Veolia Environnement : Premier supplément au prospectus de base en date du 8 janvier 2021 (en anglais)

Supplement no. 1 dated 8 January 2021 to the Base

Prospectus dated 17 September 2020

VEOLIA ENVIRONNEMENT

(Established as a société anonyme in the Republic of France)

EURO 16,000,000,000

EURO MEDIUM TERM NOTE PROGRAMME

________________________________________

This first supplement (the "Supplement") is supplemental to and must be read in conjunction with the base prospectus dated 17 September 2020, which was granted approval number 20-464 on 17 September 2020 by the Autorité des marchés financiers (the "AMF"), prepared by Veolia Environnement ("Veolia Environnement" or the "Issuer") with respect to its Euro 16,000,000,000 Euro Medium-Term Note Programme (the "Programme"). The base prospectus as supplemented (the "Base Prospectus") constitutes a base prospectus for the purpose of Article 8 of Regulation (EU) 2017/1129 of 14 June 2017, as amended (the "Prospectus Regulation"). Unless otherwise defined, terms defined in the Base Prospectus have the same meaning when used in this Supplement.

This Supplement has been prepared pursuant to Article 23 of the Prospectus Regulation for the purposes of incorporating some recent information with respect to the Issuer. The impacted sections of the Base Prospectus are the following sections "Risk Factors", "Documents incorporated by Reference", "Recent Developments", "Subscription and Sales of the Notes", "Forms of Final Terms" and "General Information" respectively.

Application has been made for approval of this Supplement to the AMF in France in its capacity as competent authority pursuant to the Prospectus Regulation. The AMF only approves this Supplement to the Base Prospectus as meeting the standards of completeness, comprehensibility and consistency imposed by the Prospectus Regulation, such approval should not be considered as an endorsement of the quality of the Notes. Investors should make their own assessment as to the suitability of investing in the Notes

Copies of this Supplement are available for viewing on the website of the AMF (www.amf-france.org), on the Issuer's website (www.finance.veolia.com) and copies of such documents may be obtained, during normal business hours, free of charge from the office of Veolia Environnement, 30 rue Madeleine Vionnet, 93300 Aubervilliers, France.

Save as disclosed in this Supplement, there has been no other significant new factor, material mistake or inaccuracy relating to information included in the Base Prospectus which is capable of affecting the assessment of Notes issued under the Programme since the publication of the Base Prospectus.

To the extent that there is any inconsistency between (a) any statement in this Supplement and (b) any statement in, or incorporated by reference in the Base Prospectus, the statements referred to in (a) above will prevail.

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This Supplement has been approved on 8 January 2021 by the AMF, in its capacity as competent authority under Regulation (EU) 2017/1129, as amended.

The Autorité des Marchés Financiers (AMF) has approved this Supplement after having verified that the information it contains is complete, coherent and comprehensible within the meaning of Regulation (EU) 2017/1129, as amended.

This approval is not a favourable opinion on the Issuer described in this Supplement.

This Supplement has the following approval number: 21-008.

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TABLE OF CONTENTS
RISK FACTORS....................................................................................................................................................	4
DOCUMENTS INCORPORATED BY REFERENCE ......................................................................................	7
RECENT DEVELOPMENTS.............................................................................................................................	17
SUBSCRIPTION AND SALE OF THE NOTES ..............................................................................................	46
FORM OF FINAL TERMS ................................................................................................................................	48
GENERAL INFORMATION .............................................................................................................................	49
PERSONS RESPONSIBLE FOR THE SUPPLEMENT .................................................................................	50

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RISK FACTORS

The sub-section 1 "Risk factors relating to the Issuer" of the section "Risk Factors" appearing on pages 13 to 15 of the Base Prospectus is hereby deleted in its entirety and replaced by the following:

"Risks factors relating to the Group and its activity are described on pages 266 and 275 to 297 of the 2019 Universal Registration Document and in pages 75 to 76 of the Amendment to the 2019 Universal Registration Document (each as defined in section "Documents Incorporated by Reference") which are incorporated by reference into the Base Prospectus.

In view of the current health crisis, the Group has reviewed its risk factors when amending its 2019 universal registration document issued after the publication of its 2020 half-year accounts. The Issuer considers that such risks, as supplemented by the provisions below, remain up-to-date and relevant in the current circumstances, in particular as regards the ongoing sanitary crisis, and are corroborated more particularly by the content of the press release regarding the Issuer's key figures for the nine months ended 30 September 2020, included in the section "Recent Developments" of the Base Prospectus.

Those risk factors include the following:

1.1 Risks relating to the business environment in which the Group operates

• Risks relating to market changes
• Competition risks
• Economic risks (as updated in the Amendment to the 2019 Universal Registration Document)
• Seasonality risks
• Political risks
• Risks relating to natural disasters
• Risks relating to the business climate
• Risks relating to climate change

1.2 Operational risks

• Risks of skills availability
• Risks related to tangible and intangible property, and information systems
• Risks relating to employee health and safety (as updated in the Amendment to the 2019 Universal Registration Document)
• Risks relating to the selection and integration of acquisitions
• Third-partyliability risks and particularly health and environmental risks
• Risks relating to changes in business lines
• Personal security risks

1.3 Financial risks

• Risks inherent to fluctuations in the price of energy and commodities
• Counterparty risks relating to operating activities (as updated in the Amendment to the 2019 Universal Registration Document)
• Risks relating to tax developments
• Foreign exchange risk
• Liquidity risks

1.4 Regulatory, ethical and legal risks

• Risks relating to regulatory changes, particularly in the area of health or the environment
• Corruption and business integrity risks
• Human rights risks
• Risks relating to long-term contracts

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