next EU Commission, remain a regulatory priority.
• Legislative work on open finance continues on the review of the Payment Services Directive (PSD3 – RSP), financial data sharing (Financial Data Access) and the European proposal for a central bank digital currency (digital euro). At the same time, discussions are continuing on the application of digital identity (e-IDAS) for more fluidity in the various banking processes in which banks must always be considered as highly trustworthy intermediaries for consumers.
• The European agreement of December 2023 to regulate the misuse of AI is now giving rise to a large number of delegated acts or guidelines on which the European Commission institutions are working. These aim, in particular to ensure that the industry’s innovation capacities are not too affected by the strengthening of controls on use cases considered to be high-risk, including certain aspects of credit decision-making and risk management. The adaptations required will be carried out in the near future, with close attention paid to developments relating to the EU Pact on generative AI, by continuing the dialogue with the European authorities.
• Following Brexit and given the growing demand to raise finance to meet the challenges facing the EU, several institutions, both European and national, have wished to give a boost to the development of the Capital Markets Union (CMU), beyond the reforms already undertaken or finalised (review of MiFID 2/MiFIR, review of the clearing framework via EMIR 3.0, establishment of a centralised point of access to companies’ financial and non-financial information via ESAP, simplification of the regimes for access to stock exchange listing with the Listing Act). This desire has been reflected in the publication of numerous reports aimed at defining the new Commission’s objectives for the development of European financial markets (Donohoe Report on the future of European capital and financial markets, Letta Report calling for a revival of what he has renamed a “Savings and Investment Union”, Noyer Report, Draghi Report on the Future of European Competitiveness).

 

 

• In this regard, various analysts agree on the need to (i) continue to work towards aligning regulation and supervisory practices within the EU, (ii) integrate the concepts of competitiveness, attractiveness and agility in a more systematic manner into the European legislative approach, (iii) relaunch the securitisation market in Europe in a proactive manner and (iv) mobilise European savings to finance the economy, via pan-European long-term savings products, possibly supported by tax incentives. It should be noted that due to the reluctance of the Member States on several of these focuses, the revival of securitisation – long considered a difficult issue due to the negative consequences of the 2008 crisis and the need to review the prudential framework – now appears to be a priority issue, which should be reflected in a legislative proposal by the European Commission in the second quarter of 2025 following the public consultation launched on 9 October 2024 by the Commission to assess the effectiveness of the European regulatory framework.
• At the same time, the legislators are still trying to finalise an Investment Strategy for Individual Investors (Retail Investment Stragy, RIS), which aims to facilitate access by investors to equity markets. However, this proposal has attracted strong criticism from producers and distributors of financial products, as some of its measures are likely, in practice, to have many counterproductive effects on European household investment and the future of the file remains uncertain.
• The global environment is characterised by the beginning of a slowdown in the United States, and a sustained regime of slower growth in Europe, China and the rest of the world. This is due to tighter fiscal policies and the end of the temporary disinflationary brightening in developed countries and the weak ability of emerging market economies to rebound.
• The pace of disinflation and signs of less stress on labour markets have led the initial cuts in interest rates in the second half of 2024 in the United States and further rate cuts in the euro area. However, the level of interest rates will remain above what could be considered expansionary. On the fiscal front, tightening is looming in the eurozone with the reactivation of fiscal rules, although the pace remains uncertain, particularly in France. In the United States, the implementation of the new administration’s growth support programme could prompt the Fed to pause its easing cycle.
• Corporate and emerging market spreads have generally tightened and nearly returned to levels seen before the start of the monetary tightening cycle. In the eurozone, France’s sovereign spread widened after the parliamentary elections.
• Company foreclosures are on the rise in the United States and Europe, while solvency issues in the weakest emerging markets remain. Bond spreads could therefore be tested for both credit and eurozone sovereign bonds. Credit spreads will come under pressure from corporate bankruptcies, while eurozone spreads could suffer from the slowdown and political uncertainty, particularly in France regarding fiscal policy after the start of the excessive deficit procedure. Greater market volatility cannot be ruled out.
• Geopolitical risks remain high. Protectionist measures and industrial policies are gaining ground. US foreign policy could harden towards China, NATO and the Middle East. Environmental issues, both physical and transitional, could increase the volatility of the inflation and growth outlook and weigh on already stretched public finances.

1.4SG’s core businesses

1.4.1French Retail, Private Banking and InsurancE

 

The French Retail Banking (SG Network and BoursoBank), Private Banking and Insurance businesses fall within the same pillar to optimise synergies between these business lines so as to offer a wide range of products and services tailored  to the needs of a diversified client base – Individual, Business and Corporate clients, as well as non-profit organisations and Municipal Councils – who seek varied expertise.

2024 was marked by:

• the large-scale deployment of the new operating and relational model of our Retail Banking activities in France under the SG brand name following the successful merger of the Crédit du Nord and Societe Generale networks;
• pursuing BoursoBank’s development strategy, exceeding the 7 million customer mark in 2024 and leader in France in its three businesses: online banking, online brokerage and online financial information;
• solid commercial and financial performances from the Private Banking and Insurance businesses that provide further continuum in our offers with clients in the Retail Banking networks.

Our networks continue to support the economy and our clients in financing of their projects despite a decrease in average outstanding loans, down from EUR 234 billion in 2023 to EUR 226 billion in 2024, in a context of elevated interest rates. At the same time and in the face of keen competition particularly in the corporate segment, deposit outstandings increased by +1% to EUR 298 billion at the end of December 2024. 

SG's network in France

The Societe Generale network in France  develops Retail Banking activities under the SG brandname.

A global bank focused on three domestic market segments: Individual, Business and Corporate clients & NGOs, the SG network offers solutions adapted to the needs of nearly 9 million clients, thanks to:

• a comprehensive and diversified range of products and services (day-to-day banking, savings management, financing, methods of payment, etc.);
• a comprehensive and innovative omnichannel system (Internet, mobile, landline);
• around 1,400 branches for its Individual and Business clients.

As the leader of non-mutual players, SG Bank is ranked among the top players on the market in the “high-end” and “corporate” segments.

In 2024, the Group successfully completed the merger of the Crédit du Nord and Societe Generale networks.

The year was marked by the large-scale deployment of our new operational and relational model:

• a bank with local roots in 11 regions, including a national brandname - “SG” - with 10 regional brandnames;
• a responsive, accessible and efficient bank thanks to more decisions made at the regional level to increase speed of action and customer satisfaction;
• a bank that adapts to the specific needs of each client profile, offering differentiated expertise and services according to each customer segment;
• a responsible bank: sustainable development is central to the strategy of the SG network.

At end of 2024, with 28,000 employees, average outstandings amounted to EUR 194 billion for loans and EUR 232 billion for deposits.

BoursoBank

Boursorama, a fully-owned subsidiary of Societe Generale, is a pioneer and leader in France in its three main businesses: online banking, online brokerage and online financial information (boursorama.com is ranked No. 1 for economic and financial news).

Accessible to all, regardless of income levels and financial assets, BoursoBank’s purpose is to simplify banking, give its users purchasing power and enable them to manage their finances.

BoursoBank had more than 7 million clients at the end of 2024, a further increase of more than 20% over the year. The business has therefore grown ten-fold in 10 years. This growth is accompanied by an increase in the bank’s overall assets under management of +EUR 9.1 billion over the year, for a total of more than EUR 82 billion at the end of December 2024.

2024 was marked by:

• the reach of 7.2 million clients by the end of the year with a new target set at more than 8 million clients by end of 2025;
• profitability achieved for the second consecutive year;
• the launch of a new BoursoBank brandname platform: “The bank we want to recommend (for ourselves)”.

In addition, BoursoBank continued to enhance its product and service offering in 2024:

• launch of two new offers devoted to meeting two customer targets: BoursoBusiness for Businesses (solely owned and one-person businesses) and BoursoFirst for wealthy clients;
• gradual transition from a Web and mobile based bank to a fully mobile bank;
• entry into the Artificial Intelligence era with the deployment of several use cases that strengthen BoursoBank’s specific operating model.

Ranked the lowest-cost bank for the 17th consecutive year (source Le Monde/Panorabanque – December 2024), BoursoBank continues to obtain the best Net Promoter Score in the sector at +46 (Source Bain et Cie, 2024). Its online portal, www.boursorama.com, is consistently ranked the No. 1 national website for online financial and economic information with ~100 million visits each month (Source ACPM – 2024).

In general, BoursoBank continues to attract a young, urban, active and financially stable client base. 

SG Private Banking

Societe Generale Private Banking offers global financial engineering and wealth management solutions, in addition to global expertise in structured products, hedge funds, mutual funds, private equity funds and real estate investment solutions. It also offers clients access to capital markets.

Societe Generale Private Banking’s offer is available from three main geographical centres: SGPB France, SGPB Europe (Luxembourg, Monaco, Switzerland) and Kleinwort Hambros (London, Jersey, Guernsey, Gibraltar). At the end of 2024, Private Banking held EUR 154 billion in assets under management.

As part of its strategic roadmap, Societe Generale has signed agreements with UBP (a Swiss bank specialising in wealth and asset management), with a view to the sale of SG Kleinwort Hambros and Societe Generale Private Banking Switzerland based in London and Geneva. The disposal of Societe Generale Private Banking Switzerland was completed in January 2025. The sale of SG Kleinwort Hambros will be finalised in 2025.

Societe Generale Private Banking intends to pursue its development strategy by relying on its leading entities in France and abroad, in Luxembourg and Monaco to support its wealthy clients thanks to its expertise and recognised services.

SGPB Private Banking will also be able to rely on Societe Generale Investment Solutions (formerly Weath Investment Solutions) to position itself as a recognised architect of financial savings solutions and become a key market player. This true One-Stop-Shop offering consolidates the management and structuring skills offered by Investment Management Services, the Market Solutions teams in charge of market solutions and the management entities (located in France(5) and Luxembourg(6)).

Societe Generale Assurances

The Societe Generale Assurances business is a lynchpin in the Societe Generale Group’s development strategy, in synergy with its retail banking, private banking and financial services businesses. Societe Generale Assurances is also pursuing  the expansion of its distribution model through the development of external partnerships.

Societe Generale Assurances offers a full range of products and services to meet the needs of Individual, Business and Corporate clients in life insurance savings, retirement savings, personal protection and non-life insurance businesses.

Leveraging the expertise of its 3,000 employees, Societe Generale Assurances combines financial strength with dynamic innovation and a sustainable development strategy so as to be a trusted partner for its clients. Gross premiums stood at EUR 18.3 billion in 2024, with the share of unit-linked (UL) funds totalling 32%. Outstandings in life insurance investment savings reached a record level of EUR 146 billion at end-2024, up by 7%, of which UL funds accounted for 40%. In protection (personal and non-life insurance), the activity grew by +4% compared to 2023. 

In 2024, Societe Generale Assurances continued to diversify its distribution model, which is a proven high-potential growth driver in life insurance savings and personal protection, in synergy with the Group’s other businesses, such as BoursoBank, CGI and with external partners.

As a prominent player on the retirement savings market in France, Societe Generale Assurances offers cross-business products to meet the needs of individual clients, corporate clients and their employees through customised solutions, simple and easy-to-use digital pathways, innovative and tailor-made services and bespoke assistance.

Societe Generale Assurances’ financial solidity was confirmed by the success of a second external financing operation by Sogécap totalling EUR 600 million, which was significantly oversubscribed and strengthened the quality of Societe Generale Assurances’ long-term prudential capital.

Societe Generale Assurances actively endorses a policy to strengthen its Corporate Social Responsibility (CSR) commitments, vowing to make it a differentiating factor in its strategy. It has divided its policy into three areas: Being a Responsible Insurer, Being a Responsible Investor and Being a Responsible Employer.

1.4.2Global Banking and Investor Solutions

 

Global Banking and Investor Solutions (GBIS) is tasked with providing its Global Markets and Investor Services and Financing and Advisory offering to a global client base of businesses, financial institutions, investors and sovereign funds.

GBIS has a headcount of around 15,000 employees located in 33 countries and operates in around 50 countries. It boasts extensive European coverage and has representative offices in Europe, the Middle East, Africa (EMEA), the Americas and the Asia-Pacific regions.

Acting as a linchpin in financial flows between issuers and investors, GBIS supports its clients over the long term, offering them a variety of services and integrated solutions tailored to their specific needs. The Group has forged strong and long-lasting ties with a large base of loyal clients thanks to the added value of its franchises and the globally recognised broad range of  expertise of its businesses.

GBIS’ experts provide their issuer clients – large corporates, financial institutions, sovereign funds and the public sector – with strategic advice on their development, as well as access to capital markets to address their funding requirements and hedge their risks. They also provide  services to investors who manage savings according to defined risk/return targets.

A pioneer in sustainable and positive-impact finance, the Group offers advice to its clients and provides  concrete financing and investment solutions aimed at transitioning towards a more sustainable economy. The Group places social and environmental responsibility at the core of GBIS businesses.

In  September 2023, the Group confirmed the medium-term strategy for its Global Banking and Investor Solutions core business and underscored the key feature of these activities under  its diversified banking model. Societe Generale’s goal is to consolidate its position as a top-tier European corporate and investment bank.

SG is ideally positioned to benefit from the major trends for the coming years, such as sharp growth in infrastructure and energy transition financing.

The strategy is based on  five priorities:

• continue to improve operational efficiency;
• reduce RWA intensity by developing an advisory-oriented, less capital-intensive model;
• unlock more value from leading integrated franchises;
• remain the most innovative bank notably for ESG solutions;
• be at the cutting-edge of digital innovation (digital assets and AI).

While leveraging its position as a leading European corporate bank and trusted partner for its clients, the recent partnership between AllianceBernstein and Brookfield illustrates the Bank’s capacity to develop innovative resources to broaden its client offering and develop alternative sources of revenue.

Finally, innovation is at the heart of the strategy of Global Banking and Investor Solutions. For example, Societe Generale is a pioneer in the issuance and management of digital assets with its subsidiary SG Forge.

Global Markets & Investor Services

The Global Markets and Investor Services Division includes Global Markets’ activities formed by the “Fixed Income and Currencies” and “Equities” Divisions and the “Securities” businesses. As such, the division combines the strength of a leading financial institution offering global access to markets with the customer-oriented approach of a broker positioned as a market leader in its activities, delivering value-added services and innovative solutions.

The teams, which comprise financial engineers, salespeople, traders and specialist advisors, use SG Markets, a unique and unparalleled digital platform, to provide tailored solutions designed to address each customer’s needs and specific risks, and to assist them to navigate on increasingly interconnected financial markets.

In addition, work performed by Societe Generale’s Cross Asset Research Department provides insight into the impact of major events on the various asset categories and analyses the relationships between asset categories. This key information is included in strategic fact sheets. Since January 2020, the Bank has systematically included Environmental, Social and Governance (ESG) analyses in its equities publications – now produced by the “Bernstein – Societe Generale Group” joint venture – alongside its fundamental financial analysis. The Institutional Investor 2024 Europe Research Survey ranked Societe Generale as the best Index Research and in the Top 5 in Quantitative Research and Multi-Asset Research, confirming the quality of its Equity and Cross-Asset Quant research. In addition, for ESG themes, Societe Generale received the award for the Best Global and European Institution from SRP in 2024.

The launch of Bernstein in early 2024 created a global leader in equity research and cash equity that covers more than 1,000 companies. Bernstein is ranked 8th and 11th respectively in research in Europe and the United States (Institutional Investor Survey 2024 Europe Research Survey and Extel 2024 All-America Research Survey).

Fixed Income anD CURRENCIES

Fixed Income and Currencies activities cover a comprehensive range of products and services ensuring the liquidity, pricing and hedging of risks related to the fixed income, credit, foreign exchange and emerging market activities of Societe Generale clients.

Teams operate in London, Paris, Madrid and Milan, as well as in the US and the Asia-Pacific region, and offer a wide range of flow and derivative products. Underpinned by in-depth research, engineering  and trading, they provide  strategic advice, flow data and competitive prices.

The teams assist corporate clients and financial institutions with investments and risk management, providing advice on the most appropriate opportunities depending on each client’s protection and return of capital objectives. Leveraging 15 years’ experience in structured finance hedging, FIC teams are able to provide customised solutions for each financing transaction, including risk hedging where required. Drawing on solid expertise underpinned by cutting-edge technology and algorithmic trading, clients also have access to a wide range of instruments, technologies and liquidities in fixed-income and credit markets via single and multi broker platforms to execute spot trading and derivatives transactions.

EQUITy

Historically present on the world’s major primary and secondary equity markets and its long-standing tradition of calculated innovation, Societe Generale is a leader in a comprehensive suite of varied solutions covering the full spectrum of cash equity and derivative-based services, equity finance, equity structured products, strategic equity transactions and Prime Services activities.

Drawing on more than 30 years’ experience in this field, the Group occupies a leading position in derivatives and investment solution products and continues to constantly innovate by offering tailored advisory and innovative solutions tailored to the needs of  its clients. The Group has succeeded in maintaining this global leadership position, including the strategic post-review since 2020 of the most complex products, while developing the next generation of investment solution products and by remaining a pioneer in innovation, notably for CSR. The Bank has been recognised by IFR and The Banker, Equity Derivatives House of the Year and Investment Bank of the Year for Equity Derivatives respectively.

This innovative approach is applied to the full array of equities-related activities, spanning equity research, trading, equity financing and listed products.

Securities Services

 Societe Generale Securities Services (SGSS) offers a comprehensive range of customised services, including:

• market-leading clearing services;
• custody and depository bank activities, covering all asset classes;
• fund administration services for managers of complex financial products;
• issuer services, including administration of stock option plans and employee shareholdings;
• liquidity management services (cash and securities);
• transfer agent activities, providing a comprehensive suite of services ranging from support to fund distribution.

With EUR 4,921 billion in assets under custody at the end of December 2024 (versus EUR 4,931 billion at the end of December 2023), SGSS ranks second among European custodians. It offers custodian services to more than 3,475 mutual funds and provides valuation services to more than 2,498 mutual funds, with total assets under administration of EUR 623 billion.

Financing and Advisory

The Financing and Advisory business line is responsible for covering and developing global relationships with the Bank’s strategic clients. The Department houses:

• the Global Banking & Advisory platform which combines, in a single business unit, the Coverage teams dedicated to Global Banking clients and the business teams: mergers and acquisitions, advisory and other corporate finance advisory, ESG advisory, corporate banking and investment banking, namely capital raising solutions for debt or equity, financial engineering and hedging for issuers;
• Global Transaction and Payment Services.

The Global Banking & Advisory platform operates worldwide and is supported by expert teams located in France and Europe, the United Kingdom, the Americas and in Asia. The teams’ knowledge of clients and local regulations are key to conducting domestic, international and cross-border activities. Based on this global expertise and strong sector knowledge, the Group was recognised as Global Financial Adviser of the Year by Project Finance International in 2024 and ranks among the top 3 market players worldwide in project finance (source: LSEG, 2024) and top 4 in Acquisition Financing, as A Mandated Lead Arranger, in Europe, Middle East and Africa (source: Dealogic, 2024). The Group was also named Best World Bank for its transition strategy by Euromoney and Best Investment Bank in Sustainable Finance by Global Finance.

The Global Banking & Advisory platform teams provide issuer clients with a comprehensive suite of products and integrated solutions, financing and advisory. They are housed in four core businesses:

• the Investment Bank offers a full range of services to support its clients, thanks to in-depth knowledge of sectors and products and proven capabilities in local and cross-border execution. IBD’s business consists of supporting major clients on all their investment banking needs, whether in strategic advisory services, M&A, equity and debt capital markets or leveraged acquisitions;
• the Origination platform, via the Financing and Advisory Sectors, specialises in lending and advice and ensures that the banking solutions offered are in line with the specificities of the sectors of activity covered. The sectors are focused on origination and build on their strengths in Financial Advisory and ESG. They define and deliver a strategic sector roadmap, in collaboration with the Coverage and Industry Groups of the Investment Banking Division in order to share their knowledge and services. The eight Financing and Advisory sectors include: Batteries, Mining & Industries, Energy, Infrastructure, Real Estate, Sustainable Transportation, Telecom Media Technology, Sustainable Commodity Trading, Development & Export Finance;
• the Distribution & Credit Division is a team dedicated to providing comprehensive credit solutions to its clients. Its mission is to connect capital seekers with capital providers on public or private markets, leveraging a global sales force. In addition to the syndication of loans and bonds, the division is developing new distribution channels for private debt, in particular through partnerships. The team also offers a full market-making, trading and secondary market financing service to support the Group’s business and that of its clients. Finally, the division offers leading securitized investment solutions and fund financing offers;
• the Sustainability & Transition Advisory team is dedicated to providing ESG advisory services to help our clients make a positive impact on sustainable development and improve access to financial markets. The division is notably responsible for developing ESG advisory solutions for clients and assets, supporting origination in the structuring of sustainable finance products and introducing advisory practice on impact investing. Finally, STA is responsible for supporting the deployment of a transition fund that includes debt and capital solutions to support emerging market leaders, nature-based solutions and impact business models.

In addition to organising teams in direct commercial contact with the Group’s clients, the Credit Portfolio Management Division manages loan portfolios with the aim of improving capital management through its optimisation and accelerating balance-sheet turnover. The monitoring of ESG commitments and trajectories, the enhancement of data used and the optimisation of the Front-to-Risk and Front-to-Investor chains are equally essential ambitions for this division.

The Global Transaction & Payment Services teams focus on economic and financial operators and domestic and international financial institutions, medium and large companies with international and multinational activities that require flow management assistance for their banking, commercial, corporate flows and/or payment flow assistance.

These teams also provide expertise to the retail Business Units on their businesses and manage the Group’s euro payment platform.

Operating in more than 40 countries, the business line delivers a comprehensive and integrated range of solutions and services, leveraging the expertise of the Transaction Banking businesses. It houses five transactional banking activities:

• cash management;
• trade finance;
• cash clearing and correspondent banking;
• receivables and supply chain finance;
• Forex services associated with the payments of our activities, in partnership with Global Markets.

The know-how of the Global Transaction Banking’s teams is regularly acknowledged: it has been voted Best Bank for Transaction Banking in Western Europe (Global Finance), Best Bank for Cash Management in France, Romania, Cameroon and Senegal (Global Finance), #2 Share Leader in Cash Management and Trade Finance in France (Greenwich), Best Trade Finance Provider in Western Europe, France, Romania, Senegal & Algeria (Global Finance), ESG invoice financier of the year (BCR Publishing).

1.4.3Mobility, International Retail Banking and Financial Services

The Mobility, International Retail Banking and Financial Services business lines bring together:

• International Retail Banking activities spanning our banking networks in Europe, Africa and abroad;
• Mobility and Financial Services which houses the consumer finance, operational vehicle leasing and fleet management, and equipment and vendor finance activities.

The Group aims to strengthen these activities to better serve its clients by adapting to changes in the economic and social environments, in addition to supporting the international growth of Group clients by drawing on the strength of its network in fast-growing regions where the Group has leading market franchises. Its strategy is based on the diversified bank’s relationship model as well as distribution and pooling of expertise aimed at improving revenues with a constant focus on developing intra-group synergies, while continually seeking to optimise the allocation of scarce resources and manage risks. With around 43,000 employees and commercial operations in 52 countries, the Mobility, International Retail Banking and Financial Services' business lines are dedicated to providing a wide range of products and services to Individual, Business and Corporate clients.

International Retail Banking

International Retail Banking activities currently hold leading positions in the various regions where they operate, such as Europe, the Mediterranean Basin and sub-Saharan Africa.

Europe

Komerčni Banka (KB) is the Czech Republic’s third-ranked bank in terms of balance-sheet size, with outstanding loans of EUR 33.5 billion and outstanding deposits of EUR 40.9 billion at the end December 2024. KB serves 2.2 million individual, business and corporate clients, through a total of around 200 branches and 7,000 employees(7). KB, which was founded in 1990 and became a subsidiary of Societe Generale in 2001, has developed its universal banking activities for individual and professional clients and expanded its traditionally significant presence among corporate clients and municipalities. KB is also present in Slovakia under KB Slovakia, which is exclusively devoted to corporate clients.

Since 2020, KB has embarked on major organisational transformation projects, with the introduction of flexible working methods at scale and on a technical level, by stepping up investment in the digitisation of its services and its customer pathways. After reaching the figure of more than one million users on its new digital bank dedicated to individual clients at the end of 2024, the year 2025 will see the continuation of customer migrations and IT developments in the other segments. In addition to its universal banking activities, the KB Group also offers a dedicated range of products for individual clients with ESSOX (consumer loans and car financing), Modra Pyramida (mortgage facilities), as well as a range developed in collaboration with Insurance and Private Banking.

In 2024, KB was voted the Mastercard “Bank of the Year 2024” coming first in the “Responsible Bank of the Year” category and second in the “Corporate Bank of the Year” category.

In Romania, BRD is the third largest bank by balance-sheet size, with outstanding loans of EUR 9.8 billion and outstanding deposits of EUR 13.7 billion at the end of December 2024. BRD serves around 2 million individual, business and corporate clients, through a total of c.400 branches and 5,700 employees(1). Societe Generale Group became BRD’s main shareholder in 1999. The BRD Group’s activity is divided into two major business lines: Retail Banking (individual and business clients, and SMEs) and Corporate and Investment Banking.

In 2024, BRD was awarded the “Bank of the Year 2024 in Romania” by The Banker magazine and the “Best Trade Finance Provider(8)” award by Global Finance.

Africa, Mediterranean Basin and FRENCH Overseas TERRITORIES

In the Mediterranean basin, the Group operates in Algeria (1999) and Tunisia (2002) and serves more than 1.2 million clients through a sales network totalling around 3,000 employees(1) and 250 branches. At end December 2024, outstanding loans totalled EUR 3.7 billion and outstanding deposits stood at EUR 4.8 billion. In 2024, Societe Generale completed the disposal of its activities in Morocco.

In sub-Saharan Africa, the Group has an historic presence in 10 countries, with solid local positions, notably in Côte d’Ivoire and Senegal (both No. 1 for loans and deposits), in Cameroon (No. 2 for loans and deposits). The Group has 280 branches and around 4,400 employees(1) in the region. At end December 2024, the region registered outstanding loans of EUR 8.2 billion and deposits of EUR 10.7 billion. In 2023 and 2024, Societe Generale announced the disposals of its stakes in Congo, the Equatorial Guinea, Mauritania, Burkina Faso, Guinea Conakry, Benin and Togo subsidiaries. The Group also announced the opening of a strategic review of its subsidiary in Ghana. Societe Generale remains fully committed to accompanying its large clients in Africa, notably through its worldwide Corporate and Investment Banking franchises, and its subsidiaries operating across the continent. In 2024, Societe Generale completed the disposals of its activities in Chad, in Mozambique and in Madagascar.

In French overseas territories, the SG Group operates in Reunion and Mayotte, French Polynesia and New Caledonia where it provides its products and services to  211,000 individual, business and corporate clients through a commercial set-up totalling 52 branches and  around 950 employees(1). 

In 2024, Societe Generale received the “Responsible Bank of the Year” award for the African continent and the “Best Trade Finance Provider” acolade awarded by Global Finance, in Algeria, Ghana, Cameroon, Senegal and Tunisia.

Mobility and Financial Services

Consumer Finance

Societe Generale Group operates in Europe via (i) specialised retail financial services subsidiaries in France (CGI), Germany (BDK and Hanseatic Bank) and Italy (Fiditalia) and (ii) a subsidiary attached to the Group’s distribution networks in the Czech Republic (ESSOX via KB).

With CGI, BDK, Hanseatic Bank and Fiditalia, which total outstandings of EUR 23.1 billion at the end of December 2024, the Societe Generale Group is the 4th largest specialist player in Europe and holds leading positions locally: market leader in France, Top 3 in Germany, Top 4 in Italy. These activities gather 2,400 employees(9). These subsidiaries provide financing solutions to retail clients (chiefly loans that have been granted) through a B2B2C model (over 80% of outstandings were generated through 22,000 partners) based on a strategy mainly focused on automotive financing (62% of outstandings).

Operational vehicle leasing and fleet management (Ayvens)

Ayvens offers mobility solutions centred on operational vehicle leasing and fleet management for businesses of all sizes in both local and international markets. It also caters to the needs of individual clients but on a smaller scale. The business combines the financial benefits of operational leasing and those of a complete range of upscale services, including maintenance, tyre management, fuel consumption, insurance and vehicle replacement.

Following the finalisation of the acquisition of LeasePlan by ALD Automotive in 2023, Ayvens has become the global leader for operational vehicle leasing and fleet management solutions and for businesses and a leading global player in sustainable mobility that is around twice the size of the second-largest player in this market. Ayvens has the widest geographical coverage in the sector (42 countries, 29 of which Ayvens holds a leading position), manages a combined fleet of around 3.3 million vehicles and employs more than 13,000 people(1) at the end of December 2024.

A pioneer in the field of mobility solutions, Ayvens is constantly innovating to offer its clients, fleet managers and drivers unrivalled support and services  tailored to their needs.

Ayvens has been listed on the Euronext Paris stock exchange since June 2017. Societe Generale is Ayvens’ controlling shareholder and, as such, Ayvens benefits from the Group’s financing capacity, and from the Group’s expertise in synergy-centric businesses with those of Ayvens (insurance, retail banking, vehicle leasing, specialised consumer credit for auto financing).

Vendor and equipment finance (SGEF)

Societe Generale Equipment Finance specialises in vendor and professional equipment finance. The business is conducted through partnership agreements with international vendors (professional equipment manufacturers and distributors) or directly with end clients. SGEF is developing its expertise in four main sectors: Transportation, Industrial Equipment, Technologies and the Medical & Environmental sector.

The SG Group is a market leader in this business. Drawing on SGEF and the Group’s networks, it operates in over 35 countries (partnerships included) and manages a portfolio of EUR 25 billion(10) in outstandings. It has a broad and diverse client base, ranging from large international companies to SMEs, to which it offers an extensive array of products, such as financial leasing, loans, rentals, purchase of receivables, as well as insurance and marketing services. Societe Generale completed on 28 February 2025 the sale to group BPCE of SGEF’s activities, with the exception of those operated in the Czech Republic and Slovakia. This sale has a positive impact of around 30 basis points on the Group's CET1 ratio at the closing date.

Societe Generale Equipment Finance has a headcount of around 1,400 employees(1). It has made sustainable development the linchpin of its strategy. In 2023, SGEF was voted European Lessor of the Year by Leasing Life and has deployed the ESR EcoVadis certification process across six entities.

 

 

 

 

 

Group management report

 

 

2.1The SG Group’s main activities

  

2.2Group activities and financial results

Definitions and details of methods used are provided on page  2.3.6 and on subsequent pages.

Information marked by an asterisk (*) indicates adjustments made for changes in Group structure and at constant exchange rates.

Analysis of the consolidated income statement

 

Net banking income

Over 2024, net banking income for the Group increased by +6.7% vs. 2023.

Revenues in French Retail, Private Banking and Insurance rose by +7.5% relative to 2023, mainly due to a rebound of net interest income (+20.9% vs. 2023).

In Global Banking and Investor Solutions, revenues reached a record(1) level of EUR 10,122 million in 2024, up +5.0% vs. 2023, driven by a strong momentum across businesses. Global Markets and Investor Services expanded by +4.5% vs. 2023 owing to strong market activities, mainly on equities. The Financing and Advisory business posted high revenues of EUR 3,566 million in 2024, up by +5.8% vs. 2023.

Over the year, revenues in Mobility, International Retail Banking and Financial Services were stable at -0.6% vs. 2023 on the back of stable activity levels both in International Retail Banking (-0.7%) despite various disposals closed in 2024, mainly subsidiaries in Morocco and Madagascar, and in Mobility and Financial Services activities (-0.4%) including non-recurring items in 2023.

Over 2024, revenues for the Corporate Centre totalled EUR -450 million in 2024 compared with EUR -1,098 million in 2023.

Operating expenses

In 2024, operating expenses totalled EUR 18,472 million, slightly down by -0.3% vs. 2023, thanks from rigorous cost management of the Group. The cost-to-income ratio stood at 69.0% (vs. 73.8% in 2023), a level below the target <71% for 2024.

 

Cost of risk

Over 2024, the cost of risk totalled 26 basis points, at the lower end of 2024 guidance set between 25 and 30 basis points.

The Group’s provisions on performing loans amounted to EUR 3,119(2) million, down EUR -453 million relative to 31 December 2023, notably linked to application of IFRS 5 accounting norms on assets held for sale.

The non-performing loan ratio was 2.81%(3) as of 31 December 2024. The net coverage ratio on the Group’s non-performing loans stood at 81%(4) as of 31 December 2024 (after taking into account guarantees and collateral).

As of 31 December 2024, the Group sharply reduced its offshore exposure to Russia to around EUR 0.5 billion of EAD (Exposure at Default) compared with EUR 0.9 billion as at 31 December 2023 (~-45%). The maximum risk exposure on this portfolio is estimated below EUR 0.1 billion before provision. 

Operating income

Operating income totalled EUR 6,786 million in 2024 compared with EUR 5,555 million in 2023, strongly up (+22.2%) driven by high positive jaws with revenues up by 6.7% and stable costs.

Net income

The Group net income for 2024 totalled EUR 4.2 billion, representing ROTE of 6.9%, above 2024 guidance >6%.

CET1 ratio

As at end of December 2024, the Group's capital position is solid with a CET1 ratio of 13.3%, above 2024 guidance >13%.

Shareholder distribution

The Board of Directors approved the distribution policy for the 2024 fiscal year, aiming to distribute EUR 2.18 per share, equivalent to EUR 1,740 million, of which EUR 872 million in share buyback(5). A cash dividend of EUR 1.09 per share will be proposed at the General Meeting of Shareholders on 20 May 2025. The dividend will be detached on 26 May 2025 and paid out on 28 May 2025.

2.3ActivitIes and performance of core businesses

2.3.1Financial Results by core businesses

2.3.2French Retail, private Banking and insurance

 

Activities and net banking income

In 2024, revenues totalled EUR 8,657 million, up +7.5% vs. 2023 (including PEL/CEL provision). Net interest income rebounded by +21% vs. 2023. Fee income was up +3% vs. 2023. 

The SG Network’s average loan outstandings contracted by -4% vs. Q4 23 to EUR 194 billion, but -2.5% excluding PGE (state guaranteed loans). Outstanding loans to corporate and professional clients grew vs. Q3 24 excluding state guaranteed PGE loans, and individual clients lending experienced an increased commercial momentum. The SG Network’s average outstanding deposits amounted to EUR 232 billion in Q4 24, down by -1% on Q4 23, with strong shift of inflows into investment products and savings life insurance.

The average loan to deposit ratio totalled 83.6% in Q4 24, down by 2.6 percentage points versus end of 2023.

The growth momentum of BoursoBank continued with 1.5 million new clients in 2024. BoursoBank reached 7.2 million clients at end December 2024, above 2024 target set at 7 million clients at end December 2024. Thanks notably to its comprehensive banking offer and recognized among the “Digital Leaders”(6), the Bank has a low attrition rate (~3% in 2024), down vs. 2023. BoursoBank continued its profitable growth trajectory in 2024 with a cost per client down by -17.0% vs. 2023 with an expanding client base, more than 1.3 million net clients over 12 months (+22.4% vs. 2023). Loans outstanding improved by +5.4% relative to Q4 23, at EUR 16 billion in Q4 24.  

Average outstanding in savings including deposits and financial savings were +15.5% higher vs. Q4 23 at EUR 64 billion. Deposits outstanding totalled EUR 39 billion in Q4 24, posting another strong increase of +15.4% vs. Q4 23, driven by interest-bearing savings. Average life insurance outstandings, at EUR 13 billion in Q4 24, rose by +10.2% vs. Q4 23 (o/w 48% in unit-linked products, +3.8 percentage points vs. Q4 23). The activity continued to register strong gross inflows over the quarter (+50.4% vs. Q4 23, 65% unit-linked products). 

For the second year in a row, BoursoBank recorded a positive contribution to Group net income in 2024.

At end of 2025, BoursoBank aims to exceed 8 million clients.

Private Banking activities saw their assets under management(7) reached a record level of EUR 154 billion in Q4 24, up by +7% vs. Q4 23. Net collections totalled EUR 6.3 billion in 2024, the annual net asset gathering pace (annual net new money divided by AuM) being at +4% in 2024. Net banking income totalled EUR 1,469 million for 2024, unchanged from 2023.

Operating expenses

Over the year, operating expenses decreased by -1.8% vs. 2023 to EUR 6,634 million. They comprised EUR 132m transformation charges. The cost-to-income ratio stood at 76.6%, improving by 7.3 percentage points vs. 2023.

Cost of risk

In 2024, the cost of risk totalled  EUR 712 million or 30 basis points.

Group net income

Over 2024, Group net income totalled EUR 991 million, up 66.2% vs. 2023. RONE stood at 6.3% in 2024 vs. 3.9% in 2023.

Insurance

 

Insurance, which covers activities inside and outside France, posted a very strong commercial performance. Life insurance outstandings increased sharply by +7% vs. Q4 23 to reach a record EUR 146 billion at the end of December 2024. The share of unit-linked products remained high at 40%, a 2 percentage point increase vs. 2023. Savings Life insurance gross inflows amounted to EUR 18.3 billion for 2024, up by +42% vs. 2023. 

2.3.3Global Banking and Investor Solutions

 

Over 2024, revenues reached a record(8) level of EUR 10,122 million, up by +5.0% vs. 2023, owing to excellent momentum across all business lines.

Over 2024, operating expenses fell by -3.6% vs. 2023. They comprised EUR 236m transformation charges. This results in positive jaws with a cost-to-income ratio decreasing strongly to 64.6% vs. 70.4% in 2023. 

The cost of risk stood at 8 basis points vs. 2 basis points in 2023.

Over 2024, reported RONE totalled 18.4% vs. 14.8% in 2023.

Global Markets & Investor Services

 

Global Markets and Investor Services posted a rise in revenues over 2024 of +4.5% to EUR 6,557 million, notably driven by a strong performance in Equities business. 

Global Markets posted a record(9) year with revenues of EUR 5,884 million, up +5.6% vs. 2023, in a market environment that remains conducive.

The Equities business posted strong revenues, up by +12.2% versus 2023, a record level of EUR 3,569 million.

During 2024, Fixed Income and Currencies' revenues decreased slightly by -3.2% to EUR 2,315 million.

During 2024, revenues from Securities Services were down by -4.0%, but up by +2.8% excluding the impacts related to various equity participations.

Assets under Custody and Assets under Administration amounted to EUR 4,921 billion and EUR 623 billion respectively. 

Financing and Advisory Services

 

The Financing and Advisory business generated record revenues of EUR 3,566 million in 2024, up by +5.8% vs. 2023.

The Global Banking & Advisory business grew by +3.2% vs. 2023.

The Global Transaction & Payment Services business delivered an excellent performance compared with 2023. Over 2024, revenues saw a steady increase of +13.9% which represents a record year.

 

2.3.4Mobility, International Retail and Financial Services

 

Over the year 2024, revenues were stable compared with 2023 at EUR 8,458 million.

Over the year, operating expenses totalled EUR 5,072 million, up by +6.6% vs. 2023. They include transformation costs of EUR 199 million. 

Over 2024, the cost of risk stood at 42 basis points vs. 32 basis points in 2023.

In 2024, Group net income totalled EUR 1,270 million, down -21.1% vs. 2023, while RONE stood at 12.2%. RONE was 16.4% in International Retail Banking, and 9.4% in Mobility and Financial Services in 2024.

International Retail Banking

 

International Retail Banking activity remained strong(10) in Q4 24 with outstanding loans at EUR 59 billion, up by +3.4%* vs. Q4 23 and deposits at EUR 74 billion, up by +3.9%* vs. Q4 23.

Europe continues to post good commercial performance for both entities in individual and corporate client segments. With EUR 43 billion in Q4 24, outstanding loans increased by 4.9%* vs. Q4 23, across segments in Romania and more particularly in home loans in the Czech Republic. Outstanding deposits totalled EUR 55 billion in Q4 24, up by +3.8%* vs. Q4 23, mostly driven by Romania.

In the Africa, the Mediterranean Basin and French Overseas Territories network, outstanding loans were stable* vs. Q4 23, with EUR 16 billion in Q4 24, notably on the back of the good performance in retail. Outstanding deposits of EUR 20 billion in Q4 24 increased by 4.0%* vs. Q4 23, mainly driven by sight deposits in retail. 

International Retail Banking revenues reached EUR 4,161 million, up by 3.8%* vs. 2023.

Revenues in Europe improved by +2.8%* vs. 2023 at EUR 2,028 million. 

The Africa, Mediterranean Basin and French Overseas network improved its revenues by +4.8%* vs. 2023 at EUR 2,133 million.

International Retail's operating expenses were slightly up by 0.8% over the year at EUR 2,388 million. 

Mobility and Financial Services

 

Overall, Mobility and Financial Services maintained a good commercial performance. 

Ayvens’ earning assets totalled EUR 53.6 billion at end-December 2024, a +2.9% increase vs. end-December 2023. 

Consumer Finance posted outstandings of EUR 23 billion in Q4 24, down by -4.0% vs. Q4 23.

With EUR 15 billion in Q4 24, Equipment Finance outstandings slightly decreased by -1.4% vs. Q4 23.

Overall, revenues from Mobility and Financial Services were stable vs. 2023, at EUR 4,298 million in 2024.

In 2024, Ayvens posted an increase in revenues of +1.2% vs. 2023 (at EUR 3,015 million), notably with an increase in underlying margins.  

The Consumer Finance entities posted revenues of EUR 875 million in 2024, down by -4.4% vs. 2023. Revenues from the Equipment Finance business was down in 2024 by -3.2% vs. 2023 at EUR 407 million. In 2024, overall revenues for both businesses decreased by -4.0% vs. 2023.

Operating expenses for Mobility and Financial Services rose by +12.3% over the year to EUR 2,684 million (-2.2% vs. 2023 at constant perimeter and exchange rates), comprising LeasePlan costs and transformation charges related to the integration.

 

2.3.5Corporate Centre 

 

The Corporate Centre includes:

• management of the Group’s head office;
• the Group’s equity portfolio;
• the Group’s Treasury function;
• certain costs related to cross-functional projects as well as certain costs incurred by the Group and not re-invoiced to the businesses.

 

Over the year, the Corporate Centre’s net banking income totalled EUR -450 million, vs. EUR -1,098 million in 2023. It includes the booking in Q3 24 of exceptional proceeds received of approximately EUR 0.3 billion at the end of July 2024 closing out its remaining exposures in Russia linked to its past local presence through Rosbank. Those exposures which were either valued at zero or provisioned in the Group accounts, have been recovered in accordance with applicable regulations and after approvals of regulatory authorities. These financial elements generate a positive contribution to the Group net income comprised between EUR 200 and EUR 250 million after tax..

Over the year, operating expenses totalled EUR -224 million vs. EUR -220 million in 2023.

Over the year, the Corporate Centre’s Group net income totalled EUR -848 million, vs. EUR ‑1,994 million in 2023. 

To be noted that starting from 2025, normative return to businesses will be based on a 13% capital allocation. 

2.3.6Definitions and methodology, alternative performance indicators

Framework

The financial information presented in respect of the financial year ended 31 December 2024 was examined by the Board of Directors on 5 February 2025 and was prepared in accordance with IFRS as adopted in the European Union and applicable at that date.

Capital allocation

In 2024, the allocation of normative capital to the businesses on the basis of their capital consumption was determined in accordance with CRR rules, i.e. 12% of their risk-weighted assets, supplemented by the consumption of Common Equity Tier 1 capital chargeable to each business after taking into account non-controlling interests and the adjustment of capital consumption in insurance activities. Accordingly, the capital allocation rule applies to the Group’s three business lines - French Retail, Private Banking and Insurance, Global Banking & Investor Solutions, and Mobility, International Retail Banking and Financial Services - and enables each activity’s capital consumption and profitability to be calculated by activity on a standalone and uniform basis, taking into account the Group’s regulatory constraints.

To be noted that starting from 2025, normative return to businesses will be based on a 13% capital allocation. 

Net banking income

Net banking income (NBI) for each business division includes:

• revenues generated by its activity;
• the yield on normative capital allocated to the business division, which is calculated using a long-term rate by currency. In return, in order to compare performances between the Group’s different business lines, shareholders' equity is reassigned to the Corporate Centre at the same rate.

Moreover, capital gains and losses generated by the business divisions on the disposal of shares in non-consolidated entities, and income from management of the Group’s industrial and bank equity portfolios, are booked under NBI as these securities are classified as available-for-sale financial assets.

Operating expenses

Operating expenses correspond to the following items in the financial statements: Personnel expenses + Other operating expenses + Amortisation, depreciation  and impairment of tangible and intangible assets.

Operating expenses for the business divisions include their direct expenses, their management overheads, and a share of the head-office expenses, which are in principle almost fully redistributed between the business lines. The Corporate Centre only books costs related to its own activity, along with certain technical adjustments.

Cost-to-income ratio

The cost-to-income ratio indicates the operating expenses of a business in relation to its net banking income. This indicator provides a measure of a system’s effectiveness (see glossary).

Main exceptional items

The following table sets out the main one-off financial items in the income statement that were exceptional to 2023 and 2022. They relate to operations that are not ordinary Societe Generale activities. It should be noted that the list of these operations is not exhaustive and should not be used by the Group as a guide of its financial performance. The Group's performance remains in accordance with the announcements on the Group's reported results made during the Capital Markets Day event.

Cost of risk

Net cost of risk is charged to each business lines to reflect the cost of risk inherent in their activity during each financial year. Impairment losses and provisions concerning the whole Group are booked by the Corporate Centre.

Societe Generale’s commercial net cost of risk is expressed in basis points. It is calculated by dividing the net annual allocation to provisions for commercial risks by average loan outstandings at the end of the four quarters preceding the closing date. This indicator reveals the level of risk borne by each of the business lines as a percentage of balance-sheet loan commitments, including operating leases. The key items used in this calculation are indicated in the table below.

 

Gross coverage ratio for non-performing loans 

“Non-performing loan outstandings” are outstandings that are in default in respect of the regulations in force.

The gross non-performing loan outstandings ratio measures the non-performing outstandings recognised in the balance sheet compared with gross loan outstandings.

The gross coverage ratio for non-performing loan outstandings is calculated as the ratio of provisions recognised in respect of the credit risk to gross outstandings identified as being in default pursuant to the regulations, without taking into account any guarantees provided. The coverage ratio measures the maximum residual risk associated with outstandings in default, otherwise referred to as “non-performing”.

Net income/expense from other assets

Net income or expense from other assets essentially comprises capital gains and losses on operating fixed assets, or when the Group ceases to control a consolidated subsidiary, as well as goodwill immediately written down when the Group takes control of an entity and recalculates the stake previously held by the Group in entities that have been fully consolidated during the year.

Income tax

The Group’s tax position is managed centrally.

Income tax is charged to each Business lines on the basis of a normative tax rate which takes into account the local tax rate of the countries in which it conducts its activities and the nature of its revenues. The difference between the income tax charged to the Group’s consolidated companies and the sum of normative taxes of the business lines is assigned to the Corporate Centre.

ROE, ROTE

Group ROE and ROTE is calculated on the basis of average Group shareholders’ equity under IFRS.

It excludes:

• unrealised or deferred capital gains or losses booked directly under shareholders’ equity, excluding conversion reserves;
• deeply subordinated notes;
• undated subordinated notes adjusted as shareholders’ equity.

It deducts:

• interest payable to holders of deeply subordinated notes and of adjusted, undated subordinated notes;
• the provision in respect of the dividends to be paid to shareholders.

For the ROTE, the following items are also excluded:

• average net goodwill in the assets, and underlying average goodwill relating to shareholdings in companies accounted for by the equity method;
• average net intangible assets.

Net income used to calculate ROE is based on Group net income adjusted for interest to be paid to holders of deeply subordinated and undated subordinated notes.

Net income used to calculate ROTE is based on Group net income excluding the goodwill impairment loss but reinstating interest on deeply subordinated notes and undated subordinated notes for the period (including issuance fees paid, for the period, to external parties and the discount charge related to the issue premium for deeply subordinated notes and undated subordinated notes).

RONE

RONE (Return on Normative Equity) determines the return on average normative equity allocated to the Group’s businesses (see “Capital allocation” above). The allocation principle consists of allocating to each business normative equity corresponding to 12% of its risk-weighted assets.

 

The key items used in this calculation are indicated in the tables below.

 

Earnings per share

In accordance with IAS 33, to calculate earnings per share, “Group net income” for the period is adjusted by the amount (net of tax, capital gains/losses on partial buybacks of securities issued and classified as equity) of costs pertaining to these equity instruments and the interest paid on them.

Earnings per share is therefore calculated as the ratio of corrected Group net income for the period to the average number of ordinary outstanding shares, excluding own shares and treasury shares, but including:

• trading shares held by the Group; and
• shares held under the liquidity contract.

Net Asset Value, Net Tangible Asset Value

Net assets comprise Group shareholders’ equity, excluding:

• deeply subordinated notes, undated subordinated notes previously recognised as debt; and
• interest payable to holders of deeply subordinated notes and undated subordinated notes, but reinstating the book value of trading shares held by the Group and shares held under the liquidity contract.

Tangible net asset value is corrected for net goodwill in the assets, goodwill under the equity method and intangible assets.

In order to calculate Net Asset Value Per Share or Net Tangible Asset Value Per Share, the number of shares used to calculate book value per share is the number of shares issued at the end of the period, excluding own shares and treasury shares, but including:

• trading shares held by the Group; and
• shares held under SG's liquidity contract.

Prudential capital and solvency ratios

The Societe Generale Group’s Common Equity Tier 1 capital is calculated in accordance with applicable CRR2/CRD5 rules.

The fully-loaded solvency ratios are presented pro forma for current earnings, net of dividends, for the current financial year, unless specified otherwise.

Where reference is made to phased-in ratios, the latter include the earnings for the current financial year, unless otherwise specified.

The leverage ratio is calculated according to applicable CRR2/CRD5 rules.

2.4Major new products and services

2.4.1Societe Generale and IFC seal A new agreement to step up sustainable finance

Press release dated 19 January 2024

Societe Generale and IFC, a member of the World Bank Group, have signed a Collaboration Framework Agreement to accelerate on sustainable finance in developing countries, as part of both institutions’ shared ambition to contribute to the UN Sustainable Development Goals (SDGs) and strong commitment to the environmental transition and Sustainability.

As part of this agreement, the two institutions aim to further develop wide-ranging financing solutions such as project co-financings or risk sharing agreements, contributing to private sector mobilization in support of the climate transition. In particular, the agreement will support sustainable finance projects to facilitate access to clean energy, water and other infrastructure and to foster sustainable agribusiness, as well as the financing of projects empowering women entrepreneurs in small and medium sized enterprises (SMEs). Societe Generale and IFC will also share approaches and expertise on methodologies and frameworks aimed at measuring and monitoring impact.

This new Collaboration Framework Agreement builds on a longstanding partnership, solid cooperation track record, as well as a joint commitment towards the SDGs and rigorous environmental, social and governance (ESG) standards. Over the last 10 years, the two institutions have co-financed about 60 transactions with other partners, representing more than US$20 billion in new investment flows into developing countries. IFC has also provided approximately US$ 1.3 billion in financing to Societe Generale, e.g. to enable the scaling up of green vehicle fleets.

This partnership will draw on the complementary strengths of the two institutions. Societe Generale will bring its leading expertise in structured finance and ESG, its ability to distribute assets to investors and its global reach. IFC will leverage its experience as the largest global development institution focused on the private sector in developing countries, including its balance sheet strength and in-depth knowledge of developing economies.

Slawomir Krupa, Chief Executive Officer of Societe Generale, comments:

“I am delighted to strengthen our cooperation with IFC with the signing of this Partnership Framework Agreement, building on solid relationships between our institutions established over time. By joining forces, our ambition is to increase our contribution to sustainable projects in developing countries, in relation with the UN Sustainable Development Goals. As part of our strategic plan and ESG commitments, developing partnerships with the most relevant stakeholders helps us design the best solutions to address the challenges of the environmental transition and the need for sustainable infrastructures in developing countries.”

Makhtar Diop, Managing Director, IFC, says:

“This agreement will deepen the long-standing relationship between IFC and Societe Generale, allowing us to work together to deploy scalable private sector investments in emerging markets. We look forward to an enhanced partnership to provide the critical financing needed for projects with a transformative impact on people and local economies.”

2.4.2Societe Generale and Kyriba join forces to simplify the execution and monitoring of currency hedging transactions for their mid-cap clients in France

Press release dated 20 February 2024

Societe Generale and Kyriba announce the launch of connectivity between Kyriba’s financial transaction management module and SG Markets, Societe Generale’s BtoB platform.

This API(11) connectivity between the Kyriba and SG Markets platforms offers their mid-cap corporate clients in France the opportunity to execute their currency hedging transactions with a single click. Hedges initiated by Kyriba are communicated to the SG Markets platform, which is therefore automatically pre-filled with hedges to be executed. Societe Generale’s clients only have to validate the execution. Also, this connectivity eliminates the need for reconciliation. SG Markets updates FX positions in Kyriba, automatically and in real-time.

Single entry offers two significant advantages to Finance Departments:

• on the one hand, it reduces execution and reconciliation risks;
• on the other hand, it allows them to optimize the execution of their hedging policies and to implement new and more effective organizational perspectives.

“The API connectivity between our SG Markets platform and Kyriba’s platform benefits our joint clients who see their journey simplified: it helps them to better control their financial risks and optimize their own processes”, said Claude Piana, Head of Digital and Data Solutions for Corporates within Societe Generale’s Markets activities.

“Volatility in the currency market continues to impact the financial performance of European companies. The partnership set up with Societe Generale allows us to expand our solutions for optimising foreign exchange risk management. Together we are creating even more value for our mutual customers”, said Edi Poloniato, Global Head of Banking Solutions at Kyriba.

2.4.3Banque Française Mutualiste, SG and Societe Generale Assurances launch a new creditor insurance coverage for real estate loans

Press release dated 15 April 2024

After launching creditor insurance to cover consumer loans in 2022, Banque Française Mutualiste, the SG network and Societe Generale Assurances are strengthening their partnership with a new range of creditor insurance offers for home loans.

This new comprehensive and tailor-made mortgage loan insurance offer for public sector employees is distributed by the SG network. It is adapted to the financing needs of customers, their situation and their profession with three dedicated contracts: one for the acquisition of a primary or secondary residence, another for rental investment and a last one for people over 65 years old at the time of subscription.

Banque Française Mutualiste customers can carry out their procedures in a branch or online through a seamless digital journey.

Banque Française Mutualiste relies on the strength of the SG network, of which it is the historical partner, and the expertise of Societe Generale Assurances to offer banking and insurance products adapted to the needs of its customers.

2.4.4SG partners  with envision to accelerate the global energy transition process

Press release dated 28 May 2024

Societe Generale and Envision have signed a Memorandum of Understanding (MOU) to advance the development of green technologies, and optimise the carbon footprint of businesses, as part of the global energy transition.

Under the MOU, Societe Generale will support the green technology developments of Envision, such as smart wind farms, green hydrogen, battery gigafactories and net-zero industrial parks projects, through a wide range of sustainable finance and investment banking offerings. This collaboration already has a solid track record as Societe Generale played a lead role in the advisory and financing of a battery gigafactory project, contributing to accelerating the energy transition and decarbonisation efforts in France and the rest of the world.

On a non-exclusive basis, Societe Generale will also explore the application of Envision’s Net Zero technologies and decarbonisation solutions, to support the carbon footprint reduction of the Bank and its clients.

Pierre Palmieri, Deputy Chief Executive Officer of Societe Generale, stated:

“This partnership is further testimony of our commitment towards supporting a sustainable future, reflected through providing the advisory and financing solutions that will help to create long-term clean energy. It also reinforces one of our core strategic priorities towards supporting the UN Sustainable Development Goals.”

Lei Zhang, Founder and Chief Executive Officer of Envision, commented:

“Reaching Net Zero will require collective action. Our partnership with Societe Generale will allow us to scale the development of our suite of innovative green technologies, accelerating the deployment of renewable energy system as well as reducing the carbon emissions of the Bank itself.”

2.4.5Societe Generale launches a Sustainable GTB Framework

Press release dated 30 May 2024

Societe Generale paves the way for responsible global transaction banking (GTB), supporting its clients in their move toward a more sustainable and inclusive economy.

In the face of changing market expectations and the absence of established market standards for sustainable GTB solutions, corporates have increasingly been looking to quantify the impact of their transactions and fulfil corresponding reporting requirements. Societe Generale has thus developed a Sustainable GTB Framework to help its clients assess and monitor the environmental and social impacts of their day-to-day working capital, trade, and liquidity management.

Societe Generale’s Framework, one of the first dedicated to asset based GTB solutions, helps corporate treasurers to support their company’s transition by identifying:

• activities considered to have positive environmental and/or social impact;
• approaches for reporting the impact of these transactions;
• methods through which transaction banking can support these activities.

This Framework is based on an efficient and transparent ESG(12) qualification process. This methodology has been established in the spirit of best market practices, such as the Green or Social Loan Principles(13), while considering the specificities of global transaction banking. To ensure a robust framework, Societe Generale enlisted ISS-Corporate as an independent reviewer, to evaluate the qualification system’s core elements for identifying sustainable GTB solutions and assessing the eligibility criteria.

David Abitbol, Head of Global Transaction and Payment Services at Societe Generale, says: 

“The Sustainable GTB Framework is a key milestone in Societe Generale’s ambition to be a leading bank in ESG and a trusted partner for its clients. We are building on the Bank’s expertise in the environmental transition and its capacity to develop innovative pathways.”

“The Sustainable GTB Framework adopted by Societe Generale represents an important innovation in the finance sector and it is consistent with the Bank’s Sustainability strategy,” says Federico Pezzolato, executive Director, Global Sustainable Finance Manager at ISS-Corporate. “The Framework provides a structured approach to classifying transaction banking products based on their Sustainability impact. It supports the advancement of services with clear environmental and social features and offers a detailed explanation of the process for identifying qualifying transactions.”

The Framework focuses on sustainable GTB solutions offered by Societe Generale to large corporates. This includes cash management (such as working capital loans), trade finance (such as trade facilities, guarantees, letters of credit, stand-by letters of credit), and factoring services (such as receivable finance and forfaiting).

Societe Generale is a member of several international alliances working on benchmark economic and financial standards. The Group has been at the forefront of the UNEP‑FI’s Positive Impact Initiative, which brings together financial institutions to work on laying down the principles and methods to augment the positive impacts and mitigate the negative impacts, thus contributing to the 17 Sustainable Development Goals.

By using this work and its solid ESG expertise, Societe Generale helps clients get a deeper understanding of the issues and the associated tools and methodologies to accelerate their transition.

2.4.6EPI launches Wero, its European digital payment wallet, in France

Press release dated 30 September 2024

European Payments Initiative (EPI), a European player committed to offering a sovereign payment alternative to all consumers in the region, today announced the launch of Wero. The European instant account-to-account payment solution will be available to French customers of BNP Paribas, Groupe BPCE, Crédit Agricole, Crédit Mutuel Alliance Fédérale, Crédit Mutuel Arkéa, La Banque Postale and Societe Generale, as well as many of their subsidiaries. While most banks will initially offer Wero via their applications, La Banque Postale customers will be able to make payments using the Wero application, developed by EPI. It will be available in all smartphone application shops from the second half of October 2024. The first Wero brand campaign will be launched in France on October 14th.

The deployment calendar is as follows:

• BNP Paribas: starting 24 October 2024;
• Groupe BPCE: from 2 September to 2 October 2024;
• Crédit Agricole: 26 September 2024(14);
• Crédit Mutuel Alliance Fédérale: from 25 September to 6 November 2024;
• Crédit Mutuel Arkéa: January 2025;
• La Banque Postale: 28 October 2024;
• Societe Generale: starting 24 October 2024(15).

The launch of the person-to-person (P2P) service will enable users with a French bank account to send and receive money simply and instantly, using just a telephone number or email address. Wero will take over from Paylib, whose 35 million registered users will be offered a simple switch to the European payment service before Paylib is discontinued in early 2025. The plan is to integrate new functionalities(16) later, such as the “Money Request” function and the generation of individual QR codes so that users do not have to give their phone number when making a person-to-person payment.

Following the start of the solution in Germany in July 2024, users from both countries will now be able to make cross-border payments between the already rolled-out participating banks and their customers. In Belgium, all member banks will have deployed the solution by the end of the year(17). Luxemburg and the Netherlands will follow in a subsequent step.

The promise of the Wero service is simple: to offer a single, secure mobile payment wallet that will eventually encompass all the payment functionalities required by a user in Europe. Thanks to its integration with member banks, consumers can use Wero via their usual banking application or the standalone application developed by EPI. Wero will give users a complete overview of their spending in real-time, enabling them to centralize all their payments simply and securely.

Beyond the P2P use case, EPI’s ambition with Wero is to integrate new functionalities from 2025, as it is rolled out to merchants. This will include payment at small retailers using the Wero wallet, before online payment on merchant sites and recurring payments management (such as subscriptions). Point-of-sale payments at major retailers are also included in the wallet’s development plans, with tests scheduled for 2026. Other value-added services, such as Buy Now-Pay Later (staggered payments), the integration of merchant loyalty programs, and shared spending, are also in the pipeline.

In three to four years, Wero will be a single European payment wallet offering everyone the opportunity to take greater control of their finances, simply and securely, while respecting their needs on data confidentiality and compliance with European regulations.

“We’re delighted to announce the launch of Wero in France. We aim to simplify life and payments. Wero is unique. It’s a cutting-edge, sovereign solution, designed by and for Europeans, that enables all types of payment to be featured in one single payment solution, starting with person-to-person payments, while incorporating the promise of immediacy and banking security. We have arrived at the right moment in the era of digital payments, offering the solution that Europeans expect for their payments”, says Martina Weimert, CEO of EPI.

“Wero meets the strategic challenge of creating a European payment platform in a highly competitive global environment. It will offer customers more value and simplicity for their day-to-day payments in France and partner countries. Already launched in Germany and now in France, we are delighted that Belgium, Luxembourg, and the Netherlands will soon be joining us, and we look forward to welcoming any other countries wishing to take part in this European initiative”, adds Thierry Laborde, Chief Operating Officer of BNP Paribas.

“With Wero, Groupe BPCE is now offering all Banque Populaire and Caisse d’Epargne customers a new instant account-to-account payment solution that perfectly meets new expectations. Lastly December, Groupe BPCE was a pioneer when it successfully carried out the first cross-border instant payment transactions. On this occasion, we’ve been able to showcase our expertise in payments and, with the European banks grouped within EPI, our determination to transform the European payments landscape by developing sovereign solutions”, says Yves Tyrode, General Manager Digital & Payments of Groupe BPCE.

“With European sovereignty at stake, Wero enables us to provide our customers with a simple, secure, and easy-to-use solution. Wero will offer users complete coverage of new payment uses. With Paylib, we paved the way for the use of Instant Payment, and with Wero we’re going to take it to the next level”, comments Philippe Marquetty, General Manager of Crédit Agricole Payment Services.

“The launch of Wero in France represents a key step towards strengthening European sovereignty in the financial sector. This initiative not only strengthens consumer confidence by offering standardized and secure payment solutions but also contributes to the growth of the European economy by facilitating faster and more reliable transactions, while promoting innovation and competitiveness on our continent”, adds Éric Petitgand, General Manager, Crédit Mutuel Alliance Fédérale.

“The launch of Wero marks a decisive step for the European payments ecosystem. As a player committed to innovation, Crédit Mutuel Arkéa fully supports this initiative, which embodies the ambition to offer a sovereign and secure instant payment solution. Wero is part of our vision of an inclusive digital future at the forefront of technological developments. It reflects not only our ability to meet the changing needs of our customers but also our role as a forerunner in banking innovation”, says Laurent Jurrius, Pôle Innovation et Opérations, Comex Groupe Crédit Mutuel Arkéa.

“I’m delighted that Wero is coming to France, as a true payment hub, bringing a universal approach to Europe, opening the door to Peer 2 Peer, digital commerce, and local commerce. This universality of payment across every use case experienced by our customers will be facilitated by its simple and intuitive application, guaranteeing a fluid, unique, and consistent user experience. For several years, La Banque Postale has been pursuing a proactive policy to support the digitization of payments, aiming to develop useful, inclusive innovations, committed to our customers’ purchasing power. The democratization of free Instant Payment from 2022 and our pioneering role in the Paylib and EPI projects reflect LBP’s strategic interest in the development of payments”, comments Zakaria Moursli, Delegate General Manager at La Banque Postale, in charge of operational performance, payments and digital.

“The Societe Generale Group is proud to be part of this fantastic collective initiative, which will provide our customers with a new European, instant and innovative payment solution. We are convinced that the Banks’ long-standing expertise in security, customer protection and transformation support are essential assets to ensure Wero’s success”, adds Philippe Aymerich, Delegate General Manager, Groupe Societe Generale.

2.4.7Societe Generale successfully completed a first repo transaction on a public blockchain with Banque de France

Press release dated 13 December 2024

Societe Generale announces the successful completion of a collateralized market transaction fully executed on blockchain through its subsidiary Societe Generale – FORGE. This is the first repo transaction (Sale and Repurchase Agreement) in digital securities (Security Tokens) with an Eurosystem’s central bank.

Societe Generale deposited as collateral with the Banque de France some bonds issued in 2020 on the public Ethereum blockchain in exchange of Central Bank Digital Currency (CBDC) issued by the Banque de France on its DL3S blockchain.

This transaction demonstrates the technical feasibility of interbank refinancing operations directly on blockchain. It illustrates the potential of a Central Bank Digital Currency to improve the liquidity of digital financial securities.

This pioneering deal demonstrates Societe Generale’s commitment to leveraging its financial structuring expertise and SG-FORGE’s technological capabilities to contribute building innovative financial markets.

2.5Analysis of the consolidated balance sheet

 

 

As of 31 December 2024, the Group’s consolidated balance sheet totalled EUR 1,573.5 billion, i.e. an increase of EUR 19.5 billion (+1.3%) compared to 31 December 2023 (EUR 1,554.0 billion).

2.5.1Main changes in the consolidation Scope

Are included in the consolidation scope the subsidiaries and structured entities under the Group’s exclusive control, joint arrangements (joint ventures and joint operations) and associates whose financial statements are significant relative to the Group’s consolidated financial statements, notably regarding Group consolidated total assets and gross operating income.

The main changes to the consolidation scope as of 31 December 2024, compared with the scope applicable at the closing date of 31 December 2023, are as follow in chronological order:

Sale of Societe Generale Tchad

On 31 January 2024, the Group sold its entire shareholding in SG Tchad, its Chadian subsidiary. This sale led to a reduction of EUR 0.3 billion in the total Group’s balance sheet compared to 31 December 2023.

Creation of a partnership between Societe Generale and AllianceBernstein

On 1 April 2024, Societe Generale and AllianceBernstein launched Bernstein, a partnership combining their cash equities and equity research businesses.

The partnership is organised under two separate legal vehicles: Sanford C. Bernstein Holdings Limited, covering Europe and Asia activities, with a head office in London, and Bernstein North America Holdings LLC, covering North America activities, with a head office in New York, complemented by major hubs in Paris and Hong Kong, and multiple regional offices.

Since 1 April 2024, the entity Sanford C. Bernstein Holdings Limited, fully controlled by the Group (stake of 51%) is fully consolidated, and the entity Bernstein North America Holdings LLC, over which the Group has significant influence (stake of 33.33%) is consolidated by using equity method.

Options may allow Societe Generale, subject to regulatory approvals, to own 100% of both entities within five years.

Sanford C. Bernstein Holdings Limited (entity fully consolidated)

On 1 April 2024, Societe Generale acquired 51% of the holding company Sanford C. Bernstein Holdings Limited for a purchase price of EUR 108 million.

As of 31 December 2024, the purchase price allocation exercise is still ongoing: pending this, the Group has recorded the assets and liabilities of its new subsidiary at their carrying amounts in its annual consolidated accounts as of 31 December 2024.

The purchase price allocation will be finalised within one year from the acquisition date: as of 31 December 2024, the Group recognised a goodwill of EUR 26 million.

The put option negotiated to redeem non-controlling interests (49%) is recognised as a liability representing the present value of the discounted strike price for an amount of EUR 61 million with an impact in equity, Group share, of EUR 17 million as of acquisition date.

 

Bernstein North America Holdings LLC (entity consolidated by equity method)

On 1 April 2024, Societe Generale acquired 33.33% of the holding company Bernstein North America Holdings LLC for a purchase price of EUR 180 million. Optional instruments were negotiated with the counterparty, leading to the recognition of a derivative financial liability of EUR 37 million as of 31 December 2024.

Sale of Shine

On 28 November 2024, the Societe Generale group sold Shine to the Danish group Ageras, which took over all the entity’s activities and employees. This sale resulted in a reduction of other liabilities by EUR 0.6 billion compared to 31 December 2023.

Sale of Societe Generale Marocaine de Banques and its subsidiaries, and of La Marocaine Vie

On 3 December 2024, the Societe Generale group finalised the sale of SG Marocaine de Banques and its subsidiaries and the entity La Marocaine Vie to Saham group.

The sale resulted in a reduction of the Group’s total balance sheet by EUR 12 billion compared to 31 December 2023, mainly including a decrease in Customer loans at amortised cost of EUR 9 billion and a decrease in Customers deposits of EUR 7 billion.

At the same time of the sale, the Group signed put and call agreements on its stake in ALD Automotive SA in Morocco. The signing of these agreements led the Group to remove the subsidiary from the consolidation scope, resulting in a reduction of the Group’s total balance sheet by EUR 0.2 billion compared to 31 December 2023.

Sale of Societe Generale Madagascar

On 20 December 2024, the Group sold its entire participation in BFV – Societe Generale, its Malagasy subsidiary. This sale resulted in a reduction of the Group’s balance sheet total of EUR 0.8 billion compared to 31 December 2023.

2.5.2Changes in key consolidated balance-sheet items

Cash, due from central banks decreased by EUR 21.4 billion (-9.6%) and Due to central banks increased by EUR 1.6 billion (+16.9%) compared to 31 December 2023. The decrease in assets is mainly due to reduction in overnight loans to the Banque de France further to the repayment of TLTRO III and to the increase in cash consumption of business units. This is partly offset by an increase in cash held at the US Federal Reserve Bank and the Central Bank of Japan.

Financial assets at fair value through profit or loss increased by EUR 30.2 billion (+6.1%) compared to 31 December 2023. This increase is related to an upward trend over the period of EUR +25.3 billion on trading portfolio. Indeed, the performance in equity markets mainly during the first quarter combined with lower central bank rates led to an increase in debt and equity securities of respectively EUR +8.8 billion and EUR +18.3 billion and to trading derivatives of EUR +13.2 billion, partly offset by a decrease in securities purchased under resale agreements of EUR -10.9 billion.

Financial liabilities at fair value through profit or loss increased by EUR 21.0 billion (+5.6%) compared to 31 December 2023. Indeed, there were an increase in trading derivatives for EUR +15.6 billion mainly explained by the MTMs of option sales. Liabilities at fair value on option increase of EUR +6.4 billion concerning securities issued.

Hedging derivatives decreased by EUR 1.4 billion on the asset side (-12.8%) and by EUR 3.0 billion on the liability side (-15.8%) compared to 31 December 2023. This variation is mainly linked to a decrease in MtM of fair value hedging instruments, of which interest rate swaps.

Financial assets at fair value through other comprehensive income increased by EUR 5.1 billion (+5.6%) compared to 31 December 2023, mainly for bonds and other debt securities, in relation to the evolution of interest rates.

Securities at amortised cost increased by EUR 4.5 billion mainly due to the increase in investments in bonds.

Due from banks at amortised cost increased by EUR 6.2 billion (+7.9%) compared to 31 December 2023, due to the growth in current accounts and in deposits and loans, respectively of EUR +4.7 billion and EUR +7.5 billion, offset by a decrease in securities purchased under resale agreements of EUR -6.1 billion.

Due to banks decreased by EUR 18.1 billion (-15.4%) compared to 31 December 2023. This decrease is mainly explained by the decrease in term deposits for EUR -26.8 billion, including a TLTRO III repayment of EUR -24 billion. This trend is offset by an increase of EUR +4.6 billion in demand deposits and an increase of +4.5 billion in securities sold under repurchase agreements.

Customer loans at amortised cost decreased by EUR 30.8 billion (-6.4%) compared to 31 December 2023, mainly explained by a EUR -9 billion impact further to the sale of Moroccan entities in December and by a EUR ‑19.2 billion impact related to the assets reclassified as non-current assets held for sale. There was also a decrease by EUR -3.8 billion mainly explained by the impact of high interest rates on housing loans, an unfavourable environment for credit production and repayments of PGE in France.

Customer deposits decreased by EUR 10.0 billion (-1.8%) compared to 31 December 2023, mainly related to the sale of Moroccan entities for EUR -6.7 billion, and to EUR -10.6 billion reclassified as non-current liabilities held for sale.

Other assets increased by EUR 1.1 billion (+1.6%) and other liabilities decreased by EUR 2.9 billion (-3.1%) compared to 31 December 2023, mainly due to adjustment accounts payable in foreign currency and other accruals.

Non-current assets held for sale increased by EUR 24.7 billion and Non-current liabilities held for sale increased by EUR 15.4 billion due to the signing of memorandum of understanding or agreements for the sale of several entities, of which SGEF entities, Societe Generale Private Banking (Suisse) SA, and SG Kleinwort Hambros Limited.

Insurance and reinsurance contracts liabilities increased by EUR 9.0 billion (+6.3%) compared to 31 December 2023, related to the increase in the valuation of financial assets underlying the insurance contracts with direct participations features.

The Group shareholders’ equity amounted to EUR 70.3 billion as of 31 December 2024 versus 66.0 billion as of 31 December 2023. This variation was primarily due to the following factors:

• net income group share for 2024: EUR +4.2 billion;
• distribution of dividends: EUR -0.7 billion;
• remuneration, issuance and redemption of equity instruments: EUR +0.9 billion;
• unrealised or deferred capital gains and losses: EUR +1.0 billion.

After taking into account the non-controlling interests (EUR 9.3 billion), the Group shareholders’ equity totalled EUR 79.6 billion as of 31 December 2024.

2.5.3Property and equipment

The gross book value of the Societe Generale group’s tangible operating fixed assets amounts to EUR 83.9 billion as of 31 December 2024. This includes land and buildings (EUR 5.1 billion), right of use (EUR 3.7 billion), assets under operating leases (EUR 69.2 billion), investment property (EUR 0.7 billion mainly related to insurance activities) and other tangible assets (EUR 5.2 billion).

The net book value of the tangible operating assets and investment property amounts to EUR 58.0 billion, representing only 3.7% of the consolidated balance sheet as of 31 December 2024.

In fact, owing to the nature of the businesses of Societe Generale, property and equipment are not material at Group level.

2.6Financial policy

The objective of the Group’s financial policy is to optimise the use of shareholders’ equity in order to maximise short- and long-term return for shareholders, while maintaining a level of capital ratios (Common Equity Tier 1, Tier 1 and Total Capital ratios) consistent with the market status of Societe Generale and the Group’s target rating. 

Since 2010, the Group has launched a major realignment programme, strengthening capital and focusing on the rigorous management of scarce resources (capital and liquidity) and proactive risk management in order to apply the regulatory changes related to the implementation of Basel 3 regulations.

2.6.1Group shareholders’ equity

Group shareholders’ equity totalled EUR 70.3 billion at 31 December 2024. Net asset value per share was EUR 75.0 and net tangible asset value per share was EUR 66.1 using the new methodology disclosed in Chapter 2 of this Universal Registration Document, on page  2.3.6. 

Total equity includes EUR 10.5 billion in deeply subordinated notes.

As at 31 December 2024, Societe Generale held, directly or indirectly, 3.8 millions of Societe Generale shares, representing 0.48% of the capital (excluding shares held for trading purposes). 

Under the liquidity contract implemented on 22 August 2011 with an external investment services provider, Societe Generale acquired 3,652,102 shares in 2024, with a value of EUR 87.8 million and sold 3,652,102 shares with a value of EUR 87.9 million. The liquidity contract was temporarily suspended from 27 May to 25 June 2024 when during the share buyback period.

The information concerning the Group’s capital and shareholding structure is available in Chapter 7 of this Universal Registration Document (p  Share, share capital and legal information).

2.6.2Solvency ratios

As part of its capital management, the Group ensures that its solvency level is consistently compatible with its strategic targets and regulatory obligations.

The Group also ensures that its Total Capital Ratio (Common Equity Tier 1 + hybrid securities recognised in additional Tier 1 and Tier 2) provides a sufficient safety buffer for unsecured senior lenders.

The phased-in Common Equity Tier 1 (CET1) ratio stood at 13.3% as at 31 December 2024, compared to 13.1% as at 31 December 2023.

The leverage ratio, calculated according to the CRR2 rules in force since June 2021, stood at 4.34% as at 31 December 2024.

At end-2024, the Tier 1 ratio was 16.1% and the Total Capital Ratio stood at 18.9%, i.e., above the regulatory requirements.

The TLAC (Total Loss-Absorbing Capacity) ratio of RWA was 29.7% without the option of senior preferred debts. Furthermore, the TLAC of the leverage ratio stood at 8.0% at end-2024. At 31 December 2024 the MREL (Minimum Requirement of own funds and Eligible Liabilities) ratio of RWA was 34.2%, and 9.2% of the leverage ratio. 

2.6.3Group debt policy

Group's debt policy is based on two principles:

• maintaining an active policy of diversifying Societe Generale Group's sources of refinancing to guarantee its stability;
• and adopting a Group refinancing structure to ensure consistency in the maturities of its assets and liabilities.

 

*       Group short-term and long-term debt totalled EUR 269.4 billion as at 31 December 2024, of which EUR 12.9 billion issued by conduits (short term), and EUR 63.3 billion related to senior structured issues of small denomination (below EUR 100,000), predominantly distributed to retail clients.

 

*        Group short‑term and long‑term debt totalled EUR 257.9 billion as at 31 December 2023, of which EUR 12.9 billion issued by conduits (short term), and EUR 54.8 billion related to senior structured issues of small denomination (below EUR 100,000), predominantly distributed to retail clients.

 

At end-December 2024, liquidity raised under the Group 2024 financing programme amounted to EUR 48.2 billion in secured, senior and subordinated debt. Liquidity raised at parent company level amounted to EUR 43.5 billion on 31 December 2024.

At parent company level, the breakdown of refinancing sources under the 2024 financing programme is as follows: 

• EUR 1.5 billion in subordinated undated debt Additional Tier 1, 
• EUR 1.2 billion in subordinated Tier 2 debt, 
• EUR 6.7 billion in vanilla senior non-preferred unsecured issues, 
• EUR 5.7 billion in vanilla senior preferred unsecured issues, 
• EUR 25.5 billion in senior structured issues and 
• EUR 2.9 billion in secured issues. 

At subsidiary level, a total of EUR 4.7 billion was raised as at 31 December 2024.

These resources were complemented by: 

• funding via securities lending and borrowing transactions and securities sold under repurchase agreements measured at fair value through P&L totalling EUR 182.9 billion at 31 December 2024, compared with EUR 181.6 billion at 31 December 2023 (see Note 3.1 to the consolidated financial statements), which are not included in this graph. Societe Generale Group’s debt policy is designed not only to ensure financing for the growth of the businesses’ commercial activities and renew debt, but also to maintain repayment schedules that are compatible with the Group’s ability to access the market and ensure its future growth;
• securitisations and other securitised issues (EUR 8.3 billion at end-2024 vs. EUR 8.8 billion at end-2023).

 

2.6.4Long-term ratings, short-term ratings, counterparty ratings and changes during the financial year

Below is a summary of Societe Generale’s counterparty ratings and senior long-term and short-term ratings at 31 December 2024:

 

Moody’s revised the outlook on the Group’s long-term rating from ‘stable’ to ‘negative’ on 31 May 2024.

Fitch revised the outlook on the Group's long‑term rating from ‘positive’ to ‘stable’ on 16 October 2024.

2.7Major investments and disposals

The group maintained a targeted acquisition and disposal policy, in line with its strategy focused on its core businesses and the management of scarce resources.

 

2.8Pending acquisitions and major contracts

2.8.1Financing of main ongoing investments

Ongoing investments will be financed using the Group’s usual sources of funding.

2.8.2Pending acquisitions and disposals

Societe Generale plans for a total divestment of Societe Generale group’s shares in its local African subsidiaries: Société Générale de Banques en Guinée Équatoriale, Société Générale Burkina Faso, Société Générale Bénin, Société Générale Guinée, Société Générale Mauritanie currently owned at 57.2%, 52.6%, 93.43%, 57.93% and 100% respectively.

Societe Generale also plans to fully sell its shares in SG Kleinwort, Hambros Bank Limited. 

The completion of these transactions, which could take place in 2025, is subject to the approval of the entities’ governance bodies, the usual conditions precedent and the validation of the relevant financial and regulatory authorities. 

2.9Property and equipment

The gross book value of the Societe Generale group’s tangible operating fixed assets amounts to EUR 83.9 billion as of 31 December 2024. This comprises land and buildings (EUR 5.1 billion), right of use (EUR 3.7 billion), assets leased by specialised financing companies (EUR 69.2 billion), investment property (EUR 0.7 billion) mainly related to insurance activities) and other tangible assets (EUR 5.2 billion).

The net book value of the tangible operating assets and investment property amounts to EUR 58.0 billion, representing only 3.7% of the consolidated balance sheet as of 31 December 2024. 

Owing to the nature of the businesses of Societe Generale, property and equipment are not material at Group level.

2.10Post-closing events

None.

2.11Statement on post-closing events

Since the end of the last financial period, no significant change in the financial performance of the Group occurred other than those described in the present Universal Registration Document filed with the AMF on 12 March 2025.

2.12Information on geographic locations and activities as of 31 December 2024

The article L. 511-45 of the Monetary and Financial Code modified by Order No. 2014-158 of 20 February 2014, require credit institutions to communicate information about the locations and activities of their entities included in their consolidation scope, in each State or territory

Societe Generale publishes below the information relative to staff and the financial information by countries or territories.

The list of locations is published in the Note 8.4 of the notes to the consolidated financial statements.

 

The list of geographic locations is published in Note 8.4 of consolidated financial statements.

 

Corporate 
governance

 

 

 

3.1Board of Directors’ report on corporate governance

3.1.1Governance

Purpose

The Board of Directors discussed the Bank’s purpose in 2019 following the introduction of French Act No. 2019‑486 on 22 May 2019, referred to as the Pacte Law and defined it with the following wording  “Building together, with our clients, a better and sustainable future through responsible and innovative financial solutions”. From a formal standpoint, it was decided not to include the purpose in the By‑laws. However, at its Extraordinary General Meeting of 2020, Societe Generale modified its By‑laws to specify that the Board determines the Company’s strategy and supervises its implementation in accordance with its corporate interests, taking into account the social and environmental stakes of its activity (see Chapter 5). In May 2021, the first sentence of the preamble of the Board of Directors’ internal rules was also modified to take account of this change.

Presentation of the organisation

(As of 1 January 2025)

The composition of the Board of Directors is presented on page  Composition of the Board of Directors, changes in 2024 of the present document. The internal rules of the Board of Directors, which define the Board of Directors’ powers, are provided in this Universal Registration Document, on pages  3.3. The Board of Directors’ work is presented on pages  The Board of Directors' work.

The composition of General Management and of the Executive Committee is presented in the relevant sections of this report (see pages  3.1.3 - Presentation of General Management officers and  Group Executive Committee).

The Group’s Cross-functional and Risk Committees and the main Business Committees are indicated in section 3.1.4 on page  Main Committees.

The powers of the Board of Directors and of its various Committees, along with the report on their work, are presented on pages  The Board of Directors' work and subsequent pages, and notably cover:

• Role of the Chairman and report on his activities, p. Role of Chairman of the Board of Directors;
• Audit and Internal Control Committee, p. AUDIT AND INTERNAL CONTROL COMMITTEE;
• Risk Committee, p. Risk Committee;
• Compensation Committee, p. Compensation Committee;
• Nomination and Corportate Government Committees p. Nomination and Corporate Governance Committee.

In addition, the non-voting Director’s role and a report on his activities appear on p. Non-voting Director.

Organisation of the governance

On 15 January 2015, the Board of Directors decided, in accordance with Article L. 511-58 of the French Monetary and Financial Code (Code monétaire et financier), that the offices of Chairman and Chief Executive Officer would be separated following the Shareholders’ Meeting of 19 May 2015. As of that date, Mr Lorenzo Bini Smaghi became Chairman of the Board of Directors, and Mr Frédéric Oudéa remained Chief Executive Officer until the General Meeting of 23 May 2023. Mr Lorenzo Bini Smaghi was reappointed Chairman of the Board of Directors, following the renewal of his term of office as a Director at the Annual General Meeting held on 17 May 2022, for a term equal to that of his term of office as a Director, i.e., until the Annual General Meeting called to approve the financial statements for the 2025 financial year.

On 23 May 2023, the Board of Directors appointed Mr. Slawomir Krupa as Chief Executive Officer, following his appointment as a Director by the General Meeting of 23 May 2023.

Mr Slawomir Krupa was assisted until 1 November 2024 by two Deputy Chief Executive Officers, Mr Pierre Palmieri and Mr Philippe Aymerich: On the proposal of the Chief Executive Officer, the Board of Directors met on 30 October 2024 approved the reduction of the number of corporate officers of the General Management to two members (Mr Slawomir Krupa, Chief Executive Officer and Mr Pierre Palmieri, Deputy Chief Executive Officer) as of 1 November 2024, with Mr Philippe Aymerich’s term of office as Deputy Chief Executive Officer having thus ended on 31 October 2024.

Statement on the corporate governance regime

Societe Generale refers to the AFEP-MEDEF Corporate Governance Code for listed companies (hereinafter the “AFEP-MEDEF Code”). The document is available on the https://hcge.fr website. In accordance with the “comply or explain” principle, Societe Generale states that it applies all recommendations from the AFEP-MEDEF Code, with the exception of recommendation 23.1 governing the termination of a Chief Executive Officer’s employment contract due to this exceptional length of service with the Company (24 years) and the related benefits (described on page  Suspension of the Chief Executive Officer’s employment contract and related rights)

A set of internal rules and procedures amended on 5 February 2025 (hereinafter referred to as the “internal rules and procedures”) governs the functioning of the Board of Directors and its Committees. The Company’s internal rules are in the Universal Registration Document on pages  3.3 and the Company’s By-laws appear in Chapter 7.4 “Rules” of the Universal Registration Document.

3.1.2Board of Directors

Presentation of the Board of Directors

(As of 1 January 2025)

 

Following the resignation of Lubomira Rochet in September 2024 for personal reasons, the Board of Directors comprises 14 members: twelve Directors appointed at the General Meeting (including the Director representing the employee shareholders appointed at the General Meeting on the proposal of the employee shareholders) and two Directors representing the employees and elected directly by the latter.

It is specified, under paragraph 21.a of the ESRS2, that the three employee Directors are not considered as executives unlike the CEO who is an executive and that consequently the Board is composed of 13 non-executives and one executive.

The Board of Directors appointed Mr. Jean-Bernard Lévy as Non-voting Director from 18 May 2021 for a period of two years. One of his tasks is to assist the Board of Directors in relation to its energy transition remit. As of the recommendation of the Chairman and as approved unanimously by the Nomination and Corportate Government Committee, the Board of Directors, at its meeting of 13 April 2023, decided, in accordance with Article 7 of the Company’s By-laws to renew his term as non-voting Director for two years until 18 May 2025 and to extend his remit to include the full scope of corporate social responsibility topics, in addition to the energy transition. The Board of Directors has already decided to extend Mr Jean-Bernard Lévy's term of office for a period of two years until the Annual General Shareholders Meeting of May, 2027. For details of the non-voting Director’s remit and for a report on the execution his remit see p.  Non-voting Director.

A representative of the Social and Economic Committee attends the Board of Directors’ meetings, but does not have voting rights.

The term of office of Directors appointed by the General Meeting is four years. These offices expire at staggered intervals. The term of office of the two Directors elected directly by the employees is also four years.

In 2025, four directorships expire and there is one vacant female director’s seat. The Board of Directors therefore invites the Annual General Meeting of 20 May 2025 to vote to renew the mandates of three male directors and to replace two female directors.

In 2025, the terms of office of Mr William Connelly and Mr Henri Poupart-Lafarge expire and the Board of Directors, on the proposal of the Nomination and Corporate Governance Committee, proposes their renewal.

Mr William Connelly, an independent Board member since 2017, Chairman of the Risk Committee since 2020 and member of the Nomination and Corporate Governance Committee since 2017, will be proposed for a third term. Aged 67 and of French nationality, Mr William Connelly brings to the Board his recognised financial experience, particularly in investment banking, insurance and asset management, an international vision and his experience in the management of large groups. His attendance rate at Board and Committees meetings is 100%.

Mr Henri Poupart-Lafarge, independent Director since 2021 and Chairman of the Nomination and Corporate Governance Committee since 2023, will be proposed for a second term as a Director. Aged 55 and of French nationality, Mr Henri Poupart-Lafarge has had a long career at Alstom, of which he has been Chief Executive Officer since June 2024, after having been Chairman and Chief Executive Officer from 2016 to June 2024. He brings to the Board exceptional experience in the management of a large international group and the vision of corporate clients. His attendance rate at Board meetings has averaged 89% since the beginning of his term of office, and 93% on average for the Nomination and Corporate Governance Committees.

The term of office of Mr Sébastien Wetter, Director representing employee shareholders, expires in 2025 and the employee shareholders, solicited during the second half of 2024 by means of a single election, propose to renew him, together with Mrs Emmanuelle Pételle as a replacement. Mrs Emmanuelle Pételle is President of ASSACT, association of employee shareholders of Societe Generale. The candidacy of Mr Sébastien Wetter was the only one to meet the conditions set out in the By-laws to stand for this election. He received 4,668,255 votes in the election. The Board of Directors, on the proposal of the Nomination and Corportate Government Committee, has decided to approve this renewal proposal.

Mr. Sébastien Wetter has been working for 27 years as an employee at Societe Generale. This experience covers several functions in retail and investment banking related to business development and client satisfaction. He also held the position of Secretary General of the Group’s General Inspection and Audit Division. He was Global Chief Operating Officer in the Financial Institutions Sales Department and banker of major international accounts. He was appointed for the first time as a Director representing Societe Generale’s employee shareholders at the end of the Shareholders’ Meeting of 18 May 2021. Since 2023, he has been a member of the Audit and Internal Control Committee.

Mrs Alexandra Schaapveld, independent director for twelve years (date of first appointment: 2013) to the date of the General Meeting of 20 May 2025, has her term of office as director expiring. If her mandate were to be renewed, she would no longer meet the independence criteria set out in the AFEP-MEDEF Code. As a result, Mrs. Alexandra Schaapveld did not wish to have her mandate renewed.

The Board of Directors, on the recommendation of the Nomination and Corportate Government Committees, proposes to appoint Mr Olivier Klein as an independent Director for a period of four years. Aged 67 and of French nationality, Mr Olivier Klein will bring to the Board renowned expertise in retail banking and an understanding of macroeconomic issues. He is currently Chief Executive Officer and Managing Partner of Lazard Frères Banque, an entity which covers the support functions for investment banking (Lazard Frères) and for asset management (Lazard Frères Gestion). The Board of Directors, acting on a proposal from the Nomination and Corporate Governance Committee, has examined his independence. It has considered firstly that the entity in which he performs his duties is not significant for Societe Generale and that Societe Generale is not significant for Lazard Frères Banque. The Committee also ensured that there were no conflicts of interest due to the links between Lazard Frères Banque and Lazard's investment banking business and that the Lazard Group and the Societe Generale Group have strict rules for managing conflicts of interest. He is therefore considered to be independent. 

Mr Olivier Klein was Chief Executive Officer of BRED for 10 years and a member of the management board of BPCE in charge of commercial banking (supervision of the Banques Populaires and Caisses d’Epargne networks). From 2019 to 2023, he was a member of the supervisory board and risk committee of group BPCE. Finally, he has been teaching financial macroeconomics and monetary policy at HEC for many years.

If he is appointed, the Board of Directors has decided that Mr Olivier Klein will take part in the work of the Risk Committee.

Regarding the appointment procedure, the candidate search process was launched at the end of 2023, with the help of a consulting firm, based on the profile defined by the Nomination and Corporate Governance Committee and the Board, namely a candidate with very strong banking and financial expertise. The pre-selection took into account all the conditions set by the EBA and the ECB in the context of its so-called “fit and proper” reviews.

As of its meeting on 19 September 2024, the Board of Directors noted the resignation of Mrs Lubomira Rochet from her position as independent Director of Societe Generale as of 12 September. The Nomination and Corporate Governance Committee immediately initiated a mandate to find a Director with recognised expertise in information systems, digital and data.

On the recommendation of the Nomination and Corportate Government Committees, the Board of Directors proposes to the Annual General Meeting of 20 May 2025  to appoint Mrs Ingrid-Helen Arnold as an independent Director for a period of four years.

Aged 56 and of German nationality, Mrs. Ingrid-Helen Arnold will bring to the Board sound expertise in information systems and digital transformations. Mrs. Ingrid-Helen Arnold had a long career at SAP SE, from 1996 to 2021, where she was Chief Information Officer and member of the Global Management Committee. She was also Head of Digital Transformation (Chief Digital Officer) and member of the Executive Committee of Südzucker between 2021 and 2024 and then interim CEO of KAKO-Elektro since June 2024.

Mrs Ingrid-Helen Arnold is a Director of TUI and was a Director of Heineken.

If she is appointed, the Board of Directors has decided that Ingrid-Helen Arnold will participate in the work of the Risk Committee.

Regarding the appointment procedure, the candidate search process was launched on 17 September 2024, with the help of a consulting firm, with the mandate to diversify the choices proposed, on the basis of a profile defined by the Nomination and Corporate Governance Committee and the Board, namely, the profile of a specialist in technology and digital. The pre-selection took into account all the conditions set by the EBA and the ECB in the context of its so-called “fit and proper” examinations.

The Board of Directors has verified that the candidates proposed for renewal or appointment meet these conditions and have the time required to perform their duties. The Board of Directors defined the expertise profiles sought in view of its existing composition, considering that such a profile would provide it with all the skills required to carry out its remit.

It noted that if these appointments are approved, they would both strengthen its skills in the field of industry, banking as well as in the technological and digital fields and also strengthen its skills in CSR (including Sustainability). It also assessed participation by the Board members to be renewed, apart from their attendance.

The Board of Directors also ensured that the balance of the Board’s composition was maintained in terms of parity and international experience. All the candidates pre-selected on the basis of the work of the external firms were interviewed by each of the members of the Nomination and Corporate Governance Committee.

If the General Meeting approves this proposals, the Board of Directors will comprise 42% women (5/12), 92% independent Directors (11/12) excluding the three Directors representing employees, and 40% Directors who are foreign nationals (out of the 15 Directors sitting on the Board of Directors, seven nationalities are represented, including Directors with several nationalities).

In view of the fact that Mrs Alexandra Schaapveld will not be reappointed, the Board of Directors has already decided that Mr Jérôme Contamine will become Chairman of the Audit and Internal Control Committee. He will be replaced as Chairman of the Compensation Committee by Mrs Annette Messemer. In addition, Mrs Diane Côté will replace Mrs Lubomira Rochet in the Nomination and Corporate Governance Committee until the 2026 AGM.

Composition of the Board of Directors, changes in 2024

In May 2024, the General Meeting renewed the term of office of Mrs. Annette Messemer as a Director.

 

As of 1 January 2025, eleven directors were members of one or more Committees of the Board of Directors.

 

Diversity and complementarity AMONG the BOARD MEMBERS

The composition of the Board of Directors seeks to achieve a balance between experience, expertise and independance while respecting gender balance and diversity. As such, the Board observes the following benchmarks:

• compliance with the 40% gender parity rate;
• minimum 30% target of non-French Directors on the Board;
• skills matrix.

The Board of Directors ensures that its composition is balanced in terms of age as well as professional and international qualifications and experience. The Nomination and Corporate Governance Committee reviews these objectives each year through an annual assessment, the results of which are on page  Appraisal of the Board of Directors and its members . The Board of Directors also ensures the regular renewal of its members and strictly applies the recommendations of the AFEP-MEDEF Code regarding the independence of its members. In accordance with Article L. 22-10-10 of the French Commercial Code, the Board of Directors conducts its search and selection processes of candidates for the position of director in complete neutrality with regard to criteria such as disability or ethnic origin. 

In addition to specific appraisals, the composition of the Board is reviewed each year is one of the areas reviewed each year during the assessment of the Board.

Experienced and complementary group of Directors

Expertise and experience in finance, and the management of large international companies form the criteria underpinning the selection of the Directors. Furthermore, the Board of Directors ensures that some of its members have technological and digital transformation expertise. Each year, the Nomination and Corporate Governance Committee and the Board of Directors review the existing balance in the Board of Directors' composition. A review of the Directors’ expertise underscores the complementary nature of their profiles, particularly in relation to Corporate Social Responsibility (CSR – see the skills matrix below). Their profiles cover the entire spectrum of the Bank’s businesses and the risks associated with its business.

In its recruitment processes, the Board of Directors ensures that directors are competent, active, present and involved, through the trainings they receive and the assessments they undertake.

 

Directors’ fields of expertise

The matrix below illustrates the Directors' main areas of expertise and experience. Their biographies can be found on pages  Presentation of members of the Board of Directors and of the Non-voting Director.

As of 2024, mobility-related skills are appraised to make a better consideration of the new weight of mobility in the Group’s businesses. AI and data skills are also taken into account.

Balanced representation of women and men on the Board of Directors

At 1 January 2025, the Board of Directors comprised six women and eight men, i.e. 42.8% women or 45.5% if, the Director representing employee shareholders and the two Directors representing employees are excluded from the calculation, in accordance with the provisions of Articles L. 225‑23 and L. 225‑27 of the French Commercial Code.

If the resolutions relating to the composition of the Board of Directors, submitted to the vote of the Annual General Meeting of Shareholders on 20 May 2025, are approved, the Board of Directors will comprise 40% women (6/15) based on the total number of members of the Board of Directors or 41.7% women (5/12) if, as laid down by the current law and by the AFEP-MEDEF Code,  the three employee Directors are excluded from the calculations.

The Board of Directors also ensures that there is a balance between men and women represented on its Committees. As of 1 January 2025, each Committee comprised different genders.

The Audit and Internal Control Committee is chaired by a woman.

Sound balance in the ages and length of tenure of the Directors 

As of 1 January 2025, the average age of the Directors was 57:

• one Director is under 50;
• six Directors are between 50 and 59;
• three Directors are between 60 and 65;
• four Directors are between 66 and 70.

This balanced breakdown ensures that members have both the experience and the time available to devote to the work of the Board. The aim is to maintain a balance in terms of the different age brackets of Board of Directors members.

By the next General Meeting, the average length of tenure on the Board of Directors will be six years. This should be weighed up against the four-year term of office rule and the practice by the Board of Directors of factoring in the independence aspect, i.e. an independent Director cannot be reappointed if he has been a Director for more than twelve years. If the proposals for the renewal and appointment of Directors are adopted by the General Meeting, the average age will be 58.

Composition adapted to the Group’s international reach 

Eight different nationalities are represented on the Board of Directors, considering Directors with several nationalities.

All Board members apart from the Directors representing employees possess international experience, either because they have occupied a position outside France during their career, or because they have held one or more Directorships in non-French companies.

The aim of the Board of Directors is to ensure that at least one-third of its members appointed at the General Meeting are non-French citizens and, furthermore, to include persons whose nationalities embody the Group’s European dimension. As of 1 January 2025, six out of 11 Directors (55%) were non-French nationals, excluding employee Directors.

More than 91.9% of Directors were independent aS OF  1 January 2025

In accordance with the AFEP-MEDEF Code and based on the report of its Nomination and Corportate Government Committees, the Board of Directors reviewed the situation of each of its members as of 1 January 2025 in respect of the independence criteria defined in the aforementioned Code.

It reviewed the statuts of the business relationships existing between the Directors or the companies they manage with Societe Generale or its subsidiaries. The relationship may be as a client or a supplier.

The Board specifically focused on the banking and advisory relationships between the Group and the companies in which its Directors are also executive officers to assess whether the nature and extent of these relationships could possibly affect the independance of Directors' decision-making. The assessment is based on a multi-criteria review integrating several parameters, such as the Company’s overall debt and liquidity, the ratio of bank debt to overall debt, the amount of Societe Generale’s commitments and the extent of these commitments compared to total bank debt, advisory mandates held and other commercial relationships.

It concentrated primarily on Mr William Connelly, who is Chairman of the Supervisory Board of Aegon Ltd. and Chairman of Amadeus IT Group SA, on Mr Henri Poupart-Lafarge, who is Chairman and CEO of Alstom, on Mr Benoît de Ruffray, who is Chairman and CEO of Eiffage and on Mrs Béatrice Cossa-Dumurgier, Deputy Chief Executive Officer of Believe.

In the four cases, the Committee ascertained that the nature of the economic, financial and other relationships between the Directors, the groups they manage or chair and Societe Generale did not impact the findings of their independence review conducted in 2023 and 2024. Societe Generale’s role in financing the debt of their groups appeared to be compatible with the Committee’s assessment criteria, i.e. less than 5% of the banking and non-banking debt. They are therefore deemed to be independent.

In light of these assessments, only four Directors are not independent: Mr Slawomir Krupa, the Director representing employee shareholders and the two Directors representing employees.

As of 1 January 2025, the number of independent Directors was therefore 10(1), i.e. 91.9% of the Board’s members, based on the AFEP-MEDEF Code’s calculation rule that excludes the two employee representatives and the employee shareholder representative.

The percentage is well above the Board of Directors’ requirement to observe the minimum target of 50% independent Directors recommended in the AFEP-MEDEF Code.

The Board of Directors, acting on the recommendation of the Nomination and Corportate Government Committees Xreviewed the situation of the independent Directors whose terms of office will be proposed for renewal at the General Meeting of 20 May 2025 (Mr. William Connelly and Mr. Henri Poupart-Lafarge). The latter still comply with the independence criteria within the meaning of the AFEP-MEDEF Code.

The Board of Directors proposes, on the recommendation of the Nomination and Corportate Government Committees, to appoint, for a period of four years, Mr. Olivier Klein as an independent Director. Aged 67 and of French nationality, Mr Olivier Klein brings to the Board a renowned expertise in retail banking and an understanding of macroeconomic issues. He is currently Chief Executive Officer and Managing Partner of Lazard Frères Banque, an entity that brings together the support functions of investment banking (Lazard Frères) and asset management (Lazard Frères Gestion). The Board of Directors, on the proposal of the Nomination and Corportate Government Committees, reviewed its independence. It firstly considered that the entity in which he performs his duties is not material for Societe Generale and that Societe Generale is not material for Lazard Frères Banque. The committee also ensured that there was no conflict of interest due to the links between Lazard Frères Banque and Lazard’s investment banking activity and the existence within the Lazard Group and the Societe Generale Group of strict rules for managing conflicts of interest. He is therefore considered independent. 

Mr Olivier Klein was Chief Executive Officer of BRED for 10 years and a member of the Management Board ("Directoire") of BPCE in charge of commercial banking (supervision of the Banques Populaires and Caisses d’Epargne networks). From 2019 to 2023, he was a member of the Supervisory Board (“Conseil de surveillance”) and the Risk Committee of Groupe BPCE. He is teaching macroeconomics and monetary policy at HEC.

The Board of Directors has decided that, if he is appointed, Mr Olivier Klein will be asked to take part in the work of the Risk Committee.

Mrs Lubomira Rochet ended her mandate on 12 September 2024. The Board proposes, on the recommendation of the Nomination and Corportate Government Committee, to the Annual General Meeting of Shareholders on 20 May 2025 to appoint Mrs Ingrid-Helen Arnold as an independent Director for a period of four years. Aged 56 and of German nationality, Ms Ingrid-Helen Arnold will bring to the Board strong expertise in information systems and digital transformation. Ms Ingrid-Helen Arnold had a long career at SAP SE, from 1996 to 2021, where she was Chief Information Officer and a member of the Global Management Committee. She was also Chief Digital Officer and a member of the Executive Board of Südzucker between 2021 and 2024, before being appointed interim Chief Executive Officer of KAKO-Elektro in June 2024. Ms Ingrid-Helen Arnold is a director of TUI and a former director of Heineken.

Mrs Ingrid-Helen Arnold has no financial or commercial relationship with Societe Generale. The committee ascertained the absence of a commercial relationship between Kako Elektro and Societe Generale. 

The Board of Directors has decided that, if she is appointed, Mrs Ingrid-Helen Arnold will be asked to take part in the work of the Risk Committee.

If the General Meeting approves these proposals, the Board of Directors will comprise:

• 40% women (6/15) based on the total number of members of the Board of Directors or 41.7% women (5/12) if, in accordance with the legislation and the AFEP-MEDEF Code, the three employee Directors are excluded from the calculations;
• 92% (11 out of 12) on independant Directors if, in accordance with the AFEP-MEDEF Code, the three employee Directors are excluded from the calculation;
• six out of 15 Directors will be foreign nationals, i.e. the percentage of non-French Board of Director members will be 40%, and six out of 12 will be foreign nationals, i.e. the percentage of international members will be 50% if the three employee Directors are excluded from the calculation.

The Board of Directors has therefore ensured that, as composed, it possesses the necessary skills to function properly and to carry out its brief of defining the strategy of Societe Generale Group and ensuring that it is implemented.

 

The Nomination and Corporate Governance Committee ensured that Mr Jean-Bernard Lévy, the non-voting Director, also met the independence criteria.

Fully committed Directors

In 2024, Mr Lorenzo Bini Smaghi chaired all 13 of the Board of Directors’ meetings.

The Directors’ attendance rates at Board of Directors’ and Committee Meetings are very high. The average attendance rate per meeting is:

• 98% for the Board of Directors (CA) (98% in 2023);
• 100% for the Audit and Internal Control Committee (CACI) (100% in 2023);
• 100% for the Risk Committee (CR) (97% in 2023);
• 96% for the Nomination and Corporate Governance Committee (CONOM) (92% in 2023);
• 100% for the Compensation Committee (COREM) (94% in 2023).

 

Availability of Directors

The Board of Directors ensured the availability of Directors by applying the rules set out in the AFEP-MEDEF Code and the rules of the ECB:

• any Director who is an executive officer of the Company may not hold more than three directorships;
• any Director who is not an executive officer of the Company may not hold more than four directorships.

Directors and A non-voting Director bound by STRINGENT ethics rules

Each Director is required to comply with the ethics rules laid down in the Internal Rules and procedures, in particular with respect to:

Regulations relating to insider trading 

see articles 5.5 to 5.7 of the internal rules on page  5.5.

Management of conflicts of interest

see articles 8.1 to 8.5 of the internal rules on page  8.1 and article 21 of the internal rules on page  Article 21: Non-voting Director.

In 2024, no conflict of interest existed which resulted in a Director being barred from attending a meeting.

However, it is specified that the Chairman neither participated in the debate nor in the vote on the decision by the Bank to sell shares in an entity where he is a member of an Advisory Board with no executive powers.

Directors required to hold a significant number of SOCIETE GENERALE shares

The Board of Directors meeting of 13 April 2023, acting on the proposal of the Nomination and Corportate Government Committee, amended Article 19 of the Internal Rules to increase from 1,000 to 2,000 the number of Societe Generale shares to be acquired by each Director appointed by the General Meeting (excluding the Director representing the employee shareholders appointed pursuant to Article L. 225-23 of the French Commercial Code), which corresponds to an investment in the Societe Generale's shares. The obligation to acquire 1,000 shares during the first 12 months of appointment was maintained. Directors appointed by the General Meeting must therefore hold a minimum of 600 shares after six months in office and at least 1,000 shares after one year in office. Later, the number of shares held by each Director must rise to 2,000 before the end of the month of February of the year his/her mandate expires. As of 1 March 2025, all Directors complied with these rules. The Chairman of the Board of Directors holds 2,174 Societe Generale shares. 

Each Director is prohibited from hedging his/her shares. The Directors representing the employees and the Director representing the employee shareholders are not subject to any obligation to hold shares pursuant to Article L. 225-25 of the French Commercial Code.

The Chairman of the Board of Directors and the Chief Executive Officers are subject to specific obligations (see p.  Societe Generale share ownership and shareholding obligations - Societe Generale share ownership and shareholding obligations).

Presentation of members of the Board of Directors and of the Non-voting Director

 

 

 

 

 

 

 

 

The Chairman of the Board of Directors

Role of Chairman of the Board of Directors

The Board of Directors appointed Mr Lorenzo Bini Smaghi as Chairman of the Board of Directors following the separation on 19 May 2015 of the offices of Chairman of the Board of Directors and Chief Executive Officer. Following the Combined General Meeting of 17 May 2022 when Mr Lorenzo Bini Smaghi’s appointment as Director was renewed, the Board of Directors unanimously voted to reappoint him as Chairman of the Board of Directors.

The duties of the Chairman are set out in Article 9 of the Internal Rules (see page  Article 9: The Chairman of the Board of Directors).

 

Distinction between the ROLE OF THE Chairman of the Board of Directors and the powers of the Chief Executive Officer

The specific missions assigned to the Chairman are limited and their performance may not encroach on the Chief Executive Officer's legal powers. To this end, the Chairman and the Chief Executive Officer consult each other pursuant to Article 9.8 of the Internal Rules.

Report on the activities of the Chairman of the Board of Directors FOR 2024

In 2024, the Chairman of the Board devoted at least three days a week to Group's business. He chaired all Board meetings and executive sessions. He also attended every Committee meeting. Alongside the Chairman of the Nomination and Corporate Governance Committee, he oversaw collective and individual assessments of Board members. He met Directors individually. The Chairman held several meetings with the ECB. He also took part in keynote speeches on finance and the macro-economy in Europe and the United States. The Chairman made statements to the media on several occasions. Finally, he met with clients, investors and shareholders. In order to prepare for the General Meeting, he organised meetings with the main shareholders and proxies. The Chairman participated in a roadshow to present the Group’s governance system to investors. He performed part of his work using videoconference facilities. The Chairman also made several visits to Group sites, notably in the France network, the United States and Asia. Finally, the Chairman participated in the recruitment of new Directors.

The Board of Directors' expertise

The Internal Rules of Societe Generale's Board of Directors define its organisation and operating procedures. It was updated on 5 February 2025.

The Board of Directors deliberates on any matter falling within its legal or regulatory powers and shall devote sufficient time to perform its missions.

The Board of Directors has the power to act in the areas mentioned in Article 1.2 of the Internal Rules in article 1.2 of the Internal Rules on page  1.2. which provides a non-exhaustive guide to the Board of Directors' brief.

Functioning of the Board of Directors

The Internal Rules govern the functioning of the Board of Directors.

Each Director receives the information required to carry out their duties and in particular to prepare each Board of Directors meeting. The Directors are also given useful information, including critical information, on significant events for the Company. Each Director attends training sessions to enable them to perform their duties.

The Board of Directors' work

In 2024, the Board held 14 meetings (14 in 2023), the average length of which was three hours. The average attendance rate of Directors per meeting was 98%, (98% in 2023). In addition to these meetings, the Board of Directors also held several conference calls to discuss topical issues. It met in the form of a strategy seminar.

Two Directors’ meetings without the presence of Chief Executive Officers (executive sessions) were also held. These concerned assessment of the General Management, succession plans, in particular relating to the Chief Executive Officer and the Chairman, the organisation of the Company, the compensation of Executives and strategic directions.

Developments relating to the Board’s CSR work are now contained in the sustainability report (Chapter 5 of this document and in particular paragraphs 5.1.2.1 to 5.1.2.4).

As of its meeting on 30 October 2024, it approved the reorganisation of the General Management and the reduction in the number of Deputy Chief Executive Officers. It also decided on the conditions of departure of Mr. Philippe Aymerich, after consulting the Nomination and Corporate Governance Committee as well as the Compensation Committee.

As it is the case every year, the Board of Directors closed the annual, interim and quarterly financial statements and examined the budget.

During 2024, the Board continued to monitor the Group’s liquidity profile and its capital trajectory in light of regulatory requirements.

IThe Board of Directors devoted time to several follow-up points on ECB recommendations, particularly in respect of the SREP. It has reviewed its Internal Rules.

The Board of Directors will work to continue strengthening its compliance plan and to promote compliance with the rules and the upholding of integrity as fundamental components of the corporate culture.

At its meeting of 16 January 2025, the Board of Directors ensured that the implementation of the diversity targets laid down for governance at the Board meeting of 4 November 2020. It has also confirmed the gender diversity target for management bodies by 2026 (35%) (see 3.1.5 on page  3.1.5 - Diversity, equity and inclusion policy  at Societe Generale).

In 2024, the Board of Directors prepared the sustainability statement under the CSRD presented in Chapter 5. In addition, the Board of Directors monitored the implementation of the strategy presented by Slawomir Krupa at the Capital Market Day and which the Board of Directors had previously validated. In this context, the Board of Directors monitored and approved the measures taken to strengthen capital, improve profitability and restructure the business portfolio. It also oversaw the continuation of various strategic initiatives, such as the development of BoursoBank, the integration of LeasePlan into Ayvens and the acceleration of the contribution to the energy transition.

The Board addressed the following main topics in 2024:

 

The Board of Directors was informed of regulatory changes and their consequences for the Group’s organisation and its business. The Board of Directors regularly reviewed the Group’s risk status. It approved the Group’s risk appetite. It approved the ICAAP and the ILAAP, as well as the Group’s overall market risk limits. It also reviewed the Annual Reports on internal control communicated to the French Prudential Supervisory and Resolution Authority (ACPR), as well as the responses to follow-up letters following ACPR and ECB inspections.

It also assessed the performances of the Chief and Deputy Chief Executive Officers and determined their compensation, as well as that of the Chairman. It established performance share plans.

The members discussed the policy in place with respect to gender equality in the workplace and equal pay.

Finally, it decided on the allocation of compensation to Directors (see p. Compensation of Company Directors) as well as the fees paid to  of the Non-voting Director.

The Board of Directors prepared and approved the resolutions to be submitted to the Annual General Meeting. In this context, and in accordance with the proposals of the Nomination and Corporate Governance Committee, it prepared and approved the appointments and reappointments of Directors.

It also discussed the development of corporate governance over the next few years, and in particular the succession of the Chairman of the Board. It decided on the principle of announcing its decision by no later than the Annual General Meeting to be held in May 2025.

Each year, the Board of Directors carries out an assessment to review its own functioning process and composition. The assessment is carried out every three years by an external consulting firm and, for the other years, is based on interviews and surveys conducted by the Nomination and Corporate Governance Committee. In 2024, as was the case in 2023, the assessment was carried out internally. In 2022, it was carried out by an external firm, and the process will be repeated in 2025. The conclusions of the 2024 review are set out in the assessment section of this report (see p. Appraisal of the Board of Directors and its members).

Similarly, and as is the case every year, the Board of Directors discussed the succession plans for General Management. These plans distinguish between successions occurring at the end of a term of office and unexpected successions. They are prepared by the Nomination and Corporate Governance Committee. It was also informed of the existence of succession plans for the Executive Committee members and the heads of the BU/SU.

At its meeting held on 5 February 2025, the Board of Directors approved the proposals submitted by the Compensation Committee regarding the Chief Executive Officers’ quantitative and qualitative targets. Overall, the general principles governing the global compensation structure have not changed (see Chapter 3.1.6).

In 2024, the Board continued to apply the working method adopted in 2020 involving systematically calling on one of the Directors to table strategic or cross-business discussions after a presentation from General Management, where necessary. This process enhanced the substantive nature of the work performed and gives added weight to each individual Director’s involvement. Since 18 May 2021, the Board of Directors has also had the benefit of Jean-Bernard Lévy’s insight in his capacity as Non-voting Director. As of the Board of Directors’ meeting of 13 April 2023, his term of office was renewed for a further two years until 18 May 2025. As of the Board of Directors’ meeting of 13 April 2023, his term of office was renewed for a further two years until 18 May 2025. One of his tasks is to assist the Board of Directors in relation to its CSR role, for which his compensation was adjusted accordingly. The Board of Directors has decided to extend Mr Jean-Bernard Lévy's term of office as Non-voting Director for a period of 2 years until the Annual General Meeting of 2027. 

The Board of Directors noted that no new agreement had been signed during the year ended 31 December 2024, directly or by any other intermediary, between, on the one hand, any of the corporate officers or any of the shareholders holding a fraction of voting rights exceeding 10% of Societe Generale and, on the other hand, between Societe Generale or another company it controls in accordance with Article L. 233-3 of the French Commercial Code (see the  relevant Statutory Auditors’ report in section 3.2). Excluded from this assessment were agreements on ordinary operations and concluded under normal conditions.

The Board of Directors' Committees

The Board of Directors was assisted by four Committees in 2024:

• the Audit and Internal Control Committee;
• the Risk Committee (and its corollary, the US Risk Committee);
• the Compensation Committee;
• the Nomination and Corporate Governance Committee.

If required, the Board of Directors may also create one or more ad hoc Committees in addition to these four Committees. Several committees may jointly meet to deal with a topic of common interest. This is systematically the case between the Audit and Internal Control Committee and the Risk Committee, at least in respect of a list of topics set out in the Board's Internal Rules.

 

Each Committee comprises at least four members. None of the Directors are members of more than two Committees. Each Committee comprises at least one male and one female member.

One employee Director participates in the Compensation Committee and the other participates in the Audit and Internal Control Committee. One Director sits on both the Risk Committee and the Compensation Committee. 

In 2018, it was decided to extend the Risk Committee to include the members of the Audit and Internal Control Committee when it sits as the US Risk Committee. On 13 April 2023, the US Risk Committee Charter was amended to restrict its membership solely to the members of the Risk Committee and the Chair of the Audit and Internal Control Committee. The members of the US Risk Committee are as follows: Mr William Connelly (Chairman), Mrs Diane Côté, Mrs Ulrika Ekman, Mrs Annette Messemer and Mrs Alexandra Schaapveld.

Mrs Béatrice Cossa Dumurgier has been a member of the Risk Committee since April 2024 and was invited to attend as a guest during the intervening period. She has been excused from participating in the US Risk Committee for availability reasons.

The Chairpersons of the Risk Committee and the Audit and Internal Control Committee meet with the ECB and the US Federal Reserve at least once a year to provide an overview of these Committees’ activities.

The Chairman of the Compensation Committee met the ECB once.

The US Risk Committee met in New York in January 2024 and again in January 2025.

The duties of the Board of Directors’ four Committees are set out in the corresponding charters which comprise the appendices of the Internal Rules (see page  List of Appendices to the Internal Rules of the Board of Directors of Societe Generale and subsequent pages).

AUDIT AND INTERNAL CONTROL COMMITTEE

At 1 January 2025, the Audit and Internal Control Committee comprised five Directors, four of whom are independent Directors (Mrs Diane Côté, Mrs Ulrika Ekman, Mrs Alexandra Schaapveld and Mr Jérôme Contamine) and one employee (Mr Sébastien Wetter). The Committee is chaired by Mrs Alexandra Schaapveld.

All members hold or have held positions as a banker, Chief Financial Officer, auditor, M&A lawyer or member of a bank’s Management Committee. Accordingly, they are highly qualified in the financial and accounting fields, and in evaluating the statutory audit of financial statements.

 

 

The Charter of the Audit and Internal Control Committee can be found on page  Appendix 1 of the present document.

 

In accordance with Article L. 22-10-10, 7 of the French Commercial Code, the main features of the Company’s internal control and risk management systems in the context of the financial reporting process are described in paragraph [4.3] Internal control of this Universal Registration Document on pages  4.3.

Activity report of the Audit and Internal Control Committee for 2024

The Committee met 11 times in 2024 (11 times in 2023). The attendance rate was 100% (100% in 2023).

The Committee examined the draft annual, interim and quarterly accounts prior to their presentation to the Board and submitted its opinion on them to the Board. It approved the corresponding financial communication. The Committee also examined the Sustainability and the Duty of Care plan.

At each account closing period, the Committee interviewed the Statutory Auditors without the presence of management before attending a presentation of the accounts by the Finance Division. Early in the year, the Statutory Auditors gave a detailed presentation of Key Audit Matters. The Chief Executive Officer attended the meetings dedicated to each account closing and discussed the quarter’s significant events with the Committee.

The heads of the internal control functions (audit, risk, compliance) and the Chief Financial Officer reported to the Committee at each meeting. It reviewed the Annual Report on internal control.

Each quarter, it holds meetings with the Head of the General Inspection and Audit Division at which members of management are not in attendance.

It devoted several agenda items to internal control issues and to monitoring remediation plans following inspections by supervisors, including the US Federal Reserve, the Financial Conduct Authority, the European Central Bank and the French Banking and Insurance Supervisory Authority (ACPR in French). The Committee conducted a quarterly review of work dedicated to bringing permanent control to the required level and regularly assessed the work performed by the General Inspection and Audit Department. It was briefed on significant compliance‑related incidents. It holds quarterly meetings with the Head of the General Inspection and Audit Division without members of management being present.

It reviewed the work schedule for the General Inspection and Audit Department, and followed up audit procedure recommendations.

It examined the Group’s draft replies to follow-up letters from the ACPR, as well as replies to the ECB.

The Committee dealt with the following main issues throughout the year:

• review of disposals and acquisitions carried out in 2024;
• GDPR risks;
• provisioning policy;
• control of outsourced activities;
• overview of services provided by the Statutory Auditors other than the certification of the financial statements;
• 2024 budget provided by the joint Statutory Auditors;
• Universal Registration Document;
• governance and internal monitoring of money laundering/prevention of financing of terrorism (AML-CFT);
• controls of Market Activities (MARK) and of swap dealer activity;
• presentation of the CSRD;
• monitoring the integration of LeasePlan;
• supervision of the savings plan;
• supervision of the implementation of the SREP;
• supervision of recommendations on data quality;
• appointment/appraisal/compensation of the Head of the General Inspection and Audit Division;
• presentation of the results of the Internal Control Certification (I2C) process;
• presentation of the Company and consolidated reports on the Group’s financial security system;
• market integrity (separation of proprietary banking activities, US and European Rules and Procedures on derivatives, market abuse, indices and benchmarks, best execution and transactions by staff);
• customer protection.

The Committee travelled to New York in January 2024 and met the heads of control functions and the heads of the various businesses.

It discussed the audit programme and the budget for Statutory Auditors’ fees for 2024.

It reviewed the Board’s Internal Rules on topics that concern it and in particular its charter, including the update in February 2024 of its tasks in the context of the transposition of the CSRD.

Risk Committee

At 1 January 2025, the Risk Committee comprised five independent Directors: Mrs Diane Côté, Mrs Ulrika Ekman, Mrs Annette Messemer, Mrs Alexandra Schaapveld and Mr William Connelly. The Committee is chaired by Mr William Connelly. Mrs Béatrice Cossa Dumurgier is member of this Committee since April 2024. During the intervening period, since her appointment as Director, she had been invited to attend the Committee Meetings.

All members hold or have held positions as a banker, Chief Financial Officer, auditor, M&A lawyer or member of a bank’s management Committee. Accordingly, they are highly qualified in the financial and accounting fields, and in risk assessment.

 

 

The Risk Committee Charter can be found on page  Appendix 2 of the present document.

 

Activity report of the Risk Committee for 2024

The Risk Committee met 11 times during the year (11 times in 2023). The members’ attendance rate was 100% (97% in 2023).

At each meeting the Committee performed an in-depth review of the risks and their consequences from both a prudential and an accounting perspective.

At each meeting, the Chief Risk Officer reports to the Risk Committee on changes in the risk environment and on key events. The Committee reviews documents relating to risk appetite (the risk appetite statement and the risk appetite framework) and prepares the ground for ICAAP and ILAAP decisions. It regularly receives risk dashboards of all kinds, including for reputational and compliance risks. It also receives operational dashboards. It carries out regular follow up of the implementation of SREP recommendations. It specifically reviewed the following:

• risk limits (including market risk limits);
• Group recovery plan;
• Group resolution plan;
• Group cost recovery mechanism;
• climate and environmental risks;
• liquidity risk;
• interest rate risk;
• exchange rate risk;
• credit risk;
• market risk;
• operational risk;
• dispute management;
• incorporation of risk into the pricing of products and services;
• incorporation of risk into the compensation policy;
• new products;
• cyber resilience;
• data quality;
• transformation of the France networks (BDDF, Crédit du Nord);
• correspondent banking within the Group;
• MARK activities;
• performance and assessment of compliance, audit and risk functions.

In 2024, it devoted several points to climate and environmental risks. It was briefed on the main disputes, including tax disputes. It reviewed the Risk Department’s organisation. It also conducted a review of the Compliance Department. It examined risk areas specific to regulatory projects. It also prepared the Board’s work on the recovery and resolution plans. It issued an opinion to the Compensation Committee on the risks involved in the compensation of regulated employees, namely market professionals and others.

The Committee travelled to New York in January 2024 and met the heads of control functions and the heads of the various business lines.

The Committee held six meetings acting in its capacity as the US Risk Committee. It approved the risk appetite of the US operations. It also performed other tasks required under US law such as the supervision of liquidity risk and the approval of risk policies. It carried out the remediation work requested by the US Federal Reserve in respect of risk management. The Committee received training on business developments in the US and on regulatory changes impacting the US Risk Committee’s activity. The US Risk Committee Charter is appended to the Board of Directors’ Internal Rules (see page  Appendix 5 - Appendix 5).

The Committee reviewed the parts aspects of the Internal Rules that concern it, in particular the composition of the US Risk Committee and the method for assessing risks related to the Group’s CSR strategies following the new CSR recommendations of the AFEP-MEDEF Code published on 20 December 2022.

Compensation Committee

As of 1 January 2025, the Compensation Committee comprised four Directors, including three independent Directors (Jérôme Contamine, Benoît de Ruffray and Annette Messemer) and one Director representing employees (France Houssaye). The Committee is chaired by Jérôme Contamine, who is an independent Director.

Its members possess the skills needed to assess compensation policies and practices, including those relating to the Group’s risk management.

 

 

The Compensation Committee Charter can be found on page  Appendix 3 of the present document.

 

Activity report of the Compensation Committee for 2024

The Compensation Committee met eight times during the year. The members’ attendance rate was 100%, compared with 94% in 2023.

The Chief Executive Officer was involved in the Compensation Committee’s work, but was excluded from deliberations when they directly concerned his own remuneration. The Chairman also took part in the Committee’s deliberations.

The Committee dealt with the following main issues throughout the year:

• guidance on the compensation policy;
• compensation of corporate officers, including Directors;
• gender equality at the workplace;
• compensation policy of GBIS (Global Banking and Investor Solutions);
• compensation policy applied to the regulated employee population;
• public report on the compensation policies and practices applicable to regulated employees;
• impact of the introduction of the Capital Requirements Directive (CRD V);
• supplementary incentive payments;
• compliance with the 2024 compensation policy;
• quantitative and qualitative objectives for 2024 of the executive officers;
• the compensation section of this chapter on corporate governance and the annual report on compensation policies;
• review of the compensation of the Group’s Chief Risk Officer, Head of Compliance and Head of Inspection and Audit;
• allocation of performance shares;
• monitoring of share ownership and holding obligations of executive officers.

It approved the resolutions submitted to the General Meeting concerning compensation.

The Committee analysed and reviewed the equity ratio and benchmarked corporate officers’ compensation in relation to CAC 40 groups and a panel of eleven European banks with comparable characteristics to Societe Generale, i.e. Barclays, BBVA, BNP Paribas, Crédit Agricole SA, Deutsche Bank, ING, Intesa, Nordea, Santander, UBS and UniCredit.

The Committee prepared the executive officers’ assessment reports. It submitted recommendations to the Board on the annual targets of the executive officers.

In accordance with CRD V and its transposition into French law, the Compensation Committee ensured that the Group’s compensation policies comply with the regulations and are aligned with the Group’s risk management strategy and shareholders’ equity targets.

The Committee reviewed the principles of the compensation policy applicable in the Group, in particular concerning employees whose activities have a significant impact on the Group’s risk profile, in accordance with the regulations in force. It devoted several meetings to this issue and to ensuring that the structure submitted for regulated employees complies with the new rules in force. It took particular care to ensure that the compensation policy effectively took into account the risks generated by the businesses and that employees complied with risk management policies and professional standards. The Risk Committee issued an opinion on this matter and on the two Committees which share a member (Annette Messemer). The Committee also relied on work performed by external and internal control bodies. The Risk Committee and the heads of the Risk and Compliance Departments gave presentations to the Committee so it could fully appreciate the risk and compliance issues. Last, it reviewed the Annual Report on Compensation. The compensation policy is described in detail on pages  Group policy on remuneration of the Chairman of the Board of Directors and the Chief Executive Officers, subject to shareholders’ approval “Group policy on compensation of the Chairman of the Board of Directors and the Chief Executive Officers, subject to shareholders’ approval”. In this regard, the Internal Rules of the Board of Directors were amended on 2 August 2023 to clarify the fact that when the Compensation Committee prepares decisions for the Board on the compensation policy applicable to regulated employees, it consults with the Chief Risk Officer, the Head of Compliance and the Head of Inspection and Audit, and furthermore takes into account the opinion of the Risk Committee, all of which is included in the opinion it provides to the Board of Directors. Where necessary, it also consults the Chairman of the Risk Committee.

The Committee submitted the share allocation plans to the Board.

At its meeting of 11 January 2024, the Compensation Committee issued a favourable opinion on the proposal by the Nomination and Corporate Governance Committee to recommend to the Board of Directors that it submit for the approval of the General Meeting of Shareholders of 22 May 2024 an increase in the overall annual amount of the Directors’ compensation from EUR 1.7 million to EUR 1.835 million for the year beginning 1 January 2024 and for subsequent years until decided otherwise.

Finally, the Committee examined the conditions whereby Philippe Aymerich’s vacated his position as Deputy Chief Executive Officer and ensured the proper application of the rules defined in the ex-ante compensation policy.

Nomination and Corporate Governance Committee

At 1 January 2025, the Nomination and Corporate Governance Committee comprised three independent Directors:

Mr William Connelly, Mr Henri Poupart-Lafarge and Mr Benoît de Ruffray. It is chaired by Mr Henri Poupart-Lafarge.

Its members possess the skills needed to assess nomination and corporate governance policies and practices. The identification, selection and succession of the members of the Board of Directors are subject to a procedure.

 

 

The Nomination and Corporate Governance Committee Charter can be found on page  Appendix 4 of the present document.

 

Activity report of the Nomination and Corporate Governance Committee for 2024

The Nomination and Corporate Governance Committee met eight times in 2024. The members’ attendance rate was 96% (92% in 2023).

During 2024, the Chairman of the Board of Directors participated in all of those meetings. The Chief Executive Officer was invited to certain meetings.

As part of its appointment mandate, the Committee:

• reviewed the composition of the Board and the developments planned over the next three years;
• ensured the collective and individual level of skills of the Directors including new skills (data, Sustainability);
• prepared the successions envisaged by 2026, including that of the Chairman;
• launched the recruitment procedures to replace Alexandra Schaapveld (2025), Lorenzo Bini Smaghi (2026), as well as Lubomira Rochet, following her resignation (2025);
• used an independent external consulting firm for each recruitment.

Having obtained the opinion of the Compensation Committee, it recommended to the Board of Directors that it submit for the approval of the General Meeting of Shareholders of 22 May 2024 an increase (+8%) in the overall annual amount of the Directors’ compensation from EUR 1.7 million to EUR 1.835 million for the year beginning 1 January 2024 and following years, until decided otherwise.

It observed that the last increase had been implemented in 2018, with no subsequent change since, even though the number of Directors receiving compensation had increased from 12 to 13 since the Annual Meeting of 18 May 2021. The proposed increase also aims to take into account the increase in the average annual number of meetings by the Board of Directors and its Committees during the three-year periods from 2015 to 2017 (45), 2018 to 2020 (52) and 2021 to 2023 (53). This increase is in line with the policy adopted by the Board of Directors following its evaluation for the 2023 financial year, which requires that each Director (with the exception of the Chairman and the Chief Executive Officer) be a member of at least one Board of Directors Committee. Last, the increase is lower than the increase (+10%) in the average basic salary at Societe Generale in France since 2018.

Before issuing its opinion, the Compensation Committee verified that the proposed new overall annual compensation amount payable to the Directors was in line with levels observed in other French and European financial companies of comparable size and complexity.

The Committee reviewed the compensation of the Non-voting Director as amended on 13 April 2023 by the Board of Directors at the recommendation of the Nomination and Corporate Governance Committee.

Last, the Committee prepared the Board of Directors’ work on workplace gender equality in the Company.

The Committee discussed the organisation of the General Management and the structure of the Group. In particular, it recommended that the Board of Directors validate the new organisation of the General Management, as of 1 November 2024.

The Committee prepared the resolutions for the General Meeting. It examined the draft amendments to the Board of Directors’ Internal Rules. In light ofIn light of the renewal of mandates and appointments in 2025, it ensured that the Board's composition would remain balanced. As is the case each year, it ensured that the AFEP-MEDEF Code in relation to Director independence was being complied with.

It reviewed the composition of the Committees, including that of the US Risk Committee.

When preparing the succession plans for General Management, the Nomination and Corporate Governance Committee relies on work carried out internally by the Chief Executive Officer and, where necessary, by external consultants. These succession plans make a distinction between unexpected successions and those that have been prepared ahead over the medium and long term.

The Chairman of the Committee, liaising with the Chairman of the Board of Directors, managed the internal appraisal procedure of the Board (see below), which was implemented internally.

In addition, the Committee examined:

• the matrix of skills;
• succession plans prepared by the General Management for the Executive Committee members and heads of BU/SU;
• the procedure for managing current agreements;
• the management of standard documentation within the Group;
• the legal structures within the Group;
• the governance of subsidiaries;
• the plans to update the Group's statutes planned for 2025.

The Committee proposed to the Board the conditions for the application of the ex-ante compensation policy on the occasion of the departure of Mr Philippe Aymerich from his position as Deputy Chief Executive Officer.

The Committee approved the electoral protocol to be followed for the election of the candidate for the seat of Director representing employee shareholders.

Finally, the Committee reviewed its rules of organisation in the event of a crisis.

Non-voting Director

In 2024, the Board of Directors was assisted by a non-voting Director whose remit was to assist it with the implementation of its CSR policy, including the energy transition.

Report of the activities of the non-voting Director

In 2024, the non-voting Director took an active role in discussions on  items on the agenda of the Board of Directors and of the Risk Committee on CSR and the energy transition. He helped prepare these meetings with the General Management, the Risk Department and the CSR Department. He gave a presentation to the Board, with his observations on the climate transition, the progress made by the Bank in this respect and the Board of Directors’ role. He also reviewed the discussions with the ECB on climate stress tests. As part of the preparation of the Sustainability report required under the CSRD, he actively participated in the work of the Audit and Internal Control Committee and the Board of Directors. 

Appraisal of the Board of Directors and its members

Each year, the Board of Directors devotes part of a meeting to discussing its composition and functioning, either based on an appraisal performed by a specialised external consultant every three years, or, for the other years, based on interviews and surveys conducted by the Nomination and Corporate Governance Committee. This appraisal analyses whether the skills and expertise available within the Board of Directors are appropriate and whether additional training is considered desirable.

In both cases, the anonymous responses are summarised in a document that serves as a basis for the Board of Directors’ discussions.

For 2024, the appraisal was conducted internally based on a questionnaire and interviews. It covered the composition and collective functioning of the Board and included an individual appraisal of each Director. It was conducted on the basis of interview guidelines approved by the Nomination and Corporate Governance Committee and individual and separate interviews with the Chairman of the Board of Directors and the Chairman of the Nomination and Corporate Governance Committee. For the individual appraisals, each Director was invited to give their opinion on the contribution of each of the other Directors. The individual appraisal procedure also applies to the Chairman of the Board of Directors and the interaction between the Chairman and the Directors.

The results of the appraisal were prepared by the chairpersons and then discussed by the Nomination and Corporate Governance Committee and the Board of Directors. The individual appraisals are not discussed by the Board of Directors. Each member was informed of the results of their appraisal by the Chairman of the Nomination and Corporate Governance Committee.

This process took place between July 2024 and January 2025.

The assessment of the functioning and organisation of the Board of Directors was positive.

The assessment of the composition of the Board of Directors was also positive but with a need to strengthen banking experience and technological skills.

The holding of meetings and interaction with the general management were considered positive. The Directors wanted the part of the meetings devoted to regulatory topics to be lightened in favour of more detailed discussions on business strategy and client satisfaction. Similarly, the efforts made must be continued on the following themes:

• sales activities;
• IT/data/cybersecurity;
• Human resources and the Group’s organisation.

Progress was made on the following areas in relation to previous years, namely:

• strategy and its execution;
• CSR;
• compensation.

The Committees were highly appreciated.

The pace of training is rated very positively, although members expect changes regarding content.

The seminar format was appreciated when discussing strategy. The Board also wishes to continue to keep a close watch on certain strategic decisions made in 2024.

Last, Board members again expressed their appreciation of a lead speaker, selected by the Directors, giving presentations on matters being tabled by the Board.

Training

Nine training sessions were held in 2024. A customised integration programme is systematically organised for each incoming Director.

Board members received training on the following subjects in 2024:

• counterparty risks;
• ICAAP/ILAAP;
• protection of the individual client base (MIFID, etc.);
• consumer lending;
• MARK products;
• internal organisation of the Bank and legal structure of the Group;
• CSR (two training sessions);
• management of credit risk.

This cycle will be continued in 2025, particularly in retail banking, cybersecurity and artificial intelligence.

The annual seminar and certain themes developed during Board Meetings also aim to provide additional training, particularly on the regulatory and competitive environment.

Compensation of Company Directors

The rules governing the breakdown of the compensation between the Directors are defined in Article 18 of the Internal Rules and Procedures of the Board of Directors (see page  Article 18: Directors’ compensation).

The General Meeting of 22 May 2024 allocated a total of EUR 1,835,000 for the annual compenation of directors. The full amount was paid to the Directors in respect of the 2024 financial year.

In 2023, the amount of allocated compensation is reduced by a sum equal to EUR 160,000 earmarked for distribution between the members of the Risk Committee and the Chairman of the Audit and Internal Control Committee for their work as the US Risk Committee. This amount is distributed in equal portions between the members of the US Risk Committee, except for the Chairman of the Risk Committee, who receives two portions. The balance is then reduced by a lump sum of EUR 130,000 which is distributed between the Chairman of the Audit and Internal Control Committee and the Chairman of the Risk Committee.

The balance is divided into 50% fixed, 50% variable. The number of fixed portions per Director is six.

Additional fixed portions are awarded as follows:

• Chairman of the Audit and Internal Control Committee or the Risk Committee: four portions;
• Chairman of the Nomination and Corporate Governance Committee or the Compensation Committee: three portions;
• member of the Nomination and Corporate Governance Committee or the Compensation Committee: a half portion;
• member of the Audit and Internal Control Committee or the Risk Committee: one portion.

Fixed portions may be reduced in proportion to actual attendance when the attendance rate over the year falls below 80%.

The variable portion of the compensation is divided at the end of the year in proportion to the number of meetings or working meetings of the Board of Directors and of each of the Committees attended by each Director.

Neither the Chairman of the Board of Directors nor the Chief Executive Officer receives any compensation as Director.

The compensation of the two Directors elected by the employees is paid to their union.

The compenation of Directors does not provide for any mechanism linked to the Company’s performance.

The compensation awarded to the non-voting Director falls under another category and is paid from a separate budget. The rules governing this type of compensation are contained in Article 21 of the Internal Rules and Procedures of the Board of Directors (see page  Article 21: Non-voting Director). It is equal to the average remuneration paid to Directors, after deduction of the amount allocated in respect of the US Risk Committee and with the exception of compensation paid to Committee Chairpersons. Said compensation takes into account his attendance. It is determined following a review by the Compensation Committee.

The Committee reviewed the compensation of the non-voting Director as amended on 13 April 2023 by the Board of Directors at the recommendation of the Nomination and Corporate Governance Committee.

Finally, the Committee prepared the Board of Directors’ work on workplace gender equality in the Company.

3.1.3General management

(As of 1 January 2025)

Organisation of General Management

General Management manages the Company and acts as its representative with respect to third parties. It comprises the Chief Executive Officer, Mr. Slawomir Krupa, who is assisted by a Deputy Chief Executive Officer.

• Mr Slawomir Krupa, Chief Executive Officer following his appointment as a Director by the Shareholders’ Meeting of 23 May 2023, directly supervises the Risk control function, in addition to Inspection and Audit, the Finance function and the Global Banking and Investor Solutions activities, the Retail Banking activities in France (SG network, BoursoBank), Private Banking and Insurance as well as the Chief Operating Office;
• Mr Pierre Palmieri, Deputy Chief Executive Officer, who has been in office since 23 May 2023, supervises the Compliance Control function, Human Resources, the General Secretariat, Communication, Mobility, International Retail Banking and  Services businesses, Corporate Social Responsibility and the Culture & Conduct.

On the proposal of the Chief Executive Officer, the Board of Directors met on 30 October 2024 under the chairmanship of Mr. Lorenzo Bini Smaghi and approved the reduction of the number of corporate officers of General Management to two members. Mr. Philippe Aymerich, Deputy Chief Executive Officer in office since 14 May 2018, renewed on 23 May 2023, ceased his functions on 31 October 2024.

Whenever the Board decides on the appointment of new members of the General Management, it ensures that the Sustainability expertise within General Management are appropriate or will be developed.

Limitations imposed on the powers of the Chief Executive Officer and Deputy Chief Executive Officers

The Company By-laws and the Board of Directors do not impose any special restrictions on the powers of the Chief Executive Officer or Deputy Chief Executive Officers, who exercise these powers in accordance with the applicable laws and regulations, By-laws, Internal Rules and guidelines decided by the Board of Directors.

Article 1 of the Internal Rules (see page  Article 1: Powers of the Board of Directors) defines the cases in which prior approval by the Board of Directors is required; for example, in the case of strategic investment projects exceeding a specific amount).

Presentation of General Management officers

 

3.1.4Governance bodies

Group Executive Committee

The Executive Committee (“Exco”) is Societe Generale’s senior management governance body which was set up on 24 May 2023. It assists General Management in the oversight and management of the Group’s business, operations, functions, and affairs.

The Group Executive Committee has the following members:

• Slawomir KRUPA, Chief Executive Officer;
• Pierre PALMIERI, Deputy Chief Executive Officer;
• Leopoldo ALVEAR, Group Chief Financial Officer;
• Anne-Christine CHAMPION, Co-Head of Global Banking and Investor Solutions;
• Anne-Sophie CHAUVEAU-GALAS, Group Chief Human Resources Officer;
• Alexandre FLEURY, Co-Head of Global Banking and Investor Solutions;
• Delphine GARCIN-MEUNIER, Head of Mobility and International Retail Banking & Financial Services;
• Stéphane LANDON, Group Chief Risk Officer;
• Laura MATHER, Group Chief Operating Officer;
• Laetitia MAUREL, Group Chief Communication Officer;
• Grégoire SIMON-BARBOUX, Group Chief Compliance Officer.

The Group Executive Committee is composed of members nearly all with at least 20 years of experience in the Bank’s businesses, and who are all proven in their area of expertise. The Executive Committee has a gender balance of five women and six men.

 

Main Committees

 

In addition to the Group-level Committees chaired by General Management, there are also other Committees chaired by the Group heads of Service Units that review Group-level topics and complement the risk management framework established by General Management.

3.1.5Diversity, equity and inclusion policy at Societe Generale

The Diversity, Equity & Inclusion (DE&I) policy reflects Societe Generale Group’s determination to recognise and develop the full range of talent within its departmentsranks rexgardless of the person’s beliefs, age, disability, parenthood status, ethnic origin, nationality, gender identity, sexual orientation, affiliation with  a political, religious, trade union or minority organisation or any other factor that may give rise to discrimination.

With regard to the Board of Directors, Societe Generale is committed to respecting the 40% gender diversity rate. In addition, the Board of Directors ensures that each Committee includes men and women and that their chairs are divided between the genders.

In France, the Rixain(4) Act requires French companies to have 30% of members of the management bodies and senior executives to be female by 1 March 2026, and 40% by 1 March 2029. As of the end of 2024, Societe Generale had already met both targets for 2026:

• 37% female and 63% male for senior executives(5);
• 55% female and 45% male for members of the governing bodies(6).

In 2023, in order to promote more Diversity, Equity and Inclusion within the Group, new targets for 2026 were announced during the Investosr Day event, i.e.

• to reach at least 35% women in the Top 250(7);
• reducing the pay gap: a budget of €100 million has been allocated for this purpose by 2026.

A robust system of governance has been put in place with a sponsor at the level of the Group’s General Management and a DE&I Steering Committee composed of members of the Group’s Management Committee and a DE&I expert who supports it in its reflections and proposals for orientations.

At 31 December 2024, 29.9% of the Top 250 are women.

To achieve the 35% ambition, the main focus in 2025-2026 will be on gender diversity. Actions will focus on the appointment of women to the Top 250 as well as the creation and development of a more robust pool of women successors at all levels of the organisation. Close management with the Executive Committee will facilitate the achievement of the 2026 ambitions. In terms of reducing the pay gap, the transposition of the European Transparency Directive into national law is expected in 2025 (June 2026 at the latest). We will adapt our methodologies according to local transpositions and will use the significant residual part of the EUR 100 million budget in this context.

In addition, multi-year DE&I actions will continue in 2025-2026:

• the DE&I dynamic launched in 2024 around five strategic areas (gender, disability and neurodiversity, diversity of origin, intergenerational and inclusion of LGBT+ people) will continue. Initiated at the first International Summit on Diversity, Equity and Inclusion – bringing together DE&I stakeholders from all regions – recommendations on each of the five areas will make it possible to align practices within the Group around a common ambition: to accelerate progress, while taking into account local legislation;
• awareness-raising campaigns are continuing and a mandatory e-learning on “Understanding and preventing discrimination in the recruitment process” for HR teams and managers in charge of recruitment has been deployed throughout the Group since 2023;
• qualitative management with additional questions added to the annual employee survey makes it possible to better identify specific DE&I issues to be addressed in different areas of diversity. In the 2023 survey, 85% of the Group’s employees said they felt included and accepted as they are, including 82% of employees who declared themselves to be part of a diversity; these two indicators are a solid result demonstrating Societe Generale’s inclusiveness;
• as a follow-up to the update of the DE&I policy in 2024, a DE&I Charter recalling the Group’s commitments and explaining the behaviours expected of employees and managers for a more inclusive culture will be published.

Every year, General Management submits a progress report to the Board of Directors on the full range of these DE&I issues in and outside France. This monitoring includes the representation of women in key positions (Top 250), as well as the associated action plans to achieve the targets set.