Statement of compliance

The board considers that the Company has complied fully with the provisions set out in Section 1 of the Combined Code throughout the year, except as follows:

The Combined Code provides that the Chairman of the Company, Martin Adamson, should not be chair of the Remuneration committee. The board of Associated British Foods plc does not accept this recommendation as it considers that Martin Adamson, due to his experience, is best suited to chair this committee. No director has any involvement in the determination of his own remuneration.

The Combined Code provides that the terms and conditions of appointment of non-executive directors should be made available for inspection. For Galen Weston, the board has not considered it appropriate to enter into a formal letter of appointment. This is due to his relationship with the Company’s ultimate holding company, Wittington Investments Limited. Galen Weston receives no fees for performing his role as a non-executive director and Associated British Foods plc does not reimburse him for any expenses incurred by him in that role. In accordance with the Combined Code, he is subject to annual re-election.

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