GBQKSY6W7G0OHCQ8OQ72-2026-09-12-T01

Performance highlights

Group revenue

£19.6bn

(2025: £19.5bn)

Adjusted operating

profit*

£1,508m

(2025: £1,734m)

Gross investment*

£1,433m

(2025: £1,244m)

Adjusted earnings

per share*

156.0p

(2025: 174.9p)

Operating profit

£1,327m

(2025: £1,483m)

Profit before tax

£1,276m

(2025: £1,413m)

Adjusted profit before tax*

£1,457m

(2025: £1,696m)

Basic earnings per share

131.9p

(2025: 141.6p)

Net cash before

lease liabilities*

£305m

(2025: £390m)

Net debt including

lease liabilities*

£2,845m

(2025: £2,629m)

Return on average capital

employed* (‘ROACE’)

12.7%

(2025: 15.5%)

Dividends per share

63.0p

(2025: 63.0p)

Women in the workforce

56%

(2025: 57%)

Number of employees

and number of countries

140,000 / 57

(2025: 138,000 / 56)

ABF Group Scope 1 and 2

(market based)

2,079kt

(2025: 2,410kt)

Primark number of stores

and selling space

508 / 20.6m sq ft

(2025: 473 / 19.5m sq ft)

* Alternative Performance Measures (‘APMs’) as defined on pages 216 to 220

Contents

Visit our website

On the cover

Primark's store at Herald Square in Manhattan,

New York, USA

Tea being produced at Twinings in Swarzędz, Poland

The Ohly plant in Hamburg, Germany

Sugar cane en route from field to factory,

Nakambala Estate, Zambia

Raw ingredients being added to bulk containers at

Premier Nutrition’s premix production site in Fradley, UK

On this page

Primark’s new distribution centre in Newbridge,

County Kildare, Ireland

www.abf.co.uk for

detailed information

relating to our

responsibility

activities during 2026


Associated British Foods plc	\| 1 \|	Annual Report 2026


Associated British Foods plc	\| 2 \|	Annual Report 2026

About ABF

Our purpose is to provide safe,

nutritious and affordable food, and

clothing that is great value for money.

Our businesses operate in different

markets, serve different customers and

meet different needs, yet they are united

by a common approach: building the

capabilities required to grow, compete

and create value over the long term.

Through disciplined investment in

people, infrastructure, brands and

innovation, we have developed strong

businesses with leading positions in

food and retail.

Operating sustainably and responsibly

is integral to this approach, shaping

how we manage our supply chains,

support our communities and deliver

long-term value for all stakeholders.

Separation of Retail and Food businesses

In April, ABF announced that its Board of Directors

had decided to proceed with a demerger of Primark

from its Food business, which is expected to be

completed in December 2027. On completion of the

demerger, ABF shareholders will hold shares in both

listed entities.


Associated British Foods plc	\| 3 \|	Annual Report 2026

Our operating businesses

Retail

Primark

An international value retailer offering

clothing, beauty and homeware through

a growing store network across Europe,

US and the Middle East.


Revenue £9,820m (2025:£9,489m)		Adjusted operating profit £1,005m (2025:£1,126m)


Read more on page 18

Food

Grocery

A portfolio of international brands and

regional food businesses with leading

positions across multiple grocery

categories and markets.

Revenue

£4,237m

(2025: £4,125m)

Adjusted operating profit

£427m

(2025: £478m)


Read more on page 30

Ingredients

A global ingredients business supplying

yeast, bakery ingredients and specialty

ingredients for food, health and

nutrition and pharmaceutical markets.

Revenue

£2,105m

(2025: £2,041m)

Adjusted operating profit

£238m

(2025: £257m)


Read more on page 34

Sugar

A sugar producer operating across

Africa, the UK and Spain, producing

sugar from both cane and beet.

Revenue

£1,966m

(2025: £2,047m)

Adjusted operating loss

£(47)m

(2025: £(1)m)


Read more on page 38

Agriculture

An international agri-food business

producing animal feed, feed

ingredients and premix, alongside an

integrated UK dairy business.

Revenue

£1,015m

(2025: £1,029m)

Adjusted operating profit

£19m

(2025: £18m)


Read more on page 42


Associated British Foods plc	\| 4 \|	Annual Report 2026

CHAIRMAN’S STATEMENT

Investing in future growth

“The opportunities for both

Primark and AB Foods are

considerable and the Board

firmly believes that each will

thrive as an independent entity.”

Michael McLintock

Chairman

This year’s results reflect a challenging operating context that

has been dominated by macroeconomic headwinds, but the

Group has made important strategic and operational progress in

a number of areas.

Group adjusted operating profit was £1,508m, down 13% at

actual exchange rates and 14% at constant currency rates on

last year. Adjusted profit before tax was £1,457m, down 14% on

last year, and adjusted earnings per share was 156.0p, down

11%. This primarily reflects profit reductions in Retail.

Looking at our divisions in detail, Primark sales grew 2% at

constant currency and 4% at actual rates, driven by actions to

strengthen the customer proposition as well as new stores and

the rollout of our franchise model, which contributed 5% to sales

growth. Like-for-like sales, however, were down 2.6% for the full

year. Adjusted operating profit margin was 10.2%, in line with

expectations, and adjusted operating profit was £1,005m, down

12% at constant currency exchange rates and 11% at actual

currency rates. This reflects a challenging consumer

environment in most of our markets and, while progress has

been made in improving the customer proposition in the UK and

especially womenswear, there is much more to do in Europe

and the US. Looking ahead, Primark has taken important

decisions to invest in future growth drivers, expanding its

international franchise model and deciding to offer home delivery

in Great Britain in the future.


Associated British Foods plc	\| 5 \|	Annual Report 2026

CHAIRMAN’S STATEMENT CONTINUE D

In Grocery, revenue was £4.2bn, up 3% at actual rates and 2%

at constant currency rates on last year. However, adjusted

operating profit was below expectations at £427m, down 11% at

actual exchange and constant currency rates, mainly due to a

decline in the US oils category, higher cocoa costs and a step-up

in technology costs in a number of businesses.

In the UK, we completed the acquisition of Hovis, which gives us

the ability to create a sustainably profitable bakeries business,

supported by investment in marketing and innovation.

In Ingredients, sales were up to £2.1bn, an increase of 3% at

actual exchange rates and 2% at constant currency rates. AB

Mauri, our yeast and bakery business, saw good sales growth in

most markets, and our specialty ingredients portfolio, ABFI,

continued to grow well overall. Increased investment and US

consumer weakness for bakery ingredients, however, means

adjusted operating profit was moderately below last year at

£238m, 7% down at actual exchange rates and 8% at constant

currency rates, which is in line with our expectations.

This has been another difficult year for Sugar, where the

adjusted operating loss was £47m. This was driven by lower

average prices compared to last year, as well as an increased

level of onerous contract provisions taken this year arising from

an expected small UK crop in conjunction with inadequate

overhead recoveries, continued low European sugar prices and

elevated natural gas costs. We are taking action to manage the

cost base across the Sugar division, including through the

closure of British Sugar’s Cantley factory. Early indicators

suggest that improved sugar prices will benefit the business

in 2028.

In Agriculture, adjusted operating profit was broadly flat at

£19m, in line with our expectations. We continue to simplify the

division and focus on higher growth segments, including through

the exit from UK compound feed and a more customer centric

operating model and Frontier.

Investment

ABF invests for long-term growth where we are confident

projects offer attractive shareholder returns. Group gross

investment for the year was £1,433m, up 15% on last year. The

increase was driven mainly by acquisitions of £167m, including

of Hovis, Elementis, Abe’s Bagels and Casa de Bolos. We have

also seen the completion of multi-year projects which extend

capacity, strengthen capabilities and modernise operations to

drive efficiency.

Separation of Retail

and Food businesses

The proposed demerger reflects the strength

and maturity of two distinctive businesses that

have evolved over many decades. While Retail

and Food operate in different markets and serve

different customers, they have been shaped by

a shared approach to governance, disciplined

capital allocation and responsible business

practices.

These common frameworks have supported

strong decision-making, long-term investment

and a culture of accountability across the Group.

They have helped create businesses with clear

market positions, resilient operating models and

the capability to succeed independently.

As separate companies, both businesses will

retain these foundations while gaining greater

strategic focus, oversight and accountability. The

Board believes this will position each business

to build on its strengths, invest behind its

priorities and create long-term value for

shareholders and other stakeholders.

Demerger

In April, the Board completed its in-depth review of the Group

structure and concluded that a demerger of Primark from the

Food business is the best way to maximise long-term returns for

shareholders. The decision was reached having looked in detail

at the financial, commercial, legal and organisational

consequences of the demerger. The demerger is anticipated to

be effective in December 2027.

A demerger will deliver a number of benefits to each business -

in particular, oversight by boards that are directly aligned to their

respective industry dynamics, clearer investment propositions

and accountability to shareholders specifically interested in either

Food or Primark. The opportunities ahead for both Primark and

AB Foods are considerable and the Board firmly believes that

each will thrive as an independent entity.

To ensure a smooth transition through the demerger process,

I have agreed with the Board that I will continue as Chairman of

ABF until the completion of the demerger.

AB Foods is how we will refer to the standalone food business

post the demerger of Primark and, in anticipation of that, how

we will refer to our group of food businesses going forward.


Associated British Foods plc	\| 6 \|	Annual Report 2026

CHAIRMAN’S STATEMENT CONTINUED

Capital structure and shareholder returns

We completed our latest £250m share buyback programme in

August. Over the past four years, we have returned almost

£3.9bn back to shareholders via dividends, special dividends and

share buybacks. Our balance sheet, whilst strong, no longer

carries what we would consider to be excess capital. The final

dividend has therefore been maintained and we have decided

not to undertake further share buybacks for the time being as we

want the two new standalone businesses to be well capitalised

with strong balance sheets.

Board

In March 2026, we announced the appointment of Joana

Edwards to the Board as Group Chief Financial Officer. The

Board and I were impressed by the capability and strength Joana

brought to the interim position, demonstrating both the

judgement and the skillset required for the role. We were

delighted to welcome her to the Board.

We also announced the appointment of Eoin Tonge as the

Primark Chief Executive. Eoin’s understanding of the business,

combined with his financial acumen and strategic clarity, give

him the right breadth of qualities and experience to develop and

grow Primark. Eoin remains a member of the Board of ABF.

Work is well underway to appoint a Chair of Primark, after which

we will begin to look for non-executive members.

Outlook

We expect the tough operating environment to continue

and remain cautious on consumer sentiment and the impact

of inflation and higher energy costs. In particular, Sugar

remains under pressure and Grocery will incur the costs of

the Hovis integration.

Group adjusted operating profit and adjusted EPS are expected

to be below this year.

In Primark, we expect new space growth in Europe, the US and

our franchise markets to contribute around 4% to sales growth.

Adjusted operating margin is expected to be approximately 10%,

reflecting continued investment in like-for-like sales growth. This

does not include the impact of the expected dis-synergy costs as

Primark moves towards demerger readiness.

We expect Grocery adjusted operating profit to be broadly in line

with 2026. While Hovis will be slightly dilutive to Grocery profit in

2027, it is expected to be accretive to profit in subsequent years.

In Ingredients, profit is expected to be broadly in line with this

year due to start-up costs in our new yeast facility in India. We

expect Agriculture to grow in 2027.

We remain cautious on the outlook for Sugar in 2027. We

expect the operating loss to be greater and to be in the range of

minus £70m to minus £170m. A number of factors could

materially influence the outcome, either positively or negatively,

including significantly higher gas costs, production levels in

Africa, El Niño weather impacts, and currency movements,

notably the Malawian kwacha.

Looking ahead, we have seen a recent turn in European sugar

prices. This trend should continue, as European sugar production

is estimated to be significantly lower this year and world sugar

prices have risen sharply. We expect to see the benefit of higher

European market prices in future years.

In a challenging year, the Group has made significant strategic

and operational progress that will serve shareholders well when

the operating environment starts to improve.

Michael McLintock

Chairman


Associated British Foods plc	\| 7 \|	Annual Report 2026

CHAIRMAN’S STATEMENT CONTINUED


	A selection of grocery products from some of our businesses around the world


Associated British Foods plc	\| 8 \|	Annual Report 2026

CHIEF EXECUTIVE’S STATEMENT

Turning investment into advantage

The Group made significant strategic progress in a difficult year.

Although financial performance was frustrating in the year, we

took significant steps to strengthen our businesses.

Last year we identified three key areas where self-help could

improve performance and we continued that work this year.

In Grocery, we acquired Hovis and integration is underway to

establish a sustainably profitable UK bakery business. In Sugar,

we continued to rationalise our footprint and will move from

four to three factories in the UK, enabling us to meet customer

demand more efficiently. We are now doing similar in

Agriculture, where we are freeing up low-returning capital and

concentrating operations on the areas with the strongest

growth prospects. And in Primark, our strategy to drive like-for-

likes has been successful in the UK and womenswear.

Operationally, the year was rather better. Amidst global supply

chain instability, ABF demonstrated once again its resilience by

consistently delivering safe, affordable and nutritious food and

great value clothing to our customers. It has been harder to do

our job this year, but we have done it well.

The context has been challenging. Macroeconomic volatility and

external cost pressures reduced profits. Conflict in the Middle

East affected the Group through higher energy, freight and other

input costs, and extreme weather disrupted some of our

operations and agricultural supply chains. Economic insecurity

weakened consumer confidence.

Group adjusted operating profit was £1,508m, 14% lower than

last year, principally driven by lower profit at Primark. Adjusted

earnings per share were down 11%. EPS benefitted from

share buybacks. I’m pleased to say that the dividend will be

maintained, reflecting the underlying strength of the Group

and the Board’s confidence in the long-term prospects of

the business.

I was heartened by the way we responded to our challenges.

“Amidst global supply chain

instability, ABF once again

demonstrated its resilience. It

has been harder to do our job this

year, but we have done it well.”

George Weston

Chief Executive


Associated British Foods plc	\| 9 \|	Annual Report 2026

CHIEF EXECUTIVE’S STATEMENT CONTINUED

Separation of Retail and Food businesses

The proposed demerger will create two focused

businesses, each with the capability, investment

capacity and strategic flexibility to accelerate its

own growth agenda.

Across Retail and Food, years of disciplined

investment have created strong foundations for

future success. These capabilities extend beyond

physical assets to include the people, expertise,

technology and operational excellence that

differentiate our businesses in their markets.

As independent companies, both businesses

will be better positioned to allocate capital, pursue

growth opportunities and respond to changing

customer and consumer needs.


	Find out more online at abf.co.uk

Demerger

The most important strategic decision of the year was to

demerge Primark from our Food business. ABF has been a

brilliant parent to Primark for almost 60 years. In that period

Primark has grown into a multi-market business with a powerful

global brand, a successful store model, growing digital

capabilities and opportunities for further international growth. It

will now benefit from having its own governance. For our Food

business, separation will enable greater investor understanding

of the breadth and strengths of our differentiated portfolio.

We anticipate that Primark and AB Foods will both become FTSE

100 companies and expect the demerger to become effective in

December 2027. There is a substantial amount of work

underway among central teams and so this will be of little

distraction to our businesses.

Primark

Primark has spent the year re-energising its customer

proposition and improving its internal organisation. This is

important both for future growth and its transition to becoming

an independent business.

At last year’s full-year results we set out a strategy for driving

sustainable like-for-like sales growth based on improving price

and price perception, product, customer engagement and digital

capabilities. Fundamentally, this is about concentrating on what

Primark does best. We have made good progress.

We have unapologetically focused on Primark’s largest market

and its biggest category: the UK and womenswear. Primark

delivered like-for-like sales growth and gained share in the UK,

despite a declining market. In womenswear, we have delivered

strong sales by investing in better design, improved quality and

new ranges, supported by more effective marketing.


Retail		Food
Revenue £9.8bn		Revenue £9.3bn

Adjusted operating profit £1,005m		Adjusted operating profit £637m

Number of employees 81,358		Number of employees 57,713

Number of stores* 508		Number of manufacturing sites 178

* includes 4 franchise stores

Primark is reasserting its position as the leader in disruptive

value. Its global ‘Iconic Value’ campaign reduced prices on

hundreds of products while improving style and quality and initial

results have been encouraging.

Marketing is becoming more focused and is supported by

stronger digital capabilities, including the introduction of the app

in several markets and the rollout of Click & Collect across Great

Britain. Underpinning this is a clearer understanding of the

Primark customer in each of its markets, enabling propositions to

be tailored.

The next stage in Primark’s digital strategy will be to offer home

delivery in Great Britain. We now see this as an incremental

profitable opportunity, following developments in the online

marketplace and the growing maturity of Primark’s digital

capabilities. Importantly, this will complement rather than

undermine our stores, which remain at the heart of the business.

Primark opened its 500^th store this year in Pompei, Italy –

evidence of its enduring global appeal.

In Europe, we are in the process of rolling out the improvements

to our proposition that are in place in the UK, but we have seen

an even more challenging consumer environment. Where we

have launched initiatives the response has been positive, but

much remains to be done. In the US, we are making progress.

We opened our flagship Manhattan store, which will accelerate

increased brand awareness and is performing well. We know we

must do more to localise our offer.

Elsewhere, international expansion remains a substantial

opportunity. Primark’s first franchise store opened in Kuwait in

October last year and I saw for myself queues of more than a

thousand customers. Despite the regional conflict, three stores

opened as planned in Dubai in the spring, followed by, just after

the end of the financial year, stores in Bahrain and Qatar. The

performance of franchise stores has been positive and I look

forward to the launches in Saudi Arabia and Mexico next year.


Associated British Foods plc	\| 10 \|	Annual Report 2026

CHIEF EXECUTIVE’S STATEMENT CONTINUED

We have also concentrated on giving Primark the right leadership

team. We ran an international search process for the CEO

position and met a strong range of candidates, so I was pleased

to be able to appoint Eoin Tonge as Chief Executive in March. As

interim CEO, Eoin demonstrated the leadership, judgement and

understanding of the consumer that Primark needs.

We then created the new position of Chief Commercial Officer,

bringing together the principal consumer-facing functions into a

single role, and Filip Ekvall joined in September, bringing

extensive experience of international retail. Eoin has also

appointed Lucy Slinger as Chief Financial Officer, who has

considerable financial and commercial experience.

Eoin has worked hard this year to improve internal processes,

efficiency of decision-making and team structures. Primark is

making great progress towards being ready to become a

successful standalone business.

“We remain committed to the

approach that has served ABF

well: investing patiently with

discipline and supporting long-

term performance.”

Food

The food sector never stands still and this year has been no

different. Science and technology are reshaping food

production and consumption, while consumer preferences

continue to evolve.

Our diverse food Group is well placed to navigate this changing

landscape. Optionality gives us resilience and greater opportunity

to participate in fast growing sectors within food. Our

deliberately devolved operating model, where authority is

pushed down close to the customer, gives us the agility to adapt

to new trends. This is supported by strong central oversight, a

network of connections across the businesses and the expertise

that comes from operating across multiple parts of the food

supply chain.

This year, we continued to invest in the drivers of our future

growth. We expanded capacity through capital projects,

accelerated category reach through targeted acquisitions,

invested in technology and developed new products in response

to changing consumer needs.

First, Grocery. The Grocery portfolio is a broad set of

distinctive businesses built around strong brands and market

positions where manufacturing capability, routes to market,

customer relationships and category expertise give us

competitive advantage. We complement established positions

with earlier-stage businesses and we have a wide range of

opportunities ahead.

This year, performance has been mixed but underlying progress

in many of the businesses was good.

In July, we completed the acquisition of Hovis. We expect the

integration of its production and distribution facilities will deliver

significant synergies that will enable investment in the segments

of the UK bakery category that are growing as a result of

changing consumer tastes, including healthier options.

On a personal note, having started my career around bakeries, I

have enjoyed visiting the Hovis sites and meeting our new

colleagues. The Hovis brand is a national treasure which has not

received the investment it deserves. We have the opportunity to

restore it.

Twinings was affected by unusually hot weather, which reduced

demand over the summer, but the business remains strong. It

delivered good volume-led growth, supported by product

innovation, growing demand for wellness products and success

in its e-commerce channel.

Jordans Cereals showed good growth and continued to innovate

in response to consumers’ growing focus on nutrition. Smaller

brands in niche categories also performed well, such as our

Sports Nutrition business, which showed impressive double

digit growth.

AB World Foods and Westmill both achieved record profits,

responding to growing demand for Asian food.

Grocery profit was reduced primarily due to higher IT

investments, higher cocoa costs and lower sales in US cooking

oil. We will not allow short-term pressures in US oil to lead to

long-term damage in this important business.

Turning to Ingredients, our division which brings together

two international B2B platforms with distinct opportunities

for growth.

AB Mauri, our global yeast and bakery ingredients business,

combines large-scale yeast production with a portfolio of

specialised bakery ingredients. Its scale and established routes

to market provide opportunities to broaden its offering and build

specialist categories within large markets.

The business grew well in most of its markets this year, though

profit was hit by US consumer weakness. Good progress was

made on multi-year capital projects.

ABFI brings together specialist ingredients businesses across

food and beverage, health and nutrition and pharmaceuticals. We

see significant potential for growth by taking proven science and

technology into new applications, customers and geographies.

ABFI sales grew this year and we increased both our geographic

reach and commercial capability. The acquisition of Elementis

strengthens our position in the growing digestive health market,

while the expansion of Ohly’s Hamburg plant provides additional

capacity and capability.

Results in Sugar were again disappointing. Higher gas prices,

surplus supply and low prices in Europe, together with

operational and regulatory difficulties in Africa, contributed to a

loss this year and a negative outlook for next year.


Associated British Foods plc	\| 11 \|	Annual Report 2026

CHIEF EXECUTIVE’S STATEMENT CONTINUED

We are addressing factors within our control. Our Sugar

businesses are becoming fitter and more efficient. The factories

in Malawi and Zambia achieved record production and in the UK

and Spain we continue to improve efficiency.

The longer-term fundamentals of our Sugar businesses remain

attractive. In Europe, there is strong cash generation potential,

despite gentle long-term industry volume decline, and in Africa

our businesses benefit from growing populations, high market

shares and well-branded businesses with good routes to market.

We are well positioned, therefore, to take advantage of a market

that is turning. Lower European sugar production and higher

global prices should benefit us after 2027.

Like Sugar, AB Agri gives us direct exposure to primary food

production. Our Agribusiness actually has its roots in finding

markets for British Sugar’s beet pulp as animal feed and today

uses its expertise in animal nutrition to help make the most of

co-products from food production. Agri performed in line with

our expectations. We see growth potential in the business

continuing to develop higher-value animal nutrition and

integrated services for farmers and we are adjusting the

operating footprint accordingly.

Investment

In 2026, gross investment was £1.4bn, 15% more than last year.

Capital expenditure was £1.2bn and we invested £167m in

acquisitions. We have passed the peak of the current investment

programme in Food and many of the projects completed in

the year should from now on contribute meaningfully over

many years.

The Twazabuka packing facility in Zambia and the new factory in

Tanzania will help our Sugar businesses serve growing demand

in both markets. Ovaltine’s new manufacturing facility in Lagos,

its first in Africa, gives the business a stronger base from which

to supply Nigeria and the wider West African market.

AB Mauri’s new sourdough facility in Northampton will help

meet growing demand for specialist bakery products and the

recently-completed fresh yeast plant in India will help capture

growth in a large market.

George Weston Foods’ new bakery in Western Australia and the

completed Ballarat flour mill will strengthen capacity and support

growth. I'm pleased to see the business continuing to invest in

modern, efficient milling capacity.

We have invested extensively in technology and operating

efficiency, including enterprise resource planning systems at AB

World Foods, ACH, Stratas and Twinings. Although at times

expensive and painful to implement, these systems are a

prerequisite for our businesses if they are to be efficient. They

also allow us to more easily adopt AI tools.

Primark continued to expand and improve its estate while

modernising its supply chain. It opened 37 stores and completed

refits in 33. The new distribution centre in Newbridge, Republic

of Ireland represents an investment of €75m to strengthen

Penneys’ supply chain. Primark also acquired a highly automated

fulfilment centre to support the expansion of Click & Collect and

the future introduction of home delivery in Great Britain, so a

very significant investment indeed.

Responsible business

Our commitment to responsible business is an integral part of

our approach to building sustainable, long-term value. At a time

of geopolitical uncertainty, investment in resilient operations,

safer workplaces, secure supply chains and the responsible use

of resources is increasingly important.

During the year, we strengthened our governance of material

ESG matters, made progress in reducing our Group Scope 1

and 2 market-based greenhouse gas emissions and ABF Sugar

rebuilt or upgraded a significant number of homes in our

African businesses.

Severe weather affected several of our businesses and supply

chains during the year, reinforcing the importance of our work to

strengthen resilience across our operations. We are reviewing

our material climate risks and the actions being taken to

manage them.

Primark has been reviewing its Sustainability Strategy, working

closely with the central ABF ESG team.

Looking ahead, the demerger will not change our businesses’

commitment to operating responsibly, but it may alter the

relative materiality of some issues in Primark and AB Foods as

standalone businesses. We are reviewing this and will have

more to say on this next year.

People and leadership

In March, Joana Edwards was appointed as Group Chief

Financial Officer and a full-time member of the ABF Board. As

interim CFO, Joana demonstrated a clear understanding of

ABF’s business and operating model, rigour in the execution of

her role as custodian of the Group’s finances and a passion for

building great teams. Her experience is invaluable.

Looking ahead

The immediate operating environment remains challenging, but

we have good reasons to be confident. Across the Group, the

investments and decisions made this year are strengthening our

competitive positions and preparing the businesses for the

future. We remain committed to the approach which has served

ABF well: taking a long-term view, investing patiently with

discipline and devolving responsibility to capable management

teams. Notwithstanding the financial challenges of the year, both

Primark and AB Foods are well positioned for the future.

George Weston

Chief Executive


Associated British Foods plc	\| 12 \|	Annual Report 2026

OUR STRATEGY AND BUSINESS MODEL

Understanding our business

Our purpose is to provide safe, nutritious

and affordable food, and clothing that is great

value for money.

As a Group, we have a clear sense of our social purpose

and we work hard to provide safe, nutritious and affordable

food, and great-value clothing to millions of customers

worldwide every day.

We deliver our purpose through ABF’s diverse portfolio of

international food, ingredients and retail businesses, which have

a significant presence across Europe, the Americas, Australia,

Africa and Asia. The way in which we do this is shaped by our

strong culture and values, which are lived and breathed across

our businesses, whether it is in how we drive our strategies,

invest for growth, serve our customers or approach our

sustainability priorities.

Our culture is underpinned by our high standards of integrity,

recognising that acting responsibly is the only way to build

and manage a business over the long term.

We believe that most people are inherently good and that with

encouragement, engagement and support they will do the right

thing in the right way.

Our people are key to the innovation and action that are needed

to deliver our purpose. It is through the skills and capability

of our people that we can make necessary and timely progress.

Our employees tend to stay with us for a long time, building

exciting careers that help them fulfil their goals at work, at home

and in the community.

We pride ourselves on being a first-class employer, working

actively to develop our people and create opportunities for

progression. Our businesses thrive on the diversity of our

people, so we are investing in programmes to help remove

barriers to talent. We want to attract, recruit and retain the best

people, ensuring they are stimulated by the jobs they do and

equipped with the skills they need to succeed.

How we deliver our purpose is

shaped by our culture and values

We strive to protect the

dignity of everyone within

and beyond our operations.

We continuously learn and

incorporate better practices

across everything we do, from

making products to preserving

the resources we rely on.

We proudly promote and

protect a culture of trust,

fairness and accountability

that puts ethics first.

We work with others to enable

knowledge and expertise to be

shared across the Group.


	Find out more online at abf.co.uk


Associated British Foods plc	\| 13 \|	Annual Report 2026

OUR STRATEGY AND BUSINESS MODEL CONTINUED

Our Group strategy is to drive sustainable, long-term

growth, cash generation and strong returns across our

portfolio of food and retail businesses to create value

for shareholders and other stakeholders.

We take a long-term, patient investment approach to

create sustainable growth. We aim to build and acquire

long-duration growth businesses that will create value

and deliver strong returns.

Our portfolio of clothing retail and food businesses is

well positioned for long-term growth through a focus on

categories and sectors with resilient market fundamentals and

geographies with favourable demographics. We select

opportunities where we can create a competitive advantage

to build leadership or niche market positions, typically in

moderate-scale categories. Our investment decisions are

influenced by strategic patience and we believe our highly-

diversified portfolio, across different business activities and

geographies, enables discipline and creates breadth in our

opportunities for growth. We have designed a devolved

operational leadership model that effectively manages

the breadth, mix and long-term nature of our businesses.

Our businesses are typically highly cash generative,

which enables continuous reinvestment. We are investing

in our well-established, growth-engine businesses to

drive expansion into new markets and adjacencies, while

nurturing a substantial portfolio of smaller, early-stage

businesses which have the potential to be the next generation

of long-duration growth drivers.

Our ability to invest is strengthened by having several

mature, lower-growth businesses within the Group that

continue to deliver good profitability and cash generation.

Across our portfolio, we are investing to accelerate

growth through effective marketing, innovative new product

development and enhanced digital and technology capabilities.

This is underpinned by continuous investment to expand our

manufacturing capacity and add new capabilities. We are

also investing to deliver our ESG priorities based on the

most material risks, opportunities and impacts to the Group.

In particular, this includes decarbonisation and social factors

within our supply chains. We supplement organic growth

with investment in value-creating acquisitions that bring new

opportunities and capabilities. We make disposals when

judged to be the best route to creating shareholder value.

Our investment approach is grounded in conservative financial

management and we maintain a resilient balance sheet. This

ensures long-term financial stability and creates the flexibility

to fund opportunities as they arise. Our disciplined approach

to capital allocation, using risk-adjusted hurdle rates, drives

strong returns on capital.

Building

and acquiring

long-duration

growth

businesses

Investing to

drive growth

and create

competitive

advantage

Strong

cash generation

enables

continuous

reinvestment

Conservative

financial

management

and a resilient

balance sheet

Disciplined

capital allocation

to drive

strong returns

Adjusted earnings

per share

156.0p

(2025: 174.9p)

Dividends

per share

63.0p

(2025: 63.0p ordinary dividend)


Learn about our strategic performance in our KPIs on pages 16 and 17


Learn about how we reward executives for strategic progress in the Remuneration Report on pages 120 to 134


Learn about the strategic risks we manage against on pages 86 to 95


Associated British Foods plc	\| 14 \|	Annual Report 2026

OUR STRATEGY AND BUSINESS MODEL CONTINUED

We deliver our Group strategy through our individual

businesses

Retail

Primark is a fast-growing, international value retailer with

a differentiated customer proposition delivered through

a digitally-enabled, store-led model. Our strategic priority is

to strengthen and re-energise Primark’s core customer

proposition to drive like-for-like sales growth. It has

significant white space to increase its share of consumer

spend and extend its presence in existing and new markets

through both own stores and franchise partnerships.

We win with customers through our strong brand, known for its

disruptive value, combining unbeatable prices with quality, style and

an exciting customer experience. We target a wide customer base

across women’s, men’s and kidswear and supporting lifestyle

categories such as home and beauty. We are developing clearer

category strategies, having started this year with womenswear as

our largest and most strategic category. We continuously evolve our

ranges to meet customer needs, including through collaborations and

licensing partnerships. The execution of our strategy in each market

is adapted to reflect the size of the customer opportunity, the

maturity of the store portfolio and local customer needs.

We aim to offer a unique store experience by finding the right spaces

in the right locations and creating exciting retail destinations. We are

investing in brand, marketing and digital capabilities - including our

website, stock checker and, increasingly, Click & Collect and social

media platforms - to strengthen customer engagement, drive footfall

and support like-for-like growth. Our digital strategy is designed to

deliver incremental, profitable growth while complementing our

store-led model. Primark will offer home delivery in Great Britain in

the future, providing the opportunity for a profitable channel for

incremental growth that complements our store model. Alongside

expansion through our own stores, franchise partnerships provide an

asset-light and margin accretive route into new markets. We work to

maintain an ethical and responsible supply chain, and we focus on

driving efficiencies and cost savings across our supply chain, store

portfolio and central operations. We are investing in technology to

improve operational performance, drive efficiencies and support long-

term growth. We target strong financial returns and cash generation.

Grocery

Our strategy is to drive sustainable growth across our

large and diverse portfolio of both international brands

and regionally-focused businesses. Growth will continue

to be organic and through carefully selected acquisitions.

Our international brands, Twinings, Ovaltine, Patak’s, Blue Dragon,

Jordans and Mazzetti, have a long runway for growth. Our focus

is on reaching new consumers in existing markets, expanding

into new markets and broadening our offer through new product

development. We are investing in effective marketing and innovation

to drive category growth and build market share. We benefit from

our centralised manufacturing footprint for these brands.

In our regionally-focused businesses in the United Kingdom, North

America, Australia and New Zealand, our focus is on driving strong

cash generation over the long term. We adopt bespoke strategies

to win in local markets. This includes investing in marketing to

maintain brand health and support our strong local market positions.

Ingredients

Our strategy is to drive sustainable growth in Ingredients

within focused categories, including yeast, bakery

ingredients, enzymes, precision extraction, health and

nutrition and pharmaceutical delivery systems.

In our yeast and bakery ingredients business, AB Mauri, we are

growing our portfolio of products and solutions for industrial, craft

and home bakers in our well-established regions of the Americas,

Europe and Asia. Our focus is on consistent delivery and innovation

for new and existing customers.

This is underpinned by strong, insight-led investment in the

development of new technologies and ingredients that will meet the

changing needs of our customers in different local markets.

Our individual country businesses are dedicated to their local

markets, backed by global expertise in bakery products, technologies

and know-how. We are also expanding our portfolio of specialty

yeast products and technologies for other industries, including

alcoholic beverages and bioethanol.

In our specialty ingredients portfolio, ABFI, we are using science

and technology to create value-added, innovative specialty

ingredients to serve the food and beverage, health and nutrition

and pharmaceutical industries, as well as adjacent markets such

as animal feed and certain industrial segments. Our strategic focus

is on niche categories where we can have a differentiated proposition

using platforms such as enzymes and other industrial biotechnology,

precision extraction and synthetic chemistry. As well as building

on these platforms, we are broadening our geographical exposure

to certain developing markets.

We will continue to grow both through acquisitions and organically,

including geographical expansion, innovation and new applications.

Sugar

Our strategy is to drive sustainable long-term growth in

Africa, building on our strong market positions, while

delivering good returns in our European businesses over

the cycle.

In our African markets, particularly Zambia, Malawi and Tanzania,

growth in sugar consumption is expected to be driven by both

population and economic growth. We have strong, attractive

consumer brands and continue to build effective routes to market.

We are investing to add production capacity in our larger growth

markets such as Tanzania and Zambia. Across our markets, we

will continue to expand our commercial capabilities, improve our

operational effectiveness and strengthen our agricultural practices,

which will help to increase cane yields. Over time, we have

opportunities to expand our portfolio of co-products, such as potable

alcohol and electricity. We are investing to deliver our ESG priorities,

which include sustainable agricultural practices as well as social factors.

In Europe, our strategy is to deliver good profitability and

cash generation through the cycle, and to that end we review

and restructure businesses in our portfolio when required.

Our businesses focus on long-term customer relationships, built

on the high quality of our products and the security of our supply.

We also see opportunities to grow our portfolio of co-products,

drive continuous operational efficiencies and use data and

technology to improve yields and profitability for our growers.

We continue to invest in our ESG priorities, in particular our

decarbonisation programme.

Agriculture

Our strategy is to build value-added agri-food businesses,

growing organically and through acquisition.

We are expanding our portfolio of innovative, specialty feed

ingredients, including feed enzymes and additive products, which

we sell globally. We are also growing our integrated dairy business

in the UK, connecting data, services and products in new ways

to provide insights to help our customers improve dairy farm

performance. We continue to strengthen our position as a market

leader in premix and animal feed in the UK and China.


Associated British Foods plc	\| 15 \|	Annual Report 2026

OUR STRATEGY AND BUSINESS MODEL CONTINUED

We are enabled by our devolved operating model

Devolved operational leadership

Strategic and financial objectives are set from

the bottom up

Operational decisions are taken locally by the people

closest to their customers and markets

ESG priorities reflect the materiality and impact

for the Group and for individual businesses

Central leadership team

Fosters a strong sense of purpose, culture and

values, and drives long-term thinking

Co-creates business strategy and maintains

continuous dialogue on performance, risks

and opportunities

Deploys capital based on a rigorous review of

investment returns

Provides central support and creates a framework for

Group-wide knowledge-sharing and collaboration

Provides central capability and scale in areas such as

IT, treasury and procurement

Oversees business leadership, drives talent

development and enables Group-wide

career opportunities


Our value chain		Our stakeholders
	Supply chains		Employees	Communities and environment
	Operations		Suppliers	Shareholders and investors
	Products		Customers/ consumers	Governments

Our devolved operating model enables us to manage a large

and diverse portfolio of businesses. We believe in setting

objectives from the bottom up rather than the top down.

Operational decisions are made locally, by the people closest

to their customers and markets. Our model enables business

leaders to be empowered and accountable, driving innovative

thinking and quick decision-making.

The central leadership team fosters a clear sense of purpose,

culture and values that runs through our devolved model.

Business leaders are encouraged to be long-term in their

thinking and in their approach to investment and value creation.

There is continuous dialogue between the centre and the

businesses to co-create strategy, assess operational execution

and financial performance, and to review risks and opportunities.

The centre takes a rigorous and disciplined approach to

deploying capital to ensure investments deliver good returns

over the long term.

As well as providing a hub of central support, the centre creates

a framework for knowledge-sharing and a culture of collaboration

across the Group. This enables us to accelerate change and

innovation in response to changing market and consumer trends.

The businesses also benefit from the capability and scale at the

centre in areas such as IT, cyber security, procurement, treasury,

tax and legal.

The central oversight of the business leaders and their teams

focuses on the recruitment, retention and development of

high-performing individuals, who are able to pursue exciting

career opportunities across the Group.


Associated British Foods plc	\| 16 \|	Annual Report 2026

KEY PERFORMANCE INDICATORS

Tracking our progress

We use key performance indicators (‘KPIs’) to measure our progress in delivering the successful

implementation of our strategy and to monitor our performance.

Financial indicators

Group revenue

(£bn)

Revenue is a measure of business growth.

Constant currency comparisons are also used

to provide greater clarity of performance.

Adjusted operating profit*

(£m)

Adjusted proﬁt and earnings measures provide

a consistent indicator of performance year-on-

year and are aligned with management

incentive targets.

Adjusted earnings per share*

(pence)

The Group’s organic growth objective aims

to deliver steady growth in earnings over

the long term.

Gross investment*

(£m)

A measure of the commitment to the long-term

development of the business and includes

capital expenditure and acquisitions

of businesses.

Free cash flow*

(£m)

The free cash flow measure represents

the cash that the Group generates from its

operations after maintaining and investing in its

capital assets.

Net cash before lease liabilities*

(£m)

This measure monitors the Group’s liquidity

and capital structure and is used to calculate

the Group’s liquidity ratio.

Return on average capital employed*

(%)

This measure monitors the level of return

generated by the Group’s investment

in its operating assets. It is also a key part

of management incentive targets.

Financial leverage*

(times (x))

This measure monitors the Group’s financial

strength to ensure long-term financial stability.

Dividends per share

(pence)

The Group’s organic growth objective aims

to deliver steady growth in dividends over

the long term. This included the payment

of special dividends of 12.7p and 27.0p in 2023

and 2024 respectively.

* APMs as defined on pages 216 to 220.

Each business develops KPIs relevant to its operations. These are monitored regularly. In the case of adjusted operating profit and return on average capital

employed, we use them as metrics to incentivise our management teams.


Associated British Foods plc	\| 17 \|	Annual Report 2026

KEY PERFORMANCE INDICATORS CONTINUED

Non-financial indicators

Number of Lost Time Injuries and

Lost Time Injury

(%)

A measure of the Group’s management

of the health and safety of its employees

– the number of on-site lost time injuries

resulting from an accident arising out of,

or in connection with, on-site work activities

and the proportion of the full-time equivalent

workforce experiencing a lost time injury.

Read more on page 69

The Group data in this report on our environmental and safety KPIs covered the period 1 August to 31 July, excluding Primark selling space and number

of countries of operation and employee numbers.

△ EY has provided limited independent assurance over the 2026 metrics. See page 146 for EY’s assurance report.


Associated British Foods plc	\| 18 \|	Annual Report 2026

OPERATING REVIEW

Retail

Primark is an international value retailer with

a growing presence across Europe, the US

and the Middle East. The business combines

leading value, fashion credibility and operational

scale through 508 stores in 19 countries△*

Key strengths

Global disruptive leader in apparel, providing customers

with an unmatched value proposition, combining clear price

leadership with differentiated quality and exciting fashion

in prime locations

Top-class product engine spanning essentials and

fashion, with end-to-end control of innovation, design,

licensing, buying and quality, underpinned by industry-

leading standards of sustainability and ethical sourcing

Multiple levers to deliver long-term sustainable growth

including continued investment in its value proposition,

improved product availability, greater digital enablement

and increasingly tailored local execution

Exceptional brand strength and proven international

expansion strategy, providing a scalable model for growth

across existing and new markets through both own stores

and franchise partnerships

Well-invested and highly productive store estate

underpinned by a scaled, efficient supply chain and lean

operating model that delivers strong and resilient margins

Experienced and highly capable team with

a long-term mindset, strong execution capability

and a uniquely Primark culture

Strong balance sheet with disciplined capital


	Cocoon yarn jumper from Primark’s Iconic Value campaign

allocation that is focused on driving strong free cash

flow and attractive returns

* includes 4 franchise stores in 2 countries


Associated British Foods plc	\| 19 \|	Annual Report 2026

OPERATING REVIEW – RETAIL CONTINUED

Primark

Primark is a fast-growing, international value retailer with

a differentiated customer proposition delivered through

a digitally-enabled, store-led model. It is one of the largest

and fastest-growing clothing retailers in Europe, the

market leader by sales volume in the UK, and has

a growing presence in the US. Primark is also expanding

through franchise stores in the Middle East and Mexico.

We have 508 stores as at the end of the 2026 financial year, with

20.6 million sq ft of selling space△, across 19 countries△ and

more than 81,000 colleagues. Our founder, Arthur Ryan, opened

our first store in 1969 in Dublin city centre and this remains the

home of our global headquarters.

Primark’s strong brand is known for offering unbeatable prices and

great quality essential clothing and fashion. We target a wide

customer base across women’s, men’s and kidswear, as well as

beauty, homeware and accessories. Our licensed clothing ranges

are with some of the biggest names in entertainment and sport.

We aim to offer a unique store experience by finding the right

spaces in the right locations and creating exciting retail

destinations. We use our digital customer experience to drive

engagement and increase footfall in stores. This includes our

customer website, our stock-checker facility and our

social media platforms. We offer a Click & Collect service from

all of our British stores to give customers the convenience to

order online before collecting their purchase in store.

Primark’s sustainability strategy, Primark Cares, was launched in

2021 with the ambition of making fashion more affordable,

more sustainable and accessible for everyone. Since then,

Primark has made progress across its commitments, building

on its long-standing approach to responsible sourcing and

strengthening the resilience of its operations and supply chain.

In 2026, Primark updated its Primark Cares strategy to reflect the

evolving regulatory, technological and consumer landscape, and

focused on integrating with the business’ growth ambitions. The

refreshed strategy focuses on the areas where Primark can have

the greatest impact through its products, scale and supply

chain relationships.

Going forward, Primark Cares will be centred on three priorities:

circularity, strengthening supply chain resilience and supporting

women across the Primark value chain. Through these priorities,

Primark aims to drive growth that is both responsible and

resilient, creating long-term value for customers, suppliers,

colleagues and communities. Further details of the updated

strategy will be published next year.

Highlights


Revenue £9,820m 2025: £9,489m Actual currency: up 4% Constant currency: up 2%		Adjusted operating profit £1,005m 2025 : £1,126m Actual currency: down 11% Constant currency: down 12%
Adjusted operating profit margin 10.2% 2025: 11.9%		Operating profit £1,003m 2025: £1,120m Actual currency: down 10%
Return on average capital employed 16.8% 2025 : 19.1%		Selling space 20.6 m sq ft △ 2025: 19.5 m sq ft
Scope 1, 2 (market-based) and 3 GHG emissions 4,765△ (000 tonnes of CO₂e) 2025: 6,040 (000 tonnes of CO ₂e)		Gross investment £576m 2025: £530m


	Primark’s new distribution centre in Newbridge, County Kildare, Ireland


Associated British Foods plc	\| 20 \|	Annual Report 2026

OPERATING REVIEW – RETAIL CONTINUED

Launch of Primark’s first franchise

partnership and move into the GCC

Primark's international expansion reached a significant

milestone this year with the launch of its first franchise

partnership with Alshaya Group and entry into the Gulf

Cooperation Council (‘GCC’) region, as well as signing a

strategic partnership agreement with El Puerto de Liverpool

to bring Primark to the Mexican market.

The GCC represents an attractive opportunity for expansion, with a

retail market worth approximately £90bn and good existing

awareness of the Primark brand among international shoppers.

Working with Alshaya Group, a leading retail franchise operator,

Primark opened four stores in two markets: one in Kuwait and three

in the United Arab Emirates.

The first opened at The Avenues, Kuwait, in October 2025, followed

rapidly by three in the UAE: Dubai Mall, Dubai City Centre Mirdif and

Mall of the Emirates.

Primark’s arrival was met with excitement from customers. More

than 2,000 queued for the opening of the Kuwait store, with strong

demand at the subsequent openings too.

Store performance has exceeded expectations. Dubai Mall quickly

became one of Primark’s strongest-performing stores in terms of

sales. Alongside Dubai Mall, Kuwait and Mall of the Emirates have

featured among the top-performing locations in several trading

periods. Across the franchise estate, key metrics of average basket

value and units sold per transaction have all been higher than the

Primark average.

The external backdrop to the UAE openings was challenging due to

the conflict in the wider region, with mall footfall and tourism

significantly down during this time. However, the knowledge and

expertise of Alshaya Group was invaluable in navigating these

challenges and minimising impact on supply and operations.

The franchise model is a new approach for Primark that creates the

ability to open in new markets with greater speed and at scale while

benefitting from the expertise and capability of established local

operators. It represents a powerful additional tool for Primark as the

business continues to expand.

Following this initial success, Primark has since opened stores in

Bahrain and Qatar, with plans to open in the Kingdom of Saudi Arabia

next year, again along with Alshaya Group, as well as progressing the

new franchise agreement with El Puerto de Liverpool to open stores

in Mexico.

c.£90bn

value of the GCC

retail market

2,000+

customers

queued for

Kuwait store


	Top: The opening of Primark's store at The Avenues, Kuwait, in October 2025 Right: Customers queuing for the opening of Primark at Dubai Mall in March 2026

opening


Associated British Foods plc	\| 21 \|	Annual Report 2026

OPERATING REVIEW – RETAIL CONTINUED

Operating review

Sales summary


Market	Percentage of total sales	Like-for-like sales growth			Total sales growth
Market	Percentage of total sales	H1 2026	H2 2026	2026	H1 2026	H2 2026	2026
UK only	39%	+1.3%	(0.2)%	+0.5%	+3%	+1%	+2%
UK and Ireland	45%	+1.1%	(0.1)%	+0.5%	+2%	+1%	+1%
Continental Europe	47%	(5.6)%	(3.9)%	(4.7)%	(1)%	(1)%	(1)%
US	6%				+12%	+14%	+13%
Primark Group¹		(2.7)%	(2.5)%	(2.6)%	+2%	+3%	+2%

Primark's sales grew 2%. New stores contributed 5% to growth,

with good execution across our key growth markets in Europe

and the US and through our franchise model in the Middle East.

In a challenging consumer environment across most markets,

like-for-like sales declined 2.6%. Against this backdrop, we

focused on strengthening and re-energising Primark's customer

proposition by lowering prices, improving value perception,

enhancing our product offer and increasing investment in

marketing and digital engagement. In the UK, where these

actions are more advanced, we drove much-improved like-for-

like sales and gained market share. In continental Europe, where

consumer sentiment remained weak and we are at an earlier

stage in our commercial recovery and in the development of our

capabilities in brand, marketing and digital capabilities, our sales

declined. While we delivered good growth from new store

openings in the US, it was a difficult retail environment. Overall

profit delivery was impacted by the like-for-like sales decline and

related markdowns, as well as investments to deliver the

improvements in the proposition. Return on average capital

employed was 16.8%.

Market summary


Market	2026 percentage of Primark sales	H1 2026 sales growth	H2 2026 sales growth	2026 sales growth
UK only	39%	+3%	+1%	+2%
UK and Ireland	45%	+2%	+1%	+1%
Spain and Portugal	17%	—%	—%	—%
France and Italy	15%	(2)%	(2)%	(2)%
Northern Europe	12%	(5)%	(4)%	(4)%
Central and Eastern Europe	3%	+13%	+7%	+10%
US	6%	+12%	+14%	+13%
Primark Group¹		+2%	+3%	+2%

In the UK, sales increased 2%, like-for-like sales grew 0.5% and

Primark increased its UK market share to 6.9%². The UK clothing

retail environment remained difficult in the year, reflecting

cautious consumer sentiment and challenging weather patterns.

Our strong relative performance reflects our improved customer

proposition and our investment in marketing and digital

capabilities taking effect. This includes Click & Collect, which

contributed to growth and increased the effectiveness of our

marketing investments in driving footfall and sales. Active

management of our UK store estate also drove sales growth

from store openings, relocations and extensions.

In continental Europe, sales declined 1% and like-for-like sales

declined 4.7%. Similar to our actions in the UK, we strengthened

our value proposition, improved our in-store execution and began

to increase our digital marketing activity. We have also

sharpened our focus on our target customer base. While the

development of our brand, marketing and digital capabilities is

less advanced than the UK, we made progress in the year, as we

focus on driving more localised activations.

In Spain and Portugal, combined sales were broadly flat, with

good execution of new store openings offset by weak underlying

trading. Spain, our largest European market, was a priority for

brand and marketing investment and more focused local

activation in the year, building on our experience in the UK. In

France and Italy, sales declined, reflecting very challenging

market conditions and competitor intensity. We have also

recently stepped up marketing investment in these markets.

New store openings drove good growth in our newer markets in

Central and Eastern Europe. In Northern Europe³, the decline

reflects sales weakness in Germany, which has also been a very

challenging retail market.

In the US, sales grew 13%. We made good progress with new

space expansion, opening 14 new stores. This included a

flagship store in Manhattan, which has performed strongly since

opening and supports our brand awareness. At the end of 2026,

we had 47 stores in total, with an additional 5 leases signed. The

US was also a difficult market environment in 2026, principally

due to the effect of US tariffs on consumer sentiment, footfall

and trading. We have refined our proposition, including

adjustments to our category mix and increased product

localisation, supported by continued brand awareness activity.

We opened our first franchise stores in the Middle East in 2026,

starting with one store in Kuwait and three in Dubai. Despite the

disruption in the region, all stores traded well and are ahead of

our original plan.

Adjusted operating profit summary

Adjusted operating profit declined 12% to £1,005m and adjusted

operating profit margin was 10.2%. This was due to lower like-

for-like sales and related higher markdowns and to a significant

increase in investment. The investment was across price,

product, marketing and digital initiatives to drive like-for-like sales

growth and in technology as we build capacity and scale. Foreign

exchange was a margin benefit. The cost efficiencies we

delivered across our supply chain, store operations and central

costs offset inflation.

1. Primark Group includes franchise revenue, which in 2026 comprised three stores in Dubai and one in Kuwait.

2. Kantar, Primark market share of the total UK clothing, footwear and accessories market including online by value, 52-week data to 13 September 2026

3. Our Northern European markets comprise Germany, the Netherlands, Belgium and Austria.


Associated British Foods plc	\| 22 \|	Annual Report 2026

OPERATING REVIEW – RETAIL CONTINUED

Capital expenditure summary

We invested £576m in capital projects in 2026, including new

stores in Europe and the US. We opened a total of 33 owned

stores in the year: three in the UK, one in Spain, two in Portugal,

14 in the US, two in Germany, five in Italy, two in Poland, one in

Czechia and three in Romania. We relocated one store, extended

two stores, closed two stores and right-sized three stores. On 12

September 2026, including the four new franchise stores, we

were trading from 508 stores across 19△ markets, with 20.6m

sq ft of selling space. △

We also made good progress with our store refurbishment

programme, completing refits in 33 stores comprising 1.4m sq ft

of selling space. This included the ongoing rollout of self-

checkouts that are now in over 330 stores. We continued to

invest in our depot network, including the acquisition of a highly-

automated fulfilment facility in Sheffield, which will enable

Primark to launch home delivery in Great Britain in the future.

The ongoing build of a new depot in northern Italy will support

growth in Europe, as well as improving stock availability and cost

efficiencies. In 2026, return on average capital employed was

16.8% compared to 19.1% in 2025.


	Primark’s new distribution centre in Newbridge, County Kildare, Ireland

Strategic and operational summary

Our strategic priority is to re-energise Primark's core customer

proposition to drive like-for-like sales growth and we made good

progress in 2026. We are reasserting Primark's position as the

leader in disruptive value, combining style and quality with the

lowest prices in the market. In July, we invested in new, lower

prices across hundreds of key lines while also improving quality,

style, fit and the overall shopping experience. We launched

these changes across all markets and categories through our

'Iconic Value' campaign to coincide with the arrival of our

autumn/winter ranges. The initial customer response has been

encouraging everywhere, with positive volume growth in key

lines including nightwear, leisure and performance wear.

At the same time, we are developing more defined category

strategies and tailored growth plans. We started with

womenswear as our largest and most strategic category. Our

strengthened product offer reflects investment in key ranges

such as performance wear, the introduction of new collections

such as 'By Coleen' and 'The Primark Scene', and an improved,

more co-ordinated fashion offer. Womenswear delivered strong

like-for-like sales growth in 2026 and outperformed other

categories in all markets. We are now applying the same focus

and investment to other categories, including a clear strategic

plan and overhaul of our kidswear category aimed at creating a

simpler, stronger offer.

To drive customer engagement, we increased investment in

brand and marketing. In the UK, our first fully integrated

marketing campaigns across channels delivered encouraging

results, strengthened brand metrics and increased customer

engagement. We also introduced initiatives such as our

'Spotlight' partnerships with local influencers in both the UK and

selected European markets, and our 'Major Finds' promotions in

all markets, both of which drove footfall in stores and attachment

sales. Growth in these initiatives has been supported by

continued investment in digital engagement. Our investments in

paid media, social media and CRM increased customer

engagement, with website traffic growth of 22% in 2026, and

contributed to like-for-like sales. The focus is now to extend and

scale these initiatives in our European markets as part of our

overall plan to drive greater localisation. We have used learnings

from the UK, adapted for local market relevance and customer

needs, supported by ongoing investment in digital capabilities

and assets.

Primark’s digital strategy is to deliver incremental growth and

support our strong, store-led model. Click & Collect in Great

Britain was a key contributor to like-for-like sales growth, while

also driving footfall and attachment sales and increasing the

effectiveness of our marketing activations. The next evolution is

to offer home delivery in Great Britain in the future. This will

enable us to reach new customers and drive incremental

growth, in the same way Click & Collect has done. The

economics of home delivery have evolved over recent years,

including the introduction of return policies, minimum basket

sizes and delivery fees as standard, creating an opportunity for

us to drive profitable growth through this channel. At the same

time, our digital advancements will enable us to maximise the

potential of home delivery to accelerate our digital flywheel and

drive growth in our store model. In September, we acquired a

highly automated depot in Sheffield in the UK, which provides

the fulfilment capability and capacity to both offer home delivery

and continue growing Click & Collect.


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OPERATING REVIEW – RETAIL CONTINUED

We have significant white space to increase Primark's share of

consumer spend and extend our presence in existing and new

markets. There is still a lot of runway to grow in our European

markets. Last year saw our highest number of store openings in

the US to date. We are clear on our commercial strategy in the

US and we have sharpened our understanding and focus on our

key target customer. We will now focus on consolidating our

position and driving growth across our enlarged footprint through

our new commercial plan for the near to medium term before

we expand again. Alongside expansion through our own stores,

our franchise partnerships are an asset-light and margin-accretive

route into new markets. Since year end, we have opened stores

in Bahrain and Qatar and we have a strong pipeline for the

Middle East. In particular, we have expanded our partnership

with Alshaya Group to include the Kingdom of Saudi Arabia and

expect to open the first store in spring 2027. We also signed an

agreement with El Puerto de Liverpool to open franchise stores

in Mexico and we are actively exploring the first locations.

Looking ahead, our vision is to 'Build a Better Primark': a

stronger, simpler and more scalable business that creates long-

term value for customers and shareholders. Growth will come

from our strengthened customer proposition, deeper category

strategies, increased investment in brand, marketing and digital,

improved availability and more locally relevant market

propositions. We will continue to expand our store estate and

grow through franchise partnerships. We also see a significant

opportunity to develop an omnichannel operating model, starting

in the UK. We are actively assessing the omnichannel

opportunity in Europe. Underpinning this will be a focus on

simplifying our operating model, strengthening our supply chain

and using technology, automation and data to improve

productivity and effectiveness at scale.

Leadership appointments

A number of leadership appointments were made in 2026 to

enable Primark to deliver its long-term growth ambitions and to

transition to be a standalone listed entity following the demerger

of Primark from ABF in December 2027.

In March this year, we announced the appointment of Eoin

Tonge as Chief Executive of Primark, having served as Interim

Chief Executive. In September, this was followed by Filip Ekvall

joining in the newly-created role of Chief Commercial Officer and

Lucy Slinger joining as Chief Financial Officer.

New store openings in the year ended

12 September 2026:


Company stores
UK • Epsom, The Ashley Centre • Tunbridge Wells • Weymouth Spain • Talavera US • Castleton, IN, Castleton Square • Franklin, TN, CoolSprings Galleria • Miami, FL, Dolphin Mall • Gurnee, IL, Gurnee Mills • New York, NY, Herald Square • Grapevine, TX, Grapevine Mills • Houston, TX, Katy Mills • Bloomington, MN, Mall of America • Hyattsville, MD, Mall at Prince George’s • Hurst, TX, North East Mall • Arlington, TX, The Parks at Arlington • Lawrenceville, GA, Sugarloaf Mills • Orlando, FL, Vineland Premium Outlets • Houston, TX, Willowbrook Mall Germany • Regensburg • Rostock, Ostee Park		Italy • Biella, Gli Orsi • Cremona, CremonaPo • Naples, Grande Sud • Naples, La Cartiera • Parma, Parma Promenade Portugal • Setúbal, Alegro • Castelo Branco Poland • Koszalin, Forum • Lublin, Felicity Romania • Craiova, Electroputere Mall • Iași, Palas • Sibiu, Shopping City Sibiu Czechia • Ostrava Franchise stores Kuwait • Kuwait City, The Avenues United Arab Emirates (UAE) • Dubai, Mall of the Emirates • Dubai, Mirdif City Centre • Dubai, The Dubai Mall

Store footprint


	Year ended		Year ended
	12 September 2026		13 September 2025
	# of stores	sq ft 000	# of stores	sq ft 000
UK	199	7,991	197	7,907
Spain	68	2,706	67	2,692
US	47	1,746	33	1,304
France	30	1,469	30	1,469
Germany	28	1,379	27	1,380
Republic of Ireland	38	1,198	38	1,175
Italy	24	1,059	19	896
Netherlands	19	903	19	903
Portugal	15	514	13	487
Belgium	8	403	8	403
Poland	9	318	7	267
Austria	5	242	5	242
Romania	7	239	4	147
Czechia	4	152	3	119
UAE*	3	131	–	–
Kuwait*	1	61	–	–
Slovenia	1	46	1	46
Slovakia	1	39	1	39
Hungary	1	34	1	34
	508	20,630△	473	19,510
* Franchise stores


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OPERATING REVIEW – RETAIL CONTINUED

Driving growth in

womenswear through

category investment and

customer engagement

Womenswear is Primark’s largest category and the cornerstone of its

product offer. The ranges are central to brand strength and a key

performance driver, making them a priority as Primark reaffirms

its great value credentials with customers.

During the year, Primark continued to strengthen its womenswear

proposition through an improved product offer, a sharper focus

on price and value and an increased emphasis on

customer engagement.

Product innovation remained key. Primark launched and expanded

successful ranges such as Primark Scene and Performance, as well

as increasing its co-ordinated fashion offer, giving customers more

choice and even better style. Work also continued to improve fit

and sizing.

Investment in new fashion-focused partnerships with strong social

and creator activation is helping to broaden Primark’s reach and drive

incremental sales. With the debut ‘By Coleen’ collection, Primark

delivered strong global sales and set a new Click & Collect record,

with 31% of purchases in the first two weeks of sale coming from

new Click & Collect customers. Another initiative, ‘Spotlight’, which

sees Primark partner with locally relevant influencers, launched in the

UK and Ireland with fashion influencer Perrie Sian.

It delivered strong results, and significantly expanded Primark's

reach, with 77% of Instagram activity and 98% of TikTok activity

coming from non-followers.

To reach more customers, the year saw the launch of three

integrated marketing campaigns promoting Primark’s womenswear

offer, designed to reach new and existing customers. These included

‘In Denim We Can’, for women’s denim last autumn, and ‘Shockingly

Chic’ in spring, promoting the new co-ordinated fashion offer,

followed by ‘The Get Away’ which introduced Primark’s summer

collection across the UK and US and was also Primark’s first fully

integrated campaign in Spain.

Commercial results across these campaigns were very encouraging,

resulting in an 8% year-on-year uplift in Primark’s market share in

women’s denim, Primark’s highest market share in women’s denim

in two years. ‘Shockingly Chic’ also performed strongly, particularly in

the UK, Ireland, France and Italy, with sales ahead of expectations.

Following the success of these initiatives in driving like-for-like

sales, Primark intends to roll them out further in other markets.

31%

of initial purchases from the debut

Coleen Rooney collection came from

new Click & Collect customers

year-on-year increase in Primark’s

market share in women’s denim


	Coleen Rooney modelling the Tie Back Poplin Shirt from her first ‘By Coleen’ collection at Primark


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OPERATING REVIEW – RETAIL CONTINUED

ESG at Primark

• In 2026, Primark has been reviewing its approach to ESG.

Its updated Primark Cares strategy will centre around its

strengths as a business: its products, its scale and its reach

across the supply chain. It will concentrate on three priorities:

circularity⁴, supply chain resilience, and supporting women

across the Primark value chain. Primark will publish its updated

strategy next year.

• Primark is committed to respecting human rights throughout

its supply chain. In the 2025 calendar year, Primark conducted

over 2,300 Supplier Code of Conduct audits in its supplier

factories, most of which were unannounced, supporting its

continued risk-based, worker-centric approach to human rights

due diligence in its supply chain.

• In 2026, 81%△ of clothing units sold by Primark contained

recycled or more sustainably-sourced materials (recycled

polyester, recycled polyamide/nylon, recycled acrylic, recycled

cotton, cotton from the Primark Cotton Project, Cotton made

in Africa, Organic Cotton, viscose, modal and lyocell)⁵.

• In 2026, 64% of cotton clothing unit sales contained cotton

from Primark preferred sources (cotton from the Primark

Cotton Project, recycled cotton, organic cotton and Cotton

made in Africa)⁵.

• Through its Primark Cotton Project, the business provides

farmers with agronomic training in more regenerative

agricultural practices. During the year, the Primark Cotton

Project transitioned to CottonConnect’s REEL Regenerative

Standard, which provides additional independent verification

of farming and ginning practices against the

standard’s requirements.

• Primark’s Scope 3 GHG emissions, which represent 99% of

its GHG footprint, decreased by 21% compared to 2025.

This represents a 24% decrease against its 2019 baseline.

These reductions were achieved through a decrease in

supplier GHG emissions, improved availability of primary data

from supplier factories and greater use of recycled or Primark

preferred sources⁵. The decrease in supplier GHG emissions

resulted from increased use of renewable energy, wider

industry and supply chain decarbonisation initiatives, continued

Primark investments in capacity building and site-specific

action plans for supplier decarbonisation.


	Read more about ESG initiatives at Primark on our website at www.abf.co.uk.


	Progress update

The Primark Circular Product Standard

Informed by three years of learning, testing and

collaboration, Primark launched its updated Circular

Product Standard this year. The revised framework

provides a clear and practical approach to circular design

that is replicable at scale, and grounded in affordability,

by designing for durability and recyclability, and with

preferred materials.

As of July 2026, 6% of all Primark’s clothing unit sales

are circular by design, meeting the ‘Foundational’ criteria

set out by our Circular Product Standard. Within its focus

categories, 21% of all jersey and 15% of all denim

clothing unit sales are now circular by design.


	A cotton farmer from the Primark Cotton Project in Gujarat, India

4. For Primark, circularity means working towards a system where clothing is kept in use for longer and textiles are used again, reducing waste and reliance on

virgin resources. Primark’s approach is informed by the Ellen MacArthur Foundation’s ‘vision of a circular economy for fashion’, in which products are ‘used

more, made to be made again, and made from safe and recycled or renewable inputs’.

5. https://corporate.primark.com/en-gb/a/news/sustainability-and-ethics-news/understanding-the-fibres-in-your-clothes


Associated British Foods plc	\| 26 \|	Annual Report 2026

OPERATING REVIEW – RETAIL CONTINUED


	Primark’s new distribution centre in Newbridge, County Kildare, Ireland


Associated British Foods plc	\| 27 \|	Annual Report 2026

OPERATING REVIEW – RETAIL CONTINUED

Increasing the focus on digital,

including the Primark app

Primark continued to step up its

investment in digital capabilities

this year as part of its strategy to

support long-term growth, drive

customer engagement and make

shopping easier.

April 2026 saw the launch of the Primark

app in the UK, Primark’s biggest market.

The app brings the Primark experience

directly to customers: shoppers can

explore trends, check stock availability,

save favourites, receive personalised

notifications and use the store locator to

plan their visits.

The app also integrates with Primark’s

Click & Collect service, creating a

seamless shopping experience and

helping drive customers to stores. Early

adoption has been encouraging, with the

app reaching number one in the UK App

Store on three occasions since launch and

accounting for 9% of Click & Collect sales

within days of launch and around 15%

by the year end. Stock checker usage –

which is a strong purchasing signal –

has also been robust, with on average

29.5% of app users in the UK using it

since launch.

The collective power of these digital

investments, which also encompass

Primark’s website, customer relationship

tools and owned channels, is working to

create a digital ecosystem that fuels

growth: greater customer engagement

generates richer data, which enables

more personalised communications,

helping to drive in-store footfall and sales.

While Primark remains a store-led retailer,

its broader digital investment strategy is

an important focus area. Click & Collect

continues to grow strongly, with

underlying Click & Collect sales per store

growing by 84%year-on-year. In

September, Primark announced plans to

offer home delivery in Great Britain in the

future, giving customers more choice in

how they shop with Primark and helping

Primark to reach new customers and give

existing customers another convenient

way to access the products they love.

84%

year-on-year increase in

underlying Click & Collect sales

per store


	Primark's first UK customer-facing mobile app gives shoppers digital access to its Click & Collect service for the first time


Associated British Foods plc	\| 28 \|	Annual Report 2026

OPERATING REVIEW

Food

ABF’s Food business operates across global

food, ingredients and agriculture markets.

Together they serve customers in 52 countries

through a diversified portfolio of brands,

products and services.

Key strengths

A differentiated, global food portfolio constructed to

operate across the food supply chain, in order to benefit

from structural trends driving future food demand

Strong and innovative brands and ingredients

platforms, targeted at sharply defined market segments,

with a well-invested asset base

A focus on long-term earnings growth delivered

through a mix of long duration growth and cash

generative businesses

A devolved and networked operating model with

central oversight supporting local decision-making

by those closest to customers and markets, a formula

which attracts and retains exceptional talent

A strong balance sheet and significant cash generation

which enables long-term, disciplined investments to build

businesses and brands

A deeply embedded culture of sustainability and

responsible behaviour which focuses on the most

material risks and opportunities for its businesses and


	Grocery products from some of our businesses worldwide

the communities in which it operates

Our operating businesses


Grocery See page 30	Ingredients See page 34	Sugar See page 38	Agriculture See page 42


Associated British Foods plc	\| 29 \|	Annual Report 2026

OPERATING REVIEW – FOOD CONTINUED

Food

Highlights


Revenue £9,323m 2025: £9,242m Actual currency: up 1% Constant currency: down 1%		Adjusted operating profit £637m 2025 : £752m Actual currency: down 15% Constant currency: down 17%
Adjusted operating profit margin 6.8% 2025: 8.1%		Operating profit £470m 2025: £473m Actual currency: down 1%
Employee numbers 57,713 2025 : 54,801		Gross investment £844m 2025: £731m
Scope 1 and 2 GHG emissions (market-based) 2,033 (000 tonnes CO₂e) 2025: 2,364 (000 tonnes CO₂e)		Manufacturing sites 178 2025: 174

AB Foods is a different kind of food group, built by design: a

broad portfolio of strong businesses, close to their markets, with

the freedom to act and the capacity to keep investing. We

operate in defined market segments throughout the food supply

chain, giving us breadth, resilience and multiple sources of

growth. Our businesses are united by a common purpose to

help provide safe, nutritious and affordable food and support

food security.

We build our portfolio deliberately and not every business plays

the same role. Some deliver strong returns from leading market

positions; others provide scale and cash; and some are earlier-

stage businesses for future growth. We invest patiently and with

discipline to build businesses with a long-term future, focusing

on markets we understand and opportunities where we are

confident we can win and see the potential for attractive returns.

We have significant opportunities for growth, from growing

established brands into new categories, channels and markets;

to scaling higher value brands and specialist ingredients;

investing in emerging niches; adding capacity where demand

supports it; and improving operational effectiveness.

We have built positions of strength across our portfolio,

underpinned by scale, leading market shares, trusted brands,

customer relationships and specialist capability. These

advantages provide a strong base for growth over the long term.

Food has always been a dynamic industry and not every change

can be predicted. Tastes shift, new categories emerge and

technology changes how food is produced and consumed. At

the same time, longer-term forces such as population growth,

rising incomes and greater focus on health will shape different

parts of the market in different ways. We are not built around

any single trend, but we have a strong track record of finding

opportunities as markets evolve. That ability comes from the

way AB Foods is built, which helps the Group stay resilient,

respond to new opportunities and to keep growing over time.


	A small selection of our grocery products


Associated British Foods plc	\| 30 \|	Annual Report 2026

OPERATING REVIEW

Grocery

Grocery comprises brands which occupy leading positions in markets across the globe.

Highlights


Revenue £4,237m 2025: £4,125m Actual currency: up 3% Constant currency: up 2%		Adjusted operating profit £427m 2025: £478m Actual currency: down 11% Constant currency: down 11%
Adjusted operating profit margin 10.1% 2025: 11.6%		Operating profit £383m 2025: £424m Actual currency: down 10%
Return on average capital employed 26.0% 2025: 31.5%		Packaging 148kt 2025: 149kt
Recycled waste 85% 2025: 86%		Gross investment £270m 2025: £226m

International brand businesses

Twinings has been blending tea since it was founded in 1706

and its premium teas and infusions are now sold in more than

120 countries. Ovaltine malted beverages and snacks are

consumed throughout the day in countries across the globe.

Patak’s is the original spice blending expert and is recognised

around the world for creating authentic Indian food that is quick

and easy to prepare. Jordans produces delicious wholegrain

breakfast cereals. Blue Dragon offers authentic, simple and

convenient ingredients to create delicious dishes from China,

Thailand, Japan and Vietnam. Mazzetti is our leading brand

of Balsamic Vinegar of Modena.

US-focused businesses

We have some of the leading US, Mexican and Canadian

cooking and baking branded products. These include Mazola

and Capullo cooking oils and Fleischmann’s yeast. In addition,

Anthony’s Goods is a leading brand of organic and natural

ingredients and superfoods which are sold online in the US.

We also have a 50% ownership in Stratas Foods*, the leading

US supplier of packaged oils, margarines, mayonnaise, sauces

and dressings for the foodservice, food ingredients and

retail markets.

UK-focused businesses

We have a broad set of food brands and businesses focused

on the UK market. Hovis and Kingsmill produces a range of

bakery products for the whole family. Dorset Cereals’ award-

winning muesli and granolas are renowned for the quality of the

ingredients. Ryvita is the UK category leader in crispbreads.

Silver Spoon and Billington’s are our two retail sugar brands

in the UK. We are also a leading supplier to the Indian, Chinese

and Thai foodservice sectors with well-known brands, including

Lucky Boat noodles.

Australia and New Zealand-focused businesses

We are one of Australia and New Zealand’s largest food


	For a full list of our businesses and brands visit www.abf.co.uk/our-businesses/a-z-finder.

manufacturers. Tip Top is one of the most recognised brands

in Australia with an extensive range of bread and baked goods. The

Artisanal Group is a leading manufacturer and wholesaler of high-

quality baked goods. Our Don business manufactures a variety of

* Safety and environment data (or ESG data) is reported for companies

over which the Group has control as described on page 58. Data from joint

ventures, associates and other entities that the Group does not control is

therefore excluded.

bacon, ham and meat products. Yumi’s produces hommus,

vegetable dips and snacks and is the leader in the Australian market.


	Quality testing at Twinings’ manufacturing facility in Poland


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OPERATING REVIEW – GROCERY CONTINUED

Operating review

Financial summary

Grocery sales grew 2%, primarily reflecting the consolidation of

Hovis. Growth across a number of our brands was offset by

lower sales of US oils. Grocery adjusted operating profit declined

11% to £427m and adjusted operating margin was 10.1%.

This was primarily due to US consumer pressures driving a

decline in our US oils businesses as expected, including a lower

profit contribution from our joint venture, Stratas.

We invested £270m in capital projects across Europe, Australia

and Africa to support future growth. Return on average capital

employed was 26.0%.

Business summary

Within our international brand businesses⁶, sales growth in

Twinings was driven by strong product innovation, increased

investment in marketing, focused in-store execution and the

expansion of e-commerce sales. We continued to build

momentum across our growing portfolio of wellness teas,

including the successful launch of new cold range products in

Australia, leveraging our strong heritage and market position in

black tea. Overall growth in Twinings was held back by lower

sales in the UK and France due to the long, hot summer

reducing hot tea consumption. During the year, we completed a

number of capital projects to support growth in Twinings through

increased capacity, efficiency and capabilities. We also

completed the implementation of a new ERP system, which

supports future growth but significantly increased amortisation in

the year.

Ovaltine had a mixed performance by market and profitability

was also impacted by higher cocoa costs and the phasing of

sales in Thailand as we changed to a new distribution model. We

continued to drive product innovation and increased marketing

investment. The new manufacturing facility we commissioned in

Nigeria will support growth in West Africa. Our other

international brands performed well, with Blue Dragon, Jordans

and Mazzetti all delivering strong sales growth supported by

good innovation. We completed a capacity expansion project for

Blue Dragon, which will support continued international growth.

Within our US-focused businesses⁷, sales and profits declined in

our consumer oils businesses, as expected. In Mazola, this was

due to a decline in the cooking oil category and in particular, our

core Hispanic consumer base reducing their expenditure. We

remained the number one brand and stayed well-invested in

targeted promotional and marketing activities to support

Mazola's leading market share and strong brand equity. Our joint

venture, Stratas, a leading supplier of oils and other products to

the foodservice, ingredients and retail markets, delivered a lower

contribution to operating profit, primarily due to pressures on

customer expenditure leading to reduced demand for out-of-

home eating and their margins were lower.

Within our UK-focused businesses⁷, our sports nutrition business

delivered strong double-digit sales growth and Ryvita delivered

improved results following our restructuring actions last year. In

July we completed the acquisition of Hovis Group Limited. We

are progressing at pace with the integration of its production and

distribution facilities with our bakeries business. This includes

the announced closure of one of Hovis' bakeries, Forest Gate,

which gave rise to £15m of exceptional charges, the majority of

which were closure and restructuring costs. We expect to drive

significant cost synergies to invest in marketing and innovation

and create a sustainably profitable bakeries business.

In our Australia and New Zealand-focused businesses⁷, sales of

Tip Top bread and Don meats were resilient, while The Artisanal

Group, which sells high-quality baked goods to cafes and

restaurants, was more impacted by the challenging consumer

environment. In 2026, we commissioned our new bakery line in

Western Australia to add capacity and increase efficiency,

supporting long-term growth in a state where Tip Top is the

leading supplier.

ESG at Grocery

ESG highlights

• Within the Grocery segment there are an extensive number

of social and environmental programmes relevant to the

individual businesses. To find out more about the progress

being made across these businesses please see our website.

• In particular, Twinings Ovaltine’s due diligence approach

includes audit procedures and training to support the

implementation of its Code of Conduct and Human Rights

Policy. These include its Factory Monitoring and Improvement

Programme (‘FMIP’), the Twinings Community Needs

Assessment (‘TCNA’) programme and Modern Slavery

Awareness training.


	Read more about ESG initiatives of our Grocery businesses on our website at www.abf.co.uk.


	Tea workers at a tea estate in Assam, India

6. Our international brand businesses, which include Twinings, Ovaltine, Blue Dragon, Patak’s, Jordans and Mazzetti, accounted for approximately a third of total

Grocery sales.

7. Within our regionally-focused brand businesses, US-focused businesses accounted for approximately 15% of total Grocery sales, while UK-focused businesses

and Australia and New Zealand-focused businesses each accounted for approximately 25% of total Grocery sales.


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OPERATING REVIEW – GROCERY CONTINUED

Ovaltine: New

manufacturing facility

in Nigeria supporting

growth in West Africa

Ovaltine’s new production facility

in Lagos, Nigeria, became fully

operational in April 2026. It is the

business’s first owned manufacturing

facility in West Africa and a key

enabler to achieving Ovaltine’s

growth ambitions in the region.

By investing in domestic infrastructure,

Ovaltine is now able to service its

customers more cost-effectively and four

times quicker than before. As well as

investing in a state-of-the-art vacuum

band dryer, one of only three brands in

Nigeria to have this capability, it has also

invested in its people; Ovaltine now has

110 full-time employees in the country to

support its operations, including a larger

sales team to help drive its routes to

market with its distribution partners.

The facility can deliver end-to-end powder

production, from raw materials through to

finished goods. This is complemented by

an automated delivery system to support

its four packing lines. It manufactures

three different formats, available in seven

sizes from single serve 18g and 30g

sachets, through to multi-serve pouches

and tins from 350g up to 1.2kg.

These investments mean Ovaltine, the

fifth largest brand in Nigeria, is well-

placed to grow its current 6% market

share of the country’s chocolate beverage

market. The category has 95% household

penetration in Nigeria, making these

products a consumer staple for Nigeria’s

220 million population, which is growing

2% year-on-year.

Capacity expansion has therefore been

built into the facility’s plans, with the

ability to increase production up to 500%

to meet potential demand. It was

important to incorporate this expansion

capability into the construction phase, as

not only does Ovaltine’s Lagos factory

service the domestic market but it also

exports finished goods to eight West

African countries: Cameroon, Ghana,

Guinea, Ivory Coast, Liberia, Senegal,

Sierra Leone and Zambia. This export

business represents 17% of the business

today, with huge potential for growth.

With a good understanding of consumer

needs and a winning product, serviced by

this new facility and better routes to

market through strategic distributor

partnerships and consumer activation,

Ovaltine is strongly positioned to

significantly grow its West Africa market

share in the coming years.

500%

potential production increase at

the facility

220 million

population of Nigeria, growing

2% year-on-year


	Above: The vacuum band dryer used to dry powder at Ovaltine's new manufacturing facility in Lagos, Nigeria Top right: Ovaltine packaging used in the Nigerian market


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OPERATING REVIEW – GROCERY CONTINUED

Twinings: A 320-year-old

heritage brand winning in

e-commerce

As an international wellbeing drinks brand, Twinings is

passionate about innovating to create teas and infusions

which are enjoyed by and accessible for all. Increasingly, its

approach to e-commerce is helping to make that a reality,

deepening consumer relationships while accelerating

sales growth.

Amazon is the largest e-commerce platform for the tea category

both in the UK and the US. This year, Twinings was the number

one tea brand on Amazon in the US, while in the UK it is the

number one brand in the hot healthy category. In both markets,

Twinings’ retail sales by value have doubled in the last five years.

Twinings has achieved this through a multi-faceted consumer-

driven strategy, focusing on targeted advertising and promotion

with an e-commerce-first approach to both content and

pack architecture.

It creates Amazon-specific static and video assets to help ensure

its digital shelves deliver an exceptional consumer experience.

Accurate, complete and consistent product descriptions in turn

support the platform and AI search, making the right products

discoverable and prominent.

The nature of the digital shelf means Twinings is able to

showcase on Amazon the entire breadth of its portfolio,

complementing its core range with bespoke offerings, from gift

packs and advent calendars to bulk offerings. Ultimately, the

right products, in the right sizes, at attractive prices, all indexed

and showcased in the right way.

Twinings’ market-leading positions are reflected in its consumer

reviews, driving brand trust and loyalty. As Amazon’s share of

this category continues to grow, this represents a significant

opportunity for Twinings in both markets and it is also building on

this success to expand its Amazon capabilities in Australia,

France, Italy, Canada and India.

tea brand on Amazon in the US


	Twinings’ digital shelf for Amazon in the United States

Blue Dragon is turning up

the heat

Blue Dragon, our international brand which helps people

recreate authentic east Asian dishes at home, grew

revenues (net sales value) 10% year-on-year in the UK and

recorded strong, double-digit year-on-year performances

across several other markets worldwide.

Founded in 1977, Blue Dragon offers an expanding range of

authentic pan-Asian products and ingredients through a

combination of in-house manufacture and a large network of

long-standing Far Eastern suppliers.

In the US, a key strategic market, Blue Dragon grew revenues by

over 30% this year and is increasing its presence in key

mainstream retailers such as Walmart, Albertsons, Kroger and

Publix, while it recently became the number three pan-Asian

brand in Canada.

In the UK, Blue Dragon had grown its market share to more than

17% at the year end and is the largest pan-Asian ambient

grocery brand. Building on strong existing customer

relationships, this growth has been driven by deep category

insights and a very strong pipeline of innovation, including the

recent launch of the very popular Blue Dragon Chilli Crunch.

Across its ranges this year, Blue Dragon launched 15 new

products with Tesco and introduced a variety of new formats to

supermarkets, including a branded stir fry meal deal with

Morrisons, a chilled ready meal at Tesco and frozen propositions

across several retailers.

Other innovations included a new range of ‘condiments with a

kick’ to complement Blue Dragon’s leading iconic sweet chilli

sauce and a range of ready-to-eat microwavable meals.

These initiatives were supported with a TV advertising campaign,

as well as by a variety of social media campaigns and the use

of influencers.

This focus on innovation is a key part of ABF’s strategy to drive

category growth and build market share in our portfolio of

international brands.

+30%


	A selection of ready-to-eat products sold by Blue Dragon in the UK

growth in US revenues


Associated British Foods plc	\| 34 \|	Annual Report 2026

OPERATING REVIEW

Ingredients

Ingredients businesses comprise yeast and bakery ingredients, as well as a portfolio of specialty

value-added ingredients primarily focused on enzymes, precision extraction, health and nutrition

and pharmaceutical delivery systems.

Highlights


Revenue £2,105m 2025: £2,041m Actual currency: up 3% Constant currency: up 2%		Adjusted operating profit £238m 2025 : £257m Actual currency: down 7% Constant currency: down 8%
Adjusted operating profit margin 11.3% 2025: 12.6%		Operating profit £226m 2025: £243m Actual currency: down 7%
Return on average capital employed 15.0% 2025 : 17.9%		Water abstracted 16 million m ³ 2025: 15 million m³
Scope 1 and 2 GHG emissions (market-based) 219 (000 tonnes of CO ₂e) 2025: 221 (000 tonnes of CO ₂e)		Gross investment £245m 2025: £238m

Yeast and bakery ingredients

We have a global yeast and bakery ingredients business, AB

Mauri, with well-established market positions in the Americas,

Europe and Asia. We sell our products to customers in over

100 countries, operating from 55 plants across 32 countries

and we have over 6,300 employees.

We work with industrial and craft bakers to develop leading

yeast solutions and bakery ingredients that are right for the

needs of their local markets. We have strong technological

capabilities in bakery ingredients, supplying a range of products

including bread improvers, dough conditioners and bakery mixes

and concentrates for bread, cake and dough products. In addition

to bakers’ yeast, we supply specialty yeast products and

associated technologies to the alcoholic beverage and

bioethanol markets.

Specialty ingredients

We have a portfolio of specialty ingredients businesses,

ABF Ingredients (‘ABFI’), that use science and technology

to create value-added, innovative ingredients to serve the food

and beverage, health and nutrition and pharmaceutical industries,

as well as adjacent markets such as animal feed and certain

industrial segments. We use platforms such as enzymes and

other industrial biotechnology, precision extraction and

synthetic chemistry.

We have over 1,500 employees and serve customers in

more than 70 countries from manufacturing and R&D facilities

in 14 countries across Europe, the Americas and Asia Pacific.

In the food and beverage sector, we develop ingredients

and solutions that support product innovation. In the health

and nutrition sector, we develop ingredients that provide a

health benefit in dietary supplements and functional food and

beverage. In the pharmaceutical sector, we produce antacids,

excipients, adjuvants and delivery systems that enter the

formulation of drugs.

ABFI is comprised of AB Enzymes, Ohly, Biotexia, ABITEC Corp,

SPI Pharma and PGP International.

Mauri ANZ

Mauri ANZ is an ingredient company with production and milling

capacity in Australia and New Zealand. Our product portfolio

includes a range of flour products, yeast and bakery ingredients,

as well as animal feed mixes.

New Food Coatings

We have a 50% ownership in New Food Coatings*, one of the

leading suppliers of customised breaders, batters, seasonings,

sauces and functional ingredients to the food manufacturing

and foodservice markets across Australia, New Zealand

and south east Asia.


	A quality control team coordinator prepares samples for testing at Ohly's plant in Hamburg, Germany

* Safety and environment data (or ESG data) is reported for companies

over which the Group has control as described on page 58.


Associated British Foods plc	\| 35 \|	Annual Report 2026

OPERATING REVIEW – INGREDIENTS CONTINUED

Operating review

Ingredients sales increased 2%, adjusted operating profit

decreased by 8% and adjusted operating margin was 11.3%,

primarily reflecting weakness in demand for bakery ingredients in

the US market and continued investment in innovation and

commercial capabilities to drive long-term growth in specialty

ingredients. We invested £245m in capital projects and return on

average capital employed was 15.0%.

In our yeast and bakery ingredients business, AB Mauri, profit

declined. This was mainly due to our US business, where

weaker consumer spending drove lower customer demand for

our products. There was also subdued demand from customers

who use our specialty yeast products in alcohol beverages. Most

of our other markets and categories performed well as we

continued to leverage our strong routes to market, broad product

portfolio and good innovation in bakery ingredients. We made

good progress with multi-year capital projects to drive growth in

new products and markets. This includes the full production

start-up of our liquid sourdough plant, which is the largest in the

UK and strengthens our capability in an important and growing

market segment. We made good progress with the ongoing

commissioning of our fresh yeast plant in India, a high-growth

market.

In our specialty ingredients businesses, ABFI, the portfolio

performed well overall. In our pharmaceutical businesses, we

had good growth in our antacid, excipient and vaccine-related

product lines, partially offset by lower lipid sales. Our businesses

in the food and beverage, and health and nutrition markets

delivered good growth in yeast extracts, enzymes and extruded

protein crisps. Across the portfolio, we continued to invest in

R&D, commercial capabilities and strategic capital projects to

drive long-term growth. During the year, we completed multi-

year projects to add new capacity for our yeast extracts business

in Germany and new enzyme blending capability in Finland. Our

pharmaceutical business, SPI Pharma, acquired Elementis

Pharma GmbH to strengthen its position in actives and expand

its offering in digestive health.

In our ingredients business in Australia and New Zealand, Mauri

ANZ, performance was resilient. In 2026, we completed a multi-

year project to relocate our flour mill in Victoria. In line with

increasing demand, this will enable us to double our

production volumes.

New Food Coatings, our joint venture in Australia, New Zealand

and south east Asia, specialising in seasonings, sauces and

ingredients, continued to grow.


	Ohly's products being scanned in the warehouse at Ohly in Hamburg, Germany

ESG at Ingredients

ESG highlights

• AB Mauri has demonstrated significant progress in effluent

treatment through robust governance, enhanced transparency

and a strategic focus on risk management. Since 2010, the

division has invested $160m in improving its wastewater

treatment facilities. Production facilities in several locations

have on-site effluent treatment plants that include

conventional and advanced biological processes, high pressure

membranes and evaporators that can produce reusable water

and useful co-products.

• In 2026, our Ingredients businesses consumed 1,404 GWh of

energy, a 6% increase compared to 2025, driven by higher

production volumes and a more energy-intensive product mix.

While energy use increased, the Scope 1 and 2 (market-based)

GHG emissions decreased by 1% compared with 2025,

primarily due to increased use of renewable energy.

• In 2026, 79% of our Ingredients businesses’ waste was

recycled, recovered, reused or sent for another beneficial use .

The businesses undertook a range of initiatives to manage

waste, including recycling paper and plastics and repurposing

waste streams for fertiliser and animal feed.

• AB Enzymes, the ABFI industrial biotech business, has

continued developing innovative enzyme products that enable

customers to reduce GHG emissions in comparison to using

traditional products, with no impact on product performance.

This is a key part of its customer offering and continues to be

a central focus for investment and innovation.


	Part of the AB Mauri effluent treatment system in Bandrima, Türkiye


	Read more about ESG initiatives of our Ingredients businesses on our website at www.abf.co.uk.


Associated British Foods plc	\| 36 \|	Annual Report 2026

OPERATING REVIEW – INGREDIENTS CONTINUED

Our new Australian flour mill,

one of the most advanced in the world

Mauri ANZ’s new approximately AUS$230m flour mill in

the city of Ballarat, Victoria, is one of the largest single

investments anywhere by ABF over the last decade and a

significant vote of confidence in the development and long-

term future of Victoria’s agriculture and food industry.

The first flour was produced in August 2026 and the mill will be

fully operational early in 2027. In line with increasing demand, it

will enable flour production volumes to be more than doubled to

180,000 tonnes (up from 80,000 tonnes at our old mill) and the

buying of Victorian grain to be increased from around 100,000

tonnes to an estimated 160,000 tonnes.

Replacing a 19th century mill in North Melbourne which has

been part of our Australian business for generations, the Ballarat

facility is a technological first for Australia and one of the most

advanced mills in the world, engineered for safety, efficiency and

product quality. It is highly automated, utilises the latest

equipment and is targeting 40% less energy consumption per

kilo of flour compared to the old mill.

The safety of Mauri employees has been prioritised, with

improved traffic management, a more efficient layout, reduced

manual handling and enhanced cleaning systems all expected to

deliver improved safety outcomes.


+2x increase in flour production volumes vs old mill	40% less energy consumption per kilo of flour (target)


	Top: Mauri ANZ’s flour mill and warehouse nearing completion in Ballarat, Victoria, Australia Right: The mill contains some of the most advanced flour processing technology in the world, including Bühler equipment and automation

Mauri’s move to the historic gold mining city of Ballarat has

been carried out with the support of and in partnership with the

Victorian Government, including rail connections, land and

planning facilitation, and transition arrangements regarding the

North Melbourne mill. A key element of this partnership is the

AUS$55m Ballarat Intermodal Freight Hub, a major project which

will enable more freight to be moved by rail and help reduce

GHG emissions, while also creating local jobs and driving

economic growth in the region.

The Ballarat mill has been designed to meet increasing demand

being driven by significant population growth in Melbourne,

which is forecast to overtake Sydney in size by 2035. With ABF’s

Australian business able to make more flour than ever before,

we expect to supply over 50% of Victoria’s flour over the next

half century and beyond.


Associated British Foods plc	\| 37 \|	Annual Report 2026

OPERATING REVIEW – INGREDIENTS CONTINUED

Ohly: Transforming manufacturing

to drive growth

For nearly 200 years, Ohly has been

defined by continuous reinvention.

That same long-term mindset is today

driving one of the most significant

investment programmes in the

company’s history: a targeted

transformation of its manufacturing

network to support growth, resilience

and emissions’ reductions for the

decades ahead.

Part of ABFI, Ohly is one of the world’s

leading suppliers of yeast-based

specialities and culinary powders. This

year it opened a new state-of-the-art

spray drying tower for converting liquid

yeast extracts into dry powders at its

Hamburg plant, where it is also

constructing a highly automated, energy-

efficient yeast fermentation plant.

Together, these projects are reshaping

the site into a world-class manufacturing

platform and are expected to increase

fermentation capacity by 50%, reduce its

GHG emissions by 30% and strengthen

operational resilience.

50%

increase in fermentation capacity

The Hamburg programme demonstrates

how investment in reducing GHG

emissions can also strengthen

competitiveness: Ohly is working on

reducing its environmental footprint

(cutting fresh water usage by 40% and

energy usage by 20%) while creating a

stronger, more responsive platform for

customers. The site supports Ohly’s

ambition to achieve its target of net zero

in Scope 1 and 2 GHG emissions

by 2030.

Ohly is now taking a similar approach in

North America with a new production site

in Eau Claire, Wisconsin. Centred on a

modern spray drying facility, the

investment will add 70% capacity,

improve customer proximity and

strengthen Ohly’s US manufacturing

footprint. The site has also been designed

with future optionality, including potential

co-location opportunities for other

ABFI businesses.

Together, these investments show

disciplined capital allocation in support of

clear strategic priorities: growth capacity,

customer service, operational resilience

and reduced emissions. They strengthen

Ohly’s position as a trusted long-term

partner for customers and provide a more

future-ready manufacturing platform

for ABFI.


	A quality control manager samples for testing at the Ohly plant in Hamburg, Germany

AB Mauri:

Building

capability

in UK

sourdough

Strengthening AB Mauri UK’s

capability to support growing

consumer demand in specialty bakery

products with the largest liquid

sourdough ingredients plant in the UK.

During the year, AB Mauri UK completed

the full production start-up of a new liquid

sourdough plant in Northampton in the

UK, strengthening its capability in an

important and growing segment of the

bakery market. The investment builds on

AB Mauri’s established expertise in

fermentation and bakery ingredients,

including its experience in developing

sourdough solutions for industrial

bakery applications.

The new plant expands local

manufacturing capability and supports

bakery customers looking to create

products with distinctive flavour, texture

and target audiences. This is particularly

relevant as customers continue to

respond to evolving consumer


	Right: A Hovis sourdough loaf baked in the UK using AB Mauri’s technology

preferences for premium products made

with simple and recognisable ingredients.

Following the plant’s start-up, customers

have used this new capability to develop

additional product segments. These

launches demonstrate how specialist

ingredient expertise, combined with in-

country presence, technical know-

how and close customer collaboration,

can successfully bring new products

to market.

This investment reinforces AB Mauri’s

presence in the UK sourdough market

by enhancing its ability to meet

customer requirements effectively

through local capability, service and

application expertise.


Associated British Foods plc	\| 38 \|	Annual Report 2026

OPERATING REVIEW

Sugar

ABF Sugar produces a range of sugar, fuels and other products from sugar cane;

and sugar beet in Africa, the UK and Spain.

Highlights


Revenue £1,966m 2025: £2,047m Actual currency: down 4% Constant currency: down 9%		Adjusted operating loss £(47)m 2025: £(1)m Actual currency: >(100)% Constant currency: >(100)%
Adjusted operating loss margin (2.4)% 2025: (0.1)%		Operating loss £(146)m 2025 : £(205)m Actual currency: down 29%
Return on average capital employed (2.3)% 2025 : (0.1)%		Scope 1 and 2 GHG emissions (market-based) 1,385 (000 tonnes of CO ₂e) 2025: 1,724 (000 tonnes of CO ₂e)
Water abstracted 741 million m ³ 2025: 787 million m³		Gross investment £312m 2025: £252m

This group of businesses employs 28,000 people and operates

16 plants in seven countries, with the capacity to produce

approximately 4 million tonnes of sugar annually.

In Africa, we have sugar cane operations in Eswatini, Malawi,

South Africa, Tanzania and Zambia. We have market-leading

consumer brands in these countries, with Bwana Sukari in

Tanzania, White Spoon in Zambia and Illovo in multiple markets.

In certain markets we also produce co-products such as potable

alcohol, furfural and electricity for local grids.

In the UK, British Sugar is the sole processor of the sugar

beet crop and in Spain, Azucarera is the largest sugar producer.

Our strong domestic brands include Silver Spoon in the UK

and the Azucarera brand in Spain. In the UK, we produce a

range of co-products including energy, animal feed, bioethanol,

betaine and CO₂.

We also have a 42.5% ownership in Czarnikow Group Limited*,

a global supply chain management and advisory company

specialising in the food and beverage sector.

* Safety and environment data (or ESG data) is reported for companies

over which the Group has control as described on page 58. Data from joint

ventures, associates and other entities that the Group does not control is

therefore excluded.


	Zambia Sugar’s Whitespoon brand is the market leader in Zambia


Associated British Foods plc	\| 39 \|	Annual Report 2026

OPERATING REVIEW – SUGAR CONTINUED

Operating review

Sugar sales declined 9% and the segment had an adjusted

operating loss of £47m due to low European sugar prices.

In the UK⁸, sales and profit declined significantly in 2026 primarily

due to lower average selling prices compared to 2025. This was

only partially offset by lower negotiated beet prices for the

2025/26 campaign. Profitability in 2026 was also impacted by the

recognition of onerous contract provisions arising from continued

low European sugar prices, higher gas costs and lower overhead

recoveries as a consequence of reduced yield expectations for

the 2026/27 UK beet crop following prolonged hot and dry

weather, partially offset by lower beet costs agreed for the

2026/27 campaign. In July, we announced our intention to

reduce our footprint from four to three sites in the UK, ceasing

beet processing at Cantley in 2027. This will enable us to meet

existing customer demand more efficiently, supporting

sustainable profitability over the long term. Our Spanish

business, Azucarera, had a reduced operating loss in 2026 as a

result of restructuring actions last year.

In Africa⁸ , overall profit was lower. This was primarily due to

weak sales and prices in South Africa and Eswatini resulting

from drought and higher imports due to a delay in adjusting

import tariffs. In Tanzania, rain had a significant impact on

production in the first half of the year. In 2026, we

commissioned our new sugar mill in Tanzania and made good

progress with the ongoing ramp-up in production, which is a

large and complex project.


	An evaporator at British Sugar’s factory in Wissington, UK

ESG at Sugar

ESG highlights

• In 2026, ABF Sugar’s Scope 1 and 2 (market-based) GHG

emissions decreased by 20% compared to the previous year,

driven mainly by site closures. These emissions were 38%

lower compared to the 2018 baseline. The reduction against

baseline reflects changes in the operational footprint, ongoing

improvements in production efficiency, investment in new

technology and fuel switching to lower-emission

energy sources.

• In 2026, 68% of total energy consumption came from

renewable sources, primarily bagasse, the fibrous by-product

of sugar cane crushing.

• ABF Sugar reduced water use by 6% compared to last year,

with 25% of abstracted water reused before being returned

to the environment . The majority of water used by ABF Sugar

is for crop production at its sugar businesses in Africa, where

businesses continue to invest in improved irrigation systems

and initiatives to optimise water use across their estates.

• In 2026, 94% of ABF Sugar’s total waste was recycled

or used in another capacity. ABF Sugar's African operations

used bagasse to generate up to 91% of their factories'

annual energy needs.

• ABF Sugar’s businesses in Africa have estates situated in rural

and remote areas. They provide accommodation for many

employees and their families, and each relevant business has

a plan for investment. In 2026, ABF Sugar upgraded and

rebuilt more than 500 houses across its African operations,

building on the renovations completed in the two previous

financial years.


	Read more about ESG initiatives at ABF Sugar on our website at www.abf.co.uk.


	Progress update

K4 expansion project at Kilombero

Sugar, Tanzania

This year, K4’s modern mill and automated packing

facility and warehouse have successfully moved from

construction into commissioning and operational ramp-

up. K4 is expected to produce 60,000 tonnes of sugar

from 600,000 tonnes of cane this season, supported by

improved own-cane yields and an expanded area under

cane managed by 10,500 growers supplying cane this

year. The focus is now on increasing throughput while

maintaining quality and safety.

K4 is well-positioned to meet its three objectives: to

more than double annual sugar production capacity to

270,000 tonnes; to support Tanzania’s ambition for sugar

self-sufficiency; and to drive long-term growth.

8. Our European sugar businesses in the UK and Spain accounted for approximately 45% of total Sugar sales and our African sugar businesses accounted

for approximately 55% of total Sugar sales.


Associated British Foods plc	\| 40 \|	Annual Report 2026

OPERATING REVIEW – SUGAR CONTINUED


	Sugar cane fields on the Nakambala estate in Zambia


Associated British Foods plc	\| 41 \|	Annual Report 2026

OPERATING REVIEW – SUGAR CONTINUED

Long-term

investment

is driving

resilience

in Zambia

In Africa, our sugar business in Zambia

has been delivering thanks to multi-

year investments, operational

initiatives and a strong, devolved

management team.

90,000 tonnes

annually of refined sugar

production capacity

500,000

packs of Whitespoon sugar sold

on average each day


	Top: Main entrance to Nakambala estate in Zambia Bottom: An aerial view of Zambia Sugar's Nakambala factory, the biggest single-mill cane sugar factory in Africa

ABF owns 75% of Zambia Sugar plc, the

market-leading sugar business in Zambia

and Africa’s largest single-mill cane sugar

factory. Investments over the past

decade have increased Zambia Sugar’s

total factory capacity to 450,000 tonnes of

unrefined sugar annually – of which

refined sugar production capacity has

more than doubled to around 90,000

tonnes annually – as well as generating

significant efficiency improvements.

As part of our long-term commitment to

African sugar, Zambia Sugar has this year

been progressing the construction of its

Twazabuka facility, a modern packing

plant and warehousing facility set to be

completed in mid-2027. At nearly £50m,

this investment will increase packing

operations from 36 to 52 weeks per year,

unlocking additional pre-pack sales and

packing capacity, generating efficiency

gains, reducing logistics costs and

improving flexibility to meet

customer demand.

Successful initiatives by Zambia Sugar to

improve agricultural performance have

seen own-grown cane yields increasing

from around 108 tonnes of cane per

hectare in 2021 to approximately 123

tonnes this year, with specific fields

achieving yields as high as 200 tonnes per

hectare. These yield increases have been

enabled through improved planting

practices, field fallowing, use of

cover crops, soil health improvement

and integrated pest and

disease management.

The introduction of sub-surface drainage

and the ongoing conversion to more

efficient irrigation systems have further

supported productivity gains, while strong

partnerships with external growers

complement efforts to support the long-

term sustainability and resilience of the

overall cane supply base.

Zambia Sugar’s consumer brand is

Whitespoon, Zambia’s leading sugar

brand with average daily sales of over

500,000 packs of sugar. Zambia Sugar

continues to invest in its commercial

capability, marketing initiatives, routes to

market and portfolio optimisation to

strengthen Whitespoon’s position for the

long term.

Across its 7,500 employees, strong

network of outgrowers, housing

programme and support for local

hospitals, clinics and schools, Zambia

Sugar is continuing to invest in its people

and communities while simultaneously

increasing resilience and favourably

positioning the business for growth.


Associated British Foods plc	\| 42 \|	Annual Report 2026

OPERATING REVIEW

Agriculture

AB Agri is an international agri-food business.

Highlights


Revenue £1,015m 2025: £1,029m Actual currency: down 1% Constant currency: down 2%		Adjusted operating profit £19m 2025 : £18m Actual currency: up 6% Constant currency: in line
Adjusted operating profit margin 1.9% 2025: 1.8%		Operating profit £7m 2025: £11m Actual currency: down 36%
Return on average capital employed 4.4% 2025 : 4.8%		Number of employees 3,186 2025 : 3,380
Gross investment £17m 2025: £29m

We sell our products and services to farmers, feed and

food manufacturers, processors and retailers in more than

100 countries. We employ more than 3,000 people globally.

We produce specialty feed ingredients for livestock, horses

and pets. We develop pioneering ingredients including feed

additive products, high-quality bespoke vitamin and mineral

premixes and starter feeds.

Our dairy business in the UK delivers targeted insights that

help create continuous improvement for dairy supply chains.

We provide products and data insights to major food processors,

retailers and directly to farmers, enabling them to produce

high-yielding, safe and nutritious dairy products.

Frontier

We also have a 50% ownership in Frontier Agriculture*, the

UK’s leading provider of grain marketing and crop production

services to customers in the UK. It supplies seed, crop

protection products and fertiliser to farmers, as well as providing

specialist agronomy advice.


	Premier Nutrition’s premix production site in Fradley, UK

* Safety and environment data (or ESG data) is reported for companies over which the Group has control as described on page 58. Data from joint ventures,

associates and other entities that the Group does not control is therefore excluded.


Associated British Foods plc	\| 43 \|	Annual Report 2026

OPERATING REVIEW – AGRICULTURE CONTINUED

Operating review

Agriculture sales declined 2% and adjusted operating profit was

broadly flat at £19m.

Our specialty feed and additives businesses performed well,

including good growth in Premier Nutrition in the UK; in AB Vista,

our international feed additives business; and in our nutritional

supplements business. We had a lower profit contribution from

our joint venture, Frontier, a provider of grain marketing and crop

production services, which was the result of lower commodity

prices, smaller crop sizes and reduced demand for crop

protection during dry spring weather. Frontier is adapting its

operational footprint as part of implementing a new, more

efficient, customer-centric operating model.

In 2026, we took the strategic decision to focus on our higher-

growth segments and to exit our UK compound feed business.

We divested two of our ten mills during 2026 and we expect to

finalise the future of the remaining mills by the end of 2027. The

results of this business are therefore included within ‘disposed

and closed’ operations, not in the Agriculture segment.

ESG at Agriculture

ESG highlights

• AB Agri continues to develop its integrated dairy business,

which collaborates with various stakeholders along the value

chain to develop solutions aimed at reducing the

environmental footprint of its customers’ dairy farms, in

particular reducing their GHG emissions.

• AB Agri applies its nutritional expertise to make use of food

industry co-products that might otherwise go into waste

streams. Examples include using the fibre-rich sugar beet pulp

and grains remaining from the brewing and distilling of beer

and whisky, which are incorporated into animal feed.


	Read more about ESG initiatives at AB Agri on our website at www.abf.co.uk .


	Dairy cow at a customer farm in Somerset, UK


Associated British Foods plc	\| 44 \|	Annual Report 2026

OPERATING REVIEW – AGRICULTURE CONTINUED

AB Vista: Building on its breakthrough

innovation to maintain market leadership

AB Vista, AB Agri’s global feed additive business, continues to deliver pioneering products and

technical services to livestock producers across the poultry, swine, ruminant and aquaculture

sectors. Central to its success has been the development of phytase enzymes, which improve

nutrient utilisation and reduce the environmental impact of animal production.

Building on its strong legacy in the phytase

market, AB Vista this year launched

Quantum Force, a next-generation

phytase developed through extensive

research and development in

collaboration with AB Enzymes. Quantum

Force enhances performance and

reliability, offering improved nutrient

release and greater flexibility for feed

formulation. It is also up to 20% more

efficient than AB Vista’s forerunner

product Quantum Blue, enabling further

cost reductions for customers and, in

some cases, supporting phosphate-free

diets while improving robustness under

demanding feed processing conditions.

AB Vista has a long and successful track

record of innovation in the phytase

market, with the launch in 2012 of

Quantum Blue marking a significant step-

change for the industry. At the time,

phytase use was limited, but the product

helped demonstrate how unlocking

naturally occurring phosphorus in feed

could significantly improve efficiency. 

Today, the phytase market is well

established, with an estimated 90%

adoption across monogastric species

such as poultry and swine. Within this

mature and highly competitive market,

AB Vista has maintained its leadership

position as a global top-three supplier,

with around 20% share. This reflects both

the continued performance of its products

and the strength of its global

technical expertise.

Following its initial launch in Asia, including

India, early adoption of Quantum Force

is now underway, with further geographic

expansion planned as regulatory

approvals progress. This reflects AB

Vista’s strategy of combining innovation

with strong local market engagement.

c.90%

adoption of phytases across

monogastric species

As the business evolves, AB

Vista continues to invest in

scientific and technical expertise, as

well as broadening its portfolio of nutrition

and health solutions. However,

enzymes remain a core strategic focus,

underpinning both strong customer

relationships and future growth for the

category. Through continuous innovation

and global reach, AB Vista is well

positioned to sustain its leadership in a

mature market while delivering tangible

economic and environmental benefits to

customers worldwide.


	Wet chemistry analysis being carried out at AB Vista’s lab in Ystrad Mynach, Wales, where Quantum Force was tested


Associated British Foods plc	\| 45 \|	Annual Report 2026

OPERATING REVIEW – AGRICULTURE CONTINUED


	Raw material hoppers used in the manufacture of specialist vitamin and mineral premixes at Premier Nutrition’s site in Fradley, UK


Associated British Foods plc	\| 46 \|	Annual Report 2026

FINANCIAL REVIEW

Financial review

Joana Edwards

Group Chief Financial Officer

Group performance

Group revenue was £19.6bn, a decline of 1% at constant

currency, primarily reflecting growth in Retail offset by lower

sales in Sugar. Group adjusted operating profit was £1,508m, a

decrease of 13% at actual exchange rates and 14% at constant

currency, primarily reflecting lower profit in Retail. Accordingly,

Group adjusted operating profit margin declined from 8.9% to

7.7%. Group operating profit was £1,327m, a decline of 11%

after charging exceptional items of £113m (2025 – £188m), the

majority of which were non-cash impairment charges in Sugar.

Free cash flow of £652m was £4m higher than last year.

Segmental summary

The analysis by segment is set out in the operating reviews. The

segmental analysis by geography is set out in note 1 in the notes

to the financial statements.


	Revenue			Adjusted operating profit
At actual rates	2026	2025	Change	2026	2025	Change
At actual rates	£m	£m	%	£m	£m	%
Retail	9,820	9,489	+3.5	1,005	1,126	(10.7)

Grocery	4,237	4,125	+2.7	427	478	(10.7)
Ingredients	2,105	2,041	+3.1	238	257	(7.4)
Sugar	1,966	2,047	(4.0)	(47)	(1)	>(100)%
Agriculture	1,015	1,029	(1.4)	19	18	5.6
Food	9,323	9,242	0.9	637	752	(15.3)

Central				(120)	(110)	(9.1)
	19,143	18,731	+2.2	1,522	1,768	(13.9)
Businesses disposed and closed
Sugar	17	141		(5)	(41)
Agriculture	422	587		(9)	7
	19,582	19,459	+0.6	1,508	1,734	(13.0)

Geographical summary


	Revenue		Adjusted operating profit
	2026	2025	2026	2025
	£m	£m	£m	£m
United Kingdom	6,307	6,322	441	598
Europe and Africa	7,907	7,653	616	645
The Americas	2,545	2,449	346	399
Asia Pacific	2,384	2,307	119	126
	19,143	18,731	1,522	1,768
Businesses disposed and closed	439	728	(14)	(34)
	19,582	19,459	1,508	1,734


Associated British Foods plc	\| 47 \|	Annual Report 2026

FINANCIAL REVIEW CONTINUED

Adjusted earnings per share


	2026	2025	Change
	£m	£m	%
Adjusted operating profit	1,508	1,734	(13.0)
Finance income	38	47
Finance expense	(45)	(30)
Lease interest expense	(114)	(102)
Other financial income	70	47
Adjusted profit before taxation	1,457	1,696	(14.1)
Taxation on adjusted profit	(348)	(410)
Adjusted profit after tax	1,109	1,286	(13.8)
Adjusted earnings attributable to equity shareholders	1,100	1,266	(13.1)
Adjusted earnings per share (in pence)	156.0p	174.9p	(10.8)

Interest and other financial income

Finance income decreased as a result of lower cash balances

and lower rates of interest earned, as most market interest rates

have fallen. Finance expenses increased largely due to increased

borrowings in our African sugar business and lease interest

expense also increased, mainly driven by new US store openings

in Primark. Total net interest expense increased £36m to £121m.

Other financial income was higher reflecting the improvement

in returns on interest earned on defined benefit pension

fund assets.

Given the decline in adjusted operating profit, adjusted profit

before tax decreased by 14.1% to £1,457m.

Taxation

The tax charge on adjusted profit before tax was £348m, with a

small reduction in the adjusted effective tax rate to 23.9% from

24.2% in 2025. This includes a benefit from the reassessment of

the uncertain transfer pricing positions, partially offset by the

impact of a change in the mix of profits by jurisdiction. The

reduction in the adjusted effective tax rate in 2026 reflects this

benefit. As this benefit is non-recurring, we expect there to be

some upward pressure on the Group's effective tax rate.

Adjusted earnings per share

Adjusted earnings per share decreased 10.8% to 156.0p per

share, reflecting the decrease in adjusted profit partially offset by

a benefit from the reduction in the weighted average number of

shares, from 724 million in 2025 to 705 million in 2026, as a

result of share buybacks as well as a small benefit from the

lower effective tax rate.

Basic earnings per share


	2026	2025	Change
	£m	£m	%
Adjusted profit before taxation	1,457	1,696	(14.1)
Acquired inventory fair value adjustments	(3)	(1)
Amortisation of non- operating intangibles	(40)	(40)
Exceptional items	(113)	(188)
Profits less losses on sale and closure of businesses	—	(32)
Profits less losses on disposal of non-current assets	2	(9)
Transaction costs	(27)	(13)
Profit before tax	1,276	1,413	(9.7)
Taxation	(337)	(368)
Profit after tax	939	1,045	(10.1)
Earnings attributable to equity shareholders	930	1,025	(9.3)
Basic earnings per share (in pence)	131.9p	141.6p	(6.9)

Exceptional items


	2026	2025
	£m	£m
Sugar – impairments	85	125
Sugar – restructuring	9	36
Grocery – impairments	8	–
Grocery – restructuring	13	27
Central – pension curtailment gains	(2)	–
	113	188

In 2026, there were exceptional charges of £113m, of which

£91m related to non-cash charges including impairment and

£22m related to restructuring activity that either has resulted or

will result in cash costs.

In Sugar, following an operational footprint assessment, British

Sugar announced the closure of its Cantley factory, resulting in

exceptional impairment and write-off charges of £71m against

property, plant and equipment and spare part inventory, as well

as restructuring charges of £9m, which are expected to be

settled in cash in 2027. Azucarera recognised further impairment

charges of £14m relating to property, plant and equipment

acquired as part of the Miranda site configuration.

In Grocery, following the decision to close the Hovis Bakeries

Forest Gate site, the Group recognised £15m of exceptional

charges, comprising a £2m impairment charge against property,

plant and equipment and £13m of closure and restructuring

costs. The Group also recognised additional impairment charges

of £6m relating to the Ryvita production facility at Bardney

following its closure in 2025.

A non-cash curtailment gain of £2m was recognised in relation to

the closure of the ABF plc UK defined benefit pension fund to

future accrual for 319 active members.


Associated British Foods plc	\| 48 \|	Annual Report 2026

FINANCIAL REVIEW CONTINUED

The prior year exceptional charge included £154m of non-cash

impairment charges, comprising £129m in Sugar, of which

£123m related to Azucarera and £6m to Vivergo, and £25m in

Grocery, relating to Ryvita. The charge also included £34m of

restructuring costs, comprising £32m in Sugar, relating to

Azucarera, and £2m in Grocery, relating to Ryvita.

In 2026, there were no material or significant costs incurred on

the sale and closure of businesses or disposal of non-current

assets. The prior year loss on sale and closure of business of

£32m mainly included closure costs for Vivergo.

Transaction costs of £27m have been incurred both in relation to

our acquisition of the Hovis Group which was completed in

2026, as well as ongoing costs related to the demerger of

Primark from the Food business.

Profit before tax of £1,276m was 9.7% below last year as a

result of the decline in operating profit.

Total tax charge for the year of £337m included a credit of £11m

(2025 – £42m) for tax relief on the amortisation of non-operating

intangible assets, the amortisation of acquired inventory fair

value adjustments, profits less losses on disposal of non-current

assets and on disposal and closure of businesses and

exceptional items. This includes an exceptional tax charge of

£27m arising from the partial derecognition of deferred tax

assets in Spain (£23m) and the UK (£4m) which has arisen due

to the announced demerger.

Earnings attributable to equity shareholders were £930m and

basic earnings per share decreased 7% to 131.9p, reflecting the

decrease in operating profit, partially offset by a benefit from the

reduction in the weighted average number of shares.

Cash flow


	2026	2025
	£m	£m
Adjusted EBITDA	2,526	2,685
Repayment of lease liabilities net of incentives received	(356)	(328)
Working capital	228	(95)
Capital expenditure	(1,246)	(1,234)
Acquisition of subsidiaries	(167)	(4)
Sale and closure of subsidiaries	(6)	(4)
Net interest paid	(124)	(94)
Taxation	(302)	(298)
Share of adjusted profit after tax from joint ventures and associates	(78)	(106)
Dividends received from joint ventures and associates	77	108
Other	100	18
Free cash inflow	652	648
Share buyback	(253)	(603)
Dividends	(446)	(656)
Movement in loans and current asset investments	30	330
Cash outflow	(17)	(281)

Free cash flow was in line with last year at £652m. Lower

adjusted EBITDA and higher cash outflows on the acquisitions of

businesses have been offset by lower working capital, mainly

due to benefit from reduced inventory in Primark.

Capital expenditure has remained at a high level in 2026 due to a

number of large, multi-year capital projects within our Food

business, including the completion of our new sugar mill in

Tanzania. In Primark, we continued to execute our store rollout

programme, invest in new technologies and increase automation

in our depot network, including the Sheffield fulfilment centre

which will enable the future capability of home delivery. We

expect capital expenditure in 2027 to be at a similar level

to 2026.



2026 capital expenditure



	Retail: £576m	Sugar: £312m
	Grocery: £134m	Agriculture: £17m
	Ingredients: £195m	Central and disposed: £12m

£1,246m

(2025: £1,234m)

The spend on acquisitions in 2026 was £167m. The most

significant of these were the acquisition of the Hovis Group in

the UK and Abe's Bagels in Australia and New Zealand, in our

Grocery segment, and the acquisitions of Elementis Pharma in

Germany and Casa de Bolos in Brazil, in our Ingredients

segment. In 2025, no acquisitions were made in the year and the

cash outflows related to deferred consideration payments for

historical acquisitions.

In Sugar, we incurred limited costs related to the closure of

Vivergo and our exit of sugar operations in Rwanda. Limited non-

cash impairment charges were also incurred in the Agriculture

segment as a result of the strategic decision to exit their UK

compound feed business. The intangible assets, property, plant

and equipment, right-of-use assets and lease and deferred tax

liabilities have been classified as assets and liabilities held for

sale. We expect to finalise the future of the remaining mills by

the end of 2027.

Cash tax was broadly in line with last year; a reduction due to

lower profits was offset by a one-off benefit in 2025 from an EU

state aid refund of £25m. Cash tax in 2027 is expected to be

slightly lower.


Associated British Foods plc	\| 49 \|	Annual Report 2026

FINANCIAL REVIEW CONTINUED

The increase in other cash flows was driven by higher sales of

non-current assets in 2026 and an increase in provisions

compared to 2025.

Our share buybacks resulted in a cash outflow of £253m in 2026

and we completed our most recent share buyback programme

of £250m in August 2026. Dividends paid of £446m reflect the

2025 final and 2026 interim dividends. Cash deposits with a term

greater than 90 days were not renewed and resulted in a

decrease in current asset investments.

Financing and liquidity


	2026	2025
	£m	£m
Short-term loans and overdrafts	(226)	(258)
Long-term loans	(479)	(409)
Lease liabilities	(3,150)	(3,019)
Total debt	(3,855)	(3,686)
Cash at bank and in hand and cash equivalents	1,010	1,057
Total net debt	(2,845)	(2,629)
Leverage ratio	1.1x	1.0x

Total short and long term loans, excluding bank overdrafts, were

£594m at the year end, an increase of £58m from £536m last

year. Cash and cash equivalents, net of bank overdrafts,

decreased by £27m to £899m. Consequently, net cash before

lease liabilities decreased by £85m to £305m.

Total liquidity was £2,397m, £167m higher than last year. As set

out in the Alternative Performance Measures, total liquidity

comprised total available cash of £597m and qualifying

committed credit facilities of £1.8bn. Total available cash was

calculated from gross cash and cash equivalents of £1,010m,

before the deduction of £312m of non-qualifying borrowings and

£101m of estimated inaccessible cash. The qualifying facilities

comprise an undrawn £1.5bn revolving credit facility maturing in

June 2029 and a further £300m revolving credit facility maturing

in February 2029, both of which are free from performance

covenants. The additional £300m facility was entered into in

February 2026 to maintain liquidity in line with internal

financial policy.

Lease liabilities increased by £131m in 2026 predominantly as a

result of property leases acquired as part of the Hovis Group

acquisition in July.

Total net debt increased by £216m in 2026 to £2,845m at the

year end. A combination of lower adjusted EBITDA and higher

total net debt resulted in a leverage ratio of 1.1x at the year end,

compared to 1.0x in 2025.

Pensions

The Group’s defined benefit pension schemes' aggregate

surplus increased by 7% to £1,705m at year end compared to

£1,590m last year. The UK scheme, which accounts for around

89% of the Group’s gross pension assets, was in surplus by

£1,695m (2025 – £1,586m). The most recent triennial actuarial

valuation of the UK scheme was carried out as of 5 April 2026

and this last valuation showed a funding surplus of £1,467m.

Details of the assumptions made in the current and previous

year are disclosed in note 13 of the financial statements together

with the bases on which those assumptions have been made.

During 2026, the Group commenced the closure of the UK

defined benefit pension scheme to future service accruals for

existing active members, with affected employees transitioning

to a defined contribution pension arrangement. A curtailment

gain of £2m was recognised as an exceptional item in respect of

those members who had formally accepted the proposed

changes by the reporting date. The Group's net defined benefit

surplus increased by £2m as a result. Further details are provided

in note 13 of the financial statements.

The charge for the Group’s defined contribution schemes in

2026 was £126m (2025 – £115m). This compared with the cash

contribution to the defined benefit schemes of £1m (2025 – £7m).

As agreed with the trustees in previous years, and reconfirmed

this year, as a result of the surplus in the UK scheme, the Group

will continue to receive a cash flow benefit each year from the

abatement of UK employer pension contributions on both the

defined benefit and defined contribution schemes; the latter was

approximately £47m (2025 – £44m).

Dividend and shareholder returns

Our capital allocation policy is for the Group’s financial leverage,

expressed as the ratio of total net debt to adjusted EBITDA, to

be well under 1.5x. Financial leverage consistently below 1.0x

with substantial cash balances at both half and full year ends,

may indicate a surplus capital position. Surplus capital may be

returned to shareholders by special dividends or share buybacks,

subject to the Board’s discretion.

A further £250m share buyback programme was launched in

November 2025 and completed in August 2026. At the end of

the financial year we had 703 million ordinary shares in issue.

The weighted average number of shares for the year was 705

million (2025 – 724 million). On a cumulative basis, since the

start of our buyback programmes in November 2022, the total

number of shares has decreased 89 million from 792 million

shares to 703 million. At the end of the financial year, our

financial leverage ratio was 1.1x.

The Group continues to prioritise investment in its businesses

whilst maintaining a progressive approach to shareholder

returns. The Board is proposing a final dividend of 42.3p per

share to be paid on 8 January 2027 to shareholders on the

of 20.7p per share, the total dividend equates to 63.0p per share,

which is in line with the total dividend of 63.0p per share in

financial year 2025.

Demerger

As stated in our Interim results announcement, the anticipated

dis-synergies are expected to be below £45m in aggregate. One-

off separation and transaction costs are expected to be in the

region of £75m. Ahead of the demerger, we will host separate

Capital Markets Days for Primark and AB Foods. We will also

host a series of shorter investor education events for AB Foods,

starting with a Group spotlight, followed by sessions for each of

its three reporting segments post demerger: Grocery,

Ingredients and Sugar & Agribusiness. These are expected to

take place between April and July 2027.

Joana Edwards

Group Chief Financial Officer


Associated British Foods plc	\| 50 \|	Annual Report 2026

SECTION 172 STATEMENT – OUR STAKEHOLDERS

Engaging with our stakeholders

Section 172 Statement

In accordance with the requirements of section 172 of the

Companies Act 2006, the directors must act in a way that they

consider, in good faith, would most likely promote the success

of the Company for the benefit of its members as a whole,

having regard to the likely consequences of any decision in the

long term and the broader interests of other stakeholders. This

Statement sets out how the directors have had regard to those

factors during the financial year ended 12 September 2026.

Stakeholder engagement

We engage regularly with stakeholders at Group and/or business

level, depending on the particular issue.

Authority for the management of the Group’s businesses

is delegated to the Chief Executive for execution or for further

delegation by the Chief Executive to the senior management

teams of the businesses. This is to ensure the effective day-to-

day running and management of the Group. The chief executive

of each business within the Group has authority for that business

and reports directly to the Chief Executive.

Day-to-day operational decisions are made locally by the

businesses within the Group. The Board provides input from

a Group perspective on the principal decisions and strategy,

as appropriate, and also supports individual businesses

by facilitating the sharing of best practice and know-how

between the businesses.

This approach necessarily involves a high degree of delegation

of communication with stakeholders to the management of the

Group’s businesses. Where the directors of the Company have

not themselves directly engaged with stakeholders, material

stakeholder issues are considered at Board level both through

reports to the Board by the Chief Executive and/or Group Chief

Financial Officer and also by the senior management of the

Group’s businesses. Senior management of the businesses are

requested, when presenting to the Board on strategy and

principal decisions, to ensure that the presentations cover

what impact the strategy/principal decision has on the relevant

stakeholders and how the views of those stakeholders have

been taken into account.

In the following pages, we set out the key stakeholder groups

with whom engagement is fundamental to the Group’s

ongoing success.



Employees We employ approximately 140,000 people. Our people are central to our success.


Key matters
• Health, safety and wellbeing • Diversity and inclusion • Cost of living	•Culture •Engagement •Development


How the businesses engage with this stakeholder group
•Day-to-day engagement •Email •Town halls •Surveys •Health and safety programmes	•Training •Notice boards •Newsletters •Intranet and website

How the Board engages and/or is kept informed and takes matters into account

• Annie Murphy, as designated Non-Executive Director for

workforce engagement, met with employees from a selection

of businesses to seek to ensure that the ‘voice’ of each

workforce in the Group is heard at Board level.

• The Board receives two specific updates each year from the

Non-Executive Director for workforce engagement and the

Chief People and Performance Officer in respect of progress

on workforce engagement and resulting actions.

• Each business division also specifically reports to the Board

on workforce engagement within that division.

• The Chief Executive and Group Chief Financial Officer

continue to engage with employees both at the ABF centre

and at the regional businesses through town halls covering

business updates and ESG topics.

• The Board receives updates on safety trends and progress

against KPIs, supplemented by updates from the divisions.


	See the letter from Annie Murphy on pages 105 and 106, which includes details of some of the outcomes from workforce engagement. See also the ‘Our people’ section on pages 61 to 65.


Associated British Foods plc	\| 51 \|	Annual Report 2026

SECTION 172 STATEMENT – OUR STAKEHOLDERS CONTINUED



Suppliers As a diversified international Group, our businesses have many complex supply chains.


Key matters
• Responsible sourcing • Supply chain sustainability • Payment practices	•Human and labour rights in our supply chains •Transparency in supply chains


How the businesses engage with this stakeholder group
•Conversations (face-to-face or virtual) •Training •Communication sessions	•Correspondence •Audits •Engagement with supplier representatives and NGOs

How the Board engages and/or is kept informed and takes matters into account

• Senior management of each business division (often with the

assistance of specialists from within that division) regularly

report to the Board on material relationships and projects with

suppliers either as part of their business updates to the Board

or through reports to the Chief Executive and Group Chief

Financial Officer.

• The Board reviews ESG matters in supply chains as part of the

regular cycle of business reviews.

Examples of material matters or projects on which the Board

was briefed include human and labour rights due diligence in

respect of our supply chains, with particular focus on Primark

and Twinings, and the Twinings Community Needs Assessment

programme involving direct engagement with farmers in its tea

and herb supply chains.


	See further details on page 66 about Primark’s and Twinings’ human and labour rights due diligence in respect of their supply chains.



Customers/Consumers The buyers of our safe, nutritious and affordable food, and clothing that is great value for money.


Key matters
• Healthy and safe products • Value for money • Availability of products • Customer relations	•Social and environmental impact •Store environment


How the businesses engage with this stakeholder group
•In-store signage (Primark) •Face-to-face interactions with staff •Customer surveys •Websites	•Labelling •Social media •Customer/consumer contact lines •Market data analysis

How the Board engages and/or is kept informed and takes matters into account

• The Board is regularly updated by each business division

on its strategy, including in relation to key customers and key

activities impacting customers and consumers.

• The Director of Financial Control provides the Board with an

annual report on food and feed safety.

• The Chief Executive and Group Chief Financial Officer

meet each business division quarterly to discuss key

commercial matters.

Examples of key matters or projects on which the Board was

briefed include:

• the impact of GLP-1s on consumer behaviour;

• the continued Primark store refit programme to elevate

customer experience, the launch of Primark’s first franchise

partnership, its increased focus on digital and the proposal to

expand into home delivery in the future; and

• Twinings’ investment in brand renovation, both product

development and packaging.


	See further details on page 20 about Primark’s first franchise partnership and move into the GCC and page 24 about driving growth in womenswear through category investment and customer engagement.


Associated British Foods plc	\| 52 \|	Annual Report 2026

SECTION 172 STATEMENT – OUR STAKEHOLDERS CONTINUED



Communities and the environment Supporting society and respecting the environment are two of the key ways we live our values and make a difference.


Key matters
• Climate change mitigation and adaptation • Natural resources and circular economy	•Social impact – including employment opportunities •Agriculture and farming practices


How the businesses engage with this stakeholder group
• Various environmental programmes • Dealings with NGOs and other expert programmes and schemes	• Coaching and training programmes • Community programmes and schemes

How the Board engages and/or is kept informed and takes matters into account

• Senior management of the business divisions report to

the full Board on their material ESG matters as part of their

business updates.

• The Board reviews risk assessments undertaken by the

businesses each year which consider, among other things,

climate change impacts and risks.

• The Director of Legal Services and Company Secretary and

the Group Corporate Responsibility Director present to the

Board (or to individual Board members) on broader corporate

responsibility issues that sit beyond our direct manufacturing

operations e.g. in the supply chains.

• The Board receives updates from the Chief People and

Performance Officer on environmental matters in our direct

manufacturing operations.

• The Board receives updates and provides views on other

sustainability matters.


	See pages 56 to 70 in the Responsibility section of this Annual Report. See also, more specifically, pages 36 and 41 for examples of projects which also benefit surrounding communities.



Shareholders and institutional investors The Company has a mix of individual and institutional shareholders, including bondholders, whose views are valued.


Key matters
• Strategic updates • Business and financial performance	•Return on investment •ESG •Remuneration


How the businesses engage with this stakeholder group
•Results announcements •Press releases •Annual General Meeting •Annual Report	•Website •Meetings •Registrar

How the Board engages and/or is kept informed and takes matters into account

• Regulatory News Service (RNS) announcements keep

investors updated on business and financial performance

and other matters.

• The Chief Executive and/or Group Chief Financial Officer meet

with investors throughout the year. The Head of Investor

Relations also meets prospective and current investors, as

well as analysts who write reports on the Company.

• Each year, the Chairman meets with the Company’s

largest institutional shareholders to discuss their views,

issues or concerns.

• The annual general meeting provides an opportunity for retail

shareholders to ask the Board questions.

• The Board also responds either directly or via its in-house

company secretarial team to shareholder queries raised

throughout the course of the year.

• At each Board meeting, the directors are briefed on meetings

that have taken place with institutional shareholders and

on feedback received.

• The Remuneration Committee Chair meets with investors

and analysts to answer queries and respond to feedback

around remuneration issues.

• All shareholders are treated equally and a Relationship

Agreement is in place with the Company’s controlling

shareholders (see page 135).


	See further details on page 103, which includes details on this year’s annual general meeting.


Associated British Foods plc	\| 53 \|	Annual Report 2026

SECTION 172 STATEMENT – OUR STAKEHOLDERS CONTINUED



Governments The Group is impacted by changes in laws and public policy.


Key matters
• Climate and environment- related matters • Tax and business rates • Agricultural and trade policy	•Public health •Support of businesses and workers •Energy support schemes


How the businesses engage with this stakeholder group
•Meetings, calls and correspondence •Responding to consultations and calls for evidence •Providing data/insights (e.g. supply challenges)	• Participation in government schemes • Parliamentary events • Industry forums • Site visits • Attendance at conferences

How the Board engages and/or is kept informed and takes matters into account

• The Company engages with governments to contribute to,

and anticipate, important changes in public policy.

• The Board takes into account the interplay between

commercial decisions and government policies and aims

in its investment decisions.

• Across markets, ABF aims to contribute positively and

proactively to policy-making processes and prioritises having

constructive relationships with relevant decision-makers.

• The Board is briefed on engagement with governments and

public authorities. ABF management and senior teams have

proactively engaged with governments and regulators in many

of the markets in which the Group operates. This includes

engaging with Ministers and officials in the UK on issues

related to, for example, food security, taxation and customs

policy as it impacts the retail sector, and trade policy. The

Chief Executive and other senior executives also met with the

UK Competition and Markets Authority in the context of the

merger approval process for the acquisition of Hovis.


	Hovis 'Strength Baked In' TV Advert (2026)


Associated British Foods plc	\| 54 \|	Annual Report 2026

SECTION 172 STATEMENT – PRINCIPAL DECISIONS

Principal decisions

In making decisions throughout the course of the financial year, we seek to ensure that

the consequences promote the long-term success of the Company, as well as maintain our

reputation for high standards of business conduct.

Demerger of the Primark and Food businesses

Which stakeholders most affected?

Shareholders and

institutional investors

Employees

Customers/

Consumers

Communities and the

environment

We noted in our full year results announcement on 4 November

2025 that the Board had been conducting a review of the Group

structure with a view to maximising long-term value and that the

outcome of the review may lead to the Board deciding to

undertake a separation of the Primark and Food businesses.

Following that announcement, the Board continued with an in-

depth review of the Group structure.

Institutional investors were consulted and all shareholders, both

institutional and retail, had the opportunity to speak to Board

members and ask questions at the AGM. There was also extensive

engagement with Wittington Investments, ABF’s largest

shareholder, who was supportive of the proposed demerger and

expressed commitment to maintaining majority ownership of both

the Primark and Food businesses in the event of a demerger.

The outcome of those engagements was that the Board

concluded that a demerger would give a clearer investment

proposition and enhanced investor understanding, alongside

accountability to shareholders who are invested because of their

specific interest in either the Food business or Primark.

The impact on employees was considered. Through engagement

over the years the Board was aware that employees value the

unique culture of their local businesses and the Group overall and

the Board considered the demerger in this context. For Primark, it

was considered that the demerger would allow an experienced and

highly capable team with a long-term mindset and strong execution

capability to thrive in a uniquely Primark culture. For the Food

business, it was noted that the devolved and networked operating

model, with central oversight supporting local decision-making by

those closest to customers and markets, was a formula that would

continue to attract and retain exceptional talent.

The Board considered the impact of the demerger on customers

and concluded that the demerger would improve customer

experience. It noted that the demerger will allow Primark to

continue to deliver customers an unmatched value proposition,

combining clear price leadership with differentiated quality and

exciting fashion in prime locations, whilst the Food business

would be able to continue to deliver a differentiated global food

portfolio constructed across the food supply chain with strong

and innovative brands and ingredients platforms, targeted at

sharply defined market segments.

In considering the environment, the Board noted that the

demerger would allow Primark to continue to be underpinned by

industry-leading standards of sustainability and ethical sourcing,

whilst the Food business would continue a deeply embedded

culture of sustainability and responsible behaviour which focuses

on the material risks and opportunities for its businesses and the

communities in which it operates.

Outcome

Having reviewed the options thoroughly, and after considering

stakeholder impact, on 21 April 2026 the Board announced its

decision to proceed with a demerger of the Retail business

(Primark) from the Food business concluding that a demerger

was the best way to maximise long-term returns for

shareholders, reflecting Primark’s scale today and the

opportunity for a better understanding of the Food business.

Leadership decisions

Which stakeholders most affected?

To ensure a smooth transition through the demerger, the Board

asked ABF’s current Chairman, Michael McLintock, to continue as

Chairman of ABF until the completion of the demerger. The Board

considered Michael’s current tenure, as he was appointed as a

Director in November 2017, but considered that stability and

knowledge of both the Primark and Food businesses was

important for successful delivery of the demerger and to maximise

long-term shareholder value.

The Company announced the appointment of Joana Edwards as

a Director and Group Chief Financial Officer on 5 March 2026,

the Board having been impressed with the capability and

strength that Joana brought to the interim role since March

2025. The Board noted Joana’s clear understanding of ABF’s

business and operating model, her rigour in the execution of her

role and her passion for building high-performing teams.

The Company also announced the appointment of Eoin Tonge

as Chief Executive of Primark on 5 March 2026. In making this

decision the Board noted the steps Eoin had taken in his

interim tenure to implement a strategy to strengthen Primark’s

customer proposition and to deliver against Primark’s long-term

ambitions for value creation for shareholders. The Board

considered that Eoin should remain as a Director on the Board

of ABF pending the demerger.

Outcome

The outcome of the leadership decisions is a Board ready to lead

on the Group’s long-term growth prospects and to deliver the

demerger, being an important step in the evolution of ABF.


Associated British Foods plc	\| 55 \|	Annual Report 2026

SECTION 172 STATEMENT – PRINCIPAL DECISIONS CONTINUED

Completion of the acquisition of Hovis Group

Limited

Which stakeholders most affected?

Following receipt of unconditional merger clearance from the

Competition and Markets Authority (CMA) in June 2026, it was

decided to proceed with completion of the acquisition of Hovis

Group Limited in order to create a sustainably profitable UK

bakeries business for the long term.

There was detailed consultation with the CMA in respect of

the proposed acquisition, including engagement both by

Board members and by senior management of our UK

bakeries business.

The integration of Hovis Group with Allied Bakeries, operating

together as ‘Hovis Bakeries’, is expected to deliver substantial

operational synergies and efficiencies across production and

distribution. These benefits will drive improved profitability,

strengthen the resilience of the combined business and enable

investment in brands and product innovation to the benefit of

our bakery customers.

Outcome

The acquisition of Hovis Group Limited completed on 8 July 2026.

Capital structure and shareholder returns

Which stakeholders most affected?

The Board considered the Company’s capital allocation policy,

which is for the Group’s financial leverage (expressed as the

ratio of total net debt including lease liabilities to adjusted

EBITDA) to be well under 1.5 times. As the financial leverage

was under 1.0 times, this indicated a surplus position, giving

the Board the discretion to return surplus capital to

shareholders by way of both a dividend and a further share

buyback programme. In exercising that discretion, the Board

took into account the outlook for the Group, the strength of the

balance sheet and the underlying cash generation of the

business. The Board considered that these shareholder returns

still allowed the Group the ability to continue to prioritise

investment in its businesses. In line with previous practice, the

Board also considered that the share buybacks should be used

if they created enhanced value for continuing shareholders.

Outcome

In November 2025, the Board approved and announced a

share buyback programme of £250m as well as

recommending a final dividend of 42.3p per share which was

paid in January 2026. On 21 April 2026, the Board announced

an interim dividend of 20.7p which was paid on 3 July 2026.

The buyback programme completed in August 2026.

Primark - investment in Click & Collect and home

delivery

Which stakeholders most affected?

Primark’s digital strategy is to deliver incremental growth while

complementing its store-led model. In recent years, Primark

has made significant progress in developing its digital

capabilities, including introducing CRM, digital marketing, an

app and the rollout of Click & Collect across Great Britain.

Primark advised the Board of its proposals to grow Click &

Collect and, having undertaken a detailed review, a proposal to

offer home delivery in Great Britain in the future. To enable

this, Primark proposed the acquisition of a highly-automated

fulfilment facility in Sheffield.

The Board noted Primark’s digital maturity, including the

success of Click & Collect, and online market developments,

meaning there was now the opportunity for profitable growth

through the home delivery channel. The Board also noted that

this would give customers even more choice in how they shop

with Primark.

Outcome

The Board approved the purchase of the fulfilment facility with

a view to Primark introducing home delivery in Great Britain in

the future.

Acquisition of Elementis Pharma

Which stakeholders most affected?

SPI Pharma (a division of ABF Ingredients) is a global supplier

of ingredients and drug delivery solutions for the

pharmaceutical and dietary supplement industries.

The Board was briefed on an opportunity for SPI Pharma to

purchase Elementis Pharma, a German-based supplier of

digestive health active pharmaceutical ingredients.

The Board considered whether the strategic investment would

drive long-term growth and shareholder value, noting that the

acquisition would strengthen SPI Pharma’s capabilities in

pharmaceutical ingredients allowing them to build a broader

product portfolio and a stronger, more robust manufacturing

network. This in turn is expected to deliver long-term growth of

SPI Pharma. The Board also considered the impact on

customers and was briefed that it would allow SPI Pharma to

better support customers with expanded offerings in digestive

health and increased supply security.

Outcome

The Board endorsed the acquisition of Elementis Pharma by

SPI Pharma, recognising the benefits to various stakeholders.


Employees	Customers / Consumers	Shareholders and institutional investors
Suppliers	Communities and the environment	Governments


Associated British Foods plc	\| 56 \|	Annual Report 2026

RESPONSIBILITY

ESG at ABF

George Weston

Chief Executive

Associated British Foods plc

Introduction

The past year has brought geopolitical uncertainty, pressure on

the costs of doing business and numerous severe weather

events. In this context, well-directed investment in energy

efficiency, resilient supply chains, safe workplaces, products to

reduce GHG emissions and the responsible use of natural

resources can all reduce risk, lower costs and strengthen our

businesses for the long term. In short, our ESG activities are

good not only from a social and environmental point of view but

also from a shareholder perspective.

Our purpose remains clear: to provide safe, nutritious and

affordable food, and good-quality clothing that is affordable. It

informs how we run the Group as well as our ESG work. During

a challenging financial year, our businesses have remained

focused on the fundamentals and have made progress.

Strengthened governance

Our devolved operating model gives responsibility to the people

who know their businesses best. Each business is accountable

for understanding and managing its material ESG risks, impacts

and opportunities. The centre provides the governance

framework, expertise and support necessary to help them do

this effectively.

This year we have strengthened governance at Group level. We

are refreshing our material climate risks and the actions being

taken to mitigate them. The ABF executive team is also

conducting frequent reviews of material ESG matters, working

with subject-matter experts. I expect this process to sharpen

decision-making.

We have worked with the businesses to prepare for significant

regulatory change. The EU Deforestation Regulation, for

example, will require substantial additional supply chain

information and due diligence for in scope businesses, and

Australia has brought in new reporting standards for

sustainability disclosures. Our job is to help businesses meet

these new obligations accurately and efficiently.

Primark has been reviewing its approach to responsible

operations. The company already has its Sustainability Strategy,

developed with the close involvement of the central ABF ESG

team. It has a well-established organisation of more than 100

sustainability and ethical trade specialists and therefore has a

strong base from which to continue its work as an

independent business.

As ever, this year there are areas where we have made good

progress, areas where improvement has been insufficient and

risks that require greater attention.

Carbon reduction

Our Group Scope 1 and 2 market-based greenhouse gas

emissions fell by 14% during the year, driven principally by

changes in the operating footprints of our Sugar and Agriculture

businesses. Sustained investment in multi-year decarbonisation,

energy efficiency and renewable energy programmes

also contributed. Primark's Scope 3 GHG emissions also reduced

by 21% compared to 2025. These reductions were achieved

through a decrease in supplier GHG emissions, improved

availability of primary data from supplier factories and greater use

of recycled or Primark preferred sources.

Our people

Our people are central to the long-term success of the Group

and we have made good progress in a number of areas this year.

In ABF Sugar's African markets, many employees and their

families live in accommodation provided by the business

because our estates are often located in rural and remote areas.

This year, ABF Sugar upgraded or rebuilt more than 500 homes,

building on the investment made over the previous two years.

These improvements make a meaningful difference to living

standards and reflect our commitment to the people who help

build our businesses every day.

More broadly, we continue to focus on the wellbeing and mental

health of our employees, although there is always more to do.

Everyone who works for us, including contractors, should return

home safely every day. The Group lost-time injury rate for

employees was unchanged at 0.41%△ and, tragically, one△

employee and four△ contractors lost their lives working with us

during the year. Our businesses have fully investigated the root

causes of the fatalities and are implementing further measures

to reduce risk.

Our supply chains are large and diverse and many depend on

agricultural workers around the world. Their safety and wellbeing

are also important. Within the framework of our Group Supplier

Code of Conduct, each business develops its own approach to

managing risks in its supply chains, reflecting local conditions

and circumstances. The continued development of a Human

Rights Due Diligence framework for the Primark Cotton Project

is one example of this work.

Climate resilience

Climate resilience is an area of focus. Our businesses and supply

chains depend on secure access to natural resources and are

therefore exposed to disruption from extreme weather. During

the year, flooding affected our Sugar business in Malawi and

Primark’s third party manufacturers in Bangladesh. Heatwaves

reduced sugar yields in the UK and Europe. El Niño will affect

markets in different ways and may disrupt the availability of

wheat, sugar and cotton.


Associated British Foods plc	\| 57 \|	Annual Report 2026

RESPONSIBILITY CONTINUED

We are already doing a lot of work to make our own operations

more resilient to severe weather. Our African sugar businesses

are investing in irrigation, soil health and efficient use of water.

Where we launch initiatives in markets, we take the learnings

and roll them out more widely.

In Grocery, businesses are increasing their use of solar energy,

reducing their reliance on national grids at times of peak

demand. Within AB Mauri, investment in water efficiency is

reducing dependence on abstraction and production of waste

water. These projects strengthen operational resilience while

delivering commercial and environmental returns.

Changing weather is also impacting product development. As

hotter summers impact hot tea consumption in the Northern

Hemisphere, for example, we are accelerating the rollout of

Twinings’ Cold Infusions range.

Our businesses also work with farmers to improve productivity

and resilience. The Jordans Farm Partnership supports soil health

and biodiversity. Allied Mills' Wheat Sustainability Supply Project

promotes practices such as crop rotation, minimal tillage and

precision agriculture. The Primark Cotton Project works with

hundreds of thousands of farmers to improve soil quality and

productivity, while British Sugar continues to work with growers

and researchers on approaches that support productive soils.

We are also investing in technologies that can help reduce

emissions. AB Enzymes continues to develop enzyme-based

solutions that improve efficiency or replace more carbon-

intensive alternatives across a range of industries, including

baking, food processing and paper manufacture.

Preparing for the demerger

This forthcoming year the Group will demerge, but a

commitment to responsible operations will remain in both the

standalone Retail and Food businesses. The most material

issues and the emphasis placed on them will naturally differ.

For the AB Foods Group, our devolved operating model will

continue. Our businesses will continue to set their own ESG

priorities based on what is material for them, supported from the

centre. We are assessing how our material topics will look in

future based on the relative importance of those issues in a

Group without Primark. We expect to have more to say on this

next year.

Conclusion

We aim to be transparent about our priorities, our approach and

our performance. There is therefore further disclosure in this

report and on our Responsibility website. Reporting is important,

but it is not the objective. The objective is to deliver outcomes:

safer workplaces, more resilient operations and supply chains,

responsible use of natural resources and sound commercial

returns. I expect these outcomes to be enduringly significant

well beyond the demerger of the businesses next year.

George Weston

Chief Executive

Associated British Foods plc


Associated British Foods plc	\| 58 \|	Annual Report 2026

RESPONSIBILITY CONTINUED

Non-financial and sustainability reporting requirements

The Group data included in this Report on our environmental

and safety KPIs covers the period 1 August 2025 to 31 July 2026.

The Companies Act 2006 requires the Company to disclose

certain non-financial and sustainability information within

the Annual Report and Accounts.

Accordingly, the disclosures required in the Company’s

non-financial and sustainability information statement can

be found on the following pages in the Strategic Report

or are incorporated into the Strategic Report by reference

for these purposes:

Information on our business model (pages 12 to 15)

Information on our people (pages 17 and 61 to 65 )

Information on DEI (pages 63 to 64 and 111)

Information on our Anti-Bribery and Corruption Policy (page 65 )

Information on our Speak Up Policy (pages 65, 102 and 118)

Information on our approach to human rights (pages 25, 31,

65 to 66 , 94 and 124)

Information on supporting communities (pages 65 to 66)

Information on our environmental management (pages 17, 44

and 67 to 70)

Information on our climate-related financial disclosures

(pages 72 to 85)

Information on our principal risks and uncertainties, including

how we manage and mitigate those risks (pages 86 to 95)

For the current and prior reporting years, safety and environment

data is from companies over which the Group has financial

control. Control is determined by reference to our accounting

policies as described on page 156. Control exists where the

Group has the power, directly or indirectly, to direct the activities

of an entity so as to affect significantly the returns of that entity.

We engaged Ernst & Young LLP (EY) to provide independent

limited assurance over the 25 ESG KPIs. These are marked with

the symbol ∆ in these pages 56 to 70 and on page 17. Of these

assured metrics, a number are associated with climate-related

risks and opportunities. The EY assurance report can be

found on page 146.

Further information on these can also be found on our website.

Our website provides additional information and data relating

to the commitments, approach, performance and impact of

ABF and our businesses. Our website also includes previous

responsibility reporting, our Modern Slavery Statement and our

CDP (Carbon Disclosure Project) disclosure covering climate,

water and forests.

Our Group ESG governance

All our businesses operate within a clear governance framework

defined by the Group. Our devolved business model gives

businesses the responsibility to manage their ESG impacts, risks

and opportunities within this framework and provides clear

expectations for reporting into the Group where relevant

and material.

The ABF Board (‘the Board’) has oversight and accountability for

ESG across the Group, including climate-related matters. The

Board holds our businesses accountable for their assessment

and management of ESG impacts, risks and opportunities, which

includes an annual review of material ESG matters including

climate-related matters. The Chief Executive and the Group Chief

Financial Officer have responsibility for assessing material ESG

matters across the Group, including climate-related matters, and

reporting on them to the Board.

In carrying out its duties the Board is also supported by:

• our Director of Legal Services and Company Secretary,

who reports to the Chief Executive and has responsibility

for material Group ESG issues and acts as the focal point for

communications to the Board and shareholders on ESG matters;

• our Chief People and Performance Officer (‘CPPO’) who

reports to the Chief Executive and has responsibility for

all material Group employee matters, including safety, mental

health, financial wellbeing, employee development, workforce

engagement, diversity, equity and inclusion (‘DEI’), as well

as having the oversight of how we ensure security for our

people and assets, initiatives within central procurement and

material environmental risk in our operations at the

Group level;

• our Group Corporate Responsibility Director who leads the

Group’s Corporate Responsibility Hub (‘CR Hub’) team which

is responsible for providing guidance, support and facilitating

collaboration across the businesses on ESG matters as well as

for Group ESG reporting; and

• our Group Financial Controller who leads the Finance

Transformation Team, which is responsible for all non-financial

data used for Group reporting.

The CR Hub is a central resource available to all our businesses,

which provides guidance and support on environmental and

social issues. It also facilitates a network that brings together

professionals across the Group working on ESG topics so that

knowledge, experience and best practice can be shared.

The Finance Transformation Team, part of the Group Finance

function, oversees and coordinates the collection of non-financial

data used for Group reporting. The team works closely with the

CR Hub to support timely and accurate reporting and coordinates

finance teams across the Group’s businesses to maintain

robust and consistent data collection aligned with

assurance requirements.

Dedicated teams covering areas such as DEI, health, safety and

wellbeing, environment, carbon reporting and procurement also

support across ESG matters.


Associated British Foods plc	\| 59 \|	Annual Report 2026

RESPONSIBILITY CONTINUED

The Board receives updates throughout the year on material ESG

matters, including climate-related matters, from a variety of

sources including senior management and internal reporting.

This year these included updates on the following:

• strategic decisions taken by the businesses in addressing

climate change and wider ESG issues;

• health and safety performance of our operations;

• environmental performance of our operations;

• employee development, workforce engagement and DEI;

• Task Force on Climate-related Financial Disclosures

(‘TCFD’) requirements;

• our businesses’ continued approach and development

of transition plans;

• UK mandatory climate disclosures and which entities are

in scope.

Since 2022, we have included strategic ESG KPIs in our short-

term incentive plan (‘STIP’) for executive directors. We report

to the Remuneration Committee on progress against these KPIs

three times each year. The measures applied this year, and how

we assessed progress against them, are disclosed in the

Directors’ Remuneration Report on page 123.

Our ESG Policy and Reporting Group is a central, cross-functional

group that meets regularly and is responsible for overseeing

the ESG reporting, methodology and strategy, allocating central

resource, prioritising activities, and reviewing Group ESG

reporting or policy as needed. It sits at the ABF Group level

and includes representatives from Finance, ESG Legal, Risk,

CR Hub and People and Performance, supported by subject

matter experts as required.

Last year, we introduced quarterly ESG Update meetings

with the Chief Executive and the Group Chief Financial Officer.

These meetings are run by the Group Corporate Responsibility

Director and include senior leadership members from the

Finance, Legal, People and Performance and Business

Performance teams. The meetings cover progress against

material Group ESG topics, updates on priorities, and

horizon scanning.

Responsibility within our businesses

Under ABF’s devolved structure, each of our businesses

is required to identify and understand its material ESG impacts,

risks and opportunities, and is given the responsibility as well as

the independence to put in place the necessary measures and

policies that it believes will effectively manage such matters.

In addition to individual business leaders, divisional chief

executives are accountable for their businesses taking the

appropriate action in relation to ESG risks, opportunities and

impacts, including assessing, managing and mitigating the

impact of climate change on their businesses.

Across most of our divisions, ESG measures are part of the

personal objectives of the divisional chief executives, with

appropriate KPIs in place to reflect the nature of their business.

In addition, for the last three financial years, all Primark directors

have had ESG measures for a significant part of their short-term

incentive performance targets.

Divisional management presents quarterly to the Chief Executive

and the Group Chief Financial Officer on business performance

including relevant material ESG issues and, where appropriate,

on significant climate-related matters. They also have other

regular touch points with the Chief Executive where these

matters are also discussed as needed. Additionally, the

businesses periodically present material ESG matters to

the Board.

Our governance framework chart


	ABF Board


Annual business reviews	Retail	Grocery	Ingredients	Sugar	Agriculture
Annual business reviews



								Audit Committee
Risk reviews of material topics	Our people	People in our supply chains	Carbon and climate	Water	Waste and packaging	Food safety and nutrition	Agriculture and farming

	Material topics



Continuous oversight and support	Chief Executive and Group Chief Financial Officer

		Director of Legal Services and Company Secretary	Chief People and Performance Officer	Group Corporate Responsibility Director	Group Financial Controller

Our Group-level policies

We maintain and keep under review a series of Group-level

policies and position statements for material topics. These range

from Health, Safety and Wellbeing, Environment, Animal Health

and Welfare, and Board Diversity (which also applies to the

Group approach to DEI) to our Supplier Code of Conduct. Our

Group-level policies and position statements articulate the

requirements and set expectations for the actions of our

businesses, employees, suppliers and partners.

It is the responsibility of the chief executive of each business

to ensure that their business is compliant with relevant

legislation and Group-level policies.

Our Group policies, position statements and Supplier Code

of Conduct can be accessed on our website.


Associated British Foods plc	\| 60 \|	Annual Report 2026

RESPONSIBILITY CONTINUED

Materiality

In line with our devolved business model, assessing and

prioritising material environmental and social impacts, risks

and opportunities starts with our businesses. This process

builds on their business-level assessments of overall risk

and opportunities, including ESG matters.

While material topics may be different across the individual

businesses, there will be some that aggregate up to being

material at the Group level. We take a Group perspective to

identify those topics, which includes considering where our

businesses have an impact on the environment or society, what

impacts us financially, and where we can have a positive impact.

It also includes topics discussed through stakeholder

engagement, including with investors.



	Group priority

Within our Group material topics we have a number

of Group priorities, which evolve as programmes come

to completion or issues emerge across our businesses

and their value chains. Our Group priorities remained the

same as last year and are:

• human and labour rights in the Primark supply chain;

• decarbonisation at British Sugar;

• accommodation provided by our sugar businesses

in Africa;

• understanding our wider Scope 3 GHG emissions

across our businesses; and

• human and labour rights in the Twinings supply chain.

Our Group priorities will change as a result of the demerger. We

are working to assess how our food businesses’ most material

issues will impact what is material at the Group level in a

standalone food company and we expect to have more to say on

this in 2027 and 2028.

We will continue to focus on the material topics and priorities as

we go through the demerger process. What will not change is

our expectation that our businesses should set their own ESG

priorities based on what is material for them. In addition, the

topics presented in the table opposite have been identified as

material for the Group. Most are material for some or all

businesses, however the degree to which each topic is material

for each business varies.

Our current grouping of material topics is detailed below:

• our people;

• people in our supply chains and surrounding communities;

• carbon and climate;

• water;

• waste and packaging;

• food safety and nutrition; and

• agriculture and farming practices.

With divisions operating across the EU, we have continued

to prepare for the upcoming disclosure requirements under the

Corporate Sustainability Reporting Directive, including

supporting businesses with their double materiality

assessments where relevant.


Group-level material topics	Impacts on the business segments	Impacts in the value chain
Our people
Health, safety and wellbeing
Diversity, equity and inclusion
Engagement and development
People in our supply chains and surrounding communities
Human and labour rights in our supply chains
Supporting communities
Carbon and climate
GHG emissions
Energy and renewables
Water
Water use
Water treatment
Waste and packaging
Waste and circularity
Plastic and packaging
Food safety and nutrition
Food safety
Nutrition and health
Agriculture and farming practices
Responsible agriculture
Biodiversity and land use
Animal health and welfare

For more detailed information relating to our activities

during 2026, visit our website.

These topics span our five business segments and influence

various stages of our value chain


Our business segments
	Retail	Grocery
	Ingredients	Sugar
	Agriculture


Our value chain
	Supply chains
	Products
	Operations


	Learn more online at www.abf.co.uk


Associated British Foods plc	\| 61 \|	Annual Report 2026

RESPONSIBILITY CONTINUED

Our people

Our operations in 57 countries across the United Kingdom,

Europe, Africa, the Americas and Asia Pacific employ around

140,000 people who are united by our purpose, culture and

passion for delivering for our customers. Operating through a

diverse portfolio of businesses, brands and ingredients

platforms, we empower our people to innovate, make decisions

close to customers and markets, and develop their skills and

careers over the long term.

Our people are central to our success. We understand the value

of good people and strong and accountable teams. We

recognise our responsibility to ensure our people feel safe,

respected and included. The Group promotes a unique

opportunity through its global network, encouraging our

businesses and people to connect and share expertise, build

relationships and learn from one another. The strength of our

Group is built on the expertise, commitment and entrepreneurial

spirit of our people in all our businesses.

We expect our businesses to review continuously how we can

ensure we are doing the best for our people. We operate

responsibly and doing so helps us to keep our employees

engaged and motivated. We want to ensure that the people who

work in our businesses feel they are paid fairly for the jobs they

do, which includes receiving compensation in full and on time.

More on our fair pay approach can be found on page 128. We

also provide support for financial wellbeing and examples of this

are shared on our website.

Reflecting our devolved operating model, each business is

responsible for the development of its people practices, ensuring

adherence to our values and considering factors such as

International Labour Organization (‘ILO’) standards and local laws

and practices. We expect our businesses to have internal

grievance processes in place to give workers a voice on

the issues they face in the workplace, in addition to our

Speak Up mechanism.

We also expect our businesses to condemn any form of

harassment and bullying, including physical abuse or discipline,

the threat of physical abuse, sexual or other harassment and

verbal abuse or other forms of intimidation. Not only is this the

right thing to do, it supports our good work principles and the

mental health and wellbeing of our employees and contractors.

Health, safety and wellbeing

The health, safety and wellbeing of our people remain a

fundamental priority across the Group. We are committed to

ensuring that everyone who works for us, including our

contractors, returns home safe every day, wherever they work in

the world.

Any loss of life connected with our operations is unacceptable.

As such, we are deeply saddened to report one△ fatal injury to

an employee and four△ to contractors. Two of these fatalities

occurred during activities on our sites being conducted by

contractors: a contractor in Brazil was electrocuted; and a

contractor in Malawi was killed when a fire extinguisher

exploded during pressurisation by the contract engineer. Two of

the fatalities resulted from road traffic accidents: an employee

was struck by a vehicle while crossing the road in Zambia, and a

contract delivery driver was fatally injured in a road traffic

accident in the UK. Last year we described a contractor fatality in

Zambia during inflation of a tyre of an agricultural vehicle, which

is reported in this year’s data. Following these tragic events, our

priority was to ensure the families and colleagues of those who

died were supported.

Comprehensive root cause investigations were undertaken to try

to understand the causes of each incident and identify

opportunities to prevent a recurrence. The findings and lessons

learned are being shared across the Group.

Our businesses work continuously to identify and reduce risk,

strengthen safety leadership and create environments where

people can work safely. Our businesses take a holistic approach

to health, safety and wellbeing, considering aspects such

as mental, physical and financial wellbeing as well as

physical safety.

All of our businesses continue to have a strong focus on

contractor management and supervision. Vehicle and driver

safety remains a top priority and our businesses are working

with their contracted hauliers to ensure a robust focus on

driver safety.

Our Group-level Health, Safety and Wellbeing Policy, which was

updated this year, establishes the minimum expectations across

all our businesses. These are supported by our non-negotiable

safety requirements. This Policy is supplemented with additional

local and business-specific policies. Responsibility for ensuring

compliance with these policies sits with the chief executives

of the various businesses. Each business also has a nominated

director with specific accountability for health, safety and

wellbeing, including mental health.

In line with the Group-level Policy, our businesses continue to

focus their safety efforts in the following key areas:

• providing strong and visible safety leadership from

senior management;

• identifying and managing activities with the highest risk

of fatal and serious injuries;

• supporting line managers with their accountability for

workplace safety with safety specialists and training;

• actively involving employees in their own health, safety

and wellbeing; and

• reporting against both leading and lagging indicators

and implementing continuous improvement programmes

and activities, taking learnings from other businesses

where relevant.

Across the Group, we have identified a set of on-site and

off-site critical-to-life safety risks that receive enhanced focus

and oversight:

• harm from moving vehicles, which includes driving for

company business;

• falls from height and falling objects;

• machinery safeguarding;

• the storage and handling of hazardous materials;

• working in confined spaces;

• electrical and fire risks; and

• the management of contractors, who often carry out these

high-risk operations.

We continue to support our businesses through resources and

toolkits focused on helping colleagues to address these critical-

to-life safety risks and strengthening safety leadership and

culture, including the management of change and safety

conversations. Additional support has been provided this year

through machinery safety workshops to engineers and their

immediate supervisors across our UK operations, with plans to

extend the programme to other countries.


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This year, we introduced a defined severity scale for Lost Time

Injuries (‘LTIs’), providing greater detail on the nature and impact

of injuries. The majority were classed as lower severity, with

employees requiring only a few days off work to recover.

The Group employee LTI rate this year is flat at 0.41%△

compared to last year.

The Group contractor LTI rate this year has decreased from

0.25% to 0.24%△.

Across the food businesses the employee LTI on-site rate this

year is flat at 0.39% (202 on-site LTIs compared to 212 last year)

and on-site contractor LTI rate this year is flat at 0.15%. The food

businesses are focused on continuing to drive initiatives to

sustain the reduction in LTIs.

The Primark employee LTI rate this year is 0.44% compared with

0.42% last year (221 on site LTIs compared to 213 last year).

We are disappointed the Primark employee LTI rate has

increased. Primark has carried out analysis of their incident data

and has put actions in place that aim to reduce risk and address

the causes of these incidents.

All of our businesses remain focused on investing in risk

reduction initiatives. This year £43m was invested in

reducing health and safety risks across a wide range of

operational hazards.

Number of

employee on-site

Lost Time Injuries

and Lost Time

Injury rate %

Our businesses continue to focus on their governance approach,

safety culture and processes to keep their people safe.

This includes increasing or improving the number and quality

of leading indicators, including safety observations and providing

training and leadership initiatives to strengthen line manager

engagement and ownership of safety.

Our health and safety networks connect expertise across the

Group, enabling people to share best practices and learn from

one another to strengthen safety culture and performance

across our businesses.

Many of our businesses are starting to implement artificial

intelligence and digital solutions to help them diagnose risk

reduction opportunities, support with data analysis, carry out risk

assessments, enhance safe operating procedures and training.

Group-level agreements for selected technologies allow

businesses to benefit from these tools.

Supporting the mental health and wellbeing of our people is

central to who we are and how we perform. We continue to

strengthen our capacity to adapt to change, and remain a place

where people want to work by supporting a healthy and engaged

workforce. Our businesses use multiple communication

methods to ensure our different workforce audiences have easy

access to information when they need it, including notice boards,

shift briefings and virtual platforms.

We encourage a culture of open conversations with the aim of

removing the stigma associated with mental health, including

supporting our people to share their personal stories.



	Group priority Accommodation provided by our sugar businesses in Africa

ABF Sugar's businesses in Africa have estates situated in

rural and remote areas. They provide accommodation for

many employees and their families, and each relevant

business has a plan for investment.

In 2024, ABF Sugar began implementing its Housing and

Living Standards Programme following a review of

housing and living conditions across its sugar estates in

Zambia, Malawi, Eswatini, South Africa and Tanzania.

The review identified priority areas for improvement and

where investment was needed.

Each relevant country team has a set of minimum

standards informed by the ILO Recommendation No.115

on Workers’ Housing and other internationally recognised

best practice.

The programme is divided into three streams of work:

• implementing action plans to address outstanding

maintenance and repairs. In 2026, ABF Sugar

upgraded and rebuilt more than 500 houses across its

African operations, building on the renovations

completed in the two previous financial years;

• ensuring all entry-level estate houses meet updated

minimum standards, with completion of remedial

activities and improvements expected by 2030 across

more than 5,000 houses; and

• investigating future housing options, including

off‑estate housing and rental models, to meet the

evolving needs of its workforce, while reducing

long‑term maintenance liabilities.

Our businesses invest in wellbeing across the Group, including

programmes designed to raise awareness and provide practical

assistance, resources and tools across all areas of wellbeing,

including financial and mental health. These solutions work best

when they take into account local contexts and the views of our

colleagues. As such, employees are involved in the design and

development of our workplace mental health initiatives and more

information on this can be found on our website.

We support our businesses' line managers in sharing information

on wellbeing support and explore any necessary adjustments

to ensure employees can perform effectively throughout their

careers. This includes temporary or permanent adjustments to

work scheduling and workloads.

In a year where difficult decisions have had to be made about

closing and restructuring businesses, our businesses have

sought to ensure that employees are treated with dignity

through consultation processes. They have engaged with unions

and employee groups so that employees know that their views

have been heard. They have worked with employee

representatives to understand what support people need and

have provided employee assistance plans so there is access to

advice and guidance to support their wellbeing.

We continuously aim to improve our holistic approach to supporting

our people with their physical, mental and financial wellbeing.


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We utilise feedback from external organisations, such as CCLA

Corporate Mental Health Benchmark UK 100, to benchmark our

progress and reporting transparency. We were pleased that this

year we were recognised as one of the companies making the

most progress in this area, now ranking near the top of Tier Two

of the benchmark. See our website for further detail on initiatives

undertaken across our businesses.

Diversity, equity and inclusion (‘DEI’)

Our businesses strive to attract and develop a wide variety of talented

people. This is enabled by creating opportunities for professional

and personal development, and by fostering environments that

enable our people to showcase and use their diverse and unique

skills. Our people give us a competitive advantage and

strengthen the Group’s ability to deliver long-term success.

Our Board Diversity Policy sets out our groupwide approach

and is complemented by local business policies, DEI teams

and dedicated programmes. These policies and initiatives aim to

support all employees, including women, ethnic minorities,

individuals with disabilities and members of the LGBTQIA+

community, through equitable access to employment, training,

career development and promotion opportunities.

We are committed both to enabling our people to perform at

their best and realise their career potential, and to eliminating all

forms of discrimination and bias that can harm their mental

health and physical wellbeing.

Our Group Inclusion Network is made up of colleagues from

across all our divisions. It shares knowledge, best practice and

ideas between businesses to accelerate change. We also have

around 500 DEI advocates through which we provide access to

training and thought leadership from expert external partners on

topics such as allyship, racial and ethnic diversity, female careers

and leadership, handling difficult conversations, and

neurodiversity, disability and LGBTQIA+ inclusion.

Unconscious bias training, cultural awareness programmes and a

range of tools are provided to support our businesses in

promoting inclusivity. These tools equip leaders and line

managers with the skills needed to create inclusive cultures in

their businesses and local settings.

Number of

employees and

percentage of

women in the

workforce

Our Women in ABF network, which has been running since

2011, continues to help women develop skills, broaden business

awareness and build connections that support both current

performance and future career opportunities across the Group.

This network is open to anyone across the Group, giving access

to virtual events featuring internal and external speakers,

together with networking opportunities that encourage learning,

collaboration and the sharing of experiences.

We prioritise attracting, developing and retaining a broad range

of talent across the Group. We continue to focus on improving

representation, including gender and ethnicity, by identifying and

removing barriers that may discourage talented individuals from

joining ABF or progressing into leadership roles.

Through our talent and development processes, we aim to

create equitable access to opportunities and support a strong

and diverse leadership pipeline for the future.

Overall, across the Group women make up 56%△ of our total

global workforce.

We remain focused on addressing gender imbalances and

are committed to a continued focus on ensuring women are

represented at all levels, including those in the most senior roles.

We are pleased that women account for 42% of senior

management roles across the Group, increased from 36% five

years ago and showing steady progress over time. Our

groupwide Executive Leadership Programme alumni also has an

increasing proportion of women.

Of roles reporting to the chief executives and their direct reports

our gender balance for 2026 is 27%. However, where the size of

roles (in terms of scale and complexity) is considered, as

opposed to reporting line only, 34% of senior roles are held

by women.

Our leadership teams across the Group remain highly

multicultural and ethnically diverse, with 31 nationalities reporting

to the chief executive or his direct reports. Globally, 20% of

these roles are held by leaders from ethnic backgrounds that

would be classed as a minority based on UK definitions, up from

12% in 2023. We commit to a continued focus on ensuring

those from ethnic minorities are represented in our most senior

roles in the UK and globally.

We voluntarily report on our overall gender pay gap for employees

in Great Britain (‘GB’) on our website and are pleased that this

has improved, although it remains in favour of men. A significant

number of our female colleagues work in retail, with 76.1% of

roles in the lower pay quartile for the Group taken by women.

In the food business the pay gap remains in favour of women as

we have a significant majority of male employees who work in a

manufacturing environment. These employees are being

compared to women who, on average, work in middle

management. Each of our GB-based businesses with over 250

employees also reports on its own gender pay gap, with these

reports published on their websites.

Primark has a median GB gender pay gap of 0.4% in 2026.

During the year, the UK Government confirmed its intention to

introduce mandatory ethnicity and disability pay gap reporting for

large employers. We have been voluntarily collecting ethnicity

data from our employees in GB for a number of years and 77% of

employees in GB currently disclose this (using Office for National

Statistics categories). Many of our businesses will be including

ethnicity pay gap reporting in their 2026 gender pay gap reports.

Research shows that where employees select ‘prefer not to say’

as their ethnicity election, this indicates low levels of trust in the

organisation. We are pleased that only 0.5% of our employees

have made this election, indicating a positive culture across

our businesses.

We are continuously working to encourage more of our UK

population to share their ethnicity with us. With robust data we

are able to produce better action plans to ensure that all

colleagues have great careers with us.

Our businesses’ gender and ethnicity pay gap reports share

inspirational business-level insights about the actions being taken

to enable all employees to successfully grow their careers with

us. We would encourage you to read these reports.

For more information on DEI see our website.


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Gender metrics


	Average number of employees¹	Men in workforce	Women in workforce	Percentage of workforce who are women	Number of senior management roles²	Number of men in senior management roles	Number of women in senior management roles	Percentage of senior management who are women
Retail	81,358	18,928	62,430	77%	410	169	241	59%

Grocery	18,885	12,831	6,054	32%	964	526	436	45%
Ingredients	7,946	5,784	2,162	27%	786	505	276	35%
Sugar	27,696	22,117	5,579	20%	311	209	102	33%
Agriculture	3,186	2,001	1,185	37%	436	249	185	42%
Food	57,713	42,733	14,980	26%	2,497	1,489	999	40%

Central	721	426	295	41%	66	46	20	30%
Total	139,792△	62,087	77,705	56%△	2,973	1,713	1,260	42%

Board directors are not included in the table above. As at 12 September 2026 we had six women and four men on the Board.

The Board is pleased that our Board diversity has been enhanced this year with the appointment of Joana Edwards as Group Chief

Financial Officer. The Board composition continues to meet the recommendations of the Parker Review and of the FTSE Women

Leaders Review, as well as the targets on gender and ethnic diversity in the UK Listing Rules.

1. Full-time, part-time employees and directly employed contractors.

2. Includes directorships of subsidiary undertakings.

See our website for definitions.

Engagement and development

The engagement and development of our people are

fundamental to the performance of our businesses. Our

devolved operating model empowers people closest to

customers, consumers and markets to make decisions, while

benefiting from the breadth of expertise, experience and

opportunities available across the Group. Through our networks,

communities and collaborative ways of working, colleagues can

build connections beyond their immediate teams, share insight,

learn from others and access support from a broad range of

peers and leaders.

We are committed to creating environments where people can

perform at their best, develop their capabilities and build

rewarding careers. By investing in leadership, functional

excellence and professional development, we aim to ensure our

businesses have the skills, knowledge and talent needed to

respond to future opportunities and challenges.

Open communication is a core part of our culture. Across the

Group, employees are encouraged to share their views in a wide

variety of ways. These include conversations with managers and

leaders, engagement surveys, discussion and focus groups, 90-

day onboarding check-ins, exit interviews, employee networks

and digital forums. The businesses work hard to have

constructive working relationships with union and employee

representatives. These channels help foster transparency,

strengthen collaboration and ensure colleagues' perspectives

help shape decisions that affect our businesses and workplaces.

Engagement surveys remain the most widely used approach

with 95% of our businesses regularly conducting engagement

surveys through their chosen partners including Willis Towers

Watson, Culture Amp and Peakon Workday. Surveys are run

over a range of frequencies across the businesses from quarterly

pulse surveys to more in-depth surveys every two to three years.

Of those businesses that carried out surveys in the last 12

months, 89% of their people were invited to participate with a

response rate of 74%.

We consider 70% to be a strong engagement score. As the

exact definition of engagement measures varies by survey

provider, we monitor the percentage of our businesses scoring

above 70% against each area. The levels of achievement of

scores above 70% of the businesses conducting surveys this

year are:

• 79% on the main measure of engagement;

• 85% on the main measure of inclusion; and

• 96% on the main measures of wellbeing.

The businesses are continuing to expand the reach of their

surveys to all colleagues through use of technology, while

recognising legal and cultural challenges in some markets. We

are particularly pleased that in 2026 Illovo Sugar Malawi

successfully completed an engagement survey with over 7,000

employees across the business, including those that have

previously been difficult to reach, such as colleagues working in

operations and agriculture. This identified opportunities to better

support employees through clearer articulation of career

pathways, increased provision of improved resources and

facilities at a site level. We look forward to seeing progress in

Malawi as a result of its targeted 30, 60 and 90-day action plans.

Throughout our businesses, there is a strong focus on taking

action as a result of the feedback from engagement surveys and

other activities. Actions this year have ranged from improving

collaboration, strengthening leadership capability, training and

transparency, introducing focus groups for employee feedback

and promoting greater learning opportunities. Some specific

examples include:

• ABFI has launched the Lead to Grow leadership framework

and strengthened communication through quarterly updates,

Q&A opportunities and a divisional leadership conference.

• AB Mauri has improved communication on its business

priorities and key decisions in Italy and introduced clearer

career development discussions, particularly for people early in

their careers.

• Allied Bakeries, which has now been brought together with

the Hovis Group as Hovis Bakeries, introduced Simplyhealth,

invested in new vehicles, improved canteen facilities and

continued its annual first-line manager and high-potential

development programmes.


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• Grocery Group businesses have introduced actions including

annual performance reviews for operatives at Sports Nutrition,

enhanced working conditions at Westmill’s Enfield site and

practical wellbeing support at Jordans.

• George Weston Foods has launched an emerging leaders

programme at Mauri ANZ and introduced career and talent

pathways at The Artisanal Group.

• Primark has expanded culture activities, launched Above &

Beyond recognition through ZING (Primark’s internal colleague

app, used to connect and engage colleagues and support

internal communications) and begun rolling out updated

colleague uniforms.

• Twinings Ovaltine has introduced development pathways,

360-degree feedback, recognition moments, social

committees, AI sessions to reduce administrative work, and

clearer approaches to decision making and escalation.

In her role as designated Non-Executive Director for workforce

engagement, Annie Murphy leads activities that provide

assurance to the Board that our businesses maintain cultures of

openness, where employees can share their views and have

their voices heard and acted upon. All non-executive directors on

the Board have committed to participating in engagement

sessions with colleagues across the Group. More information on

the activities of the Board in relation to workforce engagement is

provided on page 105.

Our businesses support individuals to develop their skills and

strengths through a range of learning, development, mentoring

and career opportunities. This enables colleagues to thrive in

their current roles while benefiting from the scale, diversity and

connectivity of the wider Group.

Our businesses encourage employee involvement in their

performance, with many offering incentives to employees based

on the performance of the business where they work.

We have multiple development programmes across the Group,

with groupwide executive leadership, induction and functional

excellence programmes for senior leaders, while the businesses

focus on development interventions for cohorts within their

businesses. In addition, the Group works with a range of

partners to provide bespoke development initiatives, including

coaching and mentoring for leaders and potential successors. All

of these initiatives continue to strengthen capability, build

leadership pipelines and support long-term career growth across

our organisation.

For details on these, see our website.

Speak Up

We are committed to always acting with integrity. We proudly

promote and protect a culture of trust, fairness and accountability.

Our Speak Up Policy empowers our people to raise a grievance

or tell us whenever they encounter anything inappropriate,

improper, dishonest, illegal or dangerous, including fraud, and

ensures that their concerns will be handled confidentially and

professionally. Speak Up includes both a telephone line and a

web reporting platform, managed by an independent provider.

We encourage all individuals working for the Group in any of our

businesses, in any country and in any capacity, to use Speak Up,

including employees at all levels, directors, officers, part-time

and fixed-term workers, casual and agency workers, seconded

workers and volunteers.

Speak Up also enables issues to be raised by third parties

that are, will be, or have been associated with our Group.

In the year to 30 June 2026, 434 notifications were received,

of which:

• 23% were resolved, with outcomes ranging from reviews

of processes and support for individual employees to,

where necessary, disciplinary procedures being followed;

• 64% were investigated as appropriate and required no action;

and

• 13% remain under investigation.

A copy of the ABF Speak Up Policy is available on our website.

Anti-Bribery and Corruption Policy

Our approach to governance is to respect not simply the letter, but

also the spirit, of our Anti-Bribery and Corruption Policy and always

act with integrity. All of our businesses are responsible for their

compliance with our policies and procedures. To ensure effective

implementation, each business has its own designated Anti-Bribery

and Corruption Officer, and we have monitoring systems in place

at various levels within the Group, including global risk

assessments. In addition, all relevant employees are required to

complete an e-learning course on the subject when they join the

Group and at regular intervals thereafter, and those who work in

higher-risk roles are required to attend regular face‑to-face training.

Our approach to the recently introduced failure to prevent

fraud offence in the UK has involved conducting ongoing risk

assessments across the Group and building on our existing

Anti‑Bribery and Corruption Policy and processes, including the

Anti‑Bribery and Corruption training and due diligence processes.

A copy of the policy is available on our website.

People in our supply chains and surrounding

communities

Group approach to human and labour rights

Our businesses work with a diverse range of suppliers from

large businesses to smallholder farmers.

Our Group Supplier Code of Conduct is an essential requirement

of the responsible business conduct of our businesses.

This Code is based on the core conventions of the International

Labour Organization and on the Base Code of the Ethical

Trading Initiative.

In their application of the Group Supplier Code of Conduct,

many of our businesses continue to develop and improve human

rights due diligence processes. Some of them are guided by the

United Nations Guiding Principles on Business and Human Rights

(‘UNGPs’), the Organisation for Economic Co-operation and

Development (‘OECD’) Due Diligence Guidance for Responsible

Business Conduct, and the ILO Decent Work Agenda.

Our devolved business model requires each of our businesses

to adopt approaches based on their specific supply chains and

the nature of their supplier relationships. Assessing where

potential negative human rights risks and impacts might exist,

combined with supply chain mapping, helps some of

our businesses identify, monitor and, where applicable, manage

risks and impacts related to workers and communities in the

supply chain.


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	Group priority Human and labour rights in the Primark supply chain

Primark does not own any factories. Given the scale

and complexity of Primark’s supply chain, human rights

are material for the Group, making robust due diligence

practices essential. Primark’s Ethical Trade and

Environmental Sustainability (‘ETES’) programme is one

of the key elements of how human rights due diligence

is implemented in its product supply chains. Through this

programme, Primark conducted over 2,300 Supplier

Code of Conduct audits in its suppliers’ factories over the

calendar year 2025. Primark carries the full cost of these

audits, which include rigorous checks for human rights

issues against the requirements of the Primark Supplier

Code of Conduct, based on first-hand assessment of the

working environment, reviews of relevant documentation

and confidential worker interviews. At the end of each

audit, supplier factories are issued with a time-bound

corrective action plan that outlines any areas for

improvement. Primark uses these audits in the approval

process for all new tier one factories¹. Any potential new

factories are audited and only if the outcome of the audit

is satisfactory can any orders be placed.

Primark’s ETES team has over 130 people predominantly

based in 10 of its key sourcing markets. The work of the

team ranges from risk assessment to supporting

suppliers and their factories in implementing the Primark

Supplier Code of Conduct. Where inherent risks and

more systemic issues are identified, Primark works with

suppliers and their factories, as well as with partners

and other brands, to support suppliers to address these

issues through longer-term solutions and projects.

For more information on human and labour rights

in Primark’s supply chain see our website.



	Group priority Human and labour rights in the Twinings supply chain

Twinings sources approximately 13,500 tonnes of tea

and more than 70 species of herbs and spices annually. It

does not own any tea or herb estates, farms or gardens.

Twinings’ due diligence approach includes audit

procedures, monitoring and training to support the

implementation of its Code of Conduct and Human

Rights Policy. These include its Factory Monitoring and

Improvement Programme (‘FMIP’) and the Twinings

Community Needs Assessment (‘TCNA’) programme.

FMIP is the due diligence approach for assessing and

managing human rights and worker safety across

Twinings’ own operations, tier one suppliers and

selected tier two suppliers². Each site in scope of FMIP

is risk-assessed, and all supplier sites identified as high

risk require an audit. All audits are semi-announced,

where suppliers are given a two-week window for an

audit to be conducted by independent third parties.

Twinings uses the Supplier Ethical Data Exchange

(Sedex) online platform where appropriate, to inform its

supply chain assessment process.

Twinings purchases the tea used to make its blends only

from Rainforest Alliance certified gardens and estates,

who may also source leaf from certified smallholders. To

better understand the issues in its tea and herbs supply

chains it complements third-party certification with its

own TCNA programme across tea gardens, estates, and

smallholders, as well as key herbs on a risk-basis.

Twinings’ TCNA framework takes a holistic approach to

assessing human rights risks and community needs in its

supply chain. These assessments are carried out by

Twinings’ Social Impact and Sustainability teams, based

in its key sourcing countries. They focus on hearing

directly from workers, farmers, smallholders and

community members through focus group discussions,

interviews, surveys and observations. This provides

insight into the challenges and aspirations of these

communities and helps identify areas for improvement.

For more information on human and labour rights

in Twinings’ supply chain see our website.

1. Primark tier one: factories manufacturing finished goods.

2. Twinings tier one supplier sites include third-party manufacturers, warehouses, packaging, raw material processors, promotional items and construction services

and its tier two includes branded packaging suppliers of third-party manufacturers.


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	Group priority British Sugar decarbonising its operations

British Sugar, the largest contributor to the Group’s

Scope 1 GHG emissions at 41%, has made significant

investment across its sites to reduce GHG emissions.

From its 2018 baseline year through to 2026, British

Sugar has invested approximately £138m in various

initiatives across its sites, contributing to a 35%

reduction of Scope 1 GHG emissions and a cumulative

reduction of above 166kt of CO₂e.

At its Bury St Edmunds site new evaporators

commissioned in 2025 completed their first full

sugar beet campaign in 2026, delivering improved

energy efficiency.

At Newark, focus remains on improving reliability through

ongoing investment into energy efficiency, steam usage

and optimising existing systems.

At Wissington, construction of a new steam drying plant

was completed in 2026. The £43m project replaces

existing gas-fired animal feed dryers with a steam drying

process using steam generated by the site’s Combined

Heat and Power (‘CHP’) plant. Once operational, the

project is expected to deliver a substantial reduction in

Scope 1 GHG emissions while further improving

energy efficiency.

Looking ahead, British Sugar plans to continue its

decarbonisation strategy through further efficiency

improvements while exploring alternative fuels and low-

carbon technologies.



	Group priority Scope 3 GHG emissions

Understanding our Group GHG emissions is an important

step towards achieving our ambition to meet net zero by

2050. At a Group level, we continue to support

the divisions in the process of calculating their material

Scope 3 GHG emissions, which enables us to identify

where to focus our priorities and provides our businesses

the visibility required to prioritise where they implement

reduction activities. Primark has published its Scope 3

GHG emissions from across its value chains and most of

the other divisions are in the process of calculating them.

This year, Primark reported 4,720kt of CO₂e for its Scope

3 emissions, which is a 21% decrease compared with

2025. This represents a 24% decrease versus 2019

baseline. These reductions were achieved through a

decrease in supplier GHG emissions, improved

availability of primary data from supplier factories and

greater use of recycled or Primark preferred sources¹.The

decrease in supplier GHG emissions resulted from

increased use of renewable energy, wider industry and

supply chain decarbonisation initiatives, continued

Primark investments in capacity building and site-specific

action plans for supplier decarbonisation.

For more information on this topic see our website.

Carbon and climate

As a Group, we have an ambition to achieve net zero by 2050

or sooner. Beyond that broad ambition, we do not set groupwide

climate-related transition plans or commitments. In line with our

devolved business model, our businesses set plans and

commitments appropriate to their operations and supply chains.

Several of our businesses have set their own GHG emission

reduction commitments.

ABF Sugar, Primark and Twinings Ovaltine each have

specific public commitments for reducing their GHG emissions.

The reduction targets for these businesses have been validated

by the Science Based Targets initiative (SBTi), ensuring they

align with the latest climate science. ABF Sugar, Primark and

Twinings Ovaltine have published transition plans detailing

their strategies for achieving these goals. Achieving our ambition

of net zero across the Group will depend on a number of factors

that are beyond our control. However, we will aim to deliver

on this objective in our businesses while balancing

environmental and financial impacts.

As climate-related disclosure expectations continue to evolve,

our businesses are also preparing to meet emerging regulatory

requirements alongside our Group-level TCFD statement.

Energy and renewables

We remain focused on energy efficiency and transitioning

to renewable energy where viable. This year our businesses

consumed 18,472△ gigawatt hours (GWh) of energy in our

operations, broadly in line with the prior year.

Of this total energy, 60%△ was derived from renewable

sources, predominantly biomass fuels from by-products

generated from production processes, representing an increase

of 11% compared to last year. Of the renewable energy we

generated, 85% came from bagasse, the plant-based fibre that

remains after the extraction of juice from the crushed stalks of

sugar cane. Some renewable energy was also derived from the

anaerobic digestion of a range of waste materials.

This year 42% of the electricity purchased came from renewable

sources, up from 37% last year, with the majority coming from

the UK and European renewable energy markets. Some of our

businesses also generate and use renewable electricity from

site-based solar panels.

Several of our businesses export surplus energy back into

national grids. During 2026, 852△GWh of energy generated by

our sites was exported, an increase of 7% compared to last year,

with ABF Sugar contributing 94%.

For more examples of energy efficiency actions,

see our website.

1. https://corporate.primark.com/en-gb/a/news/sustainability-and-ethics-news/understanding-the-fibres-in-your-clothes


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Total energy

consumed in own

operations and

percentage from

a renewable source

(GWh)

Scope 1 and 2 GHG emissions

Our Scope 1 and 2 (market-based) GHG emissions decreased

by 14% this year, from 2,410kt to 2,079kt△ of CO2e.

Our Sugar segment is the most significant contributor of Scope 1

and 2 (market-based) GHG emissions within the Group, at 67%.

As a result, decreasing the carbon emissions from our Sugar

businesses continues to be a priority for the Group.

In 2026, ABF Sugar’s Scope 1 and 2 (market-based) GHG

emissions decreased by 20% compared to the previous year,

driven mainly by site closures. These emissions were 38% lower

compared to the 2018 baseline. The reduction against baseline

reflects changes in the operational footprint, ongoing

improvements in production efficiency, investment in new

technology and fuel switching to lower-emission energy sources.

Our Agriculture, Retail and Ingredients segments have also

reduced their Scope 1 and 2 (market-based) GHG emissions

compared with last year, by 12%, 2% and 1% respectively.

These reductions were driven by energy efficiency projects and

increased use of renewable energy in all those segments, as

well as lower production volumes in the UK in Agriculture.

For more information on this topic see our website.

Scope 1 and 2 (market-

based) GHG emissions

by segment

2,079 △

000 tonnes CO₂e

(000 tonnes CO₂e,

% of Group total)



l	Retail	46	(2%)
l	Grocery	367	(18%)
l	Ingredients	219	(11%)
l	Sugar	1,385	(67%)
l	Agriculture	62	(3%)

Scope 1 and 2

(market-based) GHG

emissions

(000 tonnes CO₂e)

Streamlined energy and carbon reporting


	2025			2026
	UK only	Non-UK	Total	UK only	Non-UK	Total
Scope 1: 000 tonnes of CO₂e	1,030	861	1,891	788	846	△1,634
Scope 2 location-based method: 000 tonnes of CO₂e	153	438	591	63	438	△501
Scope 2 market-based method: 000 tonnes of CO₂e	180	339	519	83	362	△445
Total Scopes 1 and 2 location-based method: 000 tonnes of CO ₂e	1,183	1,299	2,482	851	1,284	2,135
Total Scopes 1 and 2 market-based method: 000 tonnes of CO₂e	1,210	1,200	2,410	871	1,208	△2,079
Scope 3 – Primark’s Scope 3 emissions: 000 tonnes of CO₂e	0	5,993	5,993	0	4,720	4,720
Biogenic carbon emissions: 000 tonnes of CO ₂e	131	3,307	3,438	120	3,633	△3,753
Intensity ratio: Scopes 1 and 2 emissions per £1m revenue Scopes 1 and 2 location-based method: tonnes CO₂e/£1m			133			112
Energy consumed: GWh	5,160	13,299	18,459	4,174	14,298	△18,472

We calculate and disclose our Scope 1 and 2 GHG emissions

based on the WRI/WBCSD GHG Protocol Corporate Accounting

and Reporting Standard Revised Edition. We use carbon emission

factors published by the UK Government in July 2025, other

internationally recognised sources and bespoke factors based on

measurements and calculations at selected locations. Scope 2

market-based GHG emissions have been calculated in

accordance with the GHG Protocol Scope 2 Guidance on

procured renewable energy. Our energy consumption is

calculated using country-specific conversion factors from

physical quantities to kWh to provide an accurate representation

of our energy consumption.

The Group data in this report on our environmental and safety

KPIs covers the period, 1 August 2025 to 31 July 2026, except

for Primark selling space, number of countries of operation

and employee numbers, which are disclosed in respect of the

financial year.

This is different from the period in respect of which the

Directors’ Report is prepared. Where indicated the information

for this period is externally assured and allows for like-for-like

comparison with previous years.


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Water

Water is an essential input for clothing and food production. Our

businesses aim to reduce the amount of water they abstract for

their operations, reuse water as much as possible and return

treated waste water to nature after ensuring it meets or exceeds

local and national water regulations and standards. In line with

our devolved business model, our businesses set and manage

appropriate plans and commitments to achieve these aims.

This year, businesses across the Group collectively abstracted

762 million m3 △ of water for use in their own operations, a

6% decrease compared with last year. The reduction primarily

reflects lower water abstraction across some of our sugar

businesses in Africa driven by earlier seasonal rainfall and higher

rainfall levels than in the prior year.

Our African sugar businesses accounted for 97% of this total

abstraction, with the majority of the water used for sugar cane

irrigation. Those businesses are working to reduce their water

footprint, with innovative irrigation projects underway.

Of the water used by our businesses, 97% comes from surface

water, such as rivers, lakes and reservoirs. The remaining water

comes from groundwater and third-party sources.

This year, across the Group, 24% of the water abstracted in our

own operations was reused before being returned to the

environment. Reusing water is a more cost and resource

efficient way of managing water. Our sites reuse the water for

irrigation, land spreading, process reuse where feasible, cleaning

vehicles and machinery, and horticultural purposes. The

businesses, in particular AB Mauri and ABF Sugar, are assessing

new ways of reusing water within their manufacturing sites,

aiming to reduce the amount of water abstracted and enhance

operational efficiency.

Water is used throughout the supply chains across our

businesses, and efficient water use in agriculture has become

increasingly crucial, especially under changing climate conditions.

Some of our businesses incorporate water management

strategies in the farm management standards they use to

address this challenge.

For more information on this topic see our website.

Total water

abstracted in own

operations

(million m ³)

Waste and packaging

Waste and circularity

We have a long history of finding ways to make more from less

and maximise the use of by-products and co-products from our

operations. We believe that waste materials are simply products

for which we have not yet found a use. With that in mind,

our businesses continue to implement practices to reuse,

recycle or reduce all sources of waste, including food, feed,

plastic and textile.

Our businesses produce many commercially viable products

from sources potentially considered waste. For example, several

of our businesses have become major suppliers of raw materials

for animal feed, using by-products from their operations that

might otherwise have limited value. Some businesses are also

suppliers of raffinate and betaine for use in the petrochemical

and pharmaceutical sectors. Several of our businesses use by-

products to generate renewable electricity or heat. Additionally,

some businesses divert low-value waste from landfill for use as

a soil improver or repurpose it as an ingredient in organic

fertiliser.

Our food and ingredients businesses aim to avoid products

going to waste by first looking at where waste can be avoided in

the manufacturing process, and donating surpluses to food

banks, community groups and charities. Where appropriate, food

waste is used as animal feed and in energy generation.

Across the Group, we generated 359ktΔ of waste in 2026 which

is a 30% decrease compared with the 510kt generated in 2025.

The reduction was primarily driven by the reduction of the beet

manufacturing footprint at ABF Sugar’s operations in Spain.

Of the total waste generated by the Group, 90%Δ was recycled

or repurposed for other beneficial uses.

For more information on this topic see our website.

Total waste generated

in own operations

and percentage sent

for recycling or other

beneficial use

(000 tonnes)


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Plastic and packaging

As a leading provider of food, ingredients and clothing, packaging

contributes significantly to our groupwide environmental

footprint. Paper is the main packaging material used across the

Group, followed by plastic and glass. Our businesses also use

wood, steel, aluminium and a number of other materials.

Though we fully recognise the harmful effects of plastic

waste on ecosystems, plastic currently plays a vital role in both

ensuring the safety and quality of products and reducing food

waste by extending the shelf life of food. The challenge for our

businesses is to find solutions that balance the needs of our

customers and our focus on reducing the impact of plastics

on ecosystems. Where viable, our businesses are doing this

by removing unnecessary packaging, switching to more easily

recyclable types of plastic, increasing the use of recycled content

in the plastics we use and improving recyclability through

product design processes.

In 2026, our businesses used 241kt△ of packaging compared

with 250kt used in 2025, representing a 3% decrease. The

reduction was driven by lower production volumes and a higher

proportion of bulk production within Agriculture, as well as

packaging reduction initiatives implemented across all segments.

Across the Group, our businesses are striving to improve

packaging innovation and design. In the UK businesses

completed the Recyclability Assessment Methodology (‘RAM’)

required under the UK's Extended Producer Responsibility for

Packaging regulations and are using the results to identify

opportunities for further packaging improvements. Our

businesses are complying with and preparing for evolving

regulatory requirements including the EU Packaging and

Packaging Waste Regulation (‘PPWR’). George Weston Foods is

a signatory to the Australian Packaging Covenant Organisation

(‘APCO’), a non-profit organisation established under Australian

regulation to reduce packaging waste and improve

recycling methods.

For more information on this topic see our website.

Quantity of

packaging used in

own operations

(000 tonnes)

Food safety and nutrition

Our businesses are united by our purpose to provide safe,

nutritious and affordable food. Our food and drink businesses

operate quality management systems based on the WHO Codex

Alimentarius Hazard Analysis Critical Control Point (‘HACCP’)

principles and the Global Food Safety Initiative (‘GFSI’) range

of standards, with most retailer-facing businesses required

to seek formal GFSI certification, typically via unannounced audit

schemes. Additionally, each division, as a minimum, sets and

monitors a range of KPIs for each of its sites, including in relation

to recalls and withdrawals, incidents and complaints.

Relevant businesses take nutritional factors into account

across their product portfolio. Many of our food products already

support healthier choices, from high-fibre breakfast cereals,

wholemeal bread and crispbreads to specialist sports nutrition

products. Product reformulation can help to gradually shift

consumer tastes towards foods that support better long-term

nutrition, and our food businesses actively review their portfolios

with this in mind.

For more information on this topic see our website.

Agriculture and farming practices

Across the Group, our food and retail businesses depend on

agricultural systems for the majority of the raw materials and

ingredients required to make our products. We recognise the

importance of managing those agricultural systems responsibly if

we are to meet a growing population’s need for safe, nutritious

and affordable food and clothing that is great value for money.

We also recognise the interconnectivity between agriculture and

climate change, and how efforts to address the risks,

opportunities and impacts related to climate change, land use,

biodiversity, water, soil health and waste all have an impact on

agriculture. Our businesses support a wide range of

interventions at the agricultural level, with a focus on more

responsible farm management practices. They are also

addressing the most material impacts, risks and opportunities,

often with a focus on soil as we recognise this provides the

foundation for agricultural productivity and resilience. This

includes a number of activities, including certified organic

production, engagement with smallholder growers and adoption

of farm management systems focused on driving more

sustainable farm productivity and exploring new technologies

and approaches.

We have a strong association with the UK agricultural sector, and

some of our food businesses are working closely with UK

farmers to support more regenerative farming practices for

cereals such as wheat, oats and sugar beet. Globally, our

businesses purchase a range of commodities such as cotton,

sugar cane, tea and cereals, and a number of our businesses are

working directly with farmers to identify opportunities within the

supply chain to protect and enhance biodiversity and ecosystems.

Most of our businesses continuously consider and implement

activities, voluntary commitments and internationally recognised

management systems that can guide and assist efforts to

reduce their environmental and social impacts and risks,

including risk of deforestation.

This encompasses our approach to the environment in line with

the following requirements as a minimum:

• Group Environment Policy;

• Group Animal Health and Welfare Position Statement; and

• Group Supplier Code of Conduct.

In preparation for the EU Deforestation Regulation (‘EUDR’), our

businesses have been working to identify products in scope of

the regulation and to have in place relevant policies, controls,

procedures and systems. This has been supported by guidance

and tools to support understanding and effective EUDR

due diligence.

For more information on this topic see our website.


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	Tractor on a Jordans Farm Partnership farm in Hampshire, UK


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CLIMATE-RELATED FINANCIAL DISCLOSURES (‘TCFD’)

Climate-related Financial Disclosures (‘TCFD’)

Our businesses are actively working towards

our 2015 Paris Agreement-aligned ambition to

limit the rise in global temperatures to well

below 2°C above pre-industrial levels, and to

continue initiatives to limit the temperature

increase even further to 1.5°C.

We have provided climate-related disclosures in line with the

requirements under section 414CB(2A) of the Companies Act

2006 and consistent with the TCFD recommendations and

recommended disclosures.

Our devolved model continues to enable businesses to run

autonomously and establish and pursue their own actions and

commitments. Our businesses evaluate their material risks and

focus on those that they consider to be relevant, practical and

most advantageous for their operations and the communities

they serve. Therefore, key metrics and targets that are used by

each business, including to manage climate-related risks and

opportunities, are specific to those identified risks. These are

described in further detail across pages 74 to 78 and in the

transition plans for ABF Sugar, Primark and Twinings Ovaltine on

pages 79 to 85.

During the year we began the process of updating our climate

scenario analysis. We will provide updated disclosures once the

work has been complete. The climate-related risks initially

identified were confirmed as relevant in our 2024 risk refresh

process. We have performed management reviews annually to

confirm that these remain relevant in the current year whilst we

undertake our updated scenario analysis. Our businesses are

progressing actions to deliver on their respective commitments.

These are shown in business specific transition plans.

Our businesses that have validated and approved Science Based

Target initiatives (SBTi) targets are working towards these

commitments and further details can be found in their respective

transition plans. For businesses that do not have SBTi-validated

targets, a number have identified alternative emissions reduction

commitments and for others work is underway to establish

targets aligned with their decarbonisation strategies.

As a result of the demerger, our Group materiality levels will

change. We are undertaking analysis on what this will mean for

our Group risk register and will report further details on this at

the appropriate time.

Consistent with prior years, we continue to evaluate our material

businesses as those that make significant contribution to

adjusted operating profit or our GHG emissions. Our material

businesses continue to be ABF Sugar, Primark and Twinings

Ovaltine, with Primark being the largest contributor to Scope 3.

For further details on adjusted operating profit, please refer to

page 3. For additional details on GHG emissions please refer to

page 68.

3-year average adjusted operating profit (2024 to 2026)



l	ABF Sugar	2%
l	Grocery including TwO	27%
l	Primark	62%
l	Remaining businesses	9%

3-year average scope 1 and 2 emissions (market-based)

(2024 to 2026)



l	ABF Sugar	70%
l	Grocery including TwO	16%
l	Primark	2%
l	Remaining businesses	12%


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TCFD disclosure index

This table sets out where our climate-related disclosures consistent with the TCFD recommended disclosures

can be found across this report.


TCFD Pillar	TCFD recommended disclosures	Reference
Governance	A) Describe the Board’s oversight of climate-related risks and opportunities.	page 58
Governance	B) Describe management’s role in assessing and managing climate-related risks and opportunities.	pages 58 to 59
Strategy	A) Describe the climate-related risks and opportunities the organisation has identified over the short, medium and long term.	pages 75 to 78
	B) Describe the impact of climate-related risks and opportunities on the organisation’s businesses, strategy and financial planning.	pages 75 to 78
	C) Describe the resilience of the organisation’s strategy, taking into consideration different climate-related scenarios, including 2°C or lower scenario.	page 74
Risk Management	A) Describe the organisation’s process for identifying and assessing climate risk.	pages 73 to 74
	B) Describe the organisation’s processes for managing climate-related risks.	pages 73 to 74
	C) Describe how processes for identifying, assessing and managing climate-related risks are integrated into the organisation’s overall risk management.	pages 73 to 74
Metrics and Targets	A) Disclose the metrics used by the organisation to assess climate-related risks and opportunities in line with its strategy and risk management process.	pages 75 to 85
Metrics and Targets	B) Disclose scope 1, 2 and, if appropriate, scope 3 greenhouse gas emissions and the related risks.	page 68
	C) Describe the targets used by the organisation to manage climate-related risks and opportunities and performance against targets.	pages 75 to 85
	Relevance of scope 3 emissions	page 67

Governance

The Board and its committees continue to consider climate-

related matters when making major decisions, including when

considering strategy, business plans and reviewing budgets

and capital expenditure. The Board’s approach to overseeing

climate-related matters continues to evolve, with transition

planning remaining a strategic priority. The ABF Sugar, Primark

and Twinings Ovaltine transition plans have continued to

evolve to reflect business activity in place to reach their

climate commitments.

The Board possesses sufficient competencies to lead the Group

in responding to climate-related risks and opportunities. Please

refer to pages 100 to 101 for details of the Board.

Risk management

Identifying, assessing and managing climate-related risks

and opportunities

Climate-related risks and opportunities continue to be integrated

within our overall risk and management framework. Annually,

our divisions continue to collate and review business level risks

and opportunities to provide a divisional-level view. At Group

level, we take the business and divisional results and aggregate

material ESG topics and risks and incorporate a Group

perspective. Existing and emerging regulatory requirements

continue to be considered in this process

Our workstream to update scenario analysis is advancing. The

results of this will be available in future years to provide

enhanced disclosures. We have performed management

reviews this year which have confirmed that the risks previously

identified in prior years remain appropriate.

We have taken the risks identified in prior years, existing

scenario analyses, any changes in the current year and

considered this in light of this year’s management reviews. We

have determined that in aggregate, there continues to be no

material climate-related risks at a Group level. We monitor this

position throughout the year through various updates presented

to our Chief Executive.

Where identified risks and opportunities are not material for

Group, the businesses continue to incorporate these into their

risk registers and their wider ESG strategies.

While not a material risk to the Group, the potential impact of

heat stress on workers is an issue some of our businesses have

been addressing in relation to both manufacturing and

agricultural workers. Last year we worked with our businesses

to increase awareness of the issue of heat stress and its

potential mitigating activities.

The Food business and retail demerger will result in a change to

Group materiality levels. We will update our disclosures for food

and retail separately once the demerger has been completed.


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Climate risks and opportunities


Output from the risks and opportunities assessment process		Primark	Sugar**	Twinings Ovaltine	Cross-divisional
Climate impact on the Group’s key agricultural crops	Physical risks	Cotton yields*	Sugar yields (UK, Eswatini, Malawi, South Africa, Tanzania and Zambia)	Tea yields (Argentina, China, India, Indonesia, Kenya and Sri Lanka)	Wheat yields (Australia and UK) Corn yields (US)
Impact of flooding on the Group’s end-to-end supply chain including operations		Coastal and river flood risks: third-party manufacturers (Bangladesh and China) and Primark stores and warehouses	River flood risk (Malawi)		Coastal and river flood risks: key Group manufacturing sites
Resilience of workers to mitigate or adapt to climate change		Heat stress impact on farmers and workers	Heat stress impact on farmers and workers	Heat stress impact on farmers and workers	Heat stress impact on farmers and workers
Transition risks as the world reduces its reliance on carbon	Transition risks	Carbon pricing mechanisms	Carbon pricing mechanisms
Carbon enablement: providing solutions to reduce carbon	Opportunities		Biofuels and renewable energy		Enzymes, animal feeds, ingredients and on-farm carbon measurement
Efficiency	Opportunities		Fuel substitution, energy efficiency, process optimisation and increased contribution from by-products

* The focus of the cotton yield analysis was on the Primark Cotton Project locations in India and Pakistan.

** Sugar yields risk in Malawi, South Africa, Tanzania and Zambia are analysed in further detail below, reflecting their comparatively greater impact. The river flood

risk in Malawi is not explored further, as it is assessed as less significant than the risks selected for detailed analysis.

Scenario analysis and strategic decisions

We performed detailed scenario analysis¹ in 2022 and a risk

refresh review in 2024 which confirmed that the risks and

scenarios remain appropriate.

The management review performed this year identified that a

refreshed scenario analysis is required in the coming years.

We have partnered with an external provider and the work is

underway. We will provide updated disclosures once the work

has been complete.

Our businesses continue to tackle risks and embrace

opportunities. They prioritise these by understanding what will

have the largest impact in the community they serve. These

actions will continue to evolve as the businesses respond to

climate risks adaptation and mitigation.

Whilst climate-related impacts are currently affecting certain

businesses and geographies, management’s assessment is that

these do not currently constitute a material risk at Group level

due to diversification across sectors, geographies and products.

Based on the continued relevance of our existing scenario

analysis, the Group’s climate-related risks and opportunities

identified, and the ongoing actions taken by our businesses

to manage and mitigate climate-related risks, we consider

our business to remain resilient to climate-related risks

and opportunities.

We recognise the extreme weather patterns in Europe and the

UK this year. This will have an impact on our future crop cycles,

however we believe the impact will not fall outside the range of

our scenario analysis.

Financial planning

We have considered the influence of climate-related factors on

our financial statements. We continue to embed climate-related

factors in areas such as going concern, impairment assessments

and decisions regarding capital expenditure and acquisitions.

Please refer to page 156 for further details.

Our businesses continue to develop and refine plans that set out

the strategic actions intended to achieve their carbon reduction

ambitions and, where applicable, targets. These plans prioritise

areas expected to have the most material impact and are

embedded within budgets and long-term planning processes.

Individual investments associated with these plans are not

disclosed separately as they form part of the broader business

and capital plans and would not provide meaningful information

for investors.

1. Transition scenarios (IEA): <2°C: Net Zero Emissions by 2050 scenario (1.5°C) and Sustainable Development Scenario, 2-3°C: Stated Policies Scenario.

Physical scenarios (IPCC): <2°C: RCP2.6, 2-3°C: RCP4.5, 4°C: RCP8.5.


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Impact assessment

Risks and opportunities have been considered over the following

time horizons:


	Years	Rationale
Short term	2030	Some of our material businesses; ABF Sugar, Primark and Twinings Ovaltine, have set 2030 emission commitments which are supported by emission reduction plans.
Medium term	2035	Transition impacts are uncertain due to lack of visibility of future policy and legislation and global market trends.
Long term	2050	2050 is consistent with many national and industry targets. Primark is aligned with the UNFCCC Fashion Industry Charter goal of net zero emissions across all three scopes by 2050.

When assessing our mitigating factors, we have considered

several factors:

1. Greater reliance is placed on actions already underway and

where we have seen evidence of the success and impacts of

those actions, for example, the benefits seen by smallholder

farmers in the Primark Cotton Project or efficiency

improvements to reduce steam demand.

2. Physical risks from a changing climate that are already present,

growing and being managed by our businesses. In many

cases, risks may worsen but there is time to adapt

their impacts.


Impact assessment		Description

Low		Projected impacts from scenario analysis are positive or not significant.
Medium		Impacts judged not to be significant once mitigating actions are considered.
High		Impacts judged to be significant even after mitigating actions have been considered.

Climate models still have several fixed assumptions and there

is some uncertainty around the impacts of climate change

and how governments will respond.

Some of the below metrics have been subject to limited

assurance by Ernst & Young LLP. These are marked with △.

Results of the climate-related risks and opportunities assessment

All physical and transition risks and opportunities identified in the table on page 74 remain relevant, so we have set out below the risks

we believe have the potential to be the most financially significant and/or of the most interest to stakeholders.

Climate impact on cotton yields


	2026 update

	% of our Primark clothes containing Primark preferred cotton sources (%)²
	—	Target (2030): 100%


2022 assessment		Assessment	Mitigation

Low	2030	2030 Under RCP 8.5 the effects of climate risks such as extreme temperatures, heavy rainfall and timing/duration of monsoon season range from virtually no impact to a reduction of approximately 4%. 2050 Outcomes project a negative impact on yield of 14% under RCP 8.5 and 4% RCP 2.6 before mitigating activities.	More regenerative agricultural practices. To date Primark has trained over 300,000 farmers in the Primark Cotton Project (“PCP”), achieving its target to train 275,000 in 2023. Primark has worked with CottonConnect to further develop the programme under the REEL Regenerative Standard. This Standard defines a system of farming practices designed to promote a more sustainable farming approach that can contribute to resilience against climate change, diversified income streams and improved farmers’ livelihoods. Diversification. Primark has developed a geographically diversified sourcing footprint for grown cotton, thanks to direct partnerships with cotton schemes such as Cotton made in Africa (‘CmiA’) as well as through the PCP. Primark is also leveraging recycled cotton, in partnership with Recover, to increase the use of recycled materials in its India, Pakistan and Bangladesh supply chains.
Medium	2050

Scenarios assessed
2022	RCP2.6 and RCP8.5
2026	No update required

2. The preferred cotton sources currently used by Primark are the Primark Cotton Project, Recycled Cotton, Organic Cotton and the Cotton made in Africa

Standard. Primark may identify other preferred cotton sources in the future.


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Impact of climate on sugar yields (Malawi, South Africa, Tanzania and Zambia)


	2026 update

	Sugar Production (kilo tonnes)
	Target: No defined target. We track the impact of the risk using this metric


2022 assessment		Assessment	Mitigation

Low	2030	2030 Under the USDAs EPIC crop model, the outcomes indicated a range from no change in yields to a decline of 10%. 2050 The outcomes using the same model indicate a 5% gain to a 29% decline in yields.	Our sugar businesses in Africa already experience and manage significant climate variability and their responses to weather events are well developed. The businesses are focusing on improving irrigation efficiency and overall farming methods to mitigate the risk of drought, including investing in drip irrigation and river defences to reduce storm damage to their operations. Irrigation efficiency projects have been implemented in Eswatini, Malawi, Tanzania and Zambia. This year each sugar business has developed a drainage master plan. These plans aim to increase effective water stewardship and drive effective mitigation actions that are relevant to each business.
Medium	2050

Scenarios assessed
2022	RCP2.6 and RCP8.5
2026	No update required

Impact of climate on tea yields


	2026 update

	Since the impact of climate change on tea yields is assessed as low, no metrics are disclosed. We will continue to monitor this risk and will develop a metric at such a time where the risk could be material.


2022 assessment		Assessment	Mitigation

Low	2030	2030 and 2050 The outcomes show a positive impact on tea yields. However, the crop model has limited representation of acute weather events such as extreme temperatures, heavy rainfall and droughts.	Twinings’ sourcing capability coupled with its blending capability enables the business to manage localised yield issues. It has a well-grounded experience in understanding volatility in regional tea yields as a result of weather events and by extension the world’s tea-growing regions. With this, Twinings can respond to extreme weather events by sourcing tea products from multiple locations to continue to produce tea to its set standards. Where this is not an option for single origin blends, the impact would not be material to the business.
Low	2050

Scenarios assessed
2022	RCP2.6 and RCP8.5
2026	No update required


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Impact of flood risk on Primark’s significant third-party manufacturers with significant flood risk and all

container freight stations (‘CFS’)


	2026 update

	Number of Primark supplier factories subject to high flooding risk Bangladesh

	Target: No defined target. We use this metric to track the risk. Additionally, this assessment has been undertaken by Primark and relates only to its relevant supply chain.

	China


l	Complete	l	In progress	l	Inactive	l	Unremediated


l	Complete	l	Unremediated


2022 assessment		Assessment	Mitigation

Low	2030	Bangladesh 2030 and 2050 Bangladesh is exposed to both coastal and river flooding. The flood risk outcomes through to 2030 are minimal, but by 2050 there is an expected increase. China 2030 and 2050 Coastal flooding is projected at 1% in 2030 and less than 2% in 2050. River flooding is projected at less than 5% for 2030 and 2050. Primark has a large geographical spread of supplier factories and CFS which would require a large number of rivers and coastlines to flood simultaneously for there to be a material impact.	Primark’s strategy for its product sourcing has been developed to support a balanced sourcing footprint across multiple geographies with a focus on Primark’s top five product categories. This fosters risk diversification and is expected to mitigate impact from disruptions to sourcing. Based on the results of the previous scenario analysis performed in 2021, the Primark Structural Integrity Programme (‘SIP’) was engaged to assist with flood-risk management efforts in Bangladesh and China. This included an assessment of sites at a high risk of flooding and support with the implementation of mitigation actions Please see above charts for updates on the Structural Integrity Programme flood pilot. In addition to the sites shown above, all CFS have had CAPs issued and remediated In addition to the above supplier factories, Primark has one additional CFS site remediated in Bangladesh and five in China.
Medium	2050

Scenarios assessed
2022 Bangladesh	RCP2.6 and RCP8.5
2022 China	RCP8.5
2026	No update required


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Impact of carbon pricing mechanisms on ABF Sugar¹


	2026 update

	Please refer to the ABF Sugar transition plan


2022 assessment		Assessment	Mitigation

Medium	2030	2030 Incremental impact ranges from £nil to £48m in 2030. ABF Sugar has developed a plan to reduce Scope 1 and 2 emissions to achieve their SBTi target, achieved through a series of fuel substitution and energy efficiency programmes that are generally expected to have a return on investment above 15%. Beyond 2030, while some technologies exist, they are not yet commercially viable. A lack of visibility of future policy and legislation beyond 2030 also limits the ability to make further assessment.	Please refer to the ABF Sugar transition plan on pages 79 to 81. The plan focuses on fuel switching from coal, solar electricity and tactical electrification and new sugar process technology. The plan does not assume the purchase of carbon offsets.

Scenarios assessed
2022	2022 International Energy Agency’s Net Zero Emissions by 2025 scenario, Sustainable Development Scenario and Stated Policies Scenario Assessment
2026	No update required

Impact of carbon pricing mechanisms on Primark


	2026 update

	Please refer to the Primark transition plan


2022 assessment		Assessment	Mitigation

Medium	2030	Incremental impact ranges from £55m to £155m in 2030, driven by hypothetical carbon taxes on Scope 3 upstream emissions. Scope 1 and 2 make up less than 2% of Primark’s total emissions. Primark’s decarbonisation programme is managed as an integral part of the Primark Cares strategy with a roadmap to reduce absolute emissions by 50% by 2030 and mitigate potential exposure to increased carbon taxation.	Please refer to Primark’s transition plan (‘Plan’) on pages 81 to 83 . The Plan focuses on reducing Primark’s carbon footprint in emissions hotspot areas such as raw material extraction and product manufacturing in its key sourcing countries. The Plan does not assume the purchase of carbon offsets.

Scenarios assessed
2022	2022 International Energy Agency’s Net Zero Emissions by 2025 scenario, Sustainable Development Scenario and Stated Policies Scenario Assessment
2026	No update required

1. Impact of carbon pricing mechanisms have been assessed to 2030. Modelling beyond 2030 is subjective and we recognise that required innovation solutions

do not yet exist.


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Transition plans

ABF Sugar

ABF Sugar’s decarbonisation strategy continues to be

underpinned by its SBTi-validated targets, which have been

designed to support the articulation of progress in reducing

Scope 1, 2 and 3 emissions as well as other elements disclosed

in this transition plan.

Governance

The ABF Sugar Chief Executive and business unit managing

directors continue to have oversight and overall responsibility for

overseeing climate-related risk, opportunities, overall strategy

and transition plans. Managing directors of each business are

accountable for setting strategies and action plans based on their

business’s material risks, regulatory requirements and customer

expectations. This includes assessing and managing material

ESG matters across the business, including climate-related

risks and opportunities, which includes at a minimum an

annual review.

ABF Sugar management supports the Chief Executive and

business unit managing director through the following:

• the Finance Director and Financial Controller who assist ABF

Sugar in determining the potential financial impact of ESG

matters, including climate-related issues;

• the ESG Director who leads the decarbonisation strategy and

ensures the sustainability strategy aligns with the company’s

strategy, mission and vision;

• the ESG Forum who monitors business performance on all

ESG matters including climate change and GHG emissions

reduction targets; and

• the ABF Sugar Results Delivery Office (‘RDO’) supports

project management, change management and strategy

execution expertise to all ESG areas to ensure plans will be

delivered and savings captured.

Strategic ESG including climate change KPIs, continue to be

included in incentive plans for directors.

Risk management

Consistent with prior years, the annual risk process includes

identifying and assessing climate-related risks and opportunities.

Climate-related risks and opportunities are collated and reviewed

both at an overall division and site level. Any newly identified

risks or opportunities will be added to the risk register where it is

determined to have a material impact. The results of this are

presented to ABF annually at a minimum. All material climate-

related risks and opportunities are fully integrated within the risk

management framework.

Once integrated into the risk register, each business within ABF

Sugar develops action plans as a response. All plans and projects

have passed through a well-established governance process that

examines each performance improvement proposal against

internal rate of return criteria and ESG and climate factors. These

plans are approved by the ABF Sugar Chief Executive and

business unit managing directors.

Strategy, metrics and targets

GHG emissions baseline and targets

ABF Sugar has SBTi-validated targets which are aimed at

supporting its transition to a lower-carbon economy. The SBTi

has classified ABF Sugar’s Scope 1 and 2 target ambition as in

line with a 1.5 degree trajectory.

ABF Sugar has a defined path to achieve these targets; however,

this will evolve as and when uncertainties become clear, new

technology becomes available or there are changes to the

political and regulatory global landscape.

ABF Sugar’s baseline GHG emissions (2018)

(000 tonnes of CO₂e, % of total emissions)


Total Scope 1 and 2	2,226
Scope 1 and 2 (location-based)	100%

To seek to achieve its public commitments, ABF Sugar is

focusing its efforts on decarbonisation levers. These levers are

aligned with business strategy and where ABF Sugar believes it

can make the most meaningful difference. These levers focus on

the most material emission sources for ABF Sugar. To reflect

this we have evolved the disclosure from a list of projects to a

lever based framework which is consistent with other

businesses. ABF Sugar does not intend to utilise carbon offsets

in its decarbonisation strategy.

Efficiency improvements: Steam has been a core utility in

sugar manufacturing, used for evaporation, crystallisation and

drying, making it one of the largest drivers of on-site energy

demand. Improving process efficiency to reduce steam demand

offers a targeted way to lower both energy consumption and

emissions intensity across production.

Fuel switch: Fuel switching targets the energy source used to

generate steam and power, replacing high-carbon fossil fuels

with lower-carbon or renewable alternatives such as biomass,

biogas or electrification. Given that fuel combustion is a primary

source of direct emissions in ABF Sugar’s manufacturing

process, the choice of fuel has a significant impact on overall

carbon intensity. Transitioning to cleaner fuels therefore provides

a direct pathway to materially reduce emissions while

maintaining the energy required for core production processes.

Migration to lower emission practices: Migration to practices

such as green cane harvesting targets a major source of

emissions in the supply chain by eliminating the pre-harvest

burning of cane. Burning releases significant GHG and

particulates, whereas green harvesting avoids these emissions

while retaining crop residues that can enhance soil health and

carbon retention. Transitioning to this approach offers a

meaningful reduction in overall emissions intensity without

changing production volumes.

Soil health improvement: improving soil health can materially

reduce reliance on synthetic fertilisers by enhancing nutrient

availability, water retention and overall soil productivity. The

production and application of these fertilisers are emission-

intensive, therefore lowering their use directly reduces the

carbon footprint associated with cultivation. Strengthening soil-

management practices as a result supports both emissions

reduction and longer-term agricultural resilience.

Capital investment

In 2026 ABF Sugar spent approximately £206m on 457 approved

projects. To date 16 of these projects have contributed a saving

of 48 ktCO₂e. For its decarbonisation plan, ABF Sugar is planning

to spend 43% of its planned capital expenditure to support its

climate change strategy and ESG initiatives


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Progress to target

ABF Sugar has seen movement in its Scope 1 and 2 (market-

based) emissions from its 2018 baseline year; Shown as:

• British Sugar: reduction 36%;

• Sugar businesses in Africa: reduction 0.07%; and

• Azucarera: reduction 38%.

Vivergo ceased production of bioethanol and animal feed by 31

August 2025. The decision to close followed extensive

discussions with the Government to find a regulatory and

financial solution that would enable Vivergo to operate on a

profitable and sustainable basis. We have considered whether

this closure requires a restatement of baseline and prior years.

Having considered the ABF scope and restatement policy and

the GHG Protocol, we will not restate our baseline or prior year

emissions as whilst operations have ceased, we still retain

control of the site.

Heat stress

Heat stress is an emerging risk within the business. Over several

years, ABF Sugar has been implementing initiatives to mitigate

the impact of heat stress on workers. Some initiatives that have

been implemented include: monitoring heat exposure and

stopping work when conditions become unsafe, improving

workplace conditions such as increasing air movement and

ventilation, changing work practices to reduce heat stress;

hydration programmes; acclimatisation and medical surveillance,

mandatory work-rest schedules; providing agricultural

operations shaded rest areas, heat alert programmes and

training awareness.


	KPI	Base Year (2018)*	2018 to 2024*	Previous Year*	Current Year*	Current Year vs Baseline*	Methodology
Decarbonisation levers							We have developed detailed reporting guidance in line with the GHG Protocol, covering estimations, calculation methodologies and assumptions. Annual emission calculations are in scope of EY limited assurance.
Efficiency improvements	Scope 1 and 2 emissions (market-based)**	—		35	2	0.1%
Fuel switch	Scope 1 and 2 emissions (market-based)**	—		11	8	0.4%
Migration to lower emission practices	Scope 1 and 2 emissions (market-based)**	—		4	4	0.2%
Soil health improvement	Scope 1 and 2 emissions (market-based)**	—		3	2	0.1%
Other projects, production variances and factory efficiencies	Scope 1 and 2 emissions (market-based)**	—	338	111	323	14.5%
Annual lever movement			338	164	339	15.2%
Movement (year vs baseline)			338	502	841	37.8%
Total value chain emissions (Scope 1 and 2 market-based)		2,226	1,888	1,724	1,385

* 000 tonnes of CO₂e'

** Scope 2 figures for 2019 to 2022 represent location-based emissions. For the purpose of reporting against targets, ABF Sugar has been tracking Scope 2

(market-based) since 2023.

Assumptions, uncertainties and challenges

Capital availability: Availability of sufficient capital to fund

process upgrades, fuel switching and changes in agricultural

practices underpins the transition to a lower-carbon economy.

Limited or delayed access to financing could constrain the pace

and scale of implementation and delivery timelines.

Infrastructure availability: The availability of required

infrastructure such as specialised machinery, upgraded facilities

and field availability deployable at the necessary scale is a key

assumption in delivering the transition to a lower-carbon

economy. Constraints in this could slow implementation or

increase costs.

Government regulation: ABF Sugar recognises the evolving

complexity of regulatory environments at national, regional and

global levels. Dedicated teams across the organisation

continuously monitor these developments to ensure relevant

changes and their potential impacts are incorporated into the

transition plan as appropriate.

Innovation gap: ABF Sugar’s current transition plan targets

areas where meaningful difference can be made. However, ABF

Sugar continues to explore decarbonisation potential in other

levers. A number of these are hindered by gaps in technology.

Emission reduction plan

Per the following roadmap, ABF Sugar has a strong pipeline of

accretive GHG decarbonisation priorities. This list highlights

areas of focus by the business.

• British Sugar: energy efficiency, steam reduction, coal

elimination and alternate pulp drying technologies;

• sugar businesses in South Africa: energy efficiency and

farming systems; and

• Illovo Sugar South Africa: coal elimination, efficiency

programmes, farming systems, irrigation and drainage, fuel

switching and new sugar processes.


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ABF Sugar GHG improvement roadmap


	Impact from today

GHG improvement roadmap – Scope 1 and 2	Plan and execute • Fuel switch from coal • Efficiency programmes • Co-generation in Africa • Feed drying	Moving towards 2030

		Develop projects / commercial relationships • Solar electricity • Tactical electrification • EU Biogas / Biomass	Beyond 2030

			Monitor the horizon • Hydrogen / CCUS / negative carbon (Other) • General electrification • New sugar process technology

Yield	•Farming system characterised by regen practices and outcome metrics •Irrigation and drainage modernisation •Using field data to drive optimisation	•Precision agriculture •Variety optimisation and breeding •Green cane harvesting	•Adaptation •Pest and disease •Technologies •Irrigation innovations

Primark

Primark’s decarbonisation strategy, as well as other elements

presented in this Plan, continue to support progress against

Primark’s public decarbonisation commitments including its near-

term emissions reduction targets validated by the SBTi. The

content presented in this Plan refers to FY26. Over the past 12

months, Primark has been undertaking a review of its ESG

strategy to align with evolving regulations and changing

customer expectations. More information is available on

Primark’s website.

Governance

The Primark Chief Executive continues to have oversight and

overall responsibility for Primark’s climate-related risks and

opportunities, as well as Primark’s decarbonisation

commitments and the broader strategy, Primark Cares.

Primark management and the dedicated forums below

supported Primark’s Chief Executive over the course of the year:

• the Finance Director, who chairs the Risk Forum, which

reviews all business risks, including ESG risks where relevant,

and escalates to Primark’s Leadership Team as required;

• the Director of Primark Cares, who is responsible for

embedding the Primark Cares strategy into the core

business model;

• Primark Cares Executive Steering Committee, which reviews

the progress of the Primark Cares commitments, in addition to

risks and opportunities related to the strategy delivery;

• Policy and Compliance Committee, which reviews policy

proposals, tracks delivery of compliance programmes and

escalates issues to the Risk Forum;

• Primark Cares Working Group, which is responsible for the

day-to-day delivery of the Primark Cares commitments; and

Regulatory, Policy and Public Affairs Working Group, which

monitors policy and regulatory developments and compliance

trends, providing early visibility of upcoming obligations that may

affect Primark’s operations or strategy and priorities and

coordinates Primark’s policy and public affairs activity.

Effective since 2024, ESG-associated performance incentives

have been extended to Primark directors and wider senior

leadership. A portion of the overall remuneration package

obtainable is tied to ESG performance, including climate.

This remuneration is payable in deferred ABF shares.

Risk management

Over the course of 2025 and 2026, Primark has been working on

the integration of climate-related risks into its overall Enterprise

Risk Management (‘ERM’) framework through a cross-functional,

multi-stakeholder process that involves representatives of

Primark’s Leadership Team and wider senior leadership from key

areas of the business, as well as the ABF Group. Activities covered:

• working on a refreshed scenario analysis to assess climate

risks across Primark’s upstream value chain and own

operations identifying material risks in the relevant time

horizons; and

• for material risks, initiating a review of risk owners and

risk controls to ultimately feed into Primark’s risk

management process.

Strategy, metrics and targets

Under its Primark Cares sustainability strategy published in 2021,

Primark has set a number of public commitments up to 2030.

These are aimed at enabling its ambition to become a more

sustainable and circular business, which ultimately supports the

collective transition to a low-carbon economy. Therefore,

Primark’s Plan aligns to the Primark Cares Strategy in the

medium term. This Plan refers to Primark Cares commitments

that were active through the course of 2026.


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GHG emissions baseline and targets

Under Primark Cares, the business has set a public commitment

to halve carbon emissions across its value chain by 2030 from a

2019 baseline year. Within the same timeframe, Primark set

Science-Based Targets committing to reduce absolute Scope 1

and 2 GHG emissions by 50% and also reduce absolute Scope 3

GHG emissions from purchased goods and services by 50%.

In addition to the above targets, Primark has pledged to achieve

net zero emissions no later than 2050 under the UNFCCC

Fashion Industry Charter for Climate-Action (‘FICCA’). This

commitment remains unchanged. Primark is continuing to work

to define a plan to reach this long-term goal, taking into account

uncertainties beyond 2030 in technology development and

innovation, as well as the political and regulatory global

landscape. Primark does not intend to utilise carbon offsets to

achieve its existing decarbonisation targets.

Primark’s baseline GHG emissions (2019)

(tCO₂e, % of total emissions)


Total Scope 1, 2 and 3	6.41m
Scope 1 and 2 (location-based)	2.5%
Scope 3	97.5%
Comprised of:
Purchased goods and services	76.4%
Capital goods	2.0%
Fuel and energy-related activities	0.6%
Upstream transportation	8.1%
Waste generated in operations	0.1%
Business travel	0.2%
Use of sold products	12.1%
End-of-life treatment of sold products	0.6%

Critical path to 2030

Primark’s critical path to achieve its 2030 decarbonisation

commitments has remained unchanged. The path continues to

leverage a series of combined decarbonisation levers to achieve

critical reductions in Primark’s emissions, focusing on the most

material sources of Scope 3 emissions as described below.

Scope 3 emissions

Supply chain energy procurement and consumption: product

manufacturing and related energy consumption represents the

biggest contributor to Primark’s emissions. However, similar

to other clothing retailers, the business does not own any of

the factories in its supply chain. To tackle emissions from this

source, Primark plans to leverage minimum environmental

performance requirements for suppliers and further develop its

country-specific programmes. These aim to support key

suppliers and factories in improving their energy efficiency

performance and transition to renewable energy, for example

through on-site energy audits.

Raw materials: the cultivation and extraction of raw materials

used in Primark products is the second key contributor to

Primark’s emissions in the supply chain. Under its sustainability

strategy published in 2021, the business has pledged:

• to use more regenerative farming practices through Primark

Cotton Project by 2030; and

• that all its clothes will be made from recycled or more

sustainably sourced materials by 2030, including cotton from

the Primark Cotton Project.¹

The achievement of the targets above is expected to contribute

to the decarbonisation of Primark’s material mix.

Distribution mode optimisation and fuel switching:

emissions related to transporting goods from suppliers to Primark

depots, and from depots to Primark stores, represent the third

key contributor to Primark’s baseline emissions in the supply

chain. Primark already ships most of its products by sea freight,

which has a lower environmental impact than air transport.

Primark has launched a partnership with its shipping partner

Maersk to use more sustainable fuel alternatives, such as

Maersk’s Eco Delivery Ocean biofuel, instead of fossil fuel, when

shipping Primark products. The biofuel must be certified by a

third party to verify that the stated GHG emissions savings are

accurate. Once certified, it is blended with conventional fuel and

used on Maersk shipping vessels.

Scope 1 and 2 emissions

Primark’s own energy procurement and consumption:

emissions from running Primark stores, offices and distribution

centres, as well as the corporate fleet, continue to represent a

small fraction of Primark’s emissions but is also where Primark

has the most direct influence and can impact change. Initiatives

in this area will continue to focus on energy efficiency

improvements, like LED fitting of Primark stores, and scaling

low-carbon energy3 procurement. Under the UNFCCC FICCA,

Primark is committed to secure 100% of electricity from

renewable sources with minimal other environmental or social

impacts, for owned and operated (Scope 2) emissions by 2030.

The business plans to reach this goal in line with RE1004 and

GHG Protocol guidelines.

Capital investment

Primark’s funding model for the Plan includes various elements:

1. capital expenditure is allocated to improve the energy

efficiency of Primark’s assets;

2. a price premium is paid to procure lower impact goods and

services such as raw materials to use in Primark products,

renewable energy for stores and lower impact transport fuel;

and

3. funding enabling activities, like energy audits at supplier

factories to support reduction in energy consumption.

In the current year, Primark spent approximately £6.1m on key

decarbonisation initiatives, such as improving the energy

efficiency of its stores and procuring lower impact transport fuel.

Progress to date

This year, the business saw a 26% reduction in total emissions

(market-based) compared to the base year and a 21% reduction

compared to the previous year. Please refer to pages 67 to 68

of this report for a detailed commentary.

1. Primark defines more sustainably sourced materials as described in its Primark Preferred Fibres list available at this link.

2. As referenced in the TCFD Guidance on Metrics, Targets and Transition Plans.

3. Low-carbon refers to lower carbon dioxide (CO2) emissions than conventional energy sources. There are four main types of low-carbon energy: wind, solar,

hydro or nuclear.

4. RE100 is the global corporate renewable energy initiative bringing together hundreds of large and ambitious businesses committed to using 100%

renewable electricity.


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Target: halve carbon emissions across our value chain by 2030 from a 2019 base year


	KPI	Base Year*	Previous Year*	Current Year*	Current Year vs Baseline	Methodology
Decarbonisation levers		5.2	5.0	3.8	(27)%	Primark has developed detailed reporting guidance in line with the GHG Protocol, covering estimations, calculation methodologies and assumptions. Annual emission calculations are in scope of EY limited assurance.
Supply chain energy procurement and consumption	Scope 3 emissions from purchased goods and services – Tier 1, 2, 3	3.6	3.4	2.3	(36)%
Raw materials	Scope 3 emissions from purchased goods and services – Tier 4	0.9	1.2	1.1	21%
Distribution mode optimisation and fuel switching	Scope 3 emissions from upstream transportation	0.5	0.3	0.3	(47)%
Primark’s energy procurement and consumption	Scope 1 and 2 emissions (market-based)**	0.2	0.05	0.05	(72)%
Other Scope 3 categories		1.2	1.1	1.1	(16)%
Total value chain emissions (Scope 1, 2 and 3 market-based)**		6.4	6.0	4.8	(26)%

* mil tonnes of CO₂e.

** Scope 2 figures for 2019 to 2022 represent location-based emissions. For the purpose of reporting against targets, Primark has been tracking Scope 2 (market-

based) since 2023.

Assumptions, uncertainties and challenges

• Data availability: as mentioned, the majority of Primark’s

emissions occur in our wider value chain. Sourcing and collating

data on these impacts is evolving as the business progresses

its decarbonisation programme and improves data around

product traceability. Primark is increasing the amount of data

sourced from suppliers, which is incorporated into the Scope 3

calculation, but it still also relies on industry average data

for many of the impacts assessed as part of this calculation.

These data limitations should be considered when reading

and interpreting the results and critical path presented above.

• Supply chain management: Primark’s supply chain is

global and complex, and this can affect the success rate and

scaling potential of Primark’s decarbonisation programme.

The business is working to rationalise its supplier base while

also tackling supply chain emissions, which might result in

progress variability in the immediate term but ultimately will

enable more effective deployment of projects and

programmes in the medium term.

• Regulatory landscape: Primark is aware of the ever-changing

complexity of the national, regional and global regulatory

landscapes in which it operates. Dedicated personnel across

the business, centrally and regionally, monitor the regulatory

landscape to incorporate any relevant developments and their

impacts into the Plan as and when needed.

• Innovation gap: in addition to the decarbonisation levers

currently included in this Plan, Primark continues to explore

the decarbonisation potential of other initiatives under the

Primark Cares strategy, including circular design and extending

the durability of our clothes. Moreover, Primark recognises

that innovations will be needed to meet its decarbonisation

targets, and Primark acknowledges it has a role to play

to support the development of these from pilot to scale.

Heat stress

As part of Primark’s SIP, a heat stress pilot study was conducted

in a supplier factory in Cambodia. The pilot has now been

completed, with the factory implementing a number of initiatives

arising from the programme. Primark has also developed

guidance notes to inform and support the wider supply chain in

addressing heat-stress risks.

Emission reduction plan

Building on the work implemented to date, below are the areas of focus that Primark will explore to progress against its public

decarbonisation commitments up to 2030 and beyond


Impact from today

•Developed frameworks, processes and targets for decarbonisation •Identified emissions hotspots and built path to scale through enhanced piloting •Improved emissions data quality and granularity	Moving towards 2030

	•Implement initiatives at scale - decarbonisation levers	Beyond 2030

		• Electrification of energy systems across own operations and supplier base • Technology and process innovation for fibres and textile manufacturing • High integrity carbon removals to support 2050 net zero target


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Twinings Ovaltine

Twinings Ovaltine’s decarbonisation strategy continues to be

underpinned by its SBTi-validated targets. These have been

designed to drive progress in reducing Scope 1, 2 and 3 emissions.

Governance

The Twinings Ovaltine Chief Executive and Chief Financial

Officer continue to have oversight and overall responsibility for

climate-related risks, opportunities, overall strategy and transition

plans. This includes assessing and managing material ESG

matters across the business, including climate-related risks

and opportunities.


Total Scope 1 and 2	49,279
Scope 1 and 2 (location-based)	100%

The Chief Executive and Chief Financial Officer are supported by

senior leadership and various committees:

• International Supply Chain Director and Chief Brand Officer

support effective management of risks and opportunities.

• ESG Governance Committee oversees ESG risk and strategy

implementation.

• Environmental Due Diligence Steering committee identifies,

assesses and manages ESG risks and opportunities.

Implementation is the responsibility of the Environmental Due

Diligence Steering Committee, a cross-functional project

management team that includes business leaders representing

the five main contributors to Twinings Ovaltine’s carbon

emissions; its manufacturing facilities, packaging, logistics, tea,

herbs and raw materials and ingredients for Ovaltine.

Individuals responsible for delivering the ESG strategy are

incentivised through their annual personal objectives

and contributions.

Risk Management

Consistent with prior years, the annual risk process includes

identifying and assessing climate-related risks and opportunities.

ESG-related risks and opportunities are identified, assessed and

monitored through Twinings Ovaltine’s established risk

management framework and dedicated ESG governance

processes. Information used in risk management meetings

includes outputs from the formal risk register and quarterly risk

reviews, findings from horizon scanning, salient risk and double

materiality assessments, third-party research and regulatory

intelligence, supplier and ethical trade insights and internal

subject-matter expertise across functions such as procurement,

sustainability and finance.

ESG and climate-related risks are formally reassessed at least

quarterly, with updates to risk severity, mitigating actions and

controls reflected in the risk register. Emerging or changing ESG

risks are escalated through the Environmental Due Diligence

Steering Committee and reviewed at quarterly ESG Governance

meetings attended by senior leadership, ensuring appropriate

governance oversight and challenge. Financially material risks,

including climate-related regulatory and transition risks, are

refreshed regularly and embedded into strategic planning and

decision-making.

Strategy, metrics and targets

GHG emissions baseline and targets

Addressing climate change is a key pillar of Twinings Ovaltine’s

ESG strategy. The SBTi has approved and independently

validated Twinings Ovaltine’s near and long-term science-based

emissions targets and the businesses’ commitment to achieve

net zero across its value chain by 2050. It has also validated the

near-term commitment to an absolute reduction in their Scope 1

and 2 emissions of 42% by 2030.

Twinings Ovaltine baseline GHG emissions (2020)

(tCO₂e, % of total emissions)

To achieve its Scope 1 and 2 commitment, Twinings Ovaltine

has categorised its plans and projects into three focus areas of

energy efficiency/ energy reduction, renewable energy and fuel

switch. Twinings Ovaltine does not intend to use carbon offsets.

Efficiency improvements in manufacturing and facilities focus on

optimising production processes to reduce energy consumption,

steam usage, machinery efficiency, material waste and

associated emissions without compromising output or quality.

Renewable energy serves as a key lever by shifting energy

supply to renewable sources. Twinings Ovaltine is targeting this

through Power Purchase Agreements (‘PPAs’) to secure

renewable energy, on-site photovoltaic panels to generate clean

energy and tri-generation systems to efficiently produce

electricity, heating and cooling from a single fuel source.

Fuel switch targets the energy source used to generate steam

and power, replacing high-carbon fossil fuels with lower-carbon

or renewable alternatives.

Capital investment

In 2026, Twinings Ovaltine spent approximately £2.5m on

projects supporting its transition to a lower-carbon economy. It is

planning to spend £5.1m of total capital expenditure between

2027 and 2030 on similar initiatives.

Progress to target

Twinings Ovaltine’s Scope 1 and 2 emissions represent 2% of

total Group emissions. Since its baseline financial year 2020,

Twinings Ovaltine has implemented projects to achieve 20%

reduction, 48% of its 2030 target. Twinings Ovaltine is on track

to meet its carbon reduction targets.

Heat stress

In 2026, Twinings Ovaltine engaged in an assessment of the

impact of heat stress on own operations. This included sites

across the United Kingdom, Australia, India, China, Switzerland,

USA, Poland, Thailand and Nigeria. The results of this

assessment indicated that whilst not material at this stage, heat

stress is an emerging risk. Twinings Ovaltine will use these

results as a basis to mitigate areas in the business where heat

stress could have the largest impact.


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CLIMATE-RELATED FINANCIAL DISCLOSURES (‘TCFD’) CONTINUED


	KPI	Base year (2020)	2020 to 2024*	Previous Year (2025)*	Current Year*	Current Year vs Baseline	Methodology
Decarbonisation levers							We have developed detailed reporting guidance in line with the GHG Protocol, covering estimations, calculation methodologies and assumptions. Annual emission calculations are in scope of EY limited assurance.
Energy reduction	Scope 1 and 2 emissions			325	1,141
Renewable energy	Scope 1 and 2 emissions		1,532	1,348	16
Energy switch	Scope 1 and 2 emissions		3,921	31
Others**	Scope 1 and 2 emissions		57	(372)	(1,138)
Savings implemented to 2023	Scope 1 and 2 emissions		2,523
Total value chain emissions (Scope 1 and 2 market-based) excluding Nigeria		49,279	41,246	39,914	39,895	19%
Emissions as a % of base year			84%	81%	81%
Nigeria factory					1,798
Total value chain emissions (Scope 1 and 2 market-based)		49,279	41,246	39,914	41,694

* Expressed in tCO₂e.

** The slight increase in the other lever is predominately because of increased natural gas usage across two main manufacturing sites as a result of much colder

than usual winter and also the continued implementation of a new SAP system, which meant production was continuous this year, with no scheduled

shutdown period.

Assumptions, uncertainties and challenges

Availability and price of renewable fuel and energy due to

political landscape

The long-term affordability of renewable electricity, biomass, or

green hydrogen is highly dependent on market dynamics,

technology maturity, and the evolution of carbon pricing, all of

which can be influenced by shifting policy and geopolitical factors.

In addition, the availability and reliability of these energy sources

- particularly emerging fuels and supporting infrastructure - may

be constrained in the short to medium term, creating potential

risks to operational continuity and cost competitiveness as the

political and regulatory landscape continues to evolve.

Government regulation: Twinings Ovaltine recognises the

evolving complexity of regulatory environments at national,

regional and global levels. Dedicated teams across the

organisation continuously monitor these developments to ensure

relevant changes and their potential impacts are incorporated

into the transition plan as appropriate.

Emissions reduction plan

Looking forward there are several projects that Twinings Ovaltine has in the pipeline as shown in the figure below.


Impact from today

Completed or in implementation	Moving towards 2030
•Renewable energy sourcing: photovoltaic panels installation and purchase renewably generated energy •Energy reduction: tri-generation system, energy and building management systems and air compressor and boiler improvements •Energy shift: manufacturing improvements
	Planning and scoping	Beyond 2030
	•Renewable energy sourcing: photovoltaic panel further phases and purchase renewably generated energy •Energy reduction: heat recovery and energy management systems
		New technology
		•Renewable energy sourcing •Energy reduction: manufacturing technologies


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PRINCIPAL RISKS AND UNCERTAINTIES

Managing our risks

Our approach to risk management

The delivery of our strategic objectives, sustainable growth

and long-term shareholder value is dependent on effective

risk management. The diversified nature of our operations,

geographical reach, physical and technological assets

and currencies are important factors in mitigating the risk

of us missing our strategic goals.

As with any business, risks and uncertainties are inherent

in our business activities and these risks may have a financial,

operational, environmental and reputational impact. It is through

a structured approach to risk management that we are able

to mitigate and manage risks and embrace opportunities

when they arise.

The Board is accountable for effective risk management, for

agreeing the principal, including emerging, risks facing the Group

and ensuring that these are successfully managed. The Board

undertakes a robust annual assessment of the principal and

emerging risks that would threaten the business model, future

performance, solvency or liquidity. The Board also monitors the

Group’s exposure to risks as part of the business performance

reviews conducted at each Board meeting, providing the Board

with an opportunity to discuss risk mitigation actions with

divisional senior management.

Our decentralised business model empowers the management

of our businesses to identify, evaluate and manage the

risks they face to ensure each business’s compliance with

relevant legislation, our business principles and Group policies.

Their risk assessments are wide-ranging and consider operational,

environmental, including climate change, and other external

risks, in the context of the overall materiality, key controls and

relevance to the markets in which they operate. The divisional

chief executives individually present their division’s consolidated

risks to the Director of Financial Control and the Group Chief

Financial Officer on an annual basis, who review and

challenge them.

Emerging risks are identified and considered at both a Group

and business unit level, as part of the overall risk management

process. They are identified through a variety of horizon-scanning

methods including: geopolitical insights; ongoing assessments

of competitor activity and market factors; workshops and

management meetings focused on risk identification; analysis

of existing risks using industry knowledge and experience to

understand how these risks may affect us in the future; and

representation and participation in key industry associations.

Group functional heads including Legal, Treasury, Tax, IT,

Pensions, HR, Procurement and Insurance also assess the key

risks in their functional area, together with the controls that are

in place or planned to mitigate them. The Director of Financial

Control takes these perspectives and combines them with the

business risk assessments to create a consolidated view of

the Group’s risk profile. A summary of these risk assessments

is then shared and discussed with the Group Chief Financial

Officer and Chief Executive at least annually.

The Director of Financial Control holds meetings with each

of the non-executive directors seeking their feedback on the

reviews performed and discussing the key risks and mitigating

activities identified through the risk assessment exercise.

Once all non-executive directors have been consulted, a Board

report is prepared summarising the full process and providing an

assessment of the status of risk management across the Group.

The key risks, mitigating controls and relevant policies are then

summarised and the Board confirms the Group’s principal and

emerging risks. These are the risks which could prevent ABF

from delivering our strategic objectives.

This report also details when formal updates relating to the key

risks will be provided to the Board.

Key areas of focus this year

Effective risk management processes and internal controls

We continued to seek improvements in our risk management

processes to ensure the quality and integrity of information

and the ability to respond swiftly to direct risks. During the year,

the Audit Committee on behalf of the Board conducted reviews

on the effectiveness of the Group’s risk management processes

and internal controls in accordance with the applicable

requirements of the UK Corporate Governance Code. The Audit

Committee have also been provided with regular updates on the

progress of the programme for meeting the requirements of

provision 29 of the 2024 UK Corporate Governance Code, which

is nearing completion.

Our approach to risk management and systems of internal

control is in line with the requirements of the Code.

The Board is satisfied that internal controls were properly

maintained, and that principal and emerging risks are being

appropriately identified and managed.

Business transformation

Following a comprehensive strategic review during the year, the

Board concluded that separating Primark from the rest of the

Group would enhance long‑term shareholder value by enabling

both businesses to pursue focused strategies and align

management incentives more closely with their distinct

operating models.

By its very nature, any demerger has inherent risks, which

include dis-synergies arising from the loss of scale and

purchasing leverage, and distracting management from business

as usual.

The Group has established a comprehensive demerger

programme with strong management disciplines that focuses on

organisational structure and design, team development and

retention, data management, reporting and retention, risk

mitigation and strong project management. There is close

oversight from both Executives and the Board.

Consumer behaviour

Consumer confidence remains low in a number of key markets,

driven by pressures on consumer spending, particularly for

those on lower incomes, and an increasing focus on health

and nutrition.

Across a number of our markets, widespread accessibility to

GLP-1 medications like Ozempic and Wegovy, together with

government health initiatives, are having a multifaceted impact

on consumer behaviour in the food and beverage sectors and are

presenting both risks and opportunities to the Group.

All of our businesses continue to develop strategies considering

the potential changes in both end consumer and our customer

behaviours and demands, the implications for the business and

where investment or changes to business models may be

appropriate. New product development and formulation continue

to be central to the success of the Group.

Cyber security

The cyber security risk landscape has continued to evolve with

threats being ever more sophisticated, organised and aggressive,

and the rapid development of artificial intelligence models has


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PRINCIPAL RISKS AND UNCERTAINTIES CONTINUED

the potential to increase the scale, speed and sophistication of

cyber threats faced by businesses.

A successful cyber-attack due to malicious activity by an internal

or external threat actor could result in data loss, operational

disruption, non-compliance with regulations and/or loss of

customer confidence.

Artificial intelligence and emerging technologies

The Group is expanding its use of AI-enabled tools while

assessing their potential benefits and associated risks. To ensure

that the appropriate benefits are achieved, there is a requirement

for effective governance and oversight to minimise the risk of

inappropriate use, development or deployment of AI and to

maintain compliance with evolving regulatory frameworks.

A failure to do this could result in flawed business decisions,

breaches of intellectual property, unauthorised disclosure of

confidential information and cybersecurity vulnerabilities. Given

the Group's global footprint and extensive data flows, the use of

AI also increases the importance of maintaining robust controls

over data quality, privacy, security and ethical standards. Failures

in these areas could lead to financial loss, operational disruption,

legal liability, regulatory sanctions and reputational damage.

To mitigate these risks, the Group continues to evolve its AI

governance framework, including policies and standards

governing the responsible use of AI technologies. The Group

seeks to balance the opportunities offered by AI with appropriate

safeguards to ensure that its adoption supports long-term value

creation while maintaining the trust of customers, employees,

suppliers, investors and other stakeholders.

Cost pressures

Global macroeconomic conditions continue to be impacted by

ongoing geopolitical instability, uncertain tariff regimes, extreme

weather events, higher levels of inflation, higher employment-

related costs and significant fluctuations in commodity prices.

This is resulting in increased costs across our businesses.

Our teams continue to be innovative in looking for cost-saving

initiatives and efficiencies through greater centralisation,

outsourcing, reduced waste and an enhanced focus on

procurement and sourcing disciplines.

Regulatory changes

Our businesses continue to face a large number of regulatory

changes with ever-increasing complexity and variations

in requirements across the markets in which we operate.

The extent of change continues to have an impact on the

capacity of management at a time when they are dealing with

the ongoing challenges resulting from economic uncertainty,

alongside the day-to-day growth of our businesses.

These regulations, and the associated extensive and diverse

reporting requirements including those relating to environmental,

social, product compliance, food and feed safety, workplace

health and safety, all have cost and resource implications.

There are significant data demands to define, obtain,

prepare, collate and report to meet the demands of the

various authorities.

Commodity price volatility

Changes in commodity and energy prices can have a material

impact on the Group’s operating results, asset values and

cash flows.

ABF Sugar is exposed to European market prices in several

geographies. This risk is exacerbated in the UK and European

markets where beet prices are agreed ahead of the sugar that

is produced.

Our management closely monitor positions and exposures and

have established appropriate hedging protocols and strategies.

2024 UK Corporate Governance Code

The 2024 UK Corporate Governance Code applies to the Group

for first time this financial year, except for provision 29 which will

apply from financial year 2027 and require the Board to make a

declaration on the effectiveness of the Group’s material controls

as at the balance sheet date in the Annual Report.

The formal programme to ensure that we meet the

requirements of provision 29 is nearing completion and has

included formalising both Group and divisional management’s

reporting on the effectiveness of the key controls designed to

mitigate the impact of material risks. We consider that these

measures will enable us to make the disclosures required by

provision 29.

Risk appetite

Our approach to risk management gives the authority to our

business leaders to make decisions that enable them to carry out

our strategy of delivering long-term value for our shareholders

and other stakeholders as detailed on pages 12 to 15. They

achieve this by identifying and managing their risks within

acceptable levels through our devolved operating model and our

people, culture and values. These principles underline how we

manage the Group within the Board’s risk appetite.

Divisional risks and their impact on business performance are

reported during the year and are considered as part of the

monthly and quarterly management review process.

Our principal risks and uncertainties

The directors have carried out a robust assessment of the

principal risks facing the Group, including emerging risks, that

would threaten our business model, future performance,

solvency or liquidity.

The Group is exposed to a variety of other risks related to areas

such as human resources, community relations and competition.

These are managed as part of the risk process and a number

of these are referred to in the Responsibility section at pages 56

to 70 and on our website at www.abf.co.uk/responsibility.

Outlined below are the Group’s principal risks and uncertainties

which we believe are likely to have the greatest current or

near-term impact on our strategic and operational plans and

reputation, and the key mitigating activities in place to address

them. These are the principal risks of the Group as a whole

and are not in any order of priority.

Our risks are grouped into external risks, which may occur

in the markets or environment in which we operate, and

operational risks, which are related to internal activity linked

to our business operations and internal controls.

The ‘Changes since 2025’ describe our experience and activity

over the last year.



Key:	Risk trending	Stakeholders impacted by the risk
	Increasing risk		Customers
	Unchanged risk		Investors and shareholders
	Decreasing risk		Employees
			Suppliers
			Communities
			Governments


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PRINCIPAL RISKS AND UNCERTAINTIES CONTINUED

External risks


The geostrategic context

Context and potential impact

The Group operates in 57 countries with sales and supply chains

in many more. Geopolitical tensions continue to be a factor in a

number of countries in which our businesses or those in their

supply chain operate.

We are therefore exposed to: global market forces; fluctuations

in national economies; international conflicts; societal unrest;

unstable tariff regimes; and evolving and increasingly complex

trade regulations legislation. Failure to recognise and

respond appropriately could directly impact the profitability of

our operations.

Geopolitical uncertainty remains high given the ongoing war in

Ukraine, conflicts in both Iran and the wider Middle East, pockets

of societal volatility in southeast Asia, together with underlying

economic challenges resulting in uncertainty around tariffs

and taxation.

Specific current risks include:

• Primark's complex supply chain, which is dependent on

supplies from countries including China, Bangladesh and India;

• a number of ABF Sugar’s African operations are key drivers of

GDP in the countries in which they operate and are therefore

politically sensitive; and

• diverse regulatory reporting requirements, including those

relating to environmental, social, product compliance, food and

feed safety, workplace health and safety, all have cost and

resource implications.

Mitigation

Our approach to risk management considers potential short-term

market volatility and evaluates longer-term socio-economic and

political scenarios.

By their nature, socio-political events are largely unpredictable.

Nonetheless, our businesses have detailed contingency plans

which include site-level emergency responses and improved

security for employees.

In the event of a major geopolitical event that disrupts Primark’s

supply chain, in the short term the risk would be partially

mitigated as we have several weeks of stock in warehouses and

relatively long lead times, whilst alternative sourcing strategies

are implemented.

Our management teams continue to monitor where products

and raw materials are sourced from and to work closely with

suppliers to secure raw materials, maintain production and

provide a reliable supply to their customers.

We engage with governments, local regulators and community

organisations to contribute to, and anticipate, important changes

in public policy. We conduct rigorous checks when entering or

commencing business activities in new markets.

The Group’s financial control framework and Board-adopted tax

and treasury policies require all businesses to comply fully with

relevant local laws.

Provision is made for known issues based on management’s

interpretation of country-specific tax law, EU cases and

investigations on tax rulings and their likely outcomes.

Changes since 2025

The past year has seen significant volatility in the Group’s supply

chain, with the US’s war with Iran causing a significant increase

in energy prices earlier this year. The unstable and unpredictable

nature of the conflict presents longer-term risks regarding the

availability of oil and fertiliser. This could have an impact on the

cost and availability of raw materials and key commodities. Our

procurement teams continue to work closely with suppliers to

maintain the effective operation of our supply chains.

The continuing war in Ukraine presents a further risk of volatility

in energy prices and of further supply chain disruption.

We continue to be mindful of the cultural sensitivities in the

environments in which we operate, and we have continued to

invest in developing and maintaining appropriate relationships

with governments.

The global economic landscape remains challenging, with many

countries in which we operate at risk of low growth, recession or

stagflation, including China, Nigeria and western Europe.

Household budgets have continued to face real pressures and

consumer confidence remains low in a number of key markets.

High inflation continues to be a particular challenge for our

yeast and bakery ingredients businesses based in Argentina

and Türkiye.

We monitor the situation on an ongoing basis and there have

been no major impacts for our businesses.


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PRINCIPAL RISKS AND UNCERTAINTIES CONTINUED


Fluctuations in commodity and energy prices

Context and potential impact

Changes in commodity and energy prices can have a material

impact on the Group’s operating results, asset values and

cash flows.

Mitigation

The Group purchases a wide range of commodities in the

ordinary course of business. We constantly monitor the markets

in which we operate and manage certain of these exposures

with exchange-traded contracts and hedging instruments.

The commercial implications of commodity price movements are

continuously assessed and, where appropriate, are reflected in

the pricing of our products.

Changes since 2025

Energy prices have been higher than last year with increased

volatility in the financial year, primarily as a result of conflict in

the Middle East.

European sugar prices remained at lower levels which has

continued to impact our European sugar businesses.

Our businesses managed commodity price risk within existing

risk management frameworks and, where appropriate, through

pricing actions.


Movement in exchange rates

Context and potential impact

Associated British Foods plc is a multinational Group with

operations and transactions in many currencies. Changes in

exchange rates give rise to transactional exposures within the

businesses and to translation exposures when the assets,

liabilities and results of overseas entities are translated into

sterling upon consolidation.

Mitigation

Our businesses constantly review their currency exposures and

their hedging instruments and ensure appropriate actions are

taken to manage the impact of currency movements. Board-

approved policies require businesses to hedge transactional

currency exposures and committed long-term supply or

purchase contracts which are denominated in a foreign currency,

using foreign exchange forward contracts. Cash balances and

borrowings are largely maintained in the functional currency of

the local operations.

Changes since 2025

On average, sterling has weakened against a number of our

trading currencies this year, resulting in an operating profit on

translation of £20m.

Low availability of foreign currency in Malawi resulted in a non-

functional currency loss of £22m.


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PRINCIPAL RISKS AND UNCERTAINTIES CONTINUED

External risks


Health and nutrition

Context and potential impact

Failure to adapt to changing consumer health choices or to

address nutrition concerns in the formulation of our products,

related to consumer preferences or government public health

policies, could result in a loss of consumer base and impact

business performance.

All of our businesses continue to develop strategies considering

the potential changes in both end consumer and our customer

behaviours and demands, the implications for the business

and where investment or changes to business models

may be appropriate. New product development and formulation

continue to be central to the success of the Group.

Mitigation

All of our food businesses are responsible for managing their

product portfolio. Consumer preferences, regulation and market

trends are monitored continually. Recipes are regularly reviewed

and, where technically feasible, are considered for reformulation

to improve their overall nutritional value.

Our businesses always take nutritional factors into account when

developing their product ranges. To support this approach, many

of our consumer-branded grocery businesses have adopted

nutrition policies which set out the businesses’ principles of:

transparency about nutritional properties of products; consumer

choice through product development and reformulation;

responsible product development; and advertising.

Our businesses also operate a formal process to ensure that any

health claims across their brands are subject to in-house legal

review to confirm that they meet necessary legal requirements

and are responsibly communicated.

All of our grocery products are labelled with nutritional

information, including in many cases front of pack nutrition

labelling on our branded grocery products.

We actively consider consumer health in the context of brand

development and acquisition activity.

We invest in research with experts to improve our understanding

of the science and societal trends.

Changes since 2025

There appears to have been an acceleration in the wider

marketplace in the degree of focus on the health and nutrition

of individuals.

The increasing accessibility to GLP-1 medications like Ozempic

and Wegovy, together with government health initiatives, are

having a significant and multifaceted impact on consumer

behaviour, particularly in the food and beverage sector,

presenting both risks and opportunities to the Group.

Our sugar and grocery businesses have continued to focus on

health and nutrition during the year.

This year, new product development continued to focus on

delivering non-high fat, salt or sugar (HFSS) and fibre-rich

products. For example: Kingsmill launched Mighty White Protein

Bread, a white bread delivering 15g of protein in two slices and

providing a source of fibre; Allinson’s added a new Seeded

Sourdough loaf to their range, providing a source of fibre for

consumers who enjoy authentic sourdough bread; and, in

Australia, Tip Top The One Digestive Health has been developed

to help Australians boost their daily fibre intake, while still

delivering the soft texture and delicious taste of white bread.


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PRINCIPAL RISKS AND UNCERTAINTIES CONTINUED

Operational risks


Breaches of IT and cyber security

Context and potential impact

The cyber security risk landscape continues to evolve, with

increasingly sophisticated, organised and persistent threat

activity. The rapid development of artificial intelligence models

has the potential to increase the scale, speed and sophistication

of cyber threats faced by businesses.

A successful cyber-attack due to malicious activity by an internal

or external threat actor could result in data loss, operational

disruption, non-compliance with regulations and/or loss of

customer confidence.

This increasing risk requires continual improvement activities by

our cyber security teams to manage our ongoing risk exposure

as well as our executive, technology and operations teams to

ensure business resilience and continuity.

Mitigation

Cyber risk remains subject to senior executive and Board-level

oversight, supporting the Group’s focus on operational resilience

and evolving regulatory expectations.

Our overarching cyber security culture is set by the Group and

cascaded through the organisation. During the year, we

mobilised a multi-year cyber transformation programme to

strengthen governance, resilience and control effectiveness

across the Group.

We remain vigilant with an ongoing programme of investment in

controls, technology and people to enhance the longevity of our

IT environments. This ongoing investment includes the control

and protection of the IT and manufacturing environments.

Our cyber security teams continuously monitor our threat

landscape and the effectiveness of our controls, developing both

broad and focused implementation plans to ensure we have

controls appropriate to the level of risk of our businesses. In

addition, they implement and monitor security tools to ensure

effective and efficient security operations.

We continue to improve our security culture through user

awareness training programmes including phishing simulations.

This reduces the likelihood of our workforce falling victim to such

attacks. Additionally, we work with independent third-party

security specialists who provide periodic penetration tests.

We have established Group IT security policies, technologies and

processes, all of which are subject to regular internal audit.

Changes since 2025

The Group has continued to strengthen its cyber resilience in

response to an evolving external threat environment.

We have mobilised a multi-year cyber transformation

programme, with an initial focus on improving foundational

controls, security hygiene and resilience across the Group.

This has included investment in enhanced monitoring and

response capability, and clearer measures to assess the

effectiveness of cyber controls across our businesses.

We have also progressed work to improve cyber resilience

across both our IT and operational technology estates, including

further development of our cyber security controls framework for

manufacturing sites.

Senior cyber leadership capability has been strengthened to

support the transformation and ensure the Group has the right

capability to manage cyber risk.

These activities are supported by senior governance and are

designed to provide a consistent, risk-based approach to

improving cyber capability and resilience across the Group.


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Operational risks


The impact of climate change and natural disasters on our operations and supply chain

Context and potential impact

Our businesses and their supply chains rely on a secure supply

of finite natural resources, some of which are vulnerable to

external factors such as natural disasters and climate change.

Climate change continues to represent a material risk throughout

our supply chains and poses challenges to some of our

businesses. In addition, the ‘super’ El Niño weather event that is

currently developing in the Pacific is likely to result in extremes

of weather including both floods and droughts and higher than

average temperatures.

Most of our businesses rely on agricultural crops with complex

supply chains. Both El Niño and long-term climate change are

likely to impact agricultural crops, while extreme weather

events have the potential to cause disruption to supply chains

and operations.

Heat stress and flooding caused by extreme climate events

would impact both employees and supply chain workers.

The diversified and devolved nature of the Group means that the

relevant mitigation or adaptation strategies are considered and

implemented by the individual businesses.

Mitigation

Determining the potential medium- to long-term impact of

climate risks and opportunities is challenging as the impacts of

climate change are uncertain.

Where appropriate, our businesses work with third-party experts

to understand division and location-specific climate-related risks

and opportunities. Where risks are considered to be significant,

these are incorporated into the relevant business risk registers

and mitigating controls and processes identified.

For example, ABF Sugar’s businesses are investing in more

sustainable agriculture approaches and trialling more

regenerative practices. Initiatives are being carried out on their

African estates and across the wider supply chain of the other

ABF Sugar businesses. ABF Sugar businesses co-fund research

institutions and partnership organisations with its growers,

including: the Research Association for Sugar Beet Crop

Improvement and Agroteo in Spain; the South African Sugarcane

Research Institute; and the British Beet Research Organisation.

These engagements aim to enhance crop resilience and

productivity while reducing negative environmental impacts, and

aim to help strengthen the links between individual farmers and

field technicians to enhance the resilience and productivity

of crops.

A climate-related scenario analysis identified the material risks

for the Group, and actions to mitigate these are overseen by the

relevant businesses. Further information and updates on our

material Group climate-related risk is provided in the TCFD report

on pages 79 to 85, which also outlines the transition plans for

ABF Sugar, Primark and Twinings Ovaltine, which are our most

significant contributors to Scope 1 and 2 GHG emissions and

adjusted operating profit.

Changes since 2025

Our review of the current risks of climate change and natural

disasters and opportunities, including the potential impact of El

Niño, has determined that the scenario analysis delivered as part

of our Group TCFD reporting remains appropriate.

The ‘super’ El Niño could have a medium-term impact on the

supply chain and costs, particularly of wheat, sugar and cotton.

Our businesses continue to implement specific actions, which

aim to assess and mitigate the impact of climate change and

natural disasters on our businesses.

Heat stress remains an emerging risk across the Group. We

continue to work with our divisions to understand where this is

most prevalent across our businesses for workers, in both

agricultural and manufacturing sites and in their supply chains.

For details on the scenario analysis, transition plans, and our risk

management and materiality assessment approach, refer to the

TCFD section on pages 72 to 85 and our website at

www.abf.co.uk/responsibility.


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PRINCIPAL RISKS AND UNCERTAINTIES CONTINUED


Workplace health and safety

Context and potential impact

Our operations have the potential for loss of life or ill health

to employees and contractors, both on-site and off-site,

if the hazards and associated risks are not fully controlled.

Mitigation

The safety, health and wellbeing of our employees and

contractors continues to be one of our main priorities.

The chief executives of each business, who lead by example,

are accountable for the performance of their business.

Our Health, Safety and Wellbeing Policy, refreshed in March

2026, makes it very clear that we require the businesses to

continuously improve and to make sure that the hazards and

risks of our activities are understood and that appropriate

controls to look after our people are in place. This includes clear

requirements that are focussed on processes that are critical

to life.

On an annual basis, we engage independent external auditors

to review a sample of our sites to support a culture of

continuous improvement of risk management processes.

Best practice guidance and toolkits are shared across the

businesses, co-ordinated from the ABF centre, to supplement

the delivery of their own programmes. These address critical

risks of moving vehicle interactions, falls of people and materials

from height, machinery safety, confined spaces, electrical safety

and management of contractors, as well as addressing the more

common, but less severe, injuries from manual handling and

from slips and trips. Additional resources have also been

developed to support with the management of change and

effective engagement toolkits.

Changes since 2025

Businesses have continued to treat health and safety as the

key priority and have delivered numerous improvements during

the year.

The safety performance of the Group is reported on our website

at www.abf.co.uk/responsibility.

Any loss of life connected with our operations is unacceptable

and we expect all colleagues and contractors to return home

after work safe every day. As such, we are deeply saddened to

report one△ fatal injury to an employee and four△ to contractors.

Two of these fatalities occurred during activities on our sites

being conducted by contractors: a contractor in Brazil was

electrocuted; and a contractor in Malawi was killed when a fire

extinguisher exploded during pressurisation by the contract

engineer. Two of the fatalities resulted from road traffic

incidents: an employee was struck by a vehicle whilst crossing a

road in Zambia, and a contract delivery driver was fatally injured

in a road traffic accident in the UK, with the precise cause

unknown. Last year we reported a contractor fatality in Zambia

during inflation of a tyre of an agricultural vehicle, which is

reported in this year’s data.

Following these tragic events, our priority was to ensure the

families and colleagues of those who died were supported.

Comprehensive root cause investigations were undertaken to

understand the causes of each incident and identify

opportunities to prevent a recurrence. The findings and lessons

learned are being shared across the Group.

All of our businesses have a strong focus on contractor

management and supervision. Vehicle and driver safety remains

a top priority and our businesses are working with their

contracted hauliers to ensure a robust focus on driver safety.

This year, we invested £43m in reducing health and safety risks

across a wide range of operational hazards. This includes capital

investment projects linked to mitigating safety risks in areas

including transport, fire and explosion, machinery and fall from

height risk reduction, investment in behavioural safety and

culture development programmes.


Product safety and quality

Context and potential impact

As a leading food manufacturer and retailer, it is vital that we

manage the safety and quality of our products throughout the

supply chain.

Mitigation

Product safety is put before economic considerations.

We operate strict food safety and traceability policies within an

organisational culture of hygiene and product safety to ensure

consistently high standards in our operations and in the sourcing

and handling of raw materials and garments.

Food quality and safety audits are conducted across all our

manufacturing sites, by independent third parties and customers,

and a due diligence programme is in place to ensure the safety

of our retail products.

Our sites comply with international food safety and quality

management standards and our businesses conduct regular

mock product incident exercises.

All businesses set clear expectations of suppliers, with relevant

third-party certification or other assessment a condition of doing

business. Product testing and trials are undertaken as required

and where bespoke raw materials are purchased, the businesses

will work closely with the supplier to ensure quality parameters

are suitably specified and understood.

All Primark’s products are tested to, and must meet, stringent

product safety specifications in line with, and in some instances

above, legal requirements.

Primark continues to drive and improve product performance for

quality and compliance purposes through its product approval

processes, in-country inspections centres and management of

its supply base.

Changes since 2025

We had no major product recalls during the year. There

have been a very small number of product recalls that have been

managed and monitored as part of our normal course

of business.

Businesses have continued to define and refine KPIs in this area.


Associated British Foods plc	\| 94 \|	Annual Report 2026

PRINCIPAL RISKS AND UNCERTAINTIES CONTINUED

Operational risks


Our supply chain and ethical business practices

Context and potential impact

The Group is global and highly diversified and our businesses

have complex supply chains, most of which depend on

agriculture and manufacturing.

The most critical risks in our businesses’ supply chains are:

• the transparency of the source of raw materials,

manufacturing locations and working conditions;

• the inherent vulnerability of workers; and

• maintaining consistency of approach to human rights due

diligence and taking steps as appropriate to identify, prevent

and mitigate negative social impacts that may arise.

Mitigation

The processes implemented by our businesses to manage

supply chain due diligence are key to identifying, preventing and

mitigating human rights impacts as appropriate. This due

diligence requires our businesses to understand the issues

specific to the workers within their respective supply chains and,

where appropriate, communities that are impacted by the

activities in our value chain. In line with our Group Supplier Code

of Conduct, our businesses prohibit all forms of modern slavery,

including forced labour and human trafficking.

We continue to report, as required, under relevant regulations,

including the UK Modern Slavery Act, the Australian Modern

Slavery Act and the Canadian Forced Labour and Child Labour

Act. For more information, see our Group Modern Slavery

Statement 2026 which is published on our website.

The Group Supplier Code of Conduct sets out essential

requirements of responsible business conduct from the

perspective of supply chain labour standards as well as good

business practice and environmental management. All Group

businesses are required to apply this Code in their dealings with

suppliers. The Code is based on the work of the United Nations

International Labour Organization (‘ILO’) as well as the UK Ethical

Trading Initiative’s Base Code. Online training modules are made

available to facilitate internal awareness across the Group.

Primark is a member of the Ethical Trading Initiative and

is recognised for its Ethical Trade and Environmental

Sustainability programme. Primark has a well-established Ethical

Trade auditing and monitoring programme, which is key for

identifying risks within the supply chain and for ensuring that

mitigating actions are taken where necessary. Primark’s

approach to due diligence is explained in its Supply

Chain Human Rights Policy which is available at

corporate.primark.com/en-gb/policies-and-reports/policies.

Several of our businesses, including a number within UK

Grocery, ABF Ingredients and George Weston Foods, monitor

their supply chains and engage suppliers using the Sedex

(Supplier Ethical Data Exchange) online database.

Twinings recognises the challenges within its tea and herb

supply chain and the importance of working closely with its

suppliers. Twinings uses a proprietary approach to risk

assessment, developed in consultation with expert external

stakeholders, which in addition to labour rights covers housing,

water and sanitation, health and nutrition, land, gender and

children’s rights, farming practices and more.

Some of our businesses, including Primark and Twinings,

publish global sourcing maps and provide information about their

processes, progress and challenges through corporate reports,

websites, stakeholder engagement activities and submissions

to benchmarks. For more information on human and labour

rights in our supply chains see our website

(www.abf.co.uk/responsibility).

Changes since 2025

The most significant changes in the year relate to new and

emerging regulations which focus on reporting of due diligence

activity and supply chain governance. This has prompted

businesses to further review their current governance and supply

chain due diligence processes as well as key reporting metrics.

Following the publication of the UK Sustainability Reporting

Standards (UK SRS) and the FCA’s related reporting

requirements, we are assessing the implications for the Group

and our future sustainability reporting.

Some of our businesses will be required to report under the EU

Corporate Sustainability Reporting Directive (‘CSRD’) from 2027.

These businesses have initiated double materiality assessments

(‘DMA’), which include detailed value chain mapping, to identify

material sustainability matters and reporting metrics.

The EU’s Deforestation Regulation also contains due diligence

requirements around labour standards, for those commodities

concerned. Several of our businesses are in scope of this

Regulation and are taking the required action.

The ESG Policy and Reporting Group oversees the activities

to prepare for upcoming material ESG regulations and

emerging risks, including requirements for publishing mandatory

ESG information.


Associated British Foods plc	\| 95 \|	Annual Report 2026

PRINCIPAL RISKS AND UNCERTAINTIES CONTINUED


Our use of natural resources and managing our environmental impact

Context and potential impact

Our businesses are reliant on the use of a large range of natural

resources to deliver their products. Our material environmental

impacts come from:

• fuel and energy use;

• agricultural operations giving rise to GHG emissions;

• use of land related to agricultural operations;

• the abstraction and management of water and wastewater

especially in water-stressed areas; and

• waste which cannot be reused or recycled, including single-

use plastics.

Our businesses recognise that a failure to manage these impacts

could pose a risk to the environment and potentially create risks

to their licences to operate and result in additional costs.

Our businesses continue to set relevant KPIs to manage and

measure the outcome of their efforts to reduce their

environmental impact. We also continue to strengthen our

existing data management processes to facilitate the reporting of

robust data at a Group level. There continues to be increased

regulatory scrutiny and ESG reporting requirements that our

businesses must meet in many countries where they operate.

Across the Group, we are committed to remaining compliant

with these requirements.

Mitigation

We recognise our role in supporting the transition to a low-

carbon economy and we have a Group-wide ambition to reach

net zero carbon emissions by 2050 in line with the 2015 Paris

Climate Agreement. In line with our devolved business model,

our businesses set plans and commitments appropriate to their

operations and supply chains. The GHG reduction targets set

by ABF Sugar, Primark, Twinings Ovaltine and AB World

Foods have been validated by the Science Based Targets

initiative (‘SBTi’).

Our businesses are targeting reductions in GHG Scope 1 and 2

emissions through carbon reduction and transition plans, which

include both energy efficiency measures and growing the use of

renewable energy. British Sugar, which is our most material

business for Scope 1 GHG emissions, has a number of projects

that focus on factory energy efficiency, steam reduction, coal

elimination and reduction of energy use for pulp drying.

Our businesses continuously seek ways to improve the

efficiency of both their operations and supply chains by using

technologies and techniques to reduce their use of natural

resources. Areas of focus include packaging and food waste.

At the agricultural and farm level, our businesses support a wide

range of environmental interventions. These span many farm

management models, including certified organic production,

standards to promote biodiversity, engagement with smallholder

farmers in developing markets, and adoption of farm

management systems built on the principles of more sustainable

and regenerative farm management practices.

Water is an essential input for clothing and food production. It is

a valuable resource and our businesses aim to reduce the

amount of water they abstract for their own operations. In

addition, they reuse process water as much as possible and treat

wastewater, ensuring it meets or exceeds local and national

water standards.

For example, AB Mauri has built significant in-house capability in

water use and wastewater management to assess water risks at

each of its sites and to ensure that any water returned to the

environment meets regulations and is managed as safely

as possible.

ABF Sugar continues to prioritise efficient water management.

This includes improving the accuracy of water measurement and

investing in smarter irrigation systems.

Examples of how some of our businesses work with their supply

chain to encourage responsible use of natural resources are the

Primark Cotton Project (‘PCP’) and Jordans Farm Partnership.

As part of the PCP, farmers are trained in methods aimed at

increasing cotton yields and reducing inputs including water use,

chemical pesticide and fertiliser use, whilst the Jordans Farm

Partnership supports oat farmers to meet the LEAF Marque

Standard for their farming practices. The LEAF Marque is a global

assurance system that recognises more sustainable practices

related to soil management, water management and crop health.

Changes since 2025

The environmental performance of the Group and its businesses

is reported on the ABF website at www.abf.co.uk/responsibility

and in our CDP submission. For details on transition plans and

our risk management and materiality assessment approach, refer

to the 2026 TCFD report and the ABF website.

There are new and emerging regulations that will require

additional levels of reporting, data gathering, and supplier due

diligence regarding our impact on the environment. For example,

a number of our businesses are in scope for the EU

Deforestation Regulation (‘EUDR’). Those with products in

scope of this regulation are working to address the

requirements, including by working with external bodies,

suppliers and customers.


Associated British Foods plc	\| 96 \|	Annual Report 2026

GOING CONCERN AND VIABILITY STATEMENT

Going concern and viability statement

Going concern

After making enquiries, the Board has a reasonable expectation

that the Group has adequate resources to continue in operational

existence for the foreseeable future. For this reason, they

continue to adopt the going concern basis in preparing the

consolidated financial statements. The forecast for the going

concern assessment period to 4 March 2028 has been reviewed

in light of the latest trading performance and is the best estimate

of cash flow in the period.

The demerger of Primark is expected to complete during this

assessment period. However, the structure, terms and timing of

the proposed demerger remain within the Group’s control. The

demerger would not proceed on terms that the Board

considered would leave either the Food business or Primark

without adequate resources to continue in operational existence

following completion.

As part of the going concern assessment, the directors have

therefore considered two scenarios: firstly the Group post a

demerger of Primark and secondly, the Group being maintained

in its current composition if the demerger does not complete as

planned during the assessment period. In the demerger

scenario, assumptions have been made around how cash and

debt would be split between the Food and Primark businesses.

It has also been assumed that the Group would no longer be

impacted by Primark cash flows from December 2027.

The Board’s treasury policies are in place to maintain a strong

capital base and manage the Group’s balance sheet and liquidity

to ensure long-term financial stability. These policies are the

basis for investor, creditor and market confidence and enable the

successful development of the business. The financial leverage

policy requires that, in the ordinary course of business, the Board

prefers to see the Group’s ratio of total net debt including lease

liabilities to adjusted EBITDA to be well under 1.5x. At the end of

this financial year, the financial leverage ratio was 1.1x. At the

end of the financial year, the Group had total cash and cash

equivalents of £1.0bn and undrawn committed facilities of

£1.8bn, which includes an undrawn £1.5bn RCF that matures in

June 2029 and an additional RCF taken out in February 2026 that

matures in February 2029, both of which are free from

performance covenants and expected to be extended as

required. In the demerger scenario, the going concern

assessment reflects the anticipated post-demerger liquidity and

financing arrangements for the Food business based on the

information available at the date of the assessment.

In reviewing the cash flow forecast for the period, the directors

reviewed the trading for both Primark and the Food business in

light of the experience gained from events of the last three years

of trading and emerging trading patterns as well as considering

potential significant acquisitions. The directors have a thorough

understanding of the risks, sensitivities and judgements included

in these elements of the cash flow forecast. Separate base case

forecasts were considered for the Food business following

completion of the demerger, and for the Group in its current

composition. The post-demerger forecast reflects the Food

business's expected trading performance, cash flows, liquidity

and financing arrangements, together with the effects of

separation and its standalone operating arrangements.

As a downside scenario, the directors considered a situation in

which inflationary costs are not fully recovered through pricing,

there are high levels of volatility in the sugar market without

price adjustments, there is an adverse movement to the cash

conversion cycle within the Group and severe IT outages occur

leading to a period of non-operation. This downside scenario was

modelled without taking any mitigating actions within the

Group's control. The downside scenario was applied both to the

Food business following completion of the demerger, and to the

Group in its current composition. Under this downside scenario,

both the Food business post-demerger and the Group in its

current composition had sufficient forecast liquidity throughout

the period.

In addition, the directors also considered the circumstances

which would be needed to exhaust the Group’s total liquidity

over the assessment period – a reverse stress test. As the

demerger is anticipated to take place towards the end of the

assessment period, we have prepared the reverse test

calculation based on the current Group structure. This indicates

that, on top of the downside scenario outlined above, annual

profit before tax would need to decline by a further 33% without

any price increases or other mitigating actions being taken

before total liquidity is exhausted. The likelihood of these

circumstances is considered remote for two reasons. Firstly,

over such a period, management could take substantial

mitigating actions, such as reviewing pricing, taking cost-cutting

measures and reducing capital investment. Secondly, the Group

has significant business and asset diversification and would be

able to, if it were necessary, dispose of assets and/or businesses

to raise considerable levels of funds.


Associated British Foods plc	\| 97 \|	Annual Report 2026

Viability statement

The Board has determined that the most appropriate period

over which to assess the Company’s viability, in accordance

with the 2024 UK Corporate Governance Code, is three years.

Each business sets a strategic planning time horizon appropriate

to its activities which typically cover a three-to-five year period.

The directors also considered the diverse nature of the Group’s

activities and the degree to which the businesses change and

evolve in the relatively short term. The directors considered

the Group’s profitability, cash flows and key financial ratios over

this period and the potential impact that the principal risks and

uncertainties set out on pages 86 to 95 could have on future

performance, solvency or liquidity of the Group and its resilience

to threats to its viability posed by severe but plausible scenarios.

Building on the analysis performed as part of the going concern

review, including the consideration of the demerger of Primark,

sensitivity analysis was applied to these metrics

and the projected cash flows were stress tested against

a range of scenarios.

The directors considered the level of performance that would

cause the Group to exhaust its available liquidity, the financial

implications of making any strategic acquisitions, as well as a

variety of additional potentially adverse factors such as long-term

reputational damage, macroeconomic influences such as

fluctuations in commodity markets and climate-related business

risks. The impact of potential mitigating actions under the Group’s

control were also considered in this analysis. The Group is

highly diversified, operating in 57 countries in different markets,

sectors, customer groups, geographies and products. While

the principal risks considered all have the potential to affect

future performance, none of them are considered individually

or collectively to threaten the viability of the Company for the

period of the assessment. The Group has a track record of

delivering strong cash flows. This has been more than sufficient

to meet not only our ongoing financing obligations but also

to fund the Group’s expansionary capital investment.

The Board’s treasury policies are in place to maintain a strong

capital base and manage the Group’s balance sheet and liquidity

to ensure long-term financial stability. These policies are the

basis for investor, creditor and market confidence and enable the

successful development of the business. The financial leverage

policy requires that, in the ordinary course of business, the

Board prefers to see the Group’s ratio of total net debt including

lease liabilities to adjusted EBITDA to be well under 1.5x.

At the end of this financial year, the financial leverage ratio was

1.1x. In addition, the Group requires a certain level of total

liquidity at all times. At the end of the financial year, the Group

had total cash, and cash equivalents of £1.0bn and undrawn

committed facilities of £1.8bn, which includes an undrawn

£1.5bn RCF that matures in June 2029 and an additional RCF

taken out in February 2026 that matures in February 2029, both

of which are free from performance covenants and are expected

to be extended as required. In the demerger scenario, the going

concern assessment reflects the anticipated post-demerger

liquidity and financing arrangements for the Food business based

on the information available at the date of the assessment.

In April 2026, S&P Global Ratings reaffirmed their assignment to

the Group of an ‘A’ grade long-term issuer credit rating, though

revised the outlook to negative from stable as a result of the

intent to demerge Primark. The Group’s access to a diverse

funding base is supported by the existing £400m public bond

due in 2034. Even in a worst-case scenario, with risks modelled

to materialise simultaneously and for a sustained period, the

possibility of the Group having insufficient resources to meet

its financial obligations is considered remote. Based on this

assessment, the directors confirm that they have a reasonable

expectation that the Company will be able to continue in

operation and meet its liabilities as they fall due over the three-

year period to 15 September 2029.

In assessing viability, the directors considered both completion

of the proposed demerger of Primark during the assessment

period and the Group continuing in its current composition. In the

demerger scenario, the assessment reflects the cash flows and

financing requirements of the continuing Food group following

separation, including assumptions regarding the allocation of

cash and debt, separation costs and standalone operating

arrangements. It also assumes that appropriate financing

facilities will be available throughout the assessment period,

including the refinancing or replacement of facilities maturing

during that period. The directors assessed the resilience of both

scenarios to severe but plausible downsides, taking account of

mitigating actions within management’s control.

The Strategic Report was approved by the Board and signed

on its behalf


Michael McLintock Chairman	George Weston Chief Executive	Joana Edwards Group Chief Financial Officer


Associated British Foods plc	\| 98 \|	Annual Report 2026

CORPORATE GOVERNANCE

Chairman’s introduction

Michael McLintock

Chairman

Dear fellow shareholders

I am pleased to present the Associated British Foods plc Corporate

Governance Report for the year ended 12 September 2026.

This report explains how the Board is structured, the roles and

responsibilities held by its members and the work carried out by

the Board and its Committees. It also outlines the governance

framework we rely on to maintain strong corporate governance

and to ensure the Group has the resources it needs to pursue its

key objectives and track its progress against them.

As announced on 21 April 2026, following an in-depth review of

the Group structure, the Board decided to proceed with the

demerger of Primark from the Food business. We believe both

businesses will be better placed to pursue their ambitions

independently, in particular with oversight by boards that are

directly aligned to their respective industry dynamics, clearer

investment propositions and accountability to shareholders

specifically interested in either the Food business or Primark.

We are targeting completion in December 2027. To ensure a

smooth transition through the demerger process, the Board has

asked me to continue as Chairman until the completion of the

demerger. Pending completion of the process, the Company

will continue to operate in line with its current strategy and

business model.

Our purpose in the meantime remains unchanged: to provide

safe, nutritious and affordable food, and clothing that is great

value for money. Rather than centralise control, the Board

deliberately entrusts the executive teams leading our five

divisions with substantial autonomy. Those teams are best

placed to respond decisively to the particular demands of their

markets and geographies, so that is where we locate day-to-day

decision-making – underpinned throughout by Board oversight

and by the collective resources and expertise of the wider

Group. This devolved approach remains, in our view, one of

ABF's defining strengths and the most effective way to deliver

the Group’s sustained long-term success.

Our Board places great importance on building open dialogue

with shareholders, employees and our wider stakeholder

community, ensuring that a broad range of views informs the

decisions we make. This engagement is reflected in our Section

172 Statement on pages 50 to 55 and through the Responsibility

section on pages 56 to 70.

Further detail can be found in the Responsibility section of our

website at: www.abf.co.uk/responsibility .

The Board remains well informed about, and actively engaged

with, each of the individual businesses. This has been achieved

through regular updates from the executive directors, annual

presentations by the senior management of each business and

directors' visits to the businesses themselves. These channels

allow the Board to offer effective guidance and provide

constructive challenge to management.

At the end of March 2025, Joana Edwards was appointed as the

interim Finance Director of the Company and Eoin Tonge

became the interim Chief Executive of Primark. On 5 March

2026, we were delighted to announce that both interim

appointments were made permanent, with Joana becoming

Group Chief Financial Officer and a statutory director of the

Company and Eoin becoming the Chief Executive of Primark, as

well as remaining as a statutory director of the Company.

References to the Group Chief Financial Officer in this Corporate

Governance Report therefore refer to Joana for the entire period,

including during her role as interim Finance Director.

Our four values of respecting everyone’s dignity, acting with

integrity, progressing through collaboration and delivering with

rigour continue to underpin our culture. We monitor and assess

the culture of the Group in various ways, reflecting its devolved

nature. Annie Murphy has continued her role as our designated

Non-Executive Director for workforce engagement and an

update on Annie’s activities during the year is provided in her

letter on pages 105 and 106. Alongside Annie’s activities, culture

is monitored through director and senior executive visits to sites,

business divisions’ updates to the Board (including on workforce

engagement), input from our Speak Up programme and the

annual talent review and update to the Board from the

Chief People and Performance Officer.

We continue to meet the commitments and aspirations around

Board composition as set out in our Board Diversity Policy.

Details on gender and ethnic diversity both at Board level and at

senior executive level are set out in further detail in the

Nomination Committee Report.

We will again hold a physical AGM in December 2026 and all

directors will be standing for election or re-election. The AGM

will be held at QEII Centre, Broad Sanctuary, Westminster,

London SW1P 3EE. As has been the case for the last few years,

we will also continue to stream the event online for those

shareholders who are not able to attend in person. Please note,

however, that you will not be able to vote or ask questions

on the day if you do not attend in person, so please vote in

advance by proxy and submit any questions in advance if you

cannot attend. Details on how to do so are provided in the Notice

of AGM 2026. We look forward to seeing as many of you as

possible on the day.

Michael McLintock

Chairman


Associated British Foods plc	\| 99 \|	Annual Report 2026

CORPORATE GOVERNANCE CONTINUED

Compliance with the UK Corporate Governance Code

As a company listed on the Equity Shares Commercial

Companies category in the UK, the Company is reporting

in accordance with the 2024 UK Corporate Governance Code

(‘2024 Code’). The 2024 Code sets out standards of good

practice in relation to: (i) board leadership and company

purpose; (ii) division of responsibilities; (iii) board

composition, succession and evaluation; (iv) audit, risk and

internal control; and (v) remuneration. The 2024 Code is

published by the UK Financial Reporting Council (‘FRC’) and a

copy is available from the FRC website: www.frc.org.uk.

The Board considers that the Company has, throughout the

year ended 12 September 2026, applied the principles and

complied with all the provisions of the 2024 Code that are

applicable to the reporting period. Provision 29 of the 2024

Code applies only from financial years beginning on or after 1

January 2026. Accordingly, for the year ended 12 September

2026, the Company has complied with provision 29 of the

2018 UK Corporate Governance Code, and will first be

required to report against provision 29 of the 2024 Code in

its 2027 Annual Report.

The Company’s disclosures on its application of the principles of the 2024 Code can be found on the following pages:

Board leadership and company purpose

See pages 102 to 106

Chairman’s introduction

See page 98

Leadership, values, culture and purpose

See pages 12 to 17; 56 to 70; 102 to 106

Strategy

See pages 12 to 17; 102 to 103

Stakeholder and shareholder engagement

See pages 50 to 55; 61 to 65; 102 to 106

Division of responsibilities

See pages 107 to 108

Commitment, development and information flow

See pages 107 to 108

Composition, succession and evaluation

See pages 107 to 109

Board performance review

See page 109

Nomination Committee Report

See pages 110 to 112

Audit, risk and internal control

See pages 113 to 119

Risks, viability and going concern

See pages 86 to 97

Audit Committee Report

See pages 113 to 119

Remuneration

Directors’ Remuneration Report

See pages 120 to 134


Associated British Foods plc	\| 100 \|	Annual Report 2026

CORPORATE GOVERNANCE CONTINUED

Board of Directors



Michael McLintock Chairman

Michael was appointed a director in November 2017 and

Chairman in April 2018 . He was formerly Chief Executive of

M&G, retiring in 2016, having joined the company in 1992 and

been appointed Chief Executive in 1997. In 1999 he oversaw the

sale of M&G to Prudential plc where he served as an Executive

Director from 2000 until 2016. Previously he held roles in

investment management at Morgan Grenfell and in corporate

ﬁnance at Morgan Grenfell and Barings. Following the Board's 21

April 2026 decision to proceed with the demerger of Primark, it

is intended that Michael continue as Chairman of ABF until the

completion of the demerger to ensure a smooth transition

through the demerger process.

Other appointments:

• Non-Executive Director of Caledonia Investments plc

• Trustee of the Grosvenor Estate

• Non-Executive Chairman of Grosvenor Group Limited

• Member of the advisory board of Bestport Private Equity Limited

• Member of the Takeover Appeal Board

• Chair of Investment Committee, St. John’s College, Oxford



George Weston Chief Executive

George was appointed to the Board in April 1999 and took up

his current appointment as Chief Executive in April 2005. In his

former roles at Associated British Foods, he was Managing

Director of Westmill Foods, Allied Bakeries and George Weston

Foods Limited (Australia).

Other appointments:

• Non-Executive Director of Wittington Investments Limited

• Trustee of the Garfield Weston Foundation

• Trustee of the British Museum



Joana Edwards Group Chief Financial Officer

Joana was appointed as a director and Group Chief Financial

Officer on 5 March 2026. Joana served as Group Interim Finance

Director from 31 March 2025. Prior to that Joana was Group

Financial Controller, having joined the Group in 2020. Before

joining ABF, Joana was Group Financial Controller at L'Oréal,

having previously held a number of senior Finance Director roles

across that Group's regions and business units.

Other appointments:

• None



Eoin Tonge Primark Chief Executive

Eoin was appointed a director in February 2023. He was

appointed Primark Chief Executive on 5 March 2026, having

previously served as Interim Primark Chief Executive and before

that as ABF Group Finance Director. He was previously at Marks

and Spencer Group plc, where he was Chief Financial Officer

and Chief Strategy Officer. Prior to that, Eoin held senior

positions at Greencore Group plc, including Chief Financial

Officer, Managing Director of Greencore's grocery division, and

Chief Strategy Officer.

Other appointments:

• None



Dame Heather Rabbatts Senior Independent Director

Dame Heather was appointed a director on 1 March 2021 and



	Key to Board Committees
		Nomination Committee
		Audit Committee
		Remuneration Committee
		Red indicates Committee Chair

has been Senior Independent Director since 1 May 2023.

Heather has held a number of executive and non-executive roles

including in local government, infrastructure, media and sports.

She has previously been a Non-Executive Director of Grosvenor

Britain & Ireland, a Non-Executive Director of Kier Group plc and

was the first woman on the Board of the Football Association in

over 150 years. She continues to work in film and sports.

Other appointments:

• Interim Executive Chair of M&C Saatchi plc

• Non-Executive Director of Bloomsbury Publishing plc

• Chair of Soho Theatre


Associated British Foods plc	\| 101 \|	Annual Report 2026

CORPORATE GOVERNANCE CONTINUED



Emma Mitchell Non-Executive Director

Emma was appointed a director in December 2011. She was

educated at Stanford University and has an MBA from INSEAD.

She has served as a director/trustee on a number of non-profit

and Foundation boards in the UK and Canada.

Other appointments:

• Director of Wittington Investments Limited

• Director of the Weston Family Foundation



Graham Allan Independent Non- Executive Director

Graham was appointed a director in September 2018 and

became Chair of the Remuneration Committee in May 2023.

Graham was formerly the Group Chief Executive of Dairy Farm

International Holdings Limited, a pan-Asian retailer. Prior to

joining Dairy Farm, he was President and Chief Executive Officer

at Yum! Restaurants International. Graham has previously held

various senior positions in multinational food and beverage

companies with operations across the globe and has lived

and worked in Australia, Asia, the US and Europe.

Other appointments:

• Senior Independent Director of Intertek Group Plc

• Senior Independent Director of InterContinental Hotels Group

PLC

• Non-Executive Director of Americana Restaurants International

PLC

• Director of IKANO Pte Ltd

• Director of Nando's Group Holdings Limited

• Director of William Grant & Sons Holdings Limited



Kumsal Bayazit Besson Independent Non- Executive Director

Kumsal was appointed a director on 1 December 2023. Kumsal

is currently Chief Executive Officer of Elsevier, a global leader

in advanced information and decision support for science and

healthcare. Since 2004, Kumsal has held multiple management

positions at RELX, parent company of Elsevier, including as Chief

Strategy Officer, President of Reed Exhibitions and as Chair of the

RELX Technology Forum, responsible for use of AI technology,

risk management and cyber security across the RELX Group.

Prior to joining RELX, Kumsal spent several years at Bain &

Company in its New York, Los Angeles, Johannesburg and

Sydney offices.

Other appointments:

• Chief Executive Officer of Elsevier



Annie Murphy Independent Non- Executive Director

Annie was appointed a director in September 2023. Annie has

held senior roles at fast-moving consumer goods and retail

companies including PepsiCo and Procter & Gamble and, most

recently, as SVP, Global Chief Commercial Officer – Brands and

International at Walgreens Boots Alliance until January 2023.

Other appointments:

• Non-Executive Director of Domino’s Pizza Group Plc



Loraine Woodhouse Independent Non- Executive Director

Loraine was appointed a director on 1 October 2024 and became

Chair of the Audit Committee on 24 April 2025. Loraine was

formerly Finance Director of Waitrose, Chief Financial Officer

of Hobbs, Finance Director of Capital Shopping Centres Limited

and Finance Director of Costa Coffee. Loraine was also previously

Chief Financial Officer of Halfords Group plc and a Non-Executive

Director of The Restaurant Group plc and of Bristol Water plc.

Other appointments:

• Senior Independent Director of The British Land Company plc

• Non-Executive Director of Pennon Group plc

• Trustee of the Zoological Society of London


Associated British Foods plc	\| 102 \|	Annual Report 2026

CORPORATE GOVERNANCE CONTINUED

Board leadership and company purpose

The Board

The Board is collectively responsible to the Company’s

shareholders for the direction and oversight of the Company

to ensure its long-term success. The Board met regularly

throughout the year to approve the Group’s strategic objectives,

to lead the Group within a framework of effective controls which

enable risk to be assessed and managed, and to ensure that

sufficient resources are available to meet the objectives set.

There are a number of matters which are specifically reserved

for the Board’s approval. These are set out in a clearly defined

schedule which is available to view on the corporate governance

section of the Company’s website: www.abf.co.uk.

Certain specific responsibilities are delegated to the Board

Committees, being the Nomination, Audit and Remuneration

Committees, which operate within clearly defined terms of

reference and report regularly to the Board. Membership of

these Committees is reviewed annually. Minutes of Committee

meetings are made available to all directors on a timely basis.

For further details, please see the reports of each of these

Committees below.

Purpose, business model and strategy

The purpose of the Company is to provide safe, nutritious

and affordable food, and clothing that is great value for money.

A description of the Company’s strategy to drive sustainable,

long-term growth, cash generation and strong returns to create

value for shareholders and other stakeholders in support of this

purpose is set out in the Group business model and strategy

section on pages 12 to 15. Our ‘Managing our risks’ section

starting on page 86 provides details on how opportunities and

risks to the future of the business have been considered.

Culture and values

At their simplest, our culture and our values (respecting

everyone’s dignity, acting with integrity, progressing through

collaboration, and delivering with rigour) centre around doing

the right thing. Our devolved decision-making model empowers

the people closest to the markets to make the right judgements

to mitigate risks and to find opportunities, but importantly with

encouragement, engagement and support from the centre.

That support can take the form of resources and expertise

or it can be provided through challenge. We believe the route

to enduring value creation lies in our focus on building objectives

from the bottom up rather than from the top down.

Culture is monitored by the Board through a number of different

approaches. Annie Murphy’s work on workforce engagement,

with the support of the Chief People and Performance Officer,

continues to provide feedback to the Board on the processes in

place within the businesses to ensure two-way communication

and to test for positive cultures. Annie’s letter on pages 105

and 106 sets out further detail on how Annie, with support from

the rest of the Board, has engaged with the businesses during

this financial year and the overarching themes of such

engagement. This direct engagement is supported by business

presentations from senior management of each business

division to the Board (which include information on safety

performance and health and wellbeing initiatives, as well as

the individual businesses’ workforce engagement initiatives,

including results and outcomes).

It is essential that the businesses not only engage with and

assess culture within their workforce, but that they also respond

and take action. Some of the initiatives that our businesses

have taken arising from people surveys and other listening and

engagement interactions, including examples of how we reward

and invest in our workforce, are set out in Annie’s letter on

pages 105 and 106.

In addition, other directors have carried out a range of visits and

other engagement events, further details of which can be found

on page 108.

Whistleblowing

The Group’s Speak Up Policy contains arrangements for an

independent external service provider to receive, in confidence

(where legally permitted), reports of any inappropriate, improper,

dishonest, illegal or dangerous behaviour for reporting to the

Audit Committee as appropriate. The Audit Committee reviews

reports and the actions arising from internal audit in response

to these reports.

The Audit Committee reports to the full Board on (or all Board

members attend the relevant parts of the Audit Committee

meeting to obtain details of) the analysis of reported allegations,

which is compiled by the Director of Financial Control.

Arrangements are in place for proportionate and independent

investigations of allegations and for follow-up action.

Further details of the Speak Up Policy and processes in place,

as well as information on the status of notifications received

in the year to 30 June 2026, are provided on page 65.

Conflicts of interest procedure

The Company has procedures in place to deal with the situation

where a director has a conflict of interest. As part of this

process, the Board:

• considers each conflict situation separately on its

particular facts;

• considers the conflict situation in conjunction with the rest of

the conflicted director’s duties under the Companies Act 2006;

• keeps records and Board minutes as to authorisations granted

by directors and the scope of any approvals given; and

• regularly reviews conflict authorisation.

Engagement with stakeholders

Our scale, employing approximately 140,000 people and

with operations in 57 countries across the world, means that

our activities matter to, or have an impact on, many people.

As a result, the Company engages regularly with its stakeholders

at Group and/or business level, depending on the particular issue.

At a Group level we engage with a variety of stakeholder groups

including shareholders, governments, media and investors

through a range of methods. As part of daily business activities

and through structured processes, our businesses routinely

engage with customers, suppliers, regulators and industry bodies.

More detail about our approach to stakeholder engagement

and specific activities this year can be found on pages 50 to 55

(which contains our Section 172 Statement on engaging with

our stakeholders), pages 56 to 70 (on responsibility) and in the

letter on pages 105 and 106 from Annie Murphy, our designated

Non-Executive Director for workforce engagement.


Associated British Foods plc	\| 103 \|	Annual Report 2026

CORPORATE GOVERNANCE CONTINUED

We have a dedicated in-house team to manage communications

with our shareholders, making sure we respond directly,

as appropriate, to any matters regarding their shareholdings.

We also have a dedicated team at Equiniti Limited (our share

registrar), which looks after their needs. To improve security

and efficiency of communications and to reduce the amount

of paper we use, we seek to use e-communications to

communicate with shareholders wherever possible and

encourage shareholders to switch to e-communications in order

to reduce our paper usage further. We encourage the direct

payment of dividends into bank or building society accounts.

We also engage with shareholders, both institutional investors

and individual shareholders, in a number of other ways:

Meetings with institutional shareholders

The Chairman meets with the Company’s largest institutional

shareholders to hear their views and discuss any issues

or concerns. During the year, the Chairman held meetings

with a number of institutional shareholders (either in person

or virtually) and discussed a range of topics including the

Company’s strategy and approach to corporate governance,

Board composition, the proposed demerger of the Primark and

Food businesses, ESG and remuneration-related matters.

The Remuneration Committee Chair also meets with investors

and analysts to answer queries and respond to feedback

around remuneration issues.

On the day of the announcement of the interim and final results,

and on the day of our January, July and September trading

updates, the Company’s largest shareholders, together with

financial analysts, are invited to a presentation with a question

and answer session by the Chief Executive and Group Chief

Financial Officer, with webcast presentations of the results

available for all shareholders through the Company’s website.

Following the results, the Chief Executive, Group Chief Financial

Officer and/or Head of Investor Relations hold one-to-one and

group meetings (virtually where necessary) with institutional

shareholders and potential investors. These views are then

reported back to the Board as a whole at the following Board

meeting to ensure that the Board is aware of any issues that the

Company’s largest shareholders are concerned about.

During the year, the Board has maintained an active programme

of engagement with institutional investors, including engagement

by the Chief Executive and/or Group Chief Financial Officer, the

purpose of which is both to develop shareholders’ understanding

of the Company’s strategy, operations and performance and to

provide the Board with an awareness of the views of significant

shareholders. At each Board meeting, the directors are briefed

on shareholder meetings that have taken place and on feedback

received, including any significant concerns raised.

AGM

All shareholders are invited to attend the AGM in person,

and have access to our website and the choice to receive

electronic communications.

The AGM provides an opportunity for the directors to engage

with shareholders, answer their questions and to meet them

informally. The AGM will be held on Friday, 4 December 2026

at 11.00 am at the QEII Centre, Broad Sanctuary, Westminster,

London SW1P 3EE. It is planned that shareholders will be able

to attend in person. There will also be the possibility for registered

shareholders to follow proceedings through a livestream on

the AGM website. We encourage all shareholders not attending

in person on the day to vote by proxy in advance of the meeting

on all resolutions put forward, as shareholders will not be

able to vote on the day if they are not attending in person.

Shareholders will also have the opportunity to put their questions

to the Board either at the meeting (if attending in person)

or in advance of the meeting. Further details are included in

the Notice of AGM and documentation accompanying the proxy

form. All votes are taken by a poll. In 2025, voting levels at the

AGM were over 85% of the Company’s issued share capital.

Annual Report

We publish a full Annual Report and Accounts each year, which

contains a Strategic Report, responsibility section, corporate

governance section and financial statements. The Annual Report

is available in paper format for those who request it and on our

website: www.abf.co.uk.

Responsibility/ESG

The Director of Legal Services and Company Secretary acts

as a focal point for communications on matters of corporate

responsibility. During the year, the Company responded

to requests for meetings, telephone meetings and written

information from both existing and potential shareholders and

research bodies on a broad range of environmental, social and

governance risk matters, including matters related to climate

change, water and greenhouse gas risk management, supply

chain management, sustainable agriculture, human rights,

employee welfare, gender balance and human capital

development. The Director of Legal Services and Company

Secretary and the Group Corporate Responsibility Director

regularly meet with investors, potential investors and other

stakeholders to discuss corporate responsibility matters.

Our ESG activities are illustrated throughout this Annual Report,

including through the various case studies, through our

Section 172 Statement on pages 50 to 55 and through the

Responsibility section on pages 56 to 70. This is

supplemented by the Responsibility section of our

website at: www.abf.co.uk/responsibility.

Website (www.abf.co.uk)

Our website is regularly updated and contains a comprehensive

range of information on our Company. There is a section

dedicated to investors which includes our investor calendar,

financial results, presentations, press releases and contact

details. The area dedicated to individual shareholders is an

essential communication method. It includes information

on shareholder news, administrative services and

contact information.


Associated British Foods plc	\| 104 \|	Annual Report 2026

CORPORATE GOVERNANCE CONTINUED

The work of the Board during the year

During the financial year, key activities of the Board included:


Strategy		• conducting regular strategy update sessions with the divisions in Board meetings; • reviewing and approving the demerger of Primark from the Food business; and • ongoing Board oversight of the workstreams required to successfully deliver the demerger.
Acquisitions/ disposals/projects		• receiving updates on various large technology projects; • receiving regular updates on and considering/approving proposed acquisitions and disposals, including the acquisitions of Elementis Pharma, Casa de Bolos and Abe’s Bagels and the divestment of compound feed mills in the UK; • deciding to proceed with and overseeing the completion of the acquisition of Hovis Group Limited, following receipt of regulatory approval; • considering the intended reduction of British Sugar’s footprint in the UK from four to three sites, with the proposed ceasing of beet processing at Cantley in 2027; • approving the acquisition of the Sheffield distribution centre for Primark, a key part of Primark’s proposed home delivery rollout; and • considering and approving capital investment including the Ohly spray dryer in Wisconsin, USA.
Financial and operational performance		• receiving regular reports from the Chief Executive and Group Chief Financial Officer; • receiving, on a rolling basis, senior management presentations from Group business segments; • considering the Group budget for the 2027 financial year; • approving the Company’s trading updates, full year results and interim results; • deciding to recommend payment of a 2025 final dividend (paid in January 2026) and deciding to pay an interim dividend in July 2026; • deciding to approve a further £250m share buyback in November 2025; • approving the closure of the defined benefit pension scheme to future accruals for existing active members; and • approving banking mandate updates and various other treasury-related matters.
Governance and risk		•reviewing the material financial and non-financial risks facing the Group’s businesses; •participation in, as well as subsequent review and discussion of recommendations from, the internal Board performance review; •receiving reports from the Board Committee Chairs as appropriate; •confirming directors’ independence and conflicts of interest; •reviewing and approving gender pay gap reporting and the Modern Slavery Statement; and •undertaking appropriate preparations for the holding of the AGM and, subsequently, discussing any issues arising from the AGM.
Corporate responsibility		• continuing to support the enhanced activity on ESG matters; • receiving regular management reports from the businesses, including on ESG matters as well as annual presentations on health and safety and on environmental issues; and • receiving briefings on non-financial reporting, including in relation to climate-related financial disclosures and the EU Corporate Sustainability Reporting Directive.
Investor relations and other stakeholder engagement		• one or more of the Chairman, Chair of the Remuneration Committee, Chief Executive and Group Chief Financial Officer attending meetings with institutional investors to hear their views; and • receiving reports on investor relations activities and regular feedback on directors’ meetings held with institutional investors.
People		• approving the appointment of Eoin Tonge as Chief Executive of Primark and the appointment of Joana Edwards as a Director and Group Chief Financial Officer of the Company; • Annie Murphy, in her role as designated Non-Executive Director for workforce engagement, reviewing the work of the businesses to ensure that the voice of the workforce is heard and acted upon – see further details on pages 105 and 106; • receiving updates from senior management of the businesses on how they have engaged with their workforces and the outcomes of such engagement; and • receiving and considering presentations on succession planning and talent management from the Chief People and Performance Officer.


Associated British Foods plc	\| 105 \|	Annual Report 2026

CORPORATE GOVERNANCE CONTINUED

Designated Non-Executive Director for workforce engagement

Annie Murphy

Independent Non-Executive Director

Our Group’s strength lies in our businesses and our people. We

continue to encourage open dialogue, listening carefully to our

people’s voices and considering those views in the shaping of

our decisions. The decentralised nature of the Group means that

local leadership, local cultures and local accountability remain

central to our approach. While our businesses operate in

different markets and contexts, our divisional chief executives

continue to play a critical role in embedding the Group’s

overarching culture and values in the way their

businesses operate.

The Board’s focus is on ensuring that mechanisms are in place

for two-way dialogue with the workforce across our businesses.

We engage directly during visits and focused conversations with

groups of colleagues to explore areas of culture and

engagement, ensuring the workforce voice is brought into the

boardroom. We have embedded a broad and participative

approach, which has widened the range of perspectives brought

into Board discussions and reinforced the value we place on

direct, authentic dialogue with employees at all levels.

The Board’s approach to workforce engagement has continued

to be supported by a range of formal and informal mechanisms.

These include detailed discussions on workforce engagement at

Board meetings, workforce engagement content in divisional

chief executive presentations to the Board, an annual Board

session covering talent, succession and inclusion, and regular

discussions between the Chief Executive, Chief People and

Performance Officer, divisional leaders and People and

Performance Directors. The Board also reviews engagement

data from across the Group annually to understand progress and

discuss any specific issues. Further detail on the Group’s

approach to engagement is in the Engagement and development

section of the Our people section of this report on page 64.

I have had discussions with divisional chief executives and

People and Performance Directors to test progress, identify

emerging risks and understand how employee feedback is

translating into action. These open and constructive

conversations this year confirmed that safety remains a

sustained leadership priority.

They also highlighted the pressure that the economic and

performance environment is placing on leaders and teams, while

providing assurance that no material concerns had emerged

about the resilience or mental health of our people.

During the year, I and/or other non-executive directors also spent

additional time with the Group People and Performance

Directors as a collective, continuing the rhythm of sharing

workforce engagement themes, Board expectations and

examples of good practice across the Group. This ongoing

dialogue helps ensure that workforce perspectives are not

considered through visits alone, but form part of the broader

leadership conversation on culture, change, performance

and inclusion.

I, together with other members of the Board, have engaged with

teams across a range of businesses and locations including:

• visits to ABF Sugar businesses in Africa, including operations

in Zambia and Eswatini;

• engagement with colleagues at Tip Top's Melbourne bakery in

Australia, focusing on culture, safety, communication and

career development;

• listening sessions with employees at Westmill Trafford in the

UK, covering leadership, training, safety, recognition and

wellbeing;

• discussions with finance and supply chain colleagues at

Wander, our Ovaltine business in Switzerland, exploring the

impact of the Optimus transformation programme and wider

engagement themes;

• a review of colleague engagement within Primark, including

discussion of employee feedback and organisational change;

and

• listening groups and site engagement activities at British

Sugar, providing insight into employee perspectives on

business performance, safety, communication and change.

The visits and discussions provided valuable insight into how our

people are experiencing the business in a period of significant

change. While each business faces different circumstances,

several common themes emerged:

• safety remains a priority – strong safety cultures were evident

across the Group, alongside a continued focus on learning and

improvement;

• pride in local businesses and culture – colleagues consistently

expressed pride in their brands, products and teams. This

pride remains a powerful source of commitment and

engagement across the Group;

• leadership and openness – employees value visible,

approachable leaders and the opportunity to have open

conversations, including the sharing of difficult or

uncomfortable truths when challenges arise;

• resilience and wellbeing through change – colleagues continue

to navigate business transformation, technology programmes

and challenging market conditions with commitment and

adaptability, highlighting the importance of supporting

wellbeing as well as performance; and

• networks, learning and collaboration across ABF – colleagues

value opportunities to learn from others, build networks and

share expertise across businesses. Cross-divisional

collaboration continues to be an important source of capability

building, innovation and career development across the Group.


Associated British Foods plc	\| 106 \|	Annual Report 2026

CORPORATE GOVERNANCE CONTINUED

The discussions also reinforced the strength of the ABF

culture that connects our diverse businesses. Colleagues spoke

positively about opportunities to build relationships beyond their

immediate teams, learn from peers across the Group and

contribute to wider initiatives. The role of our People and

Performance leaders in safeguarding and nurturing that

culture remains particularly important as our businesses

continue to evolve.

The Board's most significant strategic decision during the year

was the review of the future shape of the Group, initiated in

November 2025 and culminating in the decision to demerge

Primark in April 2026. Workforce engagement activities provided

important context for Board discussions, helping us understand

how colleagues were experiencing change, the strength of local

cultures and leadership, and the resilience of our businesses.

Across the Group, employees demonstrate a strong

commitment to their teams, customers and business goals,

despite a challenging external environment and significant

organisational change. As the Group moves into its next phase,

maintaining that resilience, together with clear communication,

strong leadership and continued investment in capability, will be

critical to supporting our people through the transition and

positioning both organisations for future success.

Discussions across a number of businesses also highlighted the

importance of recognising contribution and ensuring reward

arrangements are perceived as fair, reinforcing our culture of

doing the right thing for our people.

The Board and I continue to see evidence of businesses acting

on feedback gathered through surveys, listening groups and

other engagement activities. Specific examples are included on

page 64 in the Engagement and development section of the Our

people section of this report.

I am pleased with the continued focus on workforce

engagement across the Group. The breadth of conversations this

year has provided the Board with valuable insight into the

experiences of our people and the issues most relevant to them.

Looking ahead, the Board, Executive and business leaders

remain focused on sustaining strong engagement as the Group

progresses through the demerger and both organisations pursue

their future strategies. We expect leaders to continue creating

environments where people can raise ideas, concerns and

opinions openly, while ensuring they have the skills, support and

opportunities needed to succeed.

The Board and I remain committed to ensuring our people's

voices are heard and that these insights continue to inform

Board discussions on culture, performance, risk and opportunity

across the Group.

Annie Murphy

Independent Non-Executive Director


Associated British Foods plc	\| 107 \|	Annual Report 2026

CORPORATE GOVERNANCE CONTINUED

Division of responsibilities

Board composition

At the date of this Annual Report, the Board comprises

the following directors:

Chairman

Michael McLintock

Executive Directors

George Weston (Chief Executive)

Joana Edwards (Group Chief Financial Officer)

Eoin Tonge (Primark Chief Executive)

Non-Executive Directors

Dame Heather Rabbatts ( Senior Independent Director)

Emma Mitchell

Graham Allan

Kumsal Bayazit Besson

Annie Murphy

Loraine Woodhouse

Joana Edwards was appointed to the Board with effect from

5 March 2026.

Biographical and related information about the directors as at

the date of this Annual Report are set out on pages 100 and 101.

We consider the size of the Board to be large enough to ensure

diversity and an appropriate variety of skills whilst still being

small enough to ensure a good quality of debate. This view

was supported by the internal Board performance review in

2026, further details of which are set out on page 109.

Chairman and Chief Executive

The roles of the Chairman and the Chief Executive are

separately held and the division of their responsibilities is clearly

established, set out in writing and agreed by the Board to ensure

that no one has unfettered powers of decision. Copies are

available on request.

The Chairman is responsible for the operation and leadership

of the Board, ensuring its effectiveness and setting its agenda.

The Chairman works with the Company Secretary to set the

agenda for Board meetings. The Chairman promotes a culture

of openness and debate, which has been a key factor behind

seeking to keep the size of the Board relatively small, and

facilitates constructive Board relations and contributions from

all non‑executive directors, as well as ensuring that directors

receive accurate, timely and clear information. The Chairman

was independent on appointment.

The Chief Executive is responsible for leading and managing

the Group’s business within a set of authorities delegated by

the Board and for the implementation of Board strategy and

policy. Authority for the operational management of the

Group’s business has been delegated to the Chief Executive

for execution or for further delegation by him for the effective

day-to-day running and management of the Group. The chief

executive of each business within the Group has authority for

that business and reports directly to the Chief Executive.

Senior Independent Director

The purpose of this role is to act as a sounding board for the

Chairman and to serve as an intermediary for other directors

where necessary. The Senior Independent Director is also

available to shareholders should a need arise to convey concerns

to the Board which they have been unable to convey through

the Chairman or through the executive directors. The role of the

Senior Independent Director is set out in writing and a copy

is available on request.

The Senior Independent Director leads the non-executive

directors’ appraisal of the Chairman’s performance. The Senior

Independent Director meets with the other non-executive

directors as necessary.

The non-executive directors

The non-executive directors, in addition to their responsibilities

for strategy and business results, play a key role in providing a

solid foundation for good corporate governance and ensure that

no individual or group dominates the Board’s decision-making.

They each occupy, or have occupied, senior positions in industry

which, taken together, cover a broad range of industries and

jurisdictions, bringing valuable external perspectives to the

Board’s deliberations through their experience and insight

from different sectors and geographies. This enables them

to contribute significantly to Board decision-making by providing

constructive challenge and holding to account both management

and individual executive directors against agreed performance

objectives. The Board is of a sufficiently small size to be

conducive to open and candid discussions. The formal letters

of appointment of non-executive directors are available for

inspection at the Company’s registered office.

Board Committees

The written terms of reference for the Nomination, Audit and

Remuneration Committees are available on the Company’s

website, www.abf.co.uk, and hard copies are available on

request. Further details on the work of each of the Committees

are included later in this Corporate Governance Report.

Board independence

Emma Mitchell is not considered by the Board to be

independent in view of her relationship with Wittington

Investments Limited, the Company’s majority shareholder.

Emma was appointed in December 2011 to represent this

shareholding on the Board. The Board considers that the other

non-executive directors are independent in character and

judgement and that they are each free from any business or

other relationships which would materially interfere with the

exercise of their independent judgement. Further details of their

independence are included in the Notice of AGM. At least half

the Board, excluding the Chairman, are independent non-

executive directors.

Commitment

The letters of appointment for the Chairman and the

non‑executive directors set out the expected time commitment

required of them and are available for inspection by any person

during normal business hours at the Company’s registered office

and at the AGM. Other significant commitments of the Chairman

and non-executive directors are disclosed prior to appointment

and subsequent appointments require prior approval.


Associated British Foods plc	\| 108 \|	Annual Report 2026

CORPORATE GOVERNANCE CONTINUED

During the financial year, Michael McLintock was appointed as

an Independent Non-Executive Director of Caledonia

Investments plc, Annie Murphy became an Independent Non-

Executive Director of Domino’s Pizza Group plc and Dame

Heather Rabbatts became Interim Executive Chair of M&C

Saatchi plc, where she had previously been the Non-Executive

Chair. These appointments and change of role respectively are

not considered to impact Michael’s, Annie’s or Dame Heather’s

ability to discharge their responsibilities to the Company. Annie

Murphy has taken on an additional time commitment to the

Company through the provision of support to the Bakeries

management team in respect of the acquisition and integration

of Hovis Group Limited. See further detail on page 132.

The Company does not have a specific policy on the number of

external appointments that executive directors and non-executive

directors can have. Before appointing a director or approving

a director to take on additional significant appointments, the

Board and the Chair will consider the relevant director's external

commitments and will want to ensure that they can continue

to make a good and engaged contribution to the Company.

This assessment on a case-by-case basis is considered to be

better than adopting a specific policy.

Board meetings

The Board held nine meetings during the financial year.

Periodically, Board meetings are held away from the ABF

centre in London.

The attendance of the directors at Board and Committee

meetings during the year is shown in the table below. If a

director is unable to participate in a meeting either in person

or remotely, the Chairman will solicit their views on key items

of business in advance of the relevant meeting and share

these with the meeting so that they are able to contribute

to the debate.

Senior executives below Board level are invited, when

appropriate, to attend Board meetings and to make presentations

on the results and strategies of their business units. Papers for

Board and Committee meetings are generally provided to

directors a week in advance of the meetings.

Information flow

The Company Secretary manages the provision of information to

the Board at appropriate times in consultation with the Chairman

and Chief Executive and ensures that the Board has the policies,

processes, time and resources it needs in order to function

effectively and efficiently. This includes the provision of corporate

governance updates to all Board members in the Board pack

for each meeting. In addition to formal meetings, the Chairman

and Chief Executive maintain regular contact with all directors.

The Chairman holds informal meetings or calls with non-executive

directors, without any of the executives being present, to

discuss issues affecting the Group, as appropriate. All directors

have access to the Company Secretary, who is responsible for

advising the Board on all governance matters.

Board induction

The Company provides all non-executive directors with a tailored

and thorough programme of induction, which is facilitated by the

Chairman and the Company Secretary and which takes account

of prior experience and business perspectives of the relevant

director and the Committees on which he or she serves.

This typically includes training, as well as site visits and meetings

with management to get to know the businesses better.

Joana Edwards was already familiar with the Group as a result of

her previous roles as Group Financial Controller and Interim

Finance Director but received training tailored to reflect that this

was Joana’s first appointment as a director of a listed entity.

Training, development and engagement

The Chairman has overall responsibility for ensuring that the

directors receive suitable training to enable them to carry out

their duties and is supported in this by the Company Secretary.

Directors are also encouraged personally to identify any additional

training requirements that would assist them in carrying out their

role. Training is provided in briefing papers, such as the regular

update from the Company Secretary as part of the Board

pack ahead of each meeting covering developments in legal,

regulatory and governance matters, and by way of presentations

and meetings with senior executives or other external sources.

The Chief Executive and Group Chief Financial Officer encourage

other Board members to visit operations either with them, with

other directors, or on their own. For example, Annie Murphy and

the Chairman visited Acetum in Italy in October 2025, Dame

Heather Rabbatts visited ABF Sugar’s businesses in Eswatini

and Zambia in November 2025, Graham Allan visited Tip Top’s

Melbourne bakery in December 2025 and Loraine Woodhouse

visited Wander in Switzerland in March 2026 and attended the

opening of Primark’s 500th store in Pompei in September 2026.

Annie Murphy visited Westmill’s Trafford site in February 2026,

as well as Primark in Dublin and British Sugar’s Wissington site

in July 2026. The Board meeting in May 2026 was held at

Primark’s head office in Dublin, giving the non-executive

directors the opportunity to meet with senior leaders and

staff there.

For further details of connections from a workforce engagement

perspective by Annie Murphy and other directors with a variety

of businesses across the Group, please see pages 105 to 106.

Attendance of statutory directors at Board and

Committee meetings


	Board	Audit Committee	Nomination Committee	Remuneration Committee
Michael McLintock	9/9	-	3/3	6/6
George Weston	9/9	-	-	-
Joana Edwards	5/5	-	-	-
Eoin Tonge	9/9	-	-	-
Dame Heather Rabbatts	9/9	4/4	3/3	6/6
Emma Mitchell	9/9	-	-	-
Graham Allan	9/9	4/4	3/3	6/6
Kumsal Bayazit Besson	9/9	4/4	3/3	6/6
Annie Murphy	9/9	4/4	3/3	6/6
Loraine Woodhouse	9/9	4/4	3/3	6/6

Joana Edwards has attended all nine Board meetings during the

financial year, the first four as Interim Finance Director and the

last five in her capacity as a statutory director, following her

appointment as Group Chief Financial Officer on 5 March 2026.

Only those that Joana has attended in her capacity as a statutory

director are shown in the table above.


Associated British Foods plc	\| 109 \|	Annual Report 2026

CORPORATE GOVERNANCE CONTINUED

Composition, succession and evaluation

Board composition and succession

Details of the composition of the Board are on page 107 . There is a formal and transparent procedure for the appointment of new

directors to the Board. Details are available in the Nomination Committee Report on pages 110 to 112, which also provides details

of the Committee’s activities, details of Board and senior management succession plans and diversity.

Election/re-election of directors

In accordance with the provisions of the 2024 Code, at the 2026 AGM to be held in December, all directors currently in office

will be proposed for election/re-election.

Board performance review

2025 Board performance review

An internal Board performance review was carried out in July and August 2025 and a summary of the recommended actions arising

from the 2025 Board review and their outcomes are set out below:


Recommended actions from 2025 review		Outcome
Continue the focus on post-acquisition and transaction reviews to identify good practice and lessons learnt, including increased monitoring of return on investment.		More formal post-investment reviews have been taking place as part of Audit Committee meetings.
Provide access for Board members to business presentations in advance of the divisional deep-dive reviews to aid discussions at Board meetings.		Where business presentations are available in advance of the meeting, they are added to the Board portal in advance of the meeting.
An increased focus on the competitive landscapes in which the businesses operate.		There has been increased focus on competitive landscapes in business presentations to the Board.

2026 internal Board performance review

An internal Board performance review was carried out in July

and August 2026. The objective of the review was to assess

all aspects of the effectiveness of the Board, its Committees,

the Chairman and the individual directors, also measuring

progress against recommendations from the previous Board

performance review.

The Board performance review was carried out at the request

of the Chairman by the Director of Corporate Governance.

How the Board performance review was conducted

The main strands of work were as follows:

• each Board member was requested to complete a

questionnaire and provide comments in response to a range of

questions and observations relating to the Board. Each

respondent was also given the opportunity to have a follow-up

meeting with the Chairman to discuss any particular issues;

and

• a report was prepared including overall observations and

highlighting key recommendations for consideration.

The report was then included in the Board pack for the Board

meeting in September 2026 and discussed by the Board at that

meeting. The headline outcomes of the review were that the

Board has an appropriate balance of skills, experience and

diversity to support the development and delivery of the Group's

strategy, whilst overseeing the proposed demerger of Primark

and assessing the challenges and opportunities facing the Group.

The Board and its Committees were viewed as effective and

well-functioning, providing robust oversight of the Company and

its governance framework. The evaluation highlighted a strong,

collegiate Board culture, underpinned by clear leadership from

the Chairman and Chief Executive. The Board was considered to

operate cohesively, with constructive challenge from the non-

executive directors and effective access to management.

Key recommendations and actions from the 2026 internal Board

performance review are:

• greater focus on strategic risks and opportunities in divisional

presentations, particularly those of the smaller food

businesses;

• sharpening of the materials presented to the Board members

ahead of Board meetings, making them tighter, more

analytical and shorter where possible; and

• supplementing the already strong director induction process

with more attention to cyber governance, AI and other

available technologies and how these can support the

directors in their duties.

The outcome of the Board performance review will not have any

impact on Board composition.

The Board (apart from the Chairman) also reviewed the

performance of the Chairman during the year. This review

concluded that the Chairman inspires and creates a collegial and

constructive atmosphere around the Board table, ensuring that

members can fully participate, bringing the best of themselves to

the discussions, which supports the long-term success of

the Company.


Associated British Foods plc	\| 110 \|	Annual Report 2026

CORPORATE GOVERNANCE CONTINUED

Nomination Committee Report

Michael McLintock

Nomination Committee Chair

Members

At the date of this report, the following are members

of the Nomination Committee:

• Michael McLintock (Chair)

• Graham Allan

• Kumsal Bayazit Besson

• Annie Murphy

• Dame Heather Rabbatts

• Loraine Woodhouse

Meetings

The Committee met three times during the year under

review.

Primary responsibilities

In accordance with its terms of reference, the Nomination

Committee’s primary responsibilities include:

• leading the process for Board appointments (both executive

and non-executive) and making recommendations to the Board;

• reviewing regularly the Board structure, size and composition

(including skills, knowledge, experience and diversity) and

recommending any necessary or desirable changes;

• ensuring effective succession plans are in place for the Board

and senior management and overseeing the development

of a diverse pipeline for orderly succession; and

• making recommendations to the Board on the Board’s policy

on boardroom diversity and inclusion, its objectives and linkage

to strategy, how it has been implemented and progress

on achieving its objectives.

Governance

The Nomination Committee comprises a minimum of three

members at any time, a majority of whom are independent

non-executive directors. A quorum consists of two members,

being either two independent non-executive directors or one

independent non-executive director and the Chairman. The

Chairman and all of the independent non-executive directors are

members of the Nomination Committee.

Only members of the Nomination Committee have the right to

attend Nomination Committee meetings. Other individuals such

as the Chief Executive, the Group Chief Financial Officer,

members of senior management, the Chief People and

Performance Officer and external advisers may be invited to

attend meetings as and when appropriate.

The Nomination Committee may take outside legal or other

professional advice on any matters covered by its terms of

reference at the Company’s expense but within any budgetary

constraints imposed by the Board.

The Nomination Committee Chair reports the outcome of

meetings to the Board to the extent that any Board members

are not in attendance at the relevant meeting. The terms of

reference of the Nomination Committee are available on the

Corporate Governance section of the Company’s website:

www.abf.co.uk.

Committee activities during the year

Board appointments process

The process for making new appointments is led by the

Chairman, ensuring that there is a formal, rigorous and

transparent procedure in place. External, independent

consultants are engaged to conduct a search for potential

candidates, who are considered on the basis of their skills,

experience and fit with the existing members of the Board.

Due regard is also given to promoting diversity in line with

the objectives of our Board Diversity Policy. The Nomination

Committee has procedures for appointing directors and these

are set out in its terms of reference.

During the year, Joana Edwards was appointed as a Director and

Group Chief Financial Officer in March 2026, following her role

as the interim Finance Director since March 2025. The Board

was impressed with the capability and strength that Joana

brought to the interim role, noting Joana’s clear understanding of

ABF’s business and operating model, her rigour in the execution

of her role and her passion for building high-performing teams.

Having demonstrated both the judgement and skillset required

for the role, the Nomination Committee recommended the

appointment of Joana as a director and the Board was delighted

to welcome her as a member of the Board with effect from

5 March 2026.

The Chief Executive led a thorough search process, with

appropriate support, which included both external and internal

candidates, to find a new Primark CEO. Eoin Tonge, acting

Primark CEO, was part of that process. The Nomination

Committee was kept informed throughout the process. The

Board approved Eoin Tonge as the new CEO of Primark with

effect from 5 March 2026 and it was confirmed that Eoin would

remain on the Board of the Company.

The Committee, led by the Senior Independent Director,

considered my current tenure, given my appointment as a Director

in November 2017, and considered that stability and knowledge of

both the Primark and Food businesses was important for the

successful delivery of the demerger and to maximise long-term

shareholder value. To ensure a smooth transition through the

demerger, the Board asked me to continue as Chairman of ABF

until the completion of the demerger.


Associated British Foods plc	\| 111 \|	Annual Report 2026

CORPORATE GOVERNANCE CONTINUED

Election and re-election of directors

The Nomination Committee members considered the

composition of the Board and the time needed to fulfil the roles

of Chairman, Senior Independent Director and Non-Executive

Director. They also considered the election and re-election of

directors prior to their recommended approval by shareholders at

the AGM.

Succession planning

The Board continues to emphasise generalist skills in Board

recruitment as well as continuing to factor in all forms

of diversity, including gender and ethnic diversity.

A detailed review of succession planning in respect of senior

management was presented to the full Board by the Chief

People and Performance Officer at the Board meeting as part

of the ABF Group Talent update in June 2026.

This review included consideration of senior leadership

succession, the demerger impact on talent and organisation,

succession planning and pipeline development, purposeful

networks and integrating technology development within

the business.

There continues to be a focus on options for succession among

under-represented groups in the workforce and development

initiatives to support diverse talent across the Group (e.g.

the Executive Leadership Programme; the Senior Executive

Induction Programme; the Finance Excellence Programme

(‘Finex’); the Business Acumen Programme; and the Early

Careers Network). There also continue to be strong inclusion

and diversity networks throughout the Group (e.g. Women

in ABF and the Group DEI Network), further details of which

are provided on page 63.

Performance review

The performance of the Nomination Committee was considered

as part of the internal Board performance review. The overall

view was that it was effective in its operation.

Diversity and inclusion

We believe that we should be a Group with an inclusive culture,

where anyone with ambition and talent can have a great career,

regardless of their age, gender, ethnicity, sexual orientation,

disability, educational and socio-economic background, cognitive

and personal strengths or any of the other qualities that make

people unique. This applies as much to the Board and its

Committees as it does to the Group as a whole.

In October 2025, the Board approved a Board Diversity

Policy which reflects the Group’s principles as outlined above.

This Board Diversity Policy is reviewed annually and is available

at: www.abf.co.uk/about-us/corporate-governance/policies.

The objectives under our Board Diversity Policy include:

• continuing to engage executive search firms who have signed

up to the Voluntary Code of Conduct for Executive Search

Firms for best practice on gender and ethnic diversity;

• committing to maintain at least 40% female directors

on the Board and at least one person from an ethnic minority

background on the Board;

• committing to maintain at least one woman in the Chair, Chief

Executive, Finance Director or Senior Independent Director role;

• with a view to attracting non-executive directors from

more diverse socio-economic backgrounds, requiring the

shareholding expectation for non-executive directors to be

‘a meaningful level of shareholding’; and

• overseeing the development of a diverse pipeline for orderly

succession of appointments to both the Board and to senior

management, so as to maintain an appropriate balance

of skills and experience, taking into account the challenges

and opportunities facing the Group. This includes continuing

to receive detailed annual updates on succession planning and

talent management from the Chief People and Performance

Officer in recognition of their importance in supporting the

Group’s strategy.

In terms of how the Board Diversity Policy has been

implemented in practice, with six out of the ten members of the

Board now being women, the Board has exceeded its

commitment as set out in the Board Diversity Policy to have at

least 40% female representation on the Board, as recommended

by the FTSE Women Leaders Review. The Board also continues

to meet its commitment to have at least one person from an

ethnic minority background as a director, in line with the

recommendations of the Parker Review. The Board has

exceeded the requirement to have a woman in one of the Chair,

Chief Executive, Chief Financial Officer or Senior Independent

Director roles, with Dame Heather Rabbatts having taken up the

position of Senior Independent Director in May 2023 and Joana

Edwards having taken up the position of Group Chief Financial

Officer in March 2026.

The Board also reviews progress on diversity and inclusion

with the divisions as part of their business updates and with

the Chief People and Performance Officer as an element of

the talent and succession planning reviews. Details of other

initiatives across the Group to promote diversity are provided

on pages 63 to 64, as is information on the gender balance of

senior managers and direct reports.

On the next page we also publish a director skill sets matrix

which seeks to provide a snapshot of the diversity of skills of the

Board, as well as gender and ethnicity representation at Board

and executive management levels.

Michael McLintock

Nomination Committee Chair


Associated British Foods plc	\| 112 \|	Annual Report 2026

CORPORATE GOVERNANCE CONTINUED

Director skill sets


	Food/ Retail	Financial / Audit/ Risk	Legal/ Public Policy	Senior Executive	Cybersecurity / IT	Comms/ Marketing/ Customer Service	Environmental/ Social	International markets	Technical/ Engineering	Health and Safety	Manufacturing/ Supply chain
Michael McLintock		l	l	l		l
George Weston	l		l	l			l	l	l	l	l
Joana Edwards	l	l		l	l	l	l	l		l	l
Eoin Tonge	l	l		l	l	l	l	l		l	l
Dame Heather Rabbatts		l	l	l		l	l	l		l
Emma Mitchell	l						l	l
Graham Allan	l	l	l	l	l	l	l	l		l	l
Kumsal Bayazit Besson		l	l	l	l	l	l	l	l	l
Annie Murphy	l			l		l	l	l			l
Loraine Woodhouse	l	l		l		l	l				l

Board and executive management gender and ethnicity metrics

As at 12 September 2026, the Company had met the three UK Listing Rules targets for gender and ethnic Board diversity.

This remains the case as at the date of this Annual Report.

The following metrics set out the range of gender and ethnicity as they relate to our Board and executive management as at

12 September 2026. The percentage of Board members that are women has increased from 56% at the end of the previous financial

year to 60% following the appointment of Joana Edwards to the Board. In the absence of an Executive Committee, by ‘executive

management’ we refer to the most senior level of managers reporting to the Chief Executive, including the Company Secretary but

excluding administrative and support staff, in accordance with the definition in the UK Listing Rules. The process by which diversity

data was collected was, where permitted by relevant laws, to contact relevant individuals and ask them how they identified using the

categorisations set out in the UK Listing Rules. Where we already held gender or ethnicity data for executives, with consents in place

to use it for reporting on an anonymous basis, we used that data.

Gender representation at Board and executive management level (at 12 September 2026)


	Number of Board members	% of the Board	Number of senior Board positions (CEO, CFO, SID, Chair)	Number in executive management	% of executive management
Men	4	40%	2	12	80.0%
Women	6	60%	2	3	20.0%
Not specified/prefer not to say	–	–	–	–	–

Ethnicity representation at Board and executive management level (at 12 September 2026)


	Number of Board members	% of the Board	Number of senior Board positions (CEO, CFO, SID, Chair)	Number in executive management	% of executive management
White British or other White (incl. minority white groups)	8	80%	3	11	73.3%
Mixed Multiple Ethnic Groups	1	10%	1	–	–
Asian/Asian British	–	–	–	1	6.7%
Black/African/Caribbean/Black British	–	–	–	–	–
Other ethnic group	1	10%	–	1	6.7%
Not specified/prefer not to say*	–	–	–	2	13.3%

* This includes, as permitted by UKLR 6.6.13R, those people in respect of whom data protection laws in the relevant jurisdiction (e.g. France) prevent the

collection or publication of some or all of the personal data required to be disclosed.


Associated British Foods plc	\| 113 \|	Annual Report 2026

CORPORATE GOVERNANCE CONTINUED

Audit Committee Report

Loraine Woodhouse

Audit Committee Chair

Members

At the date of this report, the members and

Chair of the Audit Committee are as follows:

• Loraine Woodhouse (Chair)

• Graham Allan

• Kumsal Bayazit Besson

• Annie Murphy

• Dame Heather Rabbatts

All members served on the Committee throughout the year.

Meetings

The Committee met four times in the year under review.

The Committee’s agenda is linked to events in the Group’s

financial calendar.

Primary responsibilities

In accordance with its terms of reference updated in October

2025, the Audit Committee’s primary responsibilities include:

Financial reporting

• monitoring the integrity of the Group’s financial statements

and any formal announcements relating to the Company’s

performance; in particular, reviewing significant financial

reporting issues and judgements contained in them before

their submission to the Board;

• informing the Board of the outcome of the Group’s external

audit and explaining how it contributed to the integrity

of financial reporting;

• reviewing and challenging, where necessary, the consistency

of, and changes to, accounting, tax and treasury policies;

whether the Group has correctly followed accounting policies

and made appropriate estimates and judgements; the clarity

and completeness of disclosure; significant adjustments

resulting from the audit; and compliance with

accounting standards;

Narrative reporting

• reviewing the content of the Annual Report and advising

the Board on whether, taken as a whole, it is fair, balanced

and understandable and provides the information necessary

for shareholders to assess the Company’s position and

performance, business model and strategy;

• assisting in relation to the Board’s robust assessment of the

principal and emerging risks facing the Company (including

cyber, environmental and climate risks); how these are being

identified, managed and mitigated; and, in accordance with

provision 31 of the 2024 Code relating to the viability

statement, the prospects of the Company for the purposes of

disclosures required in the Annual Report;

• reviewing and approving statements to be included in the

Annual Report concerning the going concern statement

and viability statement;

Assessment of control effectiveness

• reviewing the effectiveness of the Group’s internal financial

controls and internal control and risk management systems

(including the systems to identify, manage and monitor

financial and non-financial risks);

Whistleblowing and fraud

• reviewing and reporting to the Board on the Group’s

arrangements for its employees and contractors to raise

concerns, in confidence, about possible improprieties in

financial reporting, financial and management accounting,

or any other matters. The objective is to ensure that

arrangements are in place for the proportionate and

independent investigation of such matters and appropriate

follow-up action;

• reviewing the Group’s policies, procedures and controls for

preventing and detecting fraud, preventing bribery, identifying

money laundering, and ensuring compliance with legal and

regulatory requirements;

Internal audit

• monitoring, reviewing and assessing the effectiveness and

independence of the Group’s internal audit function in the

context of the Group’s overall risk management system;

• considering and approving the remit of the internal audit

function, ensuring it has adequate resources and appropriate

access to information to enable it to perform its function

effectively; and

External audit

• overseeing the relationship with the Group’s external auditor,

including considering when the external audit contract should

be put out to tender (adhering to any legal requirements for

tendering or rotation), reviewing and monitoring the external

auditor’s independence and objectivity, agreeing the scope

of their work and fees paid to them for audit, assessing the

effectiveness of the audit process, and agreeing the policy

in relation to the provision of non-audit services and approving

those services where appropriate.


Associated British Foods plc	\| 114 \|	Annual Report 2026

CORPORATE GOVERNANCE CONTINUED

Governance

The Audit Committee comprises a minimum of three members,

all of whom are independent non-executive directors of the

Company. Two members constitute a quorum.

The Committee Chair fulfilled the requirement that there must

be at least one member with recent and relevant financial

experience and competence in accounting or auditing (or both)

during the year. In addition, the Committee as a whole has

competence relevant to the sectors in which the Group

operates. All Committee members are expected to be financially

literate and to have an understanding of the following areas:

• the principles of, and developments in, financial reporting

including the applicable accounting standards;

• key aspects of the Company’s operations including corporate

policies and the Group’s internal control environment;

• matters which may influence the presentation of accounts

and key figures;

• the principles of, and developments in, company law and other

relevant corporate legislation;

• the role of internal and external auditing and risk management;

• sustainability reporting; and

• the regulatory framework for the Group’s businesses.

The Committee invites the other non-executive directors, Chief

Executive, Group Chief Financial Officer, Group Financial

Controller, Director of Financial Control and senior

representatives of the external auditor to attend its meetings in

full, although it reserves the right to request any of these

individuals to withdraw. Other senior managers are invited to

present such reports as are required for the Committee to

discharge its duties.

During the year, the Committee held meetings with the

external auditor without any executive members of the Board

being present.

The Committee has unrestricted access to Company documents

and information, as well as to employees of the Company and

the external auditor.

The Committee may take independent professional advice

on any matters covered by its terms of reference at the

Company’s expense.

The Committee Chair reports the outcome of meetings to

the Board (to the extent that any Board members were not

in attendance at the relevant meeting).

The performance of the Audit Committee was considered

as part of the 2026 internal Board performance review carried

out during the financial year. This found that the Committee

continued to discharge its responsibilities effectively, with focus

being on the right topics, and noted that the transition to a new

Chair had worked well.

The terms of reference of the Audit Committee can be viewed

on the Investors section of the Company’s website:

www.abf.co.uk.

The Committee advises the Board to enable it to meet

its responsibilities under audit, risk and internal control.

Board responsibilities on audit, risk and

internal control

The Board recognises that its responsibility to present a fair,

balanced and understandable assessment extends to interim

and other price-sensitive public reports, reports to regulators,

and information required to be presented by statutory requests.

The directors confirm that they consider that the Annual Report

and financial statements, taken as a whole, are fair, balanced

and understandable and provide the information necessary for

shareholders to assess the Company’s position, performance,

business model and strategy. The Company produced a paper

in this respect, prepared by the Group Financial Controller,

containing an assessment of the Annual Report and financial

statements, including a summary by division of performance

issues in the year and one-off items. This paper was presented

to the Audit Committee.

Risk management and internal control

The Board acknowledges its overall responsibility for monitoring

the Group’s risk management and internal control systems

to facilitate the identification, assessment and management

of risk and the protection of shareholders’ investments and

the Group’s assets.

The directors confirm that there is a process for identifying,

evaluating and managing the risks faced by the Group and the

operational effectiveness of the related controls, which has

been in place for the year under review and up to the date

of approval of the Annual Report. The directors also confirm

that they have regularly monitored the effectiveness of the

risk management and internal control systems (which cover all

material controls including financial, operational and compliance

controls) utilising the review process set out below.

Standards

There are guidelines on the minimum groupwide requirements

for health and safety and environmental standards. There are

also guidelines on the minimum level of internal control that

each of the divisions should exercise over specified processes.

Each business has developed and documented policies and

procedures to comply with the minimum control standards

established, including procedures for monitoring compliance

and taking corrective action. In order to assess the effectiveness

of the Group's internal controls, the board of each business is

required to confirm twice yearly that it has complied with these

policies and procedures.

High-level controls

All businesses prepare annual operating plans and budgets

which are updated regularly. Performance against budget is

monitored at business unit level and centrally, with variances

being reported promptly. The cash position at Group and

business level is monitored constantly and variances from

expected levels are investigated thoroughly. Clearly defined

guidelines have been established for capital expenditure and

investment decisions. These include the preparation of budgets,

appraisal and review procedures and delegated authority levels.


Associated British Foods plc	\| 115 \|	Annual Report 2026

CORPORATE GOVERNANCE CONTINUED

Financial reporting

Detailed management accounts are prepared every four

weeks, consolidated in a single system and reviewed by senior

management and the Board.

They include a comprehensive set of financial reports and

KPIs covering commercial and operational issues. Performance

against budgets and forecasts is discussed regularly at Board

meetings and at meetings between operational and Group

management. The adequacy and suitability of KPIs are reviewed

regularly. All chief executives and finance directors of the Group’s

operations are asked to sign an annual confirmation that their

business has complied with the Group Accounting Manual in the

preparation of consolidated financial statements and specifically

to confirm the adequacy and accuracy of accounting provisions.

Internal audit

The Group’s internal audit activities are co-ordinated centrally

by the Director of Financial Control, who is accountable to the

Audit Committee.

Our internal audit team adopts a risk-based approach to develop

and deliver a balanced internal audit plan that provides assurance

over our businesses’ key risks and related controls. Where

issues are identified, action plans to make any necessary control

improvements are agreed with business leaders.

All Group businesses are required to comply with the Group’s

Financial Control Framework which sets out minimum control

standards. Our internal audit plans are designed to include

coverage of financial controls to provide assurance over how

our businesses meet the requirements of the Financial

Control Framework.

Assessment of principal and emerging risks

The directors confirm that, during the year, the Board has

carried out a robust assessment of the principal and emerging

risks facing the Group, including those that could threaten its

business model, future performance, and solvency or liquidity.

A description of these principal and emerging risks and how they

are being managed and mitigated is set out on pages 86 to 95.

Annual review of the effectiveness of the systems

of risk management and internal control

During the year, the Committee, on behalf of the Board,

reviewed the effectiveness of the Group’s systems of risk

management and internal control processes embracing all

material controls, including financial, operational and compliance

controls, in accordance with provision 29 of the 2018 UK

Corporate Governance Code, which continues to apply to the

Group for the financial year to 12 September 2026. The

review included:

• the annual risk management review, a comprehensive process

identifying the key external and operational risks facing the

Group and the controls and activities in place to mitigate them,

the findings of which are discussed with each member of the

Board individually (refer to the risk management section on

pages 86 to 95 for details of the process undertaken); and

• the annual assessment of internal control which, following

consideration by the Audit Committee, provided assurance

to the Board around the control environment and processes

in place around the Group, specifically those relating

to internal financial control.

The Board evaluated the effectiveness of management’s

processes for monitoring and reviewing risk management

and internal control. No significant deficiencies were identified

by the review and the Board is satisfied that, where areas

of improvement were identified, processes continue to be in place

to ensure that remedial action is taken and progress monitored.

The Board confirmed that it was satisfied with the outcome

of the review of the effectiveness of the systems and

processes. See page 87 regarding our preparations for reporting

under provision 29 of the 2024 Code. The formal programme to

ensure that we meet the requirements of provision 29 of the

2024 Code is nearing completion and has included formalising

both Group and divisional management’s reporting on the

effectiveness of the key controls designed to mitigate the impact

of material risks. We consider that these measures will enable

us to make the disclosures required by provision 29 of the

2024 Code.

Going concern and viability

The 2024 Code requires the directors to assess and report on

the prospects of the Group over a longer period. This longer-term

viability statement and statement of going concern is set

out on pages 96 and 97.

Audit Committee activities during the year

In order to fulfil its terms of reference, the Audit Committee

receives and reviews presentations and reports from the

Group’s senior management, consulting as necessary with

the external auditor.

Monitoring the integrity of reported financial information

Ensuring the integrity of the financial statements and

associated announcements is a fundamental responsibility

of the Audit Committee.

During the year it formally reviewed the Group’s interim and

annual reports.

These reviews considered:

• the description of performance in the Annual Report to ensure

it was fair, balanced and understandable;

• the accounting principles, policies and practices adopted in the

Group’s financial statements, any proposed changes to them,

and the adequacy of their disclosure;

• important accounting issues or areas of complexity, the

actions, estimates and judgements of management in relation

to financial reporting and, in particular, the assumptions

underlying the going concern and viability statements;

• any significant adjustments arising from the audit; and

• the Assessment of Controls Effectiveness (‘ACE’) programme,

which assesses key controls over material risks and identifies

actions to strengthen the control environment.

The Audit Committee also considered:

• reporting in line with the Task Force on Climate‑related

Financial Disclosures (‘TCFD’) and the Companies Act 2006

climate-related disclosure requirements;

• tax contingencies, compliance with statutory tax obligations

and the Group’s tax policy;

• the Group’s treasury policy;

• the Group’s strategy in relation to technology investment

and cybersecurity;

• post-investment reviews of significant investments/

acquisitions to identify good practice and lessons learnt; and

• the proposed demerger of Primark from the Group, including

the impacts on the accounting treatment of the demerger

transaction itself, potential deferred tax charges and finance

workstreams, including the appointment of EY as reporting

accountant to carry out the Financial Position and Prospects

Procedures (‘FPPP’) and working capital work.


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CORPORATE GOVERNANCE CONTINUED

Significant accounting issues considered by the Audit

Committee in relation to the Group’s financial statements

A key responsibility of the Committee is to consider the

significant areas of complexity, management judgement and

estimation that have been applied in the preparation of the

financial statements.

The Committee has, with support from Ernst & Young LLP (‘EY’)

as external auditor, reviewed the suitability of the accounting

policies which have been adopted and whether management

has made appropriate estimates and judgements.

Set out below are the significant areas of accounting judgement

or management estimation and a description of how the

Committee concluded that such judgements and estimates

were appropriate. These are divided between those that could

have a material impact on the financial statements and those

that are less likely to have a material impact but nevertheless,

by their nature, required a degree of estimation.

In the course of its work, the Committee has invited challenge

from EY and has also made sure that it understands where

EY has challenged management.


Areas of significant accounting judgement and estimation material to the Group financial statements	Audit Committee assurance

Impairment of goodwill, intangibles,

property, plant and equipment,

investment properties and

right-of-use assets

Assessment for impairment involves

comparing the book value of an asset

or CGU with its recoverable amount,

being the higher of value in use and fair

value less costs of disposal. Value in

use is determined with reference to

projected future cash flows discounted

at an appropriate rate. Both the cash

flows and the discount rate involve a

significant degree of estimation

uncertainty.

The Committee considered the reasonableness of cash flow projections which were

based on the most recent budget approved by the Board and reflected management’s

expectations of sales growth, operating costs and margins based on past experience

and external sources of information. The Committee focused on British Sugar, the sugar

businesses in Africa and AB Agri.

The Committee reviewed and challenged the key assumptions made in deriving these

projections. Long-term growth rates for periods not covered by the annual budget were

challenged to ensure that they were appropriate for the products, industries and countries

in which the relevant cash-generating units operate. The Committee was satisfied that the

discount rate assumptions appropriately reflected current market assessments of the time

value of money and the risks associated with the particular assets. The Committee also

reviewed and challenged the key assumptions made where recoverable amount was

determined on the basis of fair value less costs of disposal.

Details of the impairment assessment of goodwill balances were appropriately recognised

and disclosed as detailed in notes 8 and 9.

Viability statement and

going concern

The Board considered future

performance and cash flows in its going

concern assessment, through to March

2028, and its viability statement over

the next three years.

Management has undertaken a detailed

financial modelling exercise that has

considered the impact on profit, cash

and working capital of a number

of potential scenarios.

The demerger of Primark is anticipated

to complete during the assessment

period, and therefore the demerger

has been reflected in the

scenarios considered.

The Committee has reviewed and challenged the scenarios considered by management,

including those reflecting the anticipated demerger of Primark during the assessment

period, and concluded that these, and the stress-testing scenarios and assumptions, were

appropriate and adequate.

The Committee has reviewed the detailed cash flow forecasts, which incorporate

the mitigating actions proposed by management. The Committee also reviewed and

challenged the reverse stress test assumptions to confirm the viability of the Group.

The Committee has been kept informed of the impacts of commodity and energy price

pressures on the Group, in particular in Sugar, and the impact of tariff changes, as well as

accounting matters, going concern and viability considerations. The Committee has

satisfied itself that management has adequately identified and considered all potentially

significant accounting and disclosure matters.


Associated British Foods plc	\| 117 \|	Annual Report 2026

CORPORATE GOVERNANCE CONTINUED


Areas of significant accounting judgement and estimation material to the Group financial statements	Audit Committee assurance

Post-retirement benefits

Valuation of the Group’s pension

schemes and post-retirement medical

benefit schemes require various

subjective judgements to be made

including mortality assumptions,

discount rates, general and salary

inflation, and the rate of increase

for pensions in payment and those

in deferment.

Actuarial valuations of the Group’s pension scheme obligations are undertaken every

three years in the UK by an independent qualified actuary who also provides advice to

management on the assumptions to be used in preparing the accounting valuations each

year. Actuarial valuations in other jurisdictions are performed as required. Details of the

assumptions made in the current and previous year are disclosed in note 13 of the

financial statements together with the basis on which those assumptions have

been made.

The Committee reviewed the assumptions by comparison with externally derived data

and also considered the adequacy of disclosures in respect of the sensitivity of the surplus

to changes in these key assumptions.

The Committee also reviewed the accounting treatment and disclosures relating to the

closure of the UK defined benefit scheme to future service accrual for existing active

members and the resulting curtailment gain recognised during the period. The Committee

was satisfied that the accounting treatment and disclosures were appropriate.


Other accounting areas requiring management judgement or estimation	Audit Committee assurance

Taxation

Current and deferred tax recognised in

the financial statements is dependent

on subjective judgements as to the

outcome of decisions by tax authorities

in various jurisdictions around the world

and the ability of the Group to use tax

losses within the time limits imposed

by various tax authorities.

The Committee reviews the Group’s tax policy and principles for managing tax

risks annually.

The Committee reviewed and challenged the tax liabilities recorded, the contingent

liabilities and the deferred tax assets disclosed at the balance sheet date and

management confirmed that any liabilities recorded or disclosed represent their best

estimate of the financial exposure faced by the Group.

The Committee discussed with both management and the external auditor the key

judgements which had been made. The Committee was satisfied that the judgements

were reasonable and that, accordingly, the amounts recorded were appropriate.

Misstatements

Management reported to the Committee that they were not aware

of any material or immaterial misstatements made intentionally to

achieve a particular presentation. The external auditor reported to

the Committee the misstatements that they had found in the

course of their work. After due consideration, the Committee

concurred with management that these misstatements were not

material and that no adjustments were required.

Internal financial control and risk management

The Committee is required to assist the Board to fulfil its

responsibilities relating to the adequacy and effectiveness

of the control environment, controls over financial reporting

and the Group’s compliance with the 2024 Code. To fulfil these

duties, the Committee (or the Board as a whole) reviewed:

• the external auditors’ summary of management letters

and their Audit Committee reports, including their assessment

of each division’s control environment and people;

• internal audit findings on key audit areas and any significant

deficiencies in the financial control environment;

• reports on the systems of internal financial control and risk

management, including the preparatory work for additional

control reviews under the Group’s ACE programme;

• as part of internal audit reports, a high-level assessment

of the adequacy of business continuity plans in place in the

Group’s businesses;

• reports on fraud perpetrated against the Group;

• the Group’s approach to anti-bribery, corruption and

whistleblowing; and

• the Group’s approach to IT and cybersecurity.

Internal audit

The Group’s businesses employ internal auditors (both

employees and resources provided by major accounting firms

other than the firm involved in the audit of the Group) with

skills and experience relevant to the operation of each business.

All of the internal audit activities are co-ordinated centrally

by the Director of Financial Control, who is accountable to

the Audit Committee.

The Audit Committee is required to assist the Board in fulfilling

its responsibilities for ensuring the capability of the internal audit

function and the adequacy of its resourcing and plans.

The Audit Committee receives regular reports on the

results of internal audit’s work and monitors the status of

recommendations arising. The Committee reviews annually

the adequacy, qualifications and experience of the Group’s

internal audit resources and the nature and scope of internal

audit activity in the overall context of the Group’s risk

management system.

To fulfil its duties, the Committee reviewed:

• internal audit’s reporting lines and access to the Committee

and all members of the Board;

• internal audit’s plans and its achievement of the planned activity;

• the results of key audits and other significant findings,

the adequacy of management’s response and the timeliness

of their resolution; and

• changes in internal audit personnel to ensure appropriate

resourcing, skills and experience are put in place.


Associated British Foods plc	\| 118 \|	Annual Report 2026

CORPORATE GOVERNANCE CONTINUED

The Group’s Director of Financial Control meets with the Chair

of the Audit Committee as appropriate but at least quarterly,

without the presence of executive management, and has direct

access to the Chairman of the Board.

Whistleblowing and fraud

The Whistleblowing Policy ‘Speak Up’ is designed to protect

ABF’s culture of fairness, trust, accountability and respect,

encouraging effective and honest communication at all levels.

In addition, an independent external service provider receives,

in confidence, complaints on accounting, risk issues, internal

controls, auditing issues and related matters which are reported

to the Audit Committee each quarter as appropriate. Further

details on the Policy can be found on page 102. The Committee

reviewed reports from internal audit and the actions arising

therefrom and reported this to the Board (to the extent any

Board member was not in attendance at the relevant meeting).

The Group’s Anti-fraud Policy is available to all employees via

the ABF intranet and website. Any suspicion of fraud should

be reported immediately and will be investigated vigorously.

The Audit Committee reviews any reported instances of fraud

and the action taken by management both to pursue the

perpetrators and to prevent reoccurrences.

External audit

Auditor independence

The Audit Committee is responsible for the development,

implementation and monitoring of policies and procedures

on the use of the external auditor for non-audit services,

in accordance with professional and regulatory requirements.

These policies are kept under review to meet the objective

of ensuring that the Group benefits in a cost-effective manner

from the cumulative knowledge and experience of its auditor,

whilst also ensuring that the auditor maintains the necessary

degree of independence and objectivity. The Committee’s policy

on the use of the external auditor to provide non-audit services

is in accordance with applicable laws and takes into account the

FRC’s Revised Ethical Standard for Auditors. Any non-audit work

to be undertaken by the auditor requires authorisation by the

Group Chief Financial Officer, and above a certain threshold, the

Audit Committee, prior to its commencement.

The Committee also ensures that fees incurred, or to be

incurred, for non-audit services, both individually and in

aggregate, do not exceed any limits in applicable law and

take into account the relevant ethical guidance for auditors.

The Committee is required to approve the use of the external

auditor to provide corporate responsibility and other assurance

services and will consider other services, provided they can

be undertaken without jeopardising auditor independence. This

was the case with the Financial Position and Prospects

Procedures (‘FPPP’), working capital report and comfort letter

engagement in connection with the proposed separation and the

pre-approved sustainability/Scope 3 assurance work.

The aggregate expenditure with the Group auditor is reviewed

by the Audit Committee. No other individually significant non-

audit assignments that would require disclosure were

undertaken in the financial year.

The Company has a policy that any partners, directors or senior

managers hired directly from the external auditor must be

pre-approved by the Chief People and Performance Officer,

and the Group Chief Financial Officer or Group Financial

Controller, with the Chair of the Audit Committee being

consulted as appropriate.

The Audit Committee has formally reviewed the independence

of the external auditor.

EY has reported to the Committee confirming that it believes it

remained independent throughout the year, within the meaning

of the regulations on this matter and in accordance with its

professional standards.

To fulfil its responsibility to ensure the independence of the

external auditor, the Audit Committee reviewed:

• a report from the external auditor describing arrangements

to identify, report and manage any conflicts of interest, and

policies and procedures for maintaining independence and

monitoring compliance with relevant requirements; and

• the extent of non-audit services provided by the

external auditor.

The total fees payable to EY for the 52 weeks ended 12

September 2026 were £13.0m, of which £2.1m related to non-

audit work. Further details are provided in note 2 to the financial

statements. The non-audit total for the year includes the FPPP

engagement in connection with the proposed separation and

pre-approved sustainability/Scope 3 assurance work; the

Committee confirmed that non-audit fees remained within policy

and the applicable cap.

Auditor effectiveness

The Committee assessed the effectiveness of the external audit

process and concluded that it had been effective and that EY had

provided appropriate expertise and resources and acted with

independence and objectivity. To assess the effectiveness of the

external auditor, the Committee reviewed:

• the external auditor’s fulfilment of the agreed audit plan

and variations from it (including changes in perceived audit

risks and the work undertaken by the external auditors

to address those risks);

• reports highlighting the major issues that arose during

the course of the audit;

• feedback from the businesses via questionnaires evaluating

the conduct and performance of each assigned audit team

(including in respect of their planning, challenge and interaction

with the business); and

• a report on EY, as a firm, from the Audit Quality Review Team

(‘AQRT’) of the FRC and the discussions with EY on the

contents of its most recent report.

There is regular open communication between EY and the Audit

Committee, as well as between EY and the businesses’ senior

management. The Audit Committee holds private meetings with

the external auditor after each Committee meeting to review

key issues within their sphere of interest and responsibility and

to satisfy itself that the audit is of a sufficiently high standard.


Associated British Foods plc	\| 119 \|	Annual Report 2026

CORPORATE GOVERNANCE CONTINUED

To fulfil its responsibility for oversight of the external audit

process, the Audit Committee reviewed:

• the terms, areas of responsibility, associated duties and

scope of the audit as set out in the external auditor’s

engagement letter;

• the overall work plan and fee proposal;

• the major issues that arose during the course of the audit

and their resolution;

• key accounting and audit judgements;

• the level of errors identified during the audit; and

• the content of and any recommendations made by the

external auditor in their management letters and the adequacy

of management’s response.

Auditor appointment for 2027

The Audit Committee reviews annually the appointment

of the auditor, taking into account the auditor’s effectiveness

and independence, and makes a recommendation to the

Board accordingly.

The Company’s current external auditor, EY, was first appointed

at the Annual General Meeting in December 2015, with effect

from 2016, following the conclusion of a competitive tender

process. In accordance with The Statutory Audit Services

for Large Companies Market Investigation (Mandatory Use

of Competitive Tender Processes and Audit Committee

Responsibilities) Order 2014, the Company was required

to conduct a competitive audit tender in respect of the audit

for the financial year 2026 and onwards. The Audit Committee

undertook a competitive audit tender in 2024. As reported

in our Annual Report for the period ended 14 September 2024,

the Audit Committee recommended to the Board that EY

be reappointed as the Company’s external auditor for 2026.

The Board accepted such recommendation.

The Audit Committee has considered and is satisfied with the

auditor’s effectiveness and independence and has

recommended to the Board that EY be reappointed as the

Company’s external auditor for 2027. The Board has accepted

that recommendation. Accordingly, shareholder approval will be

sought to confirm the reappointment of EY as auditor of the

Company at the AGM on 4 December 2026.

Compliance with the Competition and Markets

Authority Order

The Company confirms that, during the period under review,

it has complied with the provisions of The Statutory Audit

Services for Large Companies Market Investigation (Mandatory

Use of Competitive Tender Processes and Audit Committee

Responsibilities) Order 2014.

Minimum Standard

The FRC’s ‘Audit Committees and the External Audit:

Minimum Standard’ (the ‘Minimum Standard’) was published

in May 2023. This Audit Committee Report sets out how the

Minimum Standard has been applied during the period

under review.

Loraine Woodhouse

Audit Committee Chair


Associated British Foods plc	\| 120 \|	Annual Report 2026

DIRECTORS’ REMUNERATION REPORT

Annual statement by the Remuneration

Committee Chair

Graham Allan

Remuneration Committee Chair



	In this section

	Committee Chair letter	pages 120 to 121
	Remuneration summary	pages 122
	Remuneration Report	pages 123 to 134
	Wider workforce remuneration	page 128
	Additional required disclosures	pages 129 to 134

	The Annual Remuneration Report is subject to an advisory vote at the 2026 AGM.

Dear shareholders

On behalf of the Remuneration Committee (the ‘Committee’), I

am pleased to present the Directors’ Remuneration Report for

the year to 12 September 2026. This letter provides an overview

of key decisions taken by the Committee during the year.

We were pleased to receive strong backing for the 2025

Remuneration Policy review with a 98.57% positive vote.

Thank you for your ongoing support.

2026 reward outcomes

In 2026, the Group reported reduced profits in an environment of

significant operating headwinds, while taking steps to re-position

our portfolio for the future.

Earlier in the year we announced the demerger of the

Company’s Retail business from its Food business and work is

progressing well with the separation planning. Similarly, the

integration of Hovis into our bakeries business is proceeding

at pace.

Primark faced a challenging consumer environment in most

markets during the year. While progress has been made in

improving the customer proposition, there is much more to do in

Europe and the US. Top line growth was 2%, exceeding that of

last year, but like-for-like sales fell 2.6%.

Across the food businesses results were mixed during the year.

Prolonged hot and dry weather and drought conditions impacted

Sugar businesses in the UK, Spain and Africa, as well as

Twinings in both the UK and Europe. The Grocery and

Ingredients businesses generated top line growth, but

experienced pressures in demand for some key product

categories and faced higher costs. Agriculture was broadly flat

year on year and work is ongoing to refocus this portfolio on

higher growth segments.

The Group achieved strong gains against its ESG priorities.

Notable advances included the investment in housing

improvements at sugar businesses in Africa, the continuing

decarbonisation of British Sugar’s operations, increased use of

renewable energy, and, within Primark, a 21% reduction in

Scope 3 GHG emissions. Water extraction for our operations

was reduced by 6%, waste cut by 30% and packaging shaved

by 3% across the Group.

Sadly, despite intense focus on health and safety, one△ of our

employees in Zambia died this year in a traffic accident and three

contractors died in accidents at or close to our sites. As is our

normal course of action, the Committee reviewed the details

regarding the circumstances of each fatality and the actions that

had been put in place to mitigate risks. A further fatality in

August 2025, which is reported this year, was considered by the

Committee in 2025’s remuneration decisions.

Short Term Incentive Plan (‘STIP’) 2026

Financial measures determined 85% of this year’s

STIP outcome.

For the Chief Executive and Group Chief Financial Officer the

financial component of the bonus comprised of adjusted

operating profit (75%) and working capital, as measured by cash

conversion cycle days (10%) based on ABF performance.

For the Chief Executive of Primark, the financial component of

his bonus was based 30% on ABF performance and 70% on

Primark performance. The Primark element comprised of

adjusted operating profit with a Return on Average Capital

Employed (‘ROACE’) modifier that can reduce the operating

profit outcome by up to 20%.

The performance thresholds for the ABF financial measures and

the Primark profit measure were not met and there will be no

payout on these measures. Primark’s ROACE was above the

range maximum but as this is a modifier to the profit outcome,

there will be no payout on the financial element.

For the three executive directors the remaining 15% of the STIP

was based on strategic KPIs, currently all related to our most

material ESG priorities across the Group, including the increased

focus on health and safety. Overall performance on these

measures was strong. However, the Committee reduced the

ESG scorecard outcome by two points as a result of fatalities in

the year resulting in a payout of 12% on this STIP component.

A table setting out more detail is on page 124.

Combining the financial and ESG measures, the overall outcome

for the 2026 STIP was 12% of maximum for the Chief Executive

and Group Chief Financial Officer, and 12% for the Chief

Executive of Primark.


Associated British Foods plc	\| 121 \|	Annual Report 2026

DIRECTORS’ REMUNERATION REPORT CONTINUED

Restricted Share Plan (‘RSP’) 2023-26

The Committee undertook a qualitative and quantitative

assessment of performance over the performance period, taking

a holistic view with consideration of multiple indicators to

determine achievement of the underpins.

The Committee concluded that the underpins had been met, and

awards will vest. Details of performance against the underpins

are set out on page 126.

Overall performance outcomes

The Committee reviewed the STIP and RSP outcomes in the

wider context of the experience of the Group, its employees, its

shareholders and its other stakeholders. Overall, we considered

that the incentive outcomes fairly represented the performance

achieved and that no further discretionary adjustments

were warranted.

Remuneration for Joana Edwards

Joana Edwards was permanently appointed ABF Group Chief

Financial Officer on 5 March 2026, with a starting salary of

£610,000. In setting the remuneration for this role, the

Committee was mindful both of market practice and of the

decision to demerge Primark noting the impact that this would

have on the size of the business.

Joana will be eligible for a STIP award of up to 180% of salary (of

which 50% of salary is allocated in shares) and an RSP award of

150% of salary. Her cash STIP this year is calculated pro rata

based on the time in her previous and current roles.

Joana was granted additional share allocations during the year to

reflect the increase in her salary and incentive potential following

her promotion.

Remuneration for Eoin Tonge

Eoin Tonge was permanently appointed Chief Executive of

Primark on 5 March 2026 on a salary of £1,000,000. His cash

STIP this year is calculated pro rata based on the time in his

previous and current roles.

Eoin was granted additional share allocations during the year

to reflect the increase in his salary following his appointment.

His incentive opportunities as a percentage of salary

remained unchanged.

Remuneration decisions for 2027

Salary and fees

Average UK salary increases for the Food business in December

2026 will be around 3.1% with increases for business leadership

teams typically around 3%.

Average UK salary increases in Primark this year are expected to

be around 4.0%. This is primarily driven by the increase store

assistants are likely to receive in line with increases to the

national living wage. The average salary increase for Primark

leaders in the UK this December will be 2.5%.

In this context, the Committee has determined that, for 2027,

the Chief Executive and Group Chief Financial Officer will receive

salary increases of 3%, in line with their centre colleagues and

leaders in the Food business, and the Chief Executive of

Primark will receive a salary increase of 2.5% in line with

his senior colleagues.

STIP 2027

The STIP approach for 2027 will remain in line with the approach

adopted in 2026 for the Chief Executive and Group Chief

Financial Officer of ABF. For the Chief Executive of Primark, the

financial portion of his STIP will be 30% based on ABF

performance and 70% based on Primark performance against a

selection of key financial measures as set out on page 127. The

strategic KPIs for all will focus on delivery of the demerger and

our ESG priorities.

Restricted Share Plan (‘RSP’) 2026-29

We will continue to grant RSP awards to all executive directors.

The grant will be made at 200% of salary for the Chief

Executives of ABF and Primark and at 150% of salary for the

Group Chief Financial Officer.

The underpins for the Awards to the Chief Executive and Group

Chief Financial Officer will be the same as those for the 2025-28

award. For the Chief Executive of Primark, the Committee

resolved to align the RSP underpins to Primark performance.

These underpins are set out on page 127.

Consideration of wider workforce

and remuneration approaches

The Committee is mindful of reward practices across the

Group when setting and implementing its approach to executive

remuneration. Summary details of our fair pay principles and the

approach to reward across the Group are provided on page 128.

As a diversified and geographically dispersed group,

consideration of wider workforce compensation requires

attention to a broad range of employee groups. During the

year the Committee was provided with an overview of wider

employee reward matters including an update on developments

such as EU pay transparency and gender and ethnicity

pay reporting.

In the year ahead, the Committee will continue to ensure that

the Group’s remuneration framework supports the delivery of

our long-term strategy and remains aligned with shareholder

expectations, evolving governance requirements and wider

workforce reward practices. An area of particular focus will be

the approach to incentives following the demerger of the Food

business and the Retail business. We will, of course, engage

with shareholders on any proposals for change from our

current approach.

2026 AGM

As in previous years, the Committee has maintained its approach

of aligning remuneration with business performance, wider

employee pay and taking into consideration the experience of a

wide range of stakeholders. I hope you will feel able to support

our 2026 Directors’ Remuneration Report at the 2026 AGM.

Graham Allan

Remuneration Committee Chair


Associated British Foods plc	\| 122 \|	Annual Report 2026

DIRECTORS’ REMUNERATION REPORT CONTINUED

Remuneration summary

Remuneration principles

Our remuneration approach needs to support the attraction and retention of top executive talent and promote the strategic

and financial performance of the business. In particular, we believe that pay should be:



Fair Total remuneration should fairly reflect the performance delivered by executives. Where appropriate, this may include the application of discretion to ensure remuneration outcomes are aligned to performance that creates value for shareholders and other stakeholders.	Aligned The portfolio we operate is diverse and complex. We aim to align remuneration and business objectives and to use performance measures which provide a clear line of sight for executives.	Clear and simple We believe that executive remuneration should be clear and simple for participants to understand. The best way to achieve this is through close alignment with business performance.

Time horizons for STIP and RSP awards


	2027	2028	2029	2030	2031
STIP cash	One-year performance
STIP shares	One-year performance	Two-year deferral period Vest at end of year three
RSP	Three year performance period – underpins apply Vest at end of year three			Two-year holding period

The Committee may exercise its discretion to apply malus and/or

clawback of incentives within the timeframes specified below if

it determines that any of the following apply:

• any financial information (whether or not audited) has been

materially misstated for any financial period commencing on or

after the start of the financial year prior to that in which the

award was granted;

• the outcome of a performance condition has been

miscalculated or assessed based on incorrect information;

• corporate failure of the Company;

• the participant has acted in a manner at any time prior to the

vesting of an award, including prior to grant, which, in the

opinion of the Committee, has resulted or is likely to result in

material reputational damage to any Group company;

• the participant is found to have committed at any time prior to

vesting, including prior to grant, an act or omission which

justifies, or in the opinion of the Committee would have

justified, summary dismissal;

• the participant has participated in or was responsible for

conduct which resulted in significant losses to a Group

company; and

• a Group company or business unit has suffered a material

failure of risk management (which may include, but is not

limited to, a serious health and safety event).

Malus and clawback timeframes:

• RSP, from grant date to the second anniversary of vesting; and

• STIP, from the award date to the second anniversary of the

date when the performance outcome was determined.

These timeframes are considered best suited to the Company as

they strike a balance between giving certainty to participants and

allowing sufficient time for any of the above circumstances to

come to light and for the Committee to take such action as it

considers appropriate.

Malus and clawback were not applied in the year to 12

September 2026.


Associated British Foods plc	\| 123 \|	Annual Report 2026

DIRECTORS’ REMUNERATION REPORT CONTINUED

Annual Remuneration Report

Single total figure of remuneration for the executive directors (audited)


		George Weston		Eoin Tonge¹		Joana Edwards²
		2026	2025	2026	2025	2026
		£'000	£'000	£'000	£'000	£'000
Fixed pay	Salary	1,278	1,240	977	849	324
	Benefits	19	18	104	27	11
	Pension	–	–	98	85	32
Variable pay	STIP cash	232	580	177	397	49
	STIP deferred shares	73	185	56	116	34
	RSP	1,364	1,602	854	1,254	51
	Other	–	–	–	884	–
Single total figure		2,966	3,625	2,266	3,612	501

1. The STIP values for Eoin Tonge are calculated pro rata based on the time he spent in the current role and in his previous role. The RSP value reflects the award

made to him in a previous role.

2. Joana Edwards was appointed as Group Chief Financial Officer on 5 March 2026. Her fixed pay elements and STIP cash value relate to the period from that

date. The STIP deferred shares value is the total award for the year calculated pro rata based on the time she spent in the current role and in her previous role

and the RSP value reflects the award made to her in her previous role.

Notes to single total figure of remuneration for the executive directors

Benefits

The value of benefits for George Weston comprised £15,656

taken in cash and £2,890 taken as a benefit-in-kind. The value of

benefits for Eoin Tonge comprised £22,178 taken in cash and

£81,722 taken as a benefit-in-kind primarily comprised of costs of

travel and accommodation and grossed up tax associated with

his role being based in Dublin. The value of benefits for Joana

Edwards comprised £7,796 taken in cash and £2,875 taken as a

benefit-in-kind.

Pension

George Weston opted out of the Employer Funded Retirement

Benefit Scheme (‘EFRBS’) on 31 December 2023. Until that date

he had an overall benefit promise of 1/45th of final pensionable

pay for each year of pensionable service up to 5 April 2016 and

1/50th of final pensionable pay for each year of pensionable

service thereafter, subject to a maximum of 2/3rds of final

pensionable pay (basic salary during the last 12 months before

retirement, plus if applicable, the average of the last three years’

fluctuating earnings). He opted out of the Associated British

Foods Pension Scheme on 5 April 2006 and has a deferred

benefit in that scheme; the balance of the promise was provided

under the EFRBS. His pension benefits are payable from age 65.

No alternative defined benefit arrangements are available to any

member who chooses to take their benefits early. His accrued

pension at 12 September 2026 was £807,819 per annum. From

the date on which George Weston opted out of the EFRBS there

have been no accruals of pension entitlement, and so there have

been no benefits from participating in pension schemes to report

in the single figure table.

Up until 31 July 2026 Joana Edwards received an employer

contribution of 10% of salary towards her pension to match her

10% employee contribution. From 1 August 2026 the employer

contribution of 10% of salary continued, whereas the employee

contribution of 10% of salary was in respect of a salary sacrifice

arrangement which reduced her salary by 10%. The amount

shown under the pension section in the single figure table is the

net employer contribution.

Eoin Tonge received a cash allowance of 10% of salary in lieu of

pension, which is reported under the pensions section in the

single figure table.


Associated British Foods plc	\| 124 \|	Annual Report 2026

DIRECTORS’ REMUNERATION REPORT CONTINUED

STIP 2026

These tables detail the financial and ESG performance ranges and calculated outcomes for STIP 2026.

Achievement against strategic KPIs

This year our STIP strategic KPIs were all related to our material ESG priorities, each of which is demanding. Against the scorecard of

measures, and taking into account performance on ESG in the round, including a discretionary reduction detailed in the table below,

the overall score achieved was 24/30, equivalent to 12% of the maximum 15% of STIP based on ESG outcomes.


	Score	Commentary and performance outcome
Quality and effectiveness of ESG reporting	3/3	•Non-financial reporting and control environments have been strengthened through enhanced data governance, formal review processes and improved analytical oversight, supporting the quality and consistency of disclosures across the Group. •Reporting capabilities and tools provide greater transparency, traceability and insight into non-financial data, supporting robust decision-making and increasing confidence in externally reported metrics.
Primark sustainability	4.5/6	• Primark conducted over 2,300 Supplier Code of Conduct audits in its suppliers’ factories over the calendar year 2025 supporting its risk-based, worker-centric approach to human rights due diligence in its supply chain. • In 2026, 81%△ of clothing units sold by Primark contained recycled or more sustainably sourced materials. • During the year the Primark Cotton Project transitioned to a new standard which provides additional independent verification of farming and ginning practices. • Primark is reviewing its Primark Cares strategy for launch next year. It will centre on its core strengths: its products, its scale and its reach across the supply chain. It will feature three priorities: circularity, supply chain resilience, and supporting women throughout the Primark value chain. • More information on Primark’s ESG priorities can be found on pages 25 and 67.
People and community	2.5/3	• Over 500 houses were completed in the year across Sugar’s Africa estates. Significant progress continues towards our 2030 targets detailed on page 62.
Carbon and climate	6/6	• Excellent progress has been made in Sugar this year, with the Wissington steam drying project on track and Eswatini co-generation ahead of schedule. • Sugar has reduced its Scope 1 and 2 GHG emissions by 20% this year, and Primark has reduced its Scope 3 GHG emissions by 21% as outlined on page 67. • Additionally, 42% of electricity bought in this year was from renewable sources (up from 37% in 2025).
Twinings human rights	5/6	•Twinings has strengthened the capability of its ESG team this year. •The strategy to strengthen human rights risk management is in place with 100% of estates covered by the Twinings Community Needs Assessment and increased audit frequency.
Health and safety	3/6	•Health and safety was up-weighted as an incentive measure this year and all businesses have reviewed their delivery of non-negotiables in this area with action plans identified and in process. •All businesses have behavioural safety programmes in place and a focus on engineering out risk wherever possible. •There has been increased focus on contractor management this year and all businesses have contractor management programmes in place. •We are deeply saddened by the fatalities that occurred this year. In light of these and despite impressive progress elsewhere, the Committee reduced the score for Health and safety by 2 points from 5/6 to 3/6.

Achievement against financial targets and overall STIP outcome

The financial element for George Weston and Joana Edwards was determined based on ABF financial performance. The financial

element for Eoin Tonge was determined based on the performance of ABF (30%) and Primark (70%). Primark financial measures this

year were adjusted operating profit and a multiplier of between 80-100% of the adjusted operating profit outcome based on ROACE.


George Weston and Joana Edwards	Threshold	Target	Maximum	2026 STIP outcome
Adjusted operating profit £m	1,631.77	1,764.08	1,896.39	1,508.38
STIP based on adjusted operating profit (as % of max STIP)	0%	37.5%	75%	0%
Cash conversion cycle days	85.74	80.13	74.52	85.77
STIP based on Cash conversion cycle days (as % of max STIP)	0%	5.0%	10%	0%
ESG outcome (as % of max STIP)	0%	7.5%	15%	12%
Total STIP (as % of max)	0%	50%	100%	12%


Associated British Foods plc	\| 125 \|	Annual Report 2026

DIRECTORS’ REMUNERATION REPORT CONTINUED


Eoin Tonge	Threshold	Target	Maximum	2026 STIP outcome
ABF
Adjusted operating profit £m	1,631.77	1,764.08	1,896.39	1,508.38
STIP based on adjusted operating profit (as % of max STIP)	0%	11.25%	22.5%	0%
Cash conversion cycle days	85.74	80.13	74.52	85.77
STIP based on Cash conversion cycle days (as % of max STIP)	0%	1.5%	3%	0%
ESG outcome (as % of max STIP)	0%	7.5%	15%	12%
Primark
Adjusted operating profit £m	1,110.00	1,162.00	1,240.00	1,005.00
STIP based on adjusted operating profit (as % of max STIP)	0%	29.75%	59.5%	0%
ROACE	10%	11%	12%	16.79%
ROACE modifier to profit outcome	80%	90%	100%	100%
Total STIP (as % of max)	0%	50%	100%	12%

Overall achievement

The overall outcome for the STIP cash element is shown for each executive director below.


	Salary	Performance outcome as % of maximum	Max STIP as % of salary	STIP
George Weston	£1,289,500	12%	150%	£232,110
Eoin Tonge	£1,000,000	12%	150%	£177,404
Joana Edwards	£610,000	12%	130%	£49,410

Eoin Tonge’s STIP cash bonus was calculated pro rata based on the time he spent in the current role and his previous role. For Joana

Edwards the STIP cash bonus relates to the period from which she was appointed Group Chief Financial Officer. The 2025-28 STIP

shares element was subject to the same performance conditions as the cash element. As a result, 12% of the shares that were

allocated at the beginning of the performance period to George Weston and Joana Edwards, and 12% of the shares that were

allocated at the beginning of the performance period to Eoin Tonge, will vest in 2028 subject to a two-year service condition.

The remaining allocated shares have now lapsed. The number of shares vesting is shown on page 130.

STIP amounts included in the single total figure table

The figures shown in the single total figure table comprise the annual cash bonus, which is paid in December in respect of the

preceding financial year, and the value of deferred share awards earned for performance in the 2025/26 financial year, calculated

based on the average mid-market closing price over the last quarter of the financial year of £20.0658. These shares are subject to a

two-year deferral period. None of this value was attributable to share price appreciation as the share price has decreased in the period.


Associated British Foods plc	\| 126 \|	Annual Report 2026

DIRECTORS’ REMUNERATION REPORT CONTINUED

RSP 2023-26

The 2023-26 RSP had the following underpins and a commentary is provided in relation to each.

• ROACE above the weighted average cost of capital – The Group three-year average ROACE was well ahead of the Company’s

calculated average cost of capital.

• Dividend payments maintained – We maintained dividends and we also paid special dividends over the period, as well as returning

significant value to investors through share buyback programmes.

• Satisfactory governance performance and ESG performance – The Committee determined that governance and ESG performance

over the period has been strong.

• Right actions taken to strengthen ABF’s competitive advantages and position the Company for long-term sustainable growth

– Management has focused on investing in our businesses and addressing challenging issues head on. Earlier in this financial year

the decision was made to separate the Food business from the Retail business and this is on track for completion in December

2027. Additionally, to strengthen our bakeries business, we acquired Hovis and the integration is well underway.

In light of the above, the Committee determined that the 2023-26 RSP underpins had been met and the full award should vest.

The numbers in the single total figure table reflect that George Weston will receive 61,293 shares, Eoin Tonge will receive

38,374 shares and Joana Edwards will receive 2,312 shares in respect of their 2023-26 RSP awards. As required by UK regulations,

the vesting value has been estimated using the mid-market closing price over the last quarter of 2026 of £20.0658. Vesting will be

on 23 November 2026 and a figure recalculated for the share price on that date will be presented in the 2027 Annual Report.

The values shown in the table also include an amount of cash dividend equivalent payments that will be made in respect of the shares

vesting. The amount included for George Weston is £134,538, for Eoin Tonge is £84,231 and for Joana Edwards is £5,075. None of

this value was attributable to share price appreciation as the share price has decreased in the period. The values shown in the table

for Joana Edwards reflect the value of the full number of shares which vested and have not been pro-rated to reflect that Joana

was only a director for part of the three-year performance period following her appointment as Group Chief Financial Officer on

5 March 2026.

RSP 2022-25

In respect of 2025 RSP values, as required by UK regulations, the vesting value reported last year has been updated to be based on

the share price on vesting of £21.03. This has led to a reduction in the value of the RSP and the single total figure for George Weston

and Eoin Tonge.

Other remuneration

The numbers in the single total figure table for 2025 reflect buyout awards made to Eoin Tonge related to his recruitment,

as disclosed on page 105 of the 2023 Annual Report. For the 7,068 shares he received on 17 November 2025, the value of these

shares was estimated using the mid-market closing price over the last quarter of 2025 of £21.57. On the actual vesting date, the

closing share price was £21.03 and the value in the table has been updated to reflect this. There are no dividend equivalent payments

in respect of these shares.


Associated British Foods plc	\| 127 \|	Annual Report 2026

DIRECTORS’ REMUNERATION REPORT CONTINUED

Implementation of Remuneration Policy in 2026/27

The below table summarises the Remuneration Policy for the executive directors, approved by shareholders in 2025 and how we

intend to implement it in 2026/27.


	Implementation in 2026/27
Base salary
		Increase	Salary from 1 December 2026
	George Weston	3%	£1,328,000
	Eoin Tonge	2.5%	£1,025,000
	Joana Edwards	3%	£628,000

Pension and Benefits	George Weston opted out of the Employer Funded Retirement Benefit Scheme (‘EFRBS’) on 31 December 2023 and became a deferred member of this scheme. He does not receive a cash allowance in lieu of pension contributions. Eoin Tonge receives a cash allowance of 10% of salary in lieu of a pension contribution. Joana Edwards is a member of the defined contribution section of the pension and her contributions through salary sacrifice are matched by the company up to a maximum of 10% of salary.
Short-Term Incentive Plan (‘STIP’)	The maximum STIP award for George Weston and Eoin Tonge is 200% of salary and for Joana Edwards is 180% of salary. Up to 50% of salary is delivered in STIP shares for all of the executive directors. The performance measures for George Weston and Joana Edwards remain adjusted operating profit, Cash Conversion Cycle days and strategic KPIs. In 2027, the strategic KPIs will focus on the demerger of Primark as well as on ESG measures. Eoin Tonge’s STIP is based on ABF adjusted operating profit and Cash Conversion Cycle days, Primark key financial measures, which now include net sales and like-for-like sales targets alongside adjusted operating profit, and on the same KPIs as the Chief Executive and Group Chief Financial Officer. STIP share awards will be granted in November 2026 and will lapse at the end of the financial year to the extent that performance conditions have not been met. The balance of the shares will remain conditional and be deferred for a further two years. Malus and/or clawback provisions apply to STIP awards as outlined in the Remuneration Summary on page 122.
Restricted Share Plan (‘RSP’)	Restricted share awards will be granted in November 2026. Awards for George Weston and Joana Edwards will be 200% and 150% of salary respectively. At the Committee’s discretion, vesting may be reduced if the underpins are not met. The underpins are the same as for 2025-28 awards and are as follows: • ROACE above the weighted average cost of capital; • dividend payments maintained; • consideration of whether the right actions have been taken to strengthen the Group’s competitive position for long-term sustainable growth; and • satisfactory governance performance including no ESG issues that result in material reputational damage (as determined by the Board). Awards for Eoin Tonge will be 200% of salary. At the Committee’s discretion, vesting may be reduced if the following Primark underpins are not met: • ROACE above the weighted average cost of capital; • embedding of the Primark organisation and operating model post demerger with the right calibre of leaders, leadership of the executive team and ways of working between Dublin and the countries where Primark operates; • the right actions are taken to strengthen Primark’s competitive advantages on demerger and to position the company for long-term sustainable growth. Performance will be assessed in the round. The underpin will be deemed to not be met in the event there is an identified and agreed specific management failure; and • good governance performance including no ESG issues that result in material reputational damage (as determined by the Board). Malus and/or clawback provisions apply to RSP awards as outlined in the Remuneration Summary on page 122.
NED fees	Fees for Chair will remain at the same level. NED fees will increase by 3% in line with the broader UK workforce as shown on page 132.


Associated British Foods plc	\| 128 \|	Annual Report 2026

DIRECTORS’ REMUNERATION REPORT CONTINUED

Directors’ pay in the context of the Group’s wider pay practices

Fair pay

Associated British Foods is a diversified business that currently operates in 57 countries and employs 140,000 people working across

five business segments. Our people are central to our business and we pride ourselves on being a first-class employer. The Group is

geographically dispersed and is therefore subject to very different pay market conditions. As a result, it is difficult to make sensible

comparisons with all employees across the Group.

The Committee is mindful of our reward practices across the Group when setting and implementing the Remuneration Policy for the

Executive Directors. The structure and principles of short-term incentives further down the organisation are consistent with the

approach for executive directors. The Committee is provided with data on the remuneration structure for two tiers of senior

management below the executive directors and uses this information to calibrate consistency of approach. In addition, the Committee

approves all share-based long term incentive plan (‘LTIP’) awards across the Group and has oversight of all cash-based LTIP awards.

As a widely respected international business, we operate responsibly and are keen to ensure our people are paid fairly. We support

the work of governments to ensure that minimum wages are sufficient to allow employees to have an acceptable standard of living.

ABF’s businesses, each of which is responsible for setting and managing its own remuneration approach, operate in line with the

guidelines below and in compliance with all local laws.

Fair pay should be…

Appropriate

For the employee’s

role, experience

and skills. Fixed pay

will meet/exceed

legal minimum and

appropriate industry

standards

(e.g. collective

agreements)

Free from

discrimination

Pay should not be

impacted by an

individual’s age,

gender, sexual

orientation, ethnicity

or other characteristics

Intuitive

Employees should

always receive

compensation

regularly, in full and

on time

Explainable

The business should

be able to explain

how pay has been

calculated so that it

is easy to understand

Market

competitive

Local market

conditions (industry,

location, cost of living)

should be considered

when setting pay levels

Pay elements

The Committee has regard to workforce remuneration and related policies across the Group and has sought to ensure alignment of

incentives and reward with the Company’s culture when determining the Remuneration Policy for directors, as summarised below.


	Below the Board	Executive directors
Salary	Salary increase budgets are determined by each business taking into account country-specific conditions such as inflation. Individual salary increases are set by line managers based on factors such as development in role and local market practice. Salaries are benchmarked to ensure that we can recruit and retain talented people. We review the ratio of the Chief Executive’s pay to our UK employees on the following page.	Salary increases as a percentage of salary are normally aligned with, or lower than, those of the wider workforce. The principles applied when setting salaries are consistent with those for the wider workforce.
STIP and LTIP	The incentives approach varies by division, consistent with a line of sight approach. There is a common governance framework, with central oversight, to ensure risks are mitigated and cultural considerations are appropriately taken into account. Key performance measures of adjusted operating profit, cash conversion cycle days, ESG targets and personal performance are commonly used. As employees are promoted, their bonus opportunities increase.	The STIP for executive directors is paid in cash and shares and is primarily based on financial performance. 15% of the STIP is based on strategic KPIs. Executive directors participate in the RSP, which vests provided performance underpins are met.
Benefits	In the Company’s decentralised model, we expect each business to ensure that core benefits, including pensions, provided to employees in each country remain appropriate and market competitive locally. Employees are able to request reasonable adjustments to their working conditions in line with local legislation for any reason, including physical and mental health conditions. Line managers support employees with this, for example through workload adjustments and flexible working.	Executive directors are eligible for benefits available to the wider head office workforce, including participating in the ABF Sharesave.


Associated British Foods plc	\| 129 \|	Annual Report 2026

DIRECTORS’ REMUNERATION REPORT CONTINUED

CEO pay ratio


Year	Methodology used	Lower quartile	Median	Upper quartile
2026	Option B	104:1	98:1	80:1
2025	Option B	137:1	126:1	104:1
2024	Option B	236:1	218:1	184:1
2023	Option B	196:1	166:1	131:1
2022	Option B	114:1	104:1	85:1
2021	Option B	171:1	155:1	115:1
2020	Option B	79:1	70:1	48:1
2019	Option B	253:1	238:1	169:1

We have chosen to use Option B of the available methodologies to calculate our CEO pay ratio. Given the complexity of our Group,

this approach enables use of existing gender pay data for Great Britain (‘GB’) as a foundation for our calculations. We determined the

hourly rates at each quartile of our 5 April 2026 gender pay data, then calculated the average annual salary and total remuneration for

each quartile as each point represents multiple individuals. We pro-rated the data for part-time individuals to reflect full-time equivalent

remuneration and excluded leavers from the calculation.

The reduction in the pay ratio primarily reflects the lower incentive outcomes this year for the Chief Executive. We are pleased

that the remuneration levels for our GB-based employees have increased by 3.8% year-on-year at the median in 2026, having

increased by 4.9% in 2025 and 12.4% in 2024.

Whilst based on data for GB only, this year’s pay ratio reflects the relationship between the Chief Executive’s pay and the experience

of UK employees as a whole. Many of our early career employees are in Primark and this affects the data; those in the food

businesses are typically later in their careers with higher levels of remuneration in line with their skills and experience.


Current year	Lower quartile	Median	Upper quartile
Salary for GB-based employees	£26,390	£27,684	£31,466
Single figure of total remuneration for GB-based employees	£28,467	£30,175	£36,902

Executive directors’ shareholding and scheme interests

Scheme interests (audited information)

The table below details the conditional share interests held by the executive directors as at 12 September 2026.

RSP awards

RSP awards are expected to vest in full, subject to meeting performance underpins. A further two-year post-vesting holding period

applies to net of tax vested shares for RSP awards.


			Maximum award				Shares vesting
	Scheme	Award date	% of salary	Face value at grant £'000	Market price at grant¹	End of performance period	Maximum	Release date
George Weston	RSP²	23/11/2023	125%	1,447	2,361.6p	12/09/2026	61,293	23/11/2026
		22/11/2024	125%	1,513	2,173.2p	18/09/2027	69,598	22/11/2027
		08/12/2025	200%	2,579	2,124.4p	16/09/2028	121,399	21/11/2028
Eoin Tonge³	RSP²	23/11/2023	125%	906	2,361.6p	12/09/2026	38,374	23/11/2026
		22/11/2024	125%	947	2,173.2p	18/09/2027	43,571	22/11/2027
		08/12/2025	200%	1,940	2,124.4p	16/09/2028	91,320	21/11/2028
		21/05/2026	200%	50	2,124.4p	16/09/2028	2,354	21/11/2028
Joana Edwards³	RSP²	23/11/2023	20%	55	2,361.6p	12/09/2026	2,312	23/11/2026
		22/11/2024	20%	58	2,173.2p	18/09/2027	2,663	22/11/2027
		08/12/2025	87.5%	438	2,124.4p	16/09/2028	20,594	21/11/2028
		21/05/2026	65%	398	2,124.4p	16/09/2028	18,731	21/11/2028

1. The price used to determine the number of shares allocated under the RSP is the average closing price on the five trading days immediately preceding the main

allocation in November/December each year.

2. The performance underpins that apply to these RSP allocations are the same as those set out for RSP 2026-29 on page 127.

3. Top up awards were made to Eoin Tonge and Joana Edwards in May 2026 following their role changes to reflect the increase in salaries and, for Joana

Edwards, eligibility at this time. The allocation price used is the same as the annual grants made in December 2025.


Associated British Foods plc	\| 130 \|	Annual Report 2026

DIRECTORS’ REMUNERATION REPORT CONTINUED

STIP – shares

The number of deferred STIP shares released is determined based on the achievement of the STIP performance conditions for the

financial year in which the grant was made. The shares are then released after a further two-year service condition is met.


	Scheme	Award date	Maximum award					Deferred awards
	Scheme	Award date	% of salary	Face value at grant £'000	Market price at grant ¹	End of performance period	Maximum shares	Shares lapsed for performance	Shares subject to service condition	Release date
George Weston	Deferred awards	23/11/2023	50%	579	2,361.6p	14/09/2024	24,517	3,523	20,994	23/11/2026
		22/11/2024	50%	605	2,173.2p	13/09/2025	27,839	19,245	8,594	22/11/2027
		08/12/2025	50%	645	2,124.4p	12/09/2026	30,350	26,708	3,642	21/11/2028
Eoin Tonge²	Deferred awards	23/11/2023	50%	363	2,361.6p	14/09/2024	15,350	2,206	13,144	23/11/2026
		22/11/2024	50%	379	2,173.2p	13/09/2025	17,428	12,048	5,380	22/11/2027
		08/12/2025	50%	485	2,124.4p	12/09/2026	22,830	20,090	2,740	21/11/2028
		21/05/2026	50%	12	2,124.4p	12/09/2026	588	517	71	21/11/2028
Joana Edwards²	Deferred awards	23/11/2023	50%	137	2,361.6p	14/09/2024	5,780	831	4,949	23/11/2026
		22/11/2024	50%	145	2,173.2p	13/09/2025	6,658	4,603	2,055	22/11/2027
		08/12/2025	50%	250	2,124.4p	12/09/2026	11,768	10,356	1,412	21/11/2028
		21/05/2026	50%	46	2,124.4p	12/09/2026	2,157	1,898	259	21/11/2028

1. The share price used for determining the number of shares in an allocation is the average closing price on the five trading days immediately preceding the main

annual award date.

2. Top up awards were made to Eoin Tonge and Joana Edwards in May 2026 following their role changes to reflect the increase in salaries at this time. The

allocation price used is the same as the annual grants made in December 2025.

ABF Sharesave

The ABF Sharesave plan was launched in 2025, providing employees the opportunity to save from their salary with an option to buy

shares at a discounted price after three years. Participants have six months following the end of the saving period to exercise those

options. Joana Edwards was granted options under this plan in June 2025 which mature in August 2028.


	Scheme	Award date	Shares under option	Option Price	Maturity Date
Joana Edwards	ABF Sharesave	26/06/2025	555	16.51	01/08/2028

Executive directors’ shareholding requirements (audited information)

The interests below at 12 September 2026 remained the same at 2 November 2026.


	Holding requirement	Beneficial	Beneficial as % of salary¹	RSP awards subject to underpins	Unvested deferred STIP	Total 12 September 2026	Total 13 September 2025
George Weston²
Wittington Investments Limited, ordinary shares of 50p	N/A	15,181	N/A	N/A	N/A	15,181	15,181
Associated British Foods plc, ordinary shares of 5 ¹⁵/₂₂p	300% of salary	3,948,799	5,645%	252,290	33,230	4,234,319	4,152,938
Eoin Tonge
Associated British Foods plc, ordinary shares of 5 ¹⁵/₂₂p	300% of salary	147,612	272%	175,619	21,335	344,566	292,586
Joana Edwards
Associated British Foods plc, ordinary shares of 5 ¹⁵/₂₂p	300% of salary	6,178	19%	44,300	8,675	59,153	N/A

1. Calculated using share price as at close of business on 11 September 2026 of 1,843.50p and rate of base salary as at 12 September 2026.

2. George Weston is a director of Wittington Investments Limited which, together with its subsidiary Howard Investments Limited, held 421,243,985 ordinary

shares in Associated British Foods plc as at 12 September 2026.


Associated British Foods plc	\| 131 \|	Annual Report 2026

DIRECTORS’ REMUNERATION REPORT CONTINUED

Directors’ service contracts/letters of appointment


	Date of appointment	Date of current contract/letter of appointment	Notice from Company	Notice from individual	Unexpired period of service contract
Executive directors
George Weston	19/04/1999	01/06/2005	12 months	12 months	Rolling contract
Eoin Tonge	06/02/2023	04/03/2026	12 months	12 months	Rolling contract
Joana Edwards	05/03/2026	04/03/2026	12 months	12 months	Rolling contract
Non-executive directors
Michael McLintock	01/11/2017	11/04/2018	6 months	6 months	Letter of appointment
Emma Mitchell	09/12/2011	09/12/2011	6 months	6 months	Letter of appointment
Graham Allan	05/09/2018	05/09/2018	6 months	6 months	Letter of appointment
Heather Rabbatts	01/03/2021	16/02/2021	6 months	6 months	Letter of appointment
Annie Murphy	06/09/2023	31/05/2023	6 months	6 months	Letter of appointment
Kumsal Bayazit Besson	01/12/2023	21/08/2023	6 months	6 months	Letter of appointment
Loraine Woodhouse	01/10/2024	04/09/2024	6 months	6 months	Letter of appointment

Copies of service contracts are available for inspection at the Company’s head office.

Payments to past directors and payments for loss of office (audited information)

No such payments were made in the year.

Executive directors serving as non-executive directors

To encourage self-development and external insight, the Committee has determined that, with the consent of both the Chairman

and the Chief Executive, executive directors may serve as non-executive directors of other companies in an individual capacity,

retaining any fees earned. No individual currently holds such other roles.


Associated British Foods plc	\| 132 \|	Annual Report 2026

DIRECTORS’ REMUNERATION REPORT CONTINUED

Non-executive directors’ remuneration (audited information)


	Fees		Fixed pay		Variable pay		Single total figure of remuneration
	2026	2025	2026	2025	2026	2025	2026	2025
	£'000	£'000	£'000	£'000	£'000	£'000	£'000	£'000
Michael McLintock	494	472	494	472	–	–	494	472
Emma Mitchell	88	85	88	85	–	–	88	85
Graham Allan	116	111	116	111	–	–	116	111
Heather Rabbatts	114	109	114	109	–	–	114	109
Annie Murphy¹	124	94	124	94	–	–	124	94
Kumsal Bayazit Besson	88	85	88	85	–	–	88	85
Loraine Woodhouse	116	92	116	92	–	–	116	92

1. Annie Murphy has taken on additional responsibility providing support to the Allied Bakeries management team in respect of the integration of Hovis Group

Limited. An additional fee of £25,000 per annum will be paid effective from 1 April 2026 for a duration of 12 months.

Non-executive directors’ remuneration

Non-executive directors’ fees were reviewed during 2026 and it was determined that fees will be increased by 3% in line with salary

increase rates for centre employees and leaders in the Food business. The Chairman’s fee was not increased. The table below sets

out the fee structure.


	Fees effective 1 December 2026	Fees effective 1 December 2025
Chairman	£500,000	£500,000
Additional fee for Senior Independent Director responsibilities	£27,050	£26,250
Additional fee for Committee Chair (Audit/Remuneration only)	£29,200	£28,350
Additional fee for responsibility for workforce engagement	£25,750	£25,000
Director	£91,950	£89,250

Non-executive directors’ shareholdings and share interests (audited information)

The following shareholdings are ordinary shares of Associated British Foods plc unless stated otherwise. The interests remained the

same at 2 November 2026.


	Total	Total	2026
	12 September 2026	13 September 2025	Total holding as % of annual fee¹
Michael McLintock	24,000	24,000	90%
Emma Mitchell²
Wittington Investments Limited, ordinary shares of 50p	1,011	1,011
Associated British Foods plc, ordinary shares of 5¹⁵/₂₂p	511,234	511,234	10,698%
Graham Allan	10,000	10,000	159%
Heather Rabbatts	395	395	6%
Annie Murphy	1,830	1,830	27%
Kumsal Bayazit Besson	2,930	2,930	61%
Loraine Woodhouse	5,238	4,164	83%

1. Calculated using share price as at close of business on 11 September 2026 of 1,843.50p.

2. Emma Mitchell is a director of Wittington Investments Limited which, together with its subsidiary, Howard Investments Limited, held 421,243,985 ordinary

shares in Associated British Foods plc as at 12 September 2026.


Associated British Foods plc	\| 133 \|	Annual Report 2026

DIRECTORS’ REMUNERATION REPORT CONTINUED

Total shareholder return (‘TSR’) performance and Chief Executive’s pay

The performance graph below illustrates the performance of the Company over the 10 years from September 2016 to September

2026 in terms of total shareholder return compared with that of the companies comprising the FTSE 100 index. This index has been

selected because it represents a cross-section of leading UK companies and ABF is a part of the index.

In addition, the table below the graph provides a summary of the total remuneration of the Chief Executive over the last 10 years.


l	ABF	l	FTSE 100

Source: DataStream Return Index


	2017	2018	2019	2020	2021	2022	2023	2024	2025¹	2026
Single total figure remuneration	4,849	3,843	4,204	1,138	3,329	2,286	4,316	6,053	3,625	2,966
(£’000)
Annual variable element – STIP (% of maximum)	97.47%	50.34%	73.37%	0%	52.50%	51.09%	67.17%	85.63%	30.87%	12%
Long-term variable element – LTIP (% of maximum)²	51.02%	100.00%	57.13%	0%	40.00%	0%	58.46%	96.75%	N/A	N/A
Long-term variable element – RSP (% of maximum)³	N/A	N/A	N/A	N/A	N/A	N/A	N/A	N/A	100%	100%

1. The 2025 single total figure is lower than the value shown in last year’s report due to the update in the valuation of the RSP award as explained on page 126

2. The LTIP was a performance based scheme with vesting subject to the achievement of performance targets.

3. The RSP is awarded at a level that is 50% of the maximum award that would be made under a performance share plan. Awards vest subject to underpins.

In 2026, these underpins were met.

Relative importance of spend on pay

A year-on-year comparison of the relative importance of pay with significant distributions to shareholders and taxes paid is shown

below. Taxes paid represents part of our societal contribution, alongside the activities detailed in our Responsibility Report.


	2026 £m	2025 £m	Change %
Pay spend for Group	3,778	3,541	7
Dividends relating to period *	441	449	(2)
Taxes paid	302	298	1
* 2025 dividends of £451m was based on the estimated dividend payable, and on payment was confirmed at £449m

Shareholder voting

We were pleased last year with the level of support we received for both our new remuneration policy and our remuneration report as

shown below.


Resolution	Date of AGM	Votes for	Votes against	Votes withheld
Directors’ Remuneration Policy 2025	December 2025	98.57%	1.43%	948,851
Directors’ Remuneration Report 2025	December 2025	99.85%	0.15%	949,406


Associated British Foods plc	\| 134 \|	Annual Report 2026

DIRECTORS’ REMUNERATION REPORT CONTINUED

Members of the Remuneration Committee

In the financial year and as at the date of this report, members and Chair of the Committee were:


	Role on Committee	Independence	Year of appointment	Meetings attended
Michael McLintock	Member	Chairman	2017	6/6
Graham Allan	Chair	Independent Director	2018	6/6
Heather Rabbatts	Member	Senior Independent Director	2021	6/6
Annie Murphy	Member	Independent Director	2023	6/6
Kumsal Bayazit Besson	Member	Independent Director	2023	6/6
Loraine Woodhouse	Member	Independent Director	2024	6/6

The Chairman was considered independent on appointment and, as such, is a member of the Committee. George Weston

(Chief Executive), Sue Whalley (Chief People and Performance Officer) and Julie Withnall (Group Director of Reward) attend the

meetings of the Committee. No individual is present when their own remuneration is considered.

Role of the Committee

The Committee is responsible to the Board for determining:

• the Remuneration Policy for the executive directors and Chairman, considering internal and external trends on remuneration;

• the overall policy for remuneration of the Chief Executive’s direct reports;

• the design and monitoring of the operation of any Company share plans;

• stretching performance targets for executive directors to encourage enhanced performance;

• an approach that fairly and responsibly rewards contribution to the Company’s long-term success; and

• the specific terms and conditions of employment of each executive director, ensuring that contractual terms and payments made

on termination are fair to the individual and Company, that failure is not rewarded and loss is mitigated.

The Committee’s remit is set out in detail in its terms of reference, which are reviewed regularly to ensure that they are compliant

with the latest corporate governance requirements and were most recently updated in July 2025. They are available from the

corporate governance section of our website at www.abf.co.uk.

Remuneration Committee advisers and fees

Following a competitive tender the Committee appointed Deloitte LLP (‘Deloitte’) in March 2020 to provide independent advice to the

Committee. Deloitte are members of the Remuneration Consultants Group and adhere to its Code of Conduct in relation to executive

remuneration consulting. The Committee is satisfied that the advice it received in the year was objective and independent and that

Deloitte did not have any connections with the Company or any individual directors which may impair their independence. This advice

included regular independent meetings with the Committee Chair during the year. During the year, other services that Deloitte

provided to the Company were corporate and employment tax advice, global mobility advice, advice related to transactions, risk and

controls-related advisory work and technology and transformation services. The fees paid to Deloitte for Committee assistance over

the past financial year totalled £85,475.

Herbert Smith Freehills Kramer LLP provide the Committee with legal advice on matters within its remit.

Compliance

Where information in this report has been audited by Ernst & Young LLP, it has been clearly indicated. The report has been prepared

in line with the requirements of The Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008 (as

amended), the recommendations of the UK Corporate Governance Code (January 2024), as applicable, and the requirements of the

UK Listing Rules.

The Directors’ Remuneration Report was approved by the Board and signed on its behalf by

Paul Lister

Company Secretary

2 November 2026


Associated British Foods plc	\| 135 \|	Annual Report 2026

DIRECTORS’ REPORT

Directors’ Report

The directors of Associated British Foods plc present their report

for the 52 weeks ended 12 September 2026, in accordance with

section 415 of the Companies Act 2006. The Financial Conduct

Authority’s Disclosure Guidance and Transparency Rules and

UK Listing Rules also require the Company to make certain

disclosures, some of which have been included in other

appropriate sections of the Annual Report and Accounts.

The information set out on page 138 and the following

cross-referenced material, which would otherwise be required

to be disclosed in this Directors’ Report, is incorporated into

this Directors’ Report:

• likely future developments in the Group’s business

(pages 1 to 49);

• greenhouse gas emissions and energy consumption

(pages 67 to 68);

• the Board of Directors (pages 100 and 101); and

• the Corporate Governance Statement (pages 98 to 134).

Results and dividends

The consolidated income statement is on page 149. Proﬁt for

the ﬁnancial year attributable to equity shareholders amounted

to £930m.

The directors recommend a final dividend of 42.3p per ordinary

share to be paid, subject to shareholder approval, on 8 January

2027. Together with the interim dividend of 20.7p per share paid

on 3 July 2026, this amounts to 63.0p for the year. See page 172

for the note on dividends.

Directors

The names of the persons who were directors of the Company

during the financial year and as at 2 November 2026 appear

on page 107.

Appointment of directors

The Articles give directors the power to appoint and replace

directors. Under the terms of reference of the Nomination

Committee, any appointment must be recommended

by the Nomination Committee for approval by the Board.

A person who is not recommended by the directors may only be

appointed as a director where details of that director have been

provided at least seven and not more than 35 days prior to the

relevant meeting by at least two members of the Company.

The Articles require all directors to retire and seek re-election

at each AGM in line with the 2024 Code.

Details of unexpired terms of directors’ service contracts are

set out in the Directors’ Remuneration Report on page 131.

Power of directors

The directors are responsible for managing the business of

the Company and may exercise all the powers of the Company

subject to the provisions of relevant statutes, to any directions

given by special resolution and to the Articles. The Articles, for

example, contain specific provisions and restrictions concerning

the Company’s power to borrow money. Powers relating to

the issuing of shares are also included in the Articles and such

authorities are renewed by shareholders at the AGM each year.

Directors’ indemnities and insurance

The directors of a subsidiary company that acts as trustee of

a pension scheme benefitted from a qualifying pension scheme

indemnity provision during the financial year and at the date

of this report.

The Company has in place appropriate directors’ and ofﬁcers’

liability insurance cover in respect of legal action against its

executive and non-executive directors, amongst others.

Directors’ share interests

Details regarding the share interests of the directors (and their

persons closely associated) in the share capital of the Company,

including any interests under the Restricted Share Plan, LTIP and

any deferred awards, are set out in the Directors’ Remuneration

Report on pages 129 to 130 and 132.

Disclosures required under UK Listing Rule 6.6.1R

The following table is included to meet the requirements of UK

Listing Rule 6.6.1R. The information required to be disclosed by

UK Listing Rule 6.6.1R, where applicable to the Company, can

be located in the Annual Report at the references set out below.


Information required	Location in Annual Report
(1) Amount of interest capitalised by the Group	Note 4 on page 170
(3) Long term incentive scheme	See page 129
(5) Director waiver of future emoluments	See page 132
(11) Shareholder waiver of dividends	Note 25 on page 192
(12) Shareholder waiver of future dividends	Note 25 on page 192
(13) Board statement on carrying on business independently from controlling shareholders	Directors’ Report on page 135

Paragraphs (2), (4), (6), (7), (8), (9) and (10) of UK Listing Rule 6.6.1R

are not applicable.

Relationship with controlling shareholders

Any person who exercises or controls, on their own or together

with any person with whom they are acting in concert, 30%

or more of the votes able to be cast at general meetings

of a company is known as a ‘controlling shareholder’ under

the UK Listing Rules.

Wittington Investments Limited (‘Wittington’) and, through

their control of Wittington, the trustees of the Garfield Weston

Foundation (the ’Foundation’) are controlling shareholders of the

Company. Certain other individuals, including certain members

of the Weston family who hold shares in the Company (and

including two of the Company’s directors, George Weston and

Emma Mitchell) are, under the UK Listing Rules, treated as

acting in concert with Wittington and the trustees of the

Foundation and are therefore also treated as controlling

shareholders of the Company. Wittington, the trustees of the

Foundation and these individuals together comprise the

controlling shareholders of the Company and, as at 12

September 2026, had a combined interest in approximately

63.9% of the Company’s voting rights.

On 14 November 2014 the Company entered into a relationship

agreement with Wittington and the trustees of the Foundation

(the ‘Relationship Agreement’) as required by the then provisions

of the UK Listing Rules. The Relationship Agreement remains in

force and contains certain independence-related undertakings

from the controlling shareholders.

The Board confirms that, as required by UK Listing Rule

6.6.1(13)R, the Company is able to carry on the business it


Associated British Foods plc	\| 136 \|	Annual Report 2026

DIRECTORS’ REPORT CONTINUED

carries on as its main activity independently from its controlling

shareholders at all times.

Major interests in shares

During the period under review, and up until 1 November 2026,

the Company received the following formal notifications under

the Disclosure Guidance and Transparency Rules of material

interests in its shares:


Shareholder	Number of ordinary shares	% of issued share capital	Date of notification of interest
Wittington Investments Limited	421,243,985	59.08%	5 January 2026
Artisan Partners Limited Partnership	35,254,993	5.01%	6 July 2026

Further details of the Company’s controlling shareholders for the

purpose of the UK Listing Rules who, as at 12 September 2026,

had a combined interest in approximately 63.9% of the voting

rights, are set out above.

Share capital

Details of the Company’s share capital and the rights attached

to the Company’s shares are set out in note 23 on page 190.

The Company has one class of share capital: ordinary shares

of 5 ¹⁵/₂₂p. The rights and obligations attaching to these shares

are governed by English law and the Articles.

No shareholder holds securities carrying special rights with

regard to the control of the Company. There are no restrictions

on voting rights.

There are no restrictions on the holding or transfer of the

ordinary shares other than the standard restrictions for an

English incorporated company.

Authority to issue shares

At the last AGM, held on 5 December 2025, authority was given

to the directors to allot shares in the Company up to an aggregate

nominal amount equivalent to two thirds of the shares in issue

(of which one third must be offered by way of rights issue).

This authority expires on the date of this year’s AGM to be

held on 4 December 2026. No such shares have been issued.

The directors propose to renew this authority at the 2026 AGM

for the forthcoming year.

A further special resolution passed at the 2025 AGM granted

authority to the directors to allot equity securities in the Company

for cash, without regard to the pre-emption provisions of the

Companies Act 2006 in certain circumstances. This authority also

expires on the date of the 2026 AGM and the directors will seek

to renew this authority for the forthcoming year.

Authority to purchase own shares

The Companies Act 2006 empowers the Company to purchase

its own shares subject to the necessary shareholder approval.

At the last AGM, authority was given to the directors to allow the

Company to purchase its own shares. This authority expires on

the date of this year’s AGM. The directors propose to renew this

authority at the 2026 AGM for the forthcoming year.

During the financial year, the Company continued to buy back

shares under its announced share buyback programmes in order

to reduce the capital of the Company. In the financial year, the

Company purchased a total of 12,916,676 of its ordinary shares

of 5 ¹⁵/₂₂p (being approximately 1.8% of called-up share capital)

for a total consideration of approximately £249,999,967. All such

shares were subsequently cancelled. Further details of the

Company’s share capital are set out on page 190.

Amendment to Articles

Any amendments to the Articles may be made in accordance

with the provisions of the Companies Act 2006 by way of special

resolution of the shareholders.

Significant agreements – change of control

The Group has contractual arrangements with many parties

including directors, employees, customers, suppliers and

banking groups. The following arrangements are considered to

be significant in terms of their potential impact on the business

of the Group as a whole and could alter or terminate on a

change of control of the Company:

• the Group has a number of borrowing facilities provided by

various banking groups. These facility agreements generally

include change of control provisions which, in the event

of a change of control of the Company, could result in their

renegotiation or withdrawal. The most signiﬁcant of these is

a £1.5bn syndicated loan facility dated 9 June 2022, maturing

in June 2029, and a £300m loan facility dated 24 February

2026, maturing in February 2029, both of which were undrawn

at the year end. In the event of a change in control of the

Company, the lenders may request cancellation of the

commitment and repayment of any outstanding amounts; and

• on 16 February 2022, the Company issued £400m 2.5%

Notes due 16 June 2034 (‘the Notes’ or ‘the 2034 public

bond’). In the event of a change of control of the Company,

in certain circumstances set out in the Terms and Conditions

of the Notes as set out in the Prospectus dated 14 February

2022 (which is available on the Company’s website at

www.abf.co.uk), Noteholders/bondholders shall have the

option to require the Company to redeem or repay the Notes

at their principal amount together with interest accrued

to (but excluding) the date of redemption or purchase.

There are no agreements between the Company and its

directors or employees providing for compensation for loss of

office or employment that occurs as a result of a takeover bid.

Political donations

During the year, the Group did not make any political donations

or incur any political expenditure (within the ordinary meaning

of those words) in the UK. However, under the wider definition

of those terms in Part 14 of the Companies Act 2006, they may

cover activities which are an accepted part of engaging with

stakeholders to ensure that issues and concerns affecting our

operations are considered, but which would not ordinarily be

considered as political donations or political expenditure. In this

context, the Company and subsidiaries of the Company paid

costs totalling approximately £29,730 which could potentially fall

within that wider definition, predominantly relating to attending

the 2026 Labour Party Conference and the 2026 Conservative

Party Conference, as well as paying for a Labour East event on

‘The Future of British Farming’ and an upcoming all-parties event

at Parliament to launch our Food Security Report. The Group did

not make any contributions to non-UK political parties during

the year.

Charitable donations

Companies within the Group contribute significant sums to

charities of their choice. In addition, the dividends paid by the

Company to its shareholders are the principal source of funding

of the Garfield Weston Foundation. The Foundation is one

of the UK's leading grant-making charitable institutions.


Associated British Foods plc	\| 137 \|	Annual Report 2026

DIRECTORS’ REPORT CONTINUED

Financial risk management

Details of the Group’s use of financial instruments, together

with information on our risk management objectives and policies,

including the policy for hedging each major type of forecasted

transaction for which hedge accounting is used, and our exposure

to price, credit, liquidity, cash flow and interest rate risks, can

be found in note 27 starting on page 194.

Research and development

Innovative use of existing and emerging technologies will

continue to be crucial to the successful development of new

products and processes for the Group.

The Company has a technical centre in the UK at the Allied

Technical Centre. R&D facilities also exist across the Group,

including at: ACH Food Companies in the US; AB Mauri in

Australia and the Netherlands (including the Global Technology

Centre); AB Enzymes in Germany; and our Roal pilot plant in

Rajamäki, Finland. These centres support the technical resources

of the trading divisions in the search for new technology and

in monitoring and maintaining high standards of quality

and food safety.

The Company also acquired National Milk Records plc in 2023

which invests in an innovative range of milk quality, herd health

and genomic testing services, generating data and building

robust insights that empower farmers to make informed

decisions on cow productivity.

Branches

The Company, through various subsidiaries, has established

branches in a number of different countries in which the

Group operates.

Disclosure of information to auditor

Each of the directors who held office at the date of approval

of this Directors’ Report conﬁrms that:

• so far as each director is aware, there is no relevant audit

information of which the Company’s auditor is unaware; and

• each director has taken all the steps that they ought to have

taken as a director to make themself aware of any relevant

audit information and to establish that the Company’s auditor

is aware of that information.

For these purposes, relevant audit information means information

needed by the Company’s auditor in connection with the

preparation of its report on pages 139 to 145.

Auditor

Resolutions for the reappointment of Ernst & Young LLP as

auditor of the Company and to authorise the Audit Committee

to determine its remuneration are to be proposed at the

forthcoming AGM.

Annual general meeting

The AGM will be held on 4 December 2026 at 11.00 am.

Details of the resolutions to be proposed are set out in a

separate Notice of AGM which accompanies this report for

shareholders receiving hard copy documents and which is

available at www.abf.co.uk for those who elected to receive

documents electronically. All resolutions for which notice

has been given will be decided on a poll.

The Directors’ Report was approved by the Board and signed

on its behalf by

Paul Lister

Company Secretary

2 November 2026

Associated British Foods plc

Registered ofﬁce:

Weston Centre

10 Grosvenor Street

London W1K 4QY

Company No. 293262


Associated British Foods plc	\| 138 \|	Annual Report 2026

STATEMENT OF DIRECTORS’ RESPONSIBILITIES

Statement of directors’ responsibilities

Statement of directors’ responsibilities in respect

of the Annual Report and the financial statements

The directors are responsible for preparing the Annual Report

and the Group and parent company financial statements

in accordance with applicable law and regulations.

Company law requires the directors to prepare Group and parent

company financial statements for each financial year. Under that

law they are required to prepare the Group ﬁnancial statements

in accordance with Adopted IFRS and have elected to prepare

the parent company ﬁnancial statements in accordance with

UK Accounting Standards, including FRS 101.

Under company law the directors must not approve the ﬁnancial

statements unless they are satisfied that they give a true and fair

view of the state of affairs of the Group and parent company

and of their profit or loss for that period.

In preparing each of the Group and parent company ﬁnancial

statements, the directors are required to:

• select suitable accounting policies and then apply

them consistently;

• make judgements and estimates that are reasonable

and prudent;

• for the Group ﬁnancial statements, state whether they have

been prepared in accordance with Adopted IFRS;

• for the parent company ﬁnancial statements, state whether

applicable UK Accounting Standards have been followed,

subject to any material departures disclosed and explained

in the parent company ﬁnancial statements; and

• prepare the ﬁnancial statements on the going concern basis

unless it is inappropriate to presume that the Group and

the parent company will continue in business.

The directors are responsible for keeping adequate accounting

records that are sufficient to show and explain the parent

company’s transactions and disclose with reasonable accuracy

at any time the ﬁnancial position of the parent company and

enable them to ensure that its ﬁnancial statements comply with

the Companies Act 2006. They have general responsibility for

taking such steps as are reasonably open to them to safeguard

the assets of the Group and to prevent and detect fraud

and other irregularities.

Under applicable law and regulations, the directors are also

responsible for preparing a Strategic Report, Directors’ Report,

Directors’ Remuneration Report and Corporate Governance

Statement that complies with that law and those regulations.

The directors are responsible for the maintenance and integrity

of the corporate and ﬁnancial information included on the

Company’s website. Legislation in the UK governing the

preparation and dissemination of ﬁnancial statements may

differ from legislation in other jurisdictions.

Responsibility statement of the directors in respect

of the Annual Report

We confirm that to the best of our knowledge:

• the financial statements, prepared in accordance with the

applicable set of accounting standards, give a true and fair

view of the assets, liabilities, financial position and profit or

loss of the Company and the undertakings included in the

consolidation taken as a whole; and

• the Strategic Report includes a fair review of the development

and performance of the business and the position of the

Company and the undertakings included in the consolidation

taken as a whole, together with a description of the principal

risks and uncertainties that they face.

We consider the Annual Report and financial statements, taken

as a whole, are fair, balanced and understandable and provide the

information necessary for shareholders to assess the Company’s

position and performance, business model and strategy.

On behalf of the Board

Michael McLintock

Chairman

George Weston

Chief Executive

2 November 2026


Associated British Foods plc	\| 139 \|	Annual Report 2026

INDEPENDENT AUDITOR’S REPORT

Independent Auditor’s report to the members of

Associated British Foods plc

Opinion

In our opinion:

• Associated British Foods plc’s Group financial statements

and parent company financial statements (the “financial

statements”) give a true and fair view of the state of

the Group’s and of the parent company’s affairs as at

12 September 2026 and of the Group’s profit for the

52 weeks then ended;

• the Group financial statements have been properly

prepared in accordance with UK adopted International

Accounting Standards;

• the parent company financial statements have been properly

prepared in accordance with United Kingdom Generally

Accepted Accounting Practice; and

• the financial statements have been prepared in accordance

with the requirements of the Companies Act 2006.

We have audited the financial statements of Associated British

Foods plc (the ‘parent company’) and its subsidiaries (the ‘Group’)

for the 52 weeks ended 12 September 2026 which comprise:


Group	Parent company
Consolidated balance sheet as at 12 September 2026	Balance sheet as at 12 September 2026
Consolidated income statement for the 52 weeks then ended	Statement of changes in equity for the 52 weeks then ended
Consolidated statement of comprehensive income for the 52 weeks then ended	Related notes 1 to 12 to the financial statements including material accounting policy information
Consolidated statement of changes in equity for the 52 weeks then ended
Consolidated statement of cash flows for the 52 weeks then ended
Related notes 1 to 31 to the financial statements, including material accounting policy information

The financial reporting framework that has been applied in the

preparation of the Group financial statements is applicable law

and UK adopted International Accounting Standards.

The financial reporting framework that has been applied in

the preparation of the parent company financial statements

is applicable law and United Kingdom Accounting Standards,

including FRS 101 “Reduced Disclosure Framework”

(United Kingdom Generally Accepted Accounting Practice).

Basis for opinion

We conducted our audit in accordance with International

Standards on Auditing (UK) (ISAs (UK)) and applicable law.

Our responsibilities under those standards are further described

in the Auditor’s responsibilities for the audit of the financial

statements section of our report. We believe that the audit

evidence we have obtained is sufficient and appropriate

to provide a basis for our opinion.

Independence

We are independent of the Group and parent company in

accordance with the ethical requirements that are relevant to our

audit of the financial statements in the UK, including the FRC’s

Ethical Standard as applied to listed public interest entities, and

we have fulfilled our other ethical responsibilities in accordance

with these requirements.

The non-audit services prohibited by the FRC’s Ethical Standard

were not provided to the Group or the parent company and

we remain independent of the Group and the parent company

in conducting the audit.

Conclusions relating to going concern

In auditing the financial statements, we have concluded that

the directors’ use of the going concern basis of accounting

in the preparation of the financial statements is appropriate.

Our evaluation of the directors’ assessment of the Group and

parent company’s ability to continue to adopt the going concern

basis of accounting included:

• understanding the process undertaken by management

to evaluate the economic impacts of the principal risks

on the Group and to reflect these in the Group’s forecasts

for the going concern period until 4 March 2028;

• assessing the reasonableness of forecasts underpinning

the going concern assessment which are based on the

Board-approved budget;

• analysing the historical accuracy of forecasting by comparing

management’s forecasts to actual results. We update

this through the post-balance sheet period and perform

enquiries to the date of this report to determine whether

forecast cash flows are reliable based on past experience;

• considering whether the Group’s forecasts in the going concern

assessment were consistent with other forecasts used by

the Group in its accounting estimates, including impairment;

• confirming the opening cash and cash equivalents to the

financial statements and the Group’s facilities to the

agreements and third party confirmations and agreeing

the terms of the facilities to the underlying contracts;

• considering the downside scenario identified by management

in their assessment on page 96, assessing whether there

are any other scenarios which should be considered, and

assessing whether the quantum of the impact of the downside

scenario in the going concern period was sufficiently severe

whilst remaining plausible;

• testing the clerical accuracy of the model used to prepare

the Group’s going concern assessment;

• performing a reverse stress test to establish the decrease

in liquidity that would lead to overall liquidity being exhausted

and considering whether this scenario was plausible;

• assessing the appropriateness of the Group’s disclosure

concerning the going concern basis of preparation; and

• assessing management’s approach to the proposed Primark

demerger, including its assumptions regarding the financing of

the Group, and understanding how the assumptions for the

Food business were determined.

The audit procedures performed to address this risk were

performed by the Group audit team.

We observed the significant liquidity that the Group has at its

disposal that can be utilised if the modelled downside was to

materialise. The Group has the facilities disclosed in note

27 which includes details of the maturities of those facilities.

Based on the work we have performed, we have not identified

any material uncertainties relating to events or conditions that,

individually or collectively, may cast significant doubt on the

Group and parent company’s ability to continue as a going

concern for a period to 4 March 2028.

In relation to the Group and parent company’s reporting on how

they have applied the UK Corporate Governance Code, we have

nothing material to add or draw attention to in relation to the

directors’ statement in the financial statements about whether


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INDEPENDENT AUDITOR’S REPORT CONTINUED

the directors considered it appropriate to adopt the going

concern basis of accounting.

Our responsibilities and the responsibilities of the directors with

respect to going concern are described in the relevant sections

of this report. However, because not all future events or

conditions can be predicted, this statement is not a guarantee

as to the Group’s ability to continue as a going concern.

Overview of our audit approach


Audit scope	• We performed an audit of the complete financial information of 111 components, audit procedures on specific balances for a further 14 components and specified audit procedures to obtain evidence for one or more relevant assertions on 15 components.
Key audit matters	• Assessment of the carrying value of goodwill, other intangible assets, property, plant and equipment, investment properties and right-of-use assets. • Revenue recognition, including the risk of management override.
Materiality	• We used an overall Group materiality of £72m which represents 5% of adjusted profit before taxation.

An overview of the scope of the parent company

and Group audits

We have followed a risk-based approach when developing our

audit approach to obtain sufficient and appropriate audit evidence

on which to base our audit opinion. We performed risk

assessment procedures, with input from our component

auditors, to identify and assess risks of material misstatement of

the Group financial statements and identified significant

accounts and disclosures. When identifying components at

which audit work needed to be performed to respond to the

identified risks of material misstatement of the Group financial

statements, we considered our understanding of the Group and

its business environment, the potential impact of climate

change, the applicable financial framework, the Group’s system

of internal control at the entity level, the existence of centralised

processes, applications and any relevant internal audit results.

We identified 20 components as individually relevant to

the Group due to relevant events and conditions underlying the

identified risks of material misstatement of the Group financial

statements being associated with the reporting components,

this includes significant risks or areas of higher assessed risk

of material misstatement of the Group financial statements

being associated with the components relative to the Group.

For those individually relevant components, we identified the

significant accounts where audit work needed to be performed

at these components by applying professional judgement,

having considered the Group significant accounts on which

centralised procedures will be performed, the reasons for

identifying the financial reporting component as an individually

relevant component and the size of the component’s account

balance relative to the Group significant financial statement

account balance.

We then considered whether the remaining Group significant

account balances not yet subject to audit procedures, in

aggregate, could give rise to a risk of material misstatement

of the Group financial statements. We selected 120 components

of the Group to include in our audit scope to address these risks.

Having identified the components for which work will be

performed, we determined the scope to assign to each component.

Of the 140 components selected, we designed and performed

audit procedures on the entire financial information of 111

components (“full scope components”). For 14 components

we designed and performed audit procedures on specific

significant financial statement account balances or disclosures

of the financial information of the component (“specific scope

components”). For the remaining 15 components, we performed

specified audit procedures to obtain evidence for one or more

relevant assertions. Our scoping to address the risk of material

misstatement for each key audit matter is set out in the Key

audit matters section of our report.

Involvement with component teams

In establishing our overall approach to the Group audit, we

determined the type of work that needed to be undertaken at

each of the components by us, as the Group audit engagement

team, or by component auditors operating under our instruction.

The Group audit team continued to follow a programme of

planned visits that has been designed to ensure that the Senior

Statutory Auditor completed a combination of physical visits to

component teams and alternative oversight procedures,

including video meetings and live reviews of our local audit

teams’ working papers based on the risk and size of our

components. During the current year’s audit cycle, visits were

undertaken by the Senior Statutory Auditor to the component

teams in Ireland, United Kingdom and Zambia. Other senior

members of the Group audit team visited component teams in

Argentina, Brazil, United States, Poland, Eswatini and Spain.

These visits involved discussing and directing the audit approach

of the component audit teams. We utilised our global audit

software to review key working papers, oversee the work

performed in response to the risk areas including asset

impairment and revenue recognition and to assess the significant

audit findings. The Group audit team interacted regularly with the

component teams where appropriate during various stages of

the audit, reviewed relevant working papers and were

responsible for the scope and direction of the audit process.

Where relevant, the section on key audit matters details the level

of involvement we had with component auditors to enable us to

determine that sufficient audit evidence had been obtained as a

basis for our opinion on the Group as a whole.

This, together with the additional procedures performed at Group

level, gave us appropriate evidence for our opinion on the Group

financial statements.

Climate change

Stakeholders are increasingly interested in how climate

change will impact Associated British Foods plc. The Group

has determined that the most significant future impacts from

climate change on its operations will be from the impact on key

agricultural crops, the impact of flooding on end to end supply

chain including operations, resilience of workers to mitigate/

adapt to climate change and transition risks as the world reduces

its reliance on carbon. These are explained on pages 72 to 85 in

the Task Force on Climate Related Financial Disclosures on

pages 86 to 95 in the principal risks and uncertainties. The Group

does not set group-wide climate-related commitments, in line

with its devolved business model, rather the separate

businesses set plans and commitments appropriate to their

operations and supply chains. The Group has explained its

climate commitments on pages 79 to 85 for ABF Sugar, Primark

and Twinings Ovaltine. All of these disclosures form part of the

“Other information”, rather than the audited financial

statements. Our procedures on these unaudited disclosures


Associated British Foods plc	\| 141 \|	Annual Report 2026

INDEPENDENT AUDITOR’S REPORT CONTINUED

therefore consisted solely of considering whether they are

materially inconsistent with the financial statements or our

knowledge obtained in the course of the audit or otherwise

appear to be materially misstated, in line with our responsibilities

on “Other information”.

In planning and performing our audit, we assessed the potential

impacts of climate change on the Group’s business and any

consequential material impact on its financial statements.

The Group has explained in its Material accounting policies

(Climate change) how it has reflected the impact of climate

change in its financial statements, including how this aligns with

its commitment to the aspirations of the Paris Agreement to

achieve net zero emissions by 2050. Significant judgements and

estimates relating to climate change are included on page 156.

These disclosures also explain where governmental and societal

responses to climate change risks are still developing, and where

the degree of certainty of these changes means that they cannot

be taken into account when determining asset and liability

valuations under the requirements of UK adopted International

Accounting Standards.

Our audit effort in considering the impact of climate change

on the financial statements was focused on evaluating

management’s assessment of the impact of climate risk,

physical and transition, its climate commitments, the effects

of material climate risks disclosed on pages 92 and 95 and

whether these have been appropriately reflected in asset values

where these are impacted by future cash flows and associated

sensitivity disclosures (see note 8). As part of this evaluation, we

performed our own risk assessment, supported by our climate

change internal specialists, to determine the risks of material

misstatement in the financial statements from climate change

which needed to be considered in our audit.

We also challenged the directors’ considerations of climate

change risks in their assessment of going concern and viability

and associated disclosures. Where considerations of climate

change were relevant to our assessment of going concern,

these are described above.

Based on our work, whilst we have not identified the impact

of climate change on the financial statements to be a standalone

key audit matter, we have considered the impact on the

following key audit matter: Assessment of the carrying value of

goodwill, other intangible assets, property, plant and equipment,

investment properties and right-of-use assets key audit matters.

Details of the impact, our procedures and findings are included in

our explanation of the key audit matters below.

Key audit matters

Key audit matters are those matters that, in our professional

judgement, were of most significance in our audit of the financial

statements of the current period and include the most significant

assessed risks of material misstatement (whether or not due

to fraud) that we identified. These matters included those

which had the greatest effect on: the overall audit strategy;

the allocation of resources in the audit; and directing the efforts

of the engagement team. These matters were addressed in

the context of our audit of the financial statements as a whole,

and in our opinion thereon, and we do not provide a separate

opinion on these matters.


Risk	Our response to the risk	Key observations communicated to the Audit Committee

Assessment of the carrying value

of goodwill, other intangible assets,

property, plant and equipment,

investment properties and right-of-use

assets (2026 – £11,630m; 2025 – £10,831m)

The Group had significant carrying

amounts of goodwill, other intangible

assets, property, plant and equipment,

investment properties and right-of-use

assets. The impairment assessments

covered all cash-generating units or

Groups of cash-generating units (‘CGUs’)

with goodwill and/or indicators of

impairment. Our audit effort was focused

on those businesses where we

considered there to be a greater risk of

impairment, in particular British Sugar

(carrying value £622m), sugar business in

Africa (carrying value £1,173m) and AB

Agri (carrying value £402m).

We understood the methodology applied by management in

performing its impairment assessments and assessed its

consistency with IAS 36. We walked through the relevant

controls but did not test their operating effectiveness.

For CGUs with indicators of impairment or lower levels of

headroom, including British Sugar, sugar business in Africa

and AB Agri, we performed detailed testing to critically

assess and corroborate the key inputs to the impairment

assessments, including:

• evaluating the composition of the CGUs and groups of

CGUs, and the appropriateness of the basis used to

determine recoverable amount;

• testing the clerical accuracy and integrity of the

impairment models and reconciling the carrying values to

the year-end trial balance;

• challenging forecast cash flows and key assumptions

against approved budgets, historical performance and

relevant external market data;

• assessing long-term growth rates against independently

obtained economic and industry forecasts;

We concluded that

management’s

impairment

assessments for British

Sugar, sugar business

in Africa and AB Agri

were supportable

based on the audit

evidence obtained.

We further concluded

that no additional

impairment was

required for British

Sugar at year end,

beyond that recognised

during the year.


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INDEPENDENT AUDITOR’S REPORT CONTINUED


Risk	Our response to the risk	Key observations communicated to the Audit Committee

British Sugar

British Sugar experienced challenging trading

conditions in FY26, driven by sustained lower sugar

prices and higher energy-related input costs.

Continued low sugar prices in the European market,

together with limited short-term pricing flexibility and

surplus sugar stocks in the UK market, reduced

profitability and placed pressure on the headroom in

the impairment assessment. In July 2026, the Group

announced the planned closure of British Sugar’s

Cantley site and recorded an impairment charge

of £71m.

Sugar business in Africa

The recoverability of ABF Sugar's significant recent

and continuing capital investments in Africa is

dependent on achieving increased production

volumes and profitability. Its operations are also

exposed to increasingly frequent and severe

weather-related events, including drought and

flooding, which could adversely affect agricultural

yields, production volumes, operating margins and

forecast cash flows.

AB Agri

The loss of a key customer contract resulted in a

significant reduction in profitability and deterioration

in trading performance. Management's impairment

assessment utilised a combination of EBITDA

multiples, asset-based valuations and discounted

cash flow models across the AB Agri business,

increasing the complexity and judgement involved in

determining the recoverable amount.

There was a risk that these CGUs or groups of CGUs

would not achieve the anticipated business

performance necessary to support their carrying

values, or that the estimated fair value less costs to

sell would not support the carrying value of the

underlying assets.

This could have resulted in an impairment charge not

being recognised by management. Significant

estimation was required in forecasting future cash

flows, determining appropriate discount rates and,

where applicable, determining the fair value less

costs to sell of each CGU or group of CGUs.

This risk existed in the prior year, albeit on different

CGUs or groups of CGUs. Our audit effort focused on

those businesses where we believed there was a

greater risk of impairment.

Refer to the Audit Committee Report (page 116);

accounting policies (pages 159 to 160); accounting

estimates and judgements (page 162); and notes 8,

9, 10 and 11 to the consolidated financial statements

(pages 173 to 179).

• with support from our internal

valuation specialists, independently

developing a range of discount rates

and comparing these against

management’s rates in the

impairment models;

• considering contrary audit evidence,

including the potential impact of

climate-related risks; and

• performing independent sensitivity

analyses to assess the effect of

reasonably possible changes

in key assumptions and

determining whether sufficient

headroom remained.

In addition:

• for British Sugar, with support from

our valuations specialists, we

independently assessed the forecast

sugar and energy prices used in the

cash flow projections;

• for the sugar business in Africa, we

performed sensitivity analysis to

evaluate the effect of adverse

climate-related events and other

reasonably possible changes on the

impairment assessment; and

• for AB Agri, we assessed the

appropriateness of the fair value less

costs of disposal approach and the

valuation methodology applied to

each underlying business. This

included challenging maintainable

EBITDA and market multiples (with

support from our valuations

specialists), and assessing estimated

sale prices for mill assets and

working capital against

comparable transactions.

We assessed the related financial

statement disclosures against IAS 1

and IAS 36, including the basis of

recoverable amount, key assumptions

and the adequacy of sensitivity

disclosures where a reasonably

possible change in a key assumption

could result in impairment.

We concluded that the

related disclosures were

appropriate, including

sensitivity disclosures

for British Sugar and the

sugar business in Africa.

No sensitivity disclosure

was required for AB Agri

as the impairment

assessment was not

sensitive to reasonably

possible changes in the

key assumptions.


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INDEPENDENT AUDITOR’S REPORT CONTINUED


Risk	Our response to the risk	Key observations communicated to the Audit Committee

Revenue recognition, including the risk

of management override £19,582m

(2025 – £19,459m)

Given the challenging trading conditions

in the year, there continues to be

pressure to meet expectations and

targets. Management’s reward and

incentive schemes, based on achieving

profit targets, also create an inherent

incentive for management to

manipulate revenue.

The majority of the Group’s sales

arrangements are generally

straightforward, being on a point of sale

basis and requiring little judgement to be

exercised. However, in Grocery, accruing

for the level of trade promotions

and rebates to be applied to its sales to

customers adds a level of estimation to

revenue recognition. Approximately 3%

(2025 – 3%) of the Group’s gross revenue

is deducted through such arrangements.

There is a risk that management may

override controls intentionally to misstate

revenue transactions, either through the

judgements made in estimating rebates

in Grocery or by recording fictitious

revenue transactions across the business.

This risk existed in the prior year as well.

Refer to the accounting policies (page

157) and note 1 to the consolidated

financial statements (pages 163 to 167).

We understood the revenue recognition policies and how

they are applied, including the relevant controls. We did not

test the operating effectiveness of these controls.

We discussed key contractual arrangements with

management and obtained relevant documentation,

including in respect of trade promotions and rebate

arrangements. Where rebate arrangements existed, on a

sample basis, we obtained third-party confirmations or

performed appropriate alternative procedures, including

reviewing contracts and recalculating rebates. We also

performed hindsight analysis over changes to prior period

rebate estimates to challenge the assumptions made,

including assessing the estimates for evidence of

management bias.

For several businesses, including Primark, as part of our

overall revenue recognition testing, we used data analysis

tools on revenue transactions in the period to test the

correlation of revenue to cash and sample tested to cash

receipts to verify the occurrence of revenue. For those in-

scope businesses where we did not use data analysis tools

we performed alternative procedures over revenue

recognition such as detailed transaction testing to invoices

and cash receipts. This provided us with assurance over

£17.2bn (88%) (2025 – £16.9bn (87%)) of revenue

recognised by the Group.

We performed other audit procedures specifically designed

to address the risk of management override of controls in

addition to the correlation testing including journal entry

testing, applying particular focus to manual journals.

The audit procedures performed to address this risk were

performed by component teams. We held regular

discussions with component teams throughout the audit to

direct their work. We reviewed component team

deliverables and, where a component’s revenue or rebates

were more significant, additional key working papers.

Based on the

procedures performed,

including those in

respect of trade

promotions and rebates

in Grocery, we did not

identify any evidence of

management override or

material misstatement

in the revenue

recognised in the period.

Our application of materiality

We apply the concept of materiality in planning and performing

the audit, in evaluating the effect of identified misstatements

on the audit and in forming our audit opinion.

Materiality

The magnitude of an omission or misstatement that, individually

or in the aggregate, could reasonably be expected to influence

the economic decisions of the users of the financial statements.

Materiality provides a basis for determining the nature

and extent of our audit procedures.

We determined materiality for the Group to be £72m

(2025 – £85m), which is 5% (2025 – 5%) of adjusted profit

before taxation. We believe that adjusted profit before taxation

provides us with the most relevant performance measure to

the stakeholders of the entity and therefore have determined

Group materiality based on this number.

We determined materiality for the parent company to be

£85m (2025 – £63m), which is 2% (2025 – 2%) of equity.


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INDEPENDENT AUDITOR’S REPORT CONTINUED

Performance materiality

The application of materiality at the individual account or balance

level. It is set at an amount to reduce to an appropriately low

level the probability that the aggregate of uncorrected and

undetected misstatements exceeds materiality.

On the basis of our risk assessments, together with our

assessment of the Group’s overall control environment, our

judgement was that performance materiality was 75% (2025 –

75%) of our planning materiality, namely £54m (2025 – £64m).

We have set performance materiality at this percentage given

our strong understanding of the Group, the predictable nature of

identified misstatements, and the absence of factors suggesting

an increased risk of material undetected misstatement.

Audit work was undertaken at component locations for the

purpose of responding to the assessed risks of material

misstatement of the Group financial statements. The

performance materiality set for each component is based on the

relative scale and risk of the component to the Group as a whole

and our assessment of the risk of misstatement at that

component. In the current year, the range of performance

materiality allocated to components was £5m to £53m (2025 –

£4m to £64m).

Reporting threshold

An amount below which identified misstatements are

considered as being clearly trivial.

We agreed with the Audit Committee that we would report

to them all uncorrected audit differences in excess of £1m

(2025 – £1m), as well as differences below that threshold that, in

our view, warranted reporting on qualitative grounds.

We evaluate any uncorrected misstatements against both

the quantitative measures of materiality discussed above and

in light of other relevant qualitative considerations in forming

our opinion.

Other information

The other information comprises the information included in the

Annual Report set out on pages 1 to 138, other than the financial

statements and our auditor’s report thereon. The directors are

responsible for the other information contained within the

Annual Report.

Our opinion on the financial statements does not cover the

other information and, except to the extent otherwise explicitly

stated in this report, we do not express any form of assurance

conclusion thereon.

Our responsibility is to read the other information and, in

doing so, consider whether the other information is materially

inconsistent with the financial statements or our knowledge

obtained in the course of the audit or otherwise appears to be

materially misstated. If we identify such material inconsistencies

or apparent material misstatements, we are required to determine

whether this gives rise to a material misstatement in the

financial statements themselves. If, based on the work we have

performed, we conclude that there is a material misstatement

of the other information, we are required to report that fact.

We have nothing to report in this regard.

Opinions on other matters prescribed

by the Companies Act 2006

In our opinion, the part of the Directors’ Remuneration Report

to be audited has been properly prepared in accordance with

the Companies Act 2006.

In our opinion, based on the work undertaken in the course

of the audit:

• the information given in the Strategic Report and the Directors’

Report for the financial year for which the financial statements

are prepared is consistent with the financial statements; and

• the Strategic Report and the Directors’ Report have been

prepared in accordance with applicable legal requirements.

Matters on which we are required to report

by exception

In light of the knowledge and understanding of the Group and

the parent company and its environment obtained in the course

of the audit, we have not identified material misstatements in

the Strategic Report or the Directors’ Report.

We have nothing to report in respect of the following matters

in relation to which the Companies Act 2006 requires us to

report to you if, in our opinion:

• adequate accounting records have not been kept by the parent

company, or returns adequate for our audit have not been

received from branches not visited by us; or

• the parent company financial statements and the part

of the Directors’ Remuneration Report to be audited are not

in agreement with the accounting records and returns; or

• certain disclosures of directors’ remuneration specified by law

are not made; or

• we have not received all the information and explanations

we require for our audit.

Corporate Governance Statement

We have reviewed the directors’ statement in relation to going

concern, longer-term viability and that part of the Corporate

Governance Statement relating to the Group and company’s

compliance with the provisions of the UK Corporate Governance

Code specified for our review by the UK Listing Rules.

Based on the work undertaken as part of our audit, we have

concluded that each of the following elements of the Corporate

Governance Statement is materially consistent with the financial

statements or our knowledge obtained during the audit:

• directors’ statement with regards to the appropriateness

of adopting the going concern basis of accounting and

any material uncertainties identified set out on page 96;

• directors’ explanation as to their assessment of the company’s

prospects, the period this assessment covers and why the

period is appropriate set out on page 96;

• directors’ statement on whether they have a reasonable

expectation that the Group will be able to continue in operation

and meets its liabilities set out on page 96;

• directors’ statement on fair, balanced and understandable set

out on page 138;

• Board’s confirmation that it has carried out a robust

assessment of the emerging and principal risks set out

on page 115;

• the section of the Annual Report that describes the review

of effectiveness of risk management and internal control

systems set out on page 114; and

• the section describing the work of the Audit Committee set

out on pages 113 to 119.


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INDEPENDENT AUDITOR’S REPORT CONTINUED

Responsibilities of directors

As explained more fully in the Directors’ Responsibilities

Statement set out on page 138, the directors are responsible for

the preparation of the financial statements and for being satisfied

that they give a true and fair view, and for such internal control

as the directors determine is necessary to enable the preparation

of financial statements that are free from material misstatement,

whether due to fraud or error.

In preparing the financial statements, the directors are

responsible for assessing the Group and parent company’s ability

to continue as a going concern, disclosing, as applicable, matters

related to going concern and using the going concern basis

of accounting unless the directors either intend to liquidate the

Group or the parent company or to cease operations, or have

no realistic alternative but to do so.

Auditor’s responsibilities for the audit of the

financial statements

Our objectives are to obtain reasonable assurance about

whether the financial statements as a whole are free from

material misstatement, whether due to fraud or error, and to

issue an auditor’s report that includes our opinion. Reasonable

assurance is a high level of assurance, but is not a guarantee

that an audit conducted in accordance with ISAs (UK) will always

detect a material misstatement when it exists. Misstatements

can arise from fraud or error and are considered material if,

individually or in the aggregate, they could reasonably be

expected to influence the economic decisions of users taken

on the basis of these financial statements.

Explanation as to what extent the audit was considered

capable of detecting irregularities, including fraud

Irregularities, including fraud, are instances of non-compliance

with laws and regulations. We design procedures in line with our

responsibilities, outlined above, to detect irregularities, including

fraud. The risk of not detecting a material misstatement due

to fraud is higher than the risk of not detecting one resulting

from error, as fraud may involve deliberate concealment by, for

example, forgery or intentional misrepresentations, or through

collusion. The extent to which our procedures are capable

of detecting irregularities, including fraud is detailed below.

However, the primary responsibility for the prevention and

detection of fraud rests with both those charged with

governance of the company and management. Our approach

was as follows:

• we obtained an understanding of the legal and regulatory

frameworks that are applicable to the Group and determined

that the most significant frameworks which are directly

relevant to specific assertions in the financial statements are

those that relate to the reporting framework (UK adopted

International Accounting Standards, United Kingdom Generally

Accepted Accounting Practice, the Companies Act 2006 and

the UK Corporate Governance Code) and the relevant tax laws

and regulations in the jurisdictions in which the Group operates.

In addition, we concluded that there are certain significant

laws and regulations which may have an effect on the

determination of the amounts and disclosures in the financial

statements being the UK Listing Rules of the UK Listing

Authority, and those laws and regulations relating to health

and safety, employee matters, food standards and food safety.

• we understood how the Group is complying with those

frameworks by observing the oversight of those charged with

governance, the culture of honesty and ethical behaviour and

whether a strong emphasis is placed on fraud prevention, which

may reduce opportunities for fraud to take place, and fraud

deterrence, which could persuade individuals not to commit

fraud because of the likelihood of detection and punishment.

• we assessed the susceptibility of the Group’s financial

statements to material misstatement, including how fraud

might occur by meeting with management from various parts

of the business to understand where it considered there

was susceptibility to fraud. We also considered performance

targets and their influence on efforts made by management

to manage earnings or influence the perceptions of analysts.

We considered the programmes and controls that the Group

has established to address risks identified, or that otherwise

prevent, deter and detect fraud; and how senior management

monitors those programmes and controls.

• based on this understanding we designed our audit

procedures to identify non-compliance with such laws and

regulations. Our procedures involved: journal entry testing,

with a focus on manual consolidation journals and journals

indicating large or unusual transactions based on our

understanding of the business; enquiries of legal counsel,

Group management, internal audit, divisional management

and all full and specific scope management; and focused

testing, as referred to in the key audit matters section above.

• where the risk was considered to be higher, we performed

audit procedures to address each identified fraud risk. These

procedures included testing manual journals and testing the

authorisation of certain significant supplier contracts and

payments related to capitalisation of assets, and were

designed to provide reasonable assurance that the financial

statements were free from material fraud or error.

A further description of our responsibilities for the audit of

the financial statements is located on the Financial Reporting

Council’s website at www.frc.org.uk/auditorsresponsibilities.

This description forms part of our auditor’s report.

Other matters we are required to address

• Following the recommendation from the Audit Committee,

we were appointed by the company on 4 December 2015

to audit the financial statements for the 52 weeks ended

17 September 2016 and subsequent financial periods. The

period of total uninterrupted engagement including previous

renewals and reappointments is 11 years, covering the 52

weeks ended 17 September 2016 until the 52 weeks ended

12 September 2026.

• The audit opinion is consistent with the additional report

to the Audit Committee.

Use of our report

This report is made solely to the parent company’s members, as

a body, in accordance with Chapter 3 of Part 16 of the

Companies Act 2006. Our audit work has been undertaken so

that we might state to the parent company’s members those

matters we are required to state to them in an auditor’s report

and for no other purpose. To the fullest extent permitted by law,

we do not accept or assume responsibility to anyone other than

the parent company and the parent company’s members as a

body, for our audit work, for this report, or for the opinions we

have formed.

Kevin Harkin (Senior statutory auditor)

for and on behalf of Ernst & Young LLP,

Statutory Auditor

Reading

3 November 2026


Associated British Foods plc	\| 146 \|	Annual Report 2026

INDEPENDENT ASSURANCE STATEMENT

Independent Limited Assurance Report to the Directors of

Associated British Foods plc

Ernst & Young LLP (‘EY’) was engaged by Associated British Foods plc (‘the Company’) to perform a limited assurance engagement

in accordance with International Standard on Assurance Engagements (‘ISAE’) 3000 (Revised) to report on the Company’s selected

non-financial indicators as listed below in Table 1 (the ‘Subject Matter’) for the year ended 31 July 2026 (or for the 52 weeks ended 12

September 2026 for metrics marked with an asterisk) presented in the Associated British Foods plc 2026 Annual Report and in the

2026 Data subsection of the Responsibility section of the Company’s website (together the ‘Reports’). In preparing the Subject

Matter, the Company applied the ‘Methodologies’ and ‘Scope of reporting’ as set out in the 2026 Data subsection of the

Responsibility section of the Company’s website (the ‘Criteria’).

The Subject Matter is marked up with a △ symbol within the Reports. Other than as described in the preceding paragraph we did

not perform assurance procedures on any other information included in the Reports, and accordingly, we do not express an opinion

or conclusion on any information, other than the sustainability metrics marked with a △ symbol.

Table 1. List of selected non-financial indicators


Topic		Indicator name
Associated British Foods plc – Group
Health and Safety (H&S)		• Number of work-related fatalities to employees • Number of work-related fatalities to independent contractors as a result of Associated British Foods’ work activities • Number of Lost Time Injuries (LTIs) to employees on-site • Number of LTIs to contractors on-site • LTIs rate (%) to employees on-site • LTIs rate (%) to contractors on-site
Environment		• Total energy consumed (GWh) • Percentage of renewable energy (%) • Total energy exported (GWh) • Biogenic carbon emissions (tCO₂e) • Greenhouse gas emissions (tCO ₂e) consisting of: • Scope 1 • Scope 2 location-based • Scope 2 market-based • Total Scope 1 and Scope 2 (market-based) greenhouse gas emissions (tCO₂e) • Total waste generated (tonnes) • Percentage of waste generated sent for recycling or other beneficial use (%) • Quantity of packaging used for the containment, protection, handling, delivery and presentation of goods (tonnes) • Total water abstracted (m³) • Water reused or recycled (m³)
People		• Number of employees* • Percentage of women in workforce (%)*
Business segment specific – Primark
Environment		• Greenhouse gas emissions (Scopes 1, 2 market-based and 3) (tCO₂e) • Percentage of our clothing unit sales containing recycled or more sustainably sourced materials (%) • Selling space (sq ft)* • Number of countries of operation*


Associated British Foods plc	\| 147 \|	Annual Report 2026

INDEPENDENT ASSURANCE STATEMENT CONTINUED

Conclusion

Based on the procedures performed and evidence obtained,

nothing has come to our attention that causes us to believe

that the Subject Matter is not prepared, in all material respects,

in accordance with the Criteria.

Basis for our conclusion

We conducted our engagement in accordance with International

Standard on Assurance Engagements 3000 (Revised), Assurance

Engagements Other than Audits or Reviews of Historical

Financial Information, as promulgated by the International

Auditing and Assurance Standards Board (IAASB) and the terms

of our engagement letter dated 8 June 2026 and subsequently

amended on 28 October 2026 as agreed with Associated British

Foods plc.

In performing this engagement, we have applied International

Standard on Quality Management (‘ISQM’) 1 Quality

Management for Firms that Perform Audits or Reviews of

Financial Statements, or Other Assurance or Related Services

engagements, which requires that we design, implement

and operate a system of quality management including

policies or procedures regarding compliance with ethical

requirements, professional standards and applicable legal

and regulatory requirements.

We have maintained our independence and other ethical

requirements of the Institute of Chartered Accountants of

England and Wales (‘ICAEW’) Code of Ethics (which includes

the requirements of the Code of Ethics for Professional

Accountants issued by the International Ethics Standards Board

for Accountants (‘IESBA’)). We are the independent auditor

of the Company and therefore we will also comply with the

independence requirements that are relevant to our audit of

the financial statements in the UK, including the FRC’s Ethical

Standard as applied to listed public interest entities.

Responsibilities of the Company

The Subject Matter needs to be read and understood together

with the Criteria. The directors of the Company are solely

responsible for:

• the selection of the Subject Matter to be assured;

• selecting suitable Criteria against which the Subject Matter

is to be evaluated and ensuring the Criteria is relevant

and appropriate;

• preparing and presenting the Subject Matter in accordance

with the Criteria; and

• designing and implementing internal controls and other

processes they determine is necessary to enable the Subject

Matter to be free from material misstatement, whether due

to fraud or error.

Responsibilities of Ernst & Young LLP

It is our responsibility to:

• plan and perform the engagement to obtain limited assurance

in respect of whether the Subject Matter has not been

prepared in all material respects in accordance with the Criteria;

• form an independent conclusion on the basis of the work

performed and evidence obtained; and

• report our conclusion to the directors of the Company.

Our approach

We conducted our engagement in accordance with International

Standard on Assurance Engagements 3000 (Revised), Assurance

Engagements Other than Audits or Reviews of Historical

Financial Information and ISAE 3410, Assurance Engagements

on Greenhouse Gas Statements, as promulgated by the

International Auditing and Assurance Standards Board (IAASB).

Those standards require that we plan and perform our

engagement to express a conclusion on whether we are aware

of any material modifications that need to be made to the

Subject Matter in order for it to be in accordance with the

Criteria, and to issue a report.

The procedures performed in a limited assurance engagement

vary in nature and timing from, and are less in extent than for,

a reasonable assurance engagement. Consequently, the level

of assurance obtained in a limited assurance engagement

is substantially lower than the assurance that would have

been obtained had a reasonable assurance engagement been

performed. Our procedures were designed to obtain a limited

level of assurance on which to base our conclusion and do

not provide all the evidence that would be required to provide

a reasonable level of assurance.

Although we considered the effectiveness of management’s

internal controls when determining the nature and extent of our

procedures, our assurance engagement was not designed to

provide assurance on internal controls. Our procedures did not

include testing controls or performing procedures relating to

checking aggregation or calculation of data within IT systems.

A limited assurance engagement consists of making enquiries,

primarily of persons responsible for preparing the Subject Matter

and related information, and applying analytical and other

appropriate procedures.


Associated British Foods plc	\| 148 \|	Annual Report 2026

INDEPENDENT ASSURANCE STATEMENT CONTINUED

Because a limited assurance engagement can cover a range

of assurance, the detail of the procedures we have performed

is included below, so that our conclusion can be understood

in the context of the nature, timing and extent of procedures

we performed.

• engaged with selected members of the Company's leadership

and senior management to discuss the governance structures

around the preparation of the Subject Matter;

• made enquiries and performed walkthroughs with key

data owners within each division, and the central team,

to understand the processes to capture, collate, aggregate,

validate and source the data required to generate the Subject

Matter as it relates to the Company’s consolidated figures;

• performed analytical procedures over the quantitative

elements of the Subject Matter, including consideration

of trends, to identify potential anomalies within the Subject

Matter and obtain management explanations for any

significant differences identified;

• analysed each division’s contribution to the Company’s

consolidated figures to identify material risk areas and

designed analytical or substantive procedures responsive

to these risks, consistent with the established Criteria;

• where deemed necessary tested, on a sample basis,

underlying source information to check the accuracy

of the Subject Matter;

• recalculated the group-level computations to assess

the accuracy of data aggregation and consolidation for

reporting purposes; and

• read the other information in the Associated British Foods plc

Annual Report 2026 to identify any material inconsistencies

between the other information and the Subject Matter.

We also performed such other procedures as we considered

necessary in the circumstances.

Inherent limitations

Non-financial information is subject to more inherent limitations

than financial information, given the characteristics of the

underlying subject matter. Because there is not yet a large

body of established practice upon which to base measurement

and evaluation techniques, the methods used for measuring

or evaluating non-financial information, including the precision

of different techniques, can differ, yet be equally acceptable.

This may affect the comparability between entities

and over time.

Our conclusion is based on historical information and the

projection of any information or conclusions in the attached

report to any future periods would be inappropriate.

The greenhouse gases (‘GHG’) quantification process

is subject to scientific uncertainty, which arises because of

incomplete scientific knowledge about the measurement of

GHGs. Additionally, GHG procedures are subject to estimation

(or measurement) uncertainty resulting from the measurement

and calculation processes used to quantify emissions within

the bounds of existing scientific knowledge.

Use of our report

This report is produced in accordance with the terms of our

engagement letter dated 8 June 2026, and subsequently

amended on 28 October 2026, solely for the purpose of

reporting to the directors of the Company in connection with the

Subject Matter for the year ended 31 July 2026 (or for the 52

weeks ended 12 September 2026 for metrics marked with an

asterisk in Table 1 on page 146).

Those terms permit disclosure on the Company’s website, solely

for the purpose of the Company showing that it has obtained

an independent assurance report in connection with the

Subject Matter.

To the fullest extent permitted by law, we do not accept or

assume responsibility to anyone other than the Company and

the Company's directors as a body, for our work, for this report

or for the conclusions we have formed. This engagement is

separate to, and distinct from, our appointment as the auditor

to the Company.

Ernst & Young LLP

Reading

3 November 2026


Associated British Foods plc	\| 149 \|	Annual Report 2026

FINANCIAL STATEMENTS

Consolidated income statement

for the 52 weeks ended 12 September 2026


		2026	2025
Continuing operations	Note	£m	£m
Revenue	1	19,582	19,459
Operating costs before exceptional items	2	(18,218)	(17,882)
Exceptional items	2	(113)	(188)
		1,251	1,389
Share of profit after tax from joint ventures and associates	12	74	103
Profits less losses on disposal of non-current assets		2	(9)
Operating profit		1,327	1,483

Adjusted operating profit	1	1,508	1,734
Profits less losses on disposal of non-current assets		2	(9)
Amortisation of non-operating intangibles	8	(40)	(40)
Acquired inventory fair value adjustments	2	(3)	(1)
Transaction costs	2	(27)	(13)
Exceptional items	2	(113)	(188)

Profits less losses on sale and closure of businesses	24	—	(32)
Profit before interest		1,327	1,451
Finance income	4	38	47
Finance expense	4	(159)	(132)
Other financial income	4	70	47
Profit before taxation		1,276	1,413

Adjusted profit before taxation		1,457	1,696
Profits less losses on disposal of non-current assets		2	(9)
Amortisation of non-operating intangibles	8	(40)	(40)
Acquired inventory fair value adjustments	2	(3)	(1)
Transaction costs	2	(27)	(13)
Exceptional items	2	(113)	(188)
Profits less losses on sale and closure of businesses	24	—	(32)
Taxation – UK (excluding tax on exceptional items)		(27)	(77)
– UK (on exceptional items)		19	9
– Overseas (excluding tax on exceptional items)		(307)	(308)
– Overseas (on exceptional items)		(22)	8
	5	(337)	(368)
Profit for the period		939	1,045

Attributable to
Equity shareholders		930	1,025
Non-controlling interests		9	20
Profit for the period		939	1,045

Basic and diluted earnings per ordinary share (pence)	7	131.9	141.6
Dividends per share paid and proposed for the period (pence)	6	63.0	63.0


Associated British Foods plc	\| 150 \|	Annual Report 2026

FINANCIAL STATEMENTS CONTINUED

Consolidated statement of comprehensive income

for the 52 weeks ended 12 September 2026


		2026	2025
	Note	£m	£m
Profit for the period recognised in the income statement		939	1,045

Other comprehensive income

Remeasurements of defined benefit schemes	13	101	155
Deferred tax associated with defined benefit schemes		(25)	(37)
Items that will not be reclassified to profit or loss		76	118

Effect of movements in foreign exchange		111	(29)
Net (loss)/gain on hedge of net investment in foreign subsidiaries		(4)	1
Net (loss)/gain on other investments held at fair value through other comprehensive income		(1)	2
Deferred tax on foreign exchange movements		(1)	1
Current tax on foreign exchange movements		—	(1)
Movement in cash flow hedging position		69	(96)
Deferred tax on cash flow hedging position movements		(28)	11
Share of other comprehensive loss of joint ventures and associates		(1)	(10)
Effect of hyperinflationary economies		58	100
Items that are or may be subsequently reclassified to profit or loss		203	(21)

Other comprehensive income for the period		279	97

Total comprehensive income for the period		1,218	1,142

Attributable to
Equity shareholders		1,192	1,099
Non-controlling interests		26	43
Total comprehensive income for the period		1,218	1,142


Associated British Foods plc	\| 151 \|	Annual Report 2026

FINANCIAL STATEMENTS CONTINUED

Consolidated balance sheet

at 12 September 2026


		2026	2025
	Note	£m	£m
Non-current assets
Intangible assets	8	1,955	1,892
Property, plant and equipment	9	7,167	6,589
Investment properties	10	88	96
Right-of-use assets	11	2,363	2,219
Investments in joint ventures	12	259	270
Investments in associates	12	140	100
Employee benefits assets	13	1,777	1,659
Deferred tax assets	14	204	230
Other receivables	27	35	35
Total non-current assets		13,988	13,090

Current assets
Assets classified as held for sale	16	57	35
Inventories	17	3,053	3,169
Biological assets	18	134	120
Trade and other receivables	15	1,864	1,692
Derivative assets	27	94	23
Income tax		66	105
Cash and cash equivalents	19	1,010	1,057
Total current assets		6,278	6,201
Total assets		20,266	19,291

Current liabilities
Liabilities classified as held for sale	16	(3)	–
Lease liabilities	11	(360)	(293)
Loans and overdrafts	20	(226)	(258)
Trade and other payables	21	(3,320)	(3,068)
Derivative liabilities	27	(68)	(158)
Income tax		(103)	(167)
Provisions	22	(106)	(91)
Total current liabilities		(4,186)	(4,035)

Non-current liabilities
Lease liabilities	11	(2,788)	(2,726)
Loans	20	(479)	(409)
Provisions	22	(85)	(70)
Income tax		(9)	(15)
Deferred tax liabilities	14	(877)	(781)
Employee benefits liabilities	13	(72)	(69)
Total non-current liabilities		(4,310)	(4,070)
Total liabilities		(8,496)	(8,105)
Net assets		11,770	11,186

Equity
Issued capital	23	40	40
Other reserves	23	180	181
Translation reserve	23	(356)	(444)
Hedging reserve	23	15	(96)
Retained earnings		11,728	11,378
Total equity attributable to equity shareholders		11,607	11,059
Non-controlling interests		163	127
Total equity		11,770	11,186

The financial statements on pages 149 to 220 were approved by the Board of Directors on 2 November 2026 and were signed

on its behalf by:


Michael McLintock Chairman	Joana Edwards Group Chief Financial Officer


Associated British Foods plc	\| 152 \|	Annual Report 2026

FINANCIAL STATEMENTS CONTINUED

Consolidated cash flow statement

for the 52 weeks ended 12 September 2026


		2026	2025
	Note	£m	£m
Cash flow from operating activities
Profit before taxation		1,276	1,413
Profits less losses on disposal of non-current assets		(2)	9
Profits less losses on sale and closure of businesses		—	32
Transaction costs	2	27	13
Finance income	4	(38)	(47)
Finance expense	4	159	132
Other financial income	4	(70)	(47)
Share of profit after tax from joint ventures and associates	12	(74)	(103)
Amortisation	8	97	95
Depreciation and impairment (including of right-of-use assets)		957	893
Exceptional items	2	113	188
Acquired inventory fair value adjustments		3	1
Effect of hyperinflationary economies		21	19
Net change in the fair value of current biological assets		(3)	(26)
Share-based payment expense	25	18	18
Pension costs less contributions		76	65
Decrease/(increase) in inventories		161	(223)
Increase in receivables		(47)	(13)
Increase in payables		114	141
Purchases less sales of current biological assets		—	1
Decrease in provisions		(3)	(32)
Cash generated from operations		2,785	2,529
Income taxes paid		(302)	(298)
Net cash generated from operating activities		2,483	2,231

Dividends received from joint ventures and associates	12	77	108
Purchase of property, plant and equipment and investment properties		(1,162)	(1,099)
Purchase of intangibles		(84)	(135)
Lease incentives received		—	23
Sale of property, plant and equipment and investment properties		36	13
Decrease in current asset investments	26	—	334
Purchase of subsidiaries (net of cash acquired)	24	(167)	(4)
Sale of subsidiaries		(6)	(4)
Purchase of other investments		(20)	(6)
Interest received		38	49
Net cash used in investing activities		(1,288)	(721)

Dividends paid to non-controlling interests		(5)	(8)
Dividends paid to equity shareholders	6	(446)	(656)
Interest paid	26	(162)	(143)
Repayment of lease liabilities	26	(400)	(351)
Lease incentives received		44	—
(Decrease)/increase in short-term loans	26	(10)	2
Increase/(decrease) in long-term loans	26	40	(6)
Share buyback		(253)	(603)
Purchase of own shares held		(20)	(26)
Net cash used in financing activities		(1,212)	(1,791)

Net decrease in cash and cash equivalents	26	(17)	(281)
Cash and cash equivalents at the beginning of the period		926	1,235
Effect of movements in foreign exchange		(10)	(28)
Cash and cash equivalents at the end of the period	26	899	926


Associated British Foods plc	\| 153 \|	Annual Report 2026

FINANCIAL STATEMENTS CONTINUED

Consolidated statement of changes in equity

for the 52 weeks ended 12 September 2026


		Attributable to equity shareholders
	Note	Issued capital	Other reserves	Translation reserve	Hedging reserve	Retained earnings	Total	Non- controlling interests	Total equity
		£m	£m	£m	£m	£m	£m	£m	£m
Balance as at 14 September 2024		42	177	(383)	(45)	11,395	11,186	92	11,278
Total comprehensive income
Profit for period recognised in income statement		–	–	–	–	1,025	1,025	20	1,045
Remeasurements of defined benefit schemes		–	–	–	–	155	155	–	155
Deferred tax associated with defined benefit schemes		–	–	–	–	(37)	(37)	–	(37)
Items that will not be reclassified to profit or loss		–	–	–	–	118	118	–	118
Effect of movements in foreign exchange		–	–	(52)	–	–	(52)	23	(29)
Net gain on hedge of net investment in foreign subsidiaries		–	–	1	–	–	1	–	1
Net gain on other investments held at fair value through OCI		–	2	–	–	–	2	–	2
Deferred tax on foreign exchange movements		–	–	1	–	–	1	–	1
Current tax on foreign exchange movements		–	–	(1)	–	–	(1)	–	(1)
Movement in cash flow hedging position		–	–	–	(96)	–	(96)	–	(96)
Deferred tax on cash flow hedging position movements		–	–	–	11	–	11	–	11
Share of other comprehensive loss of joint ventures and associates		–	–	(10)	–	–	(10)	–	(10)
Effect of hyperinflationary economies		–	–	–	–	100	100	–	100
Items that are or may be subsequently reclassified to profit or loss		–	2	(61)	(85)	100	(44)	23	(21)
Other comprehensive income		–	2	(61)	(85)	218	74	23	97
Total comprehensive income		–	2	(61)	(85)	1,243	1,099	43	1,142
Inventory cash flow hedge movements
Amounts transferred to cost of inventory		–	–	–	34	–	34	–	34
Total inventory cash flow hedge movements		–	–	–	34	–	34	–	34
Transactions with owners
Dividends paid to equity shareholders		–	–	–	–	(656)	(656)	–	(656)
Net movement in own shares held		–	–	–	–	(8)	(8)	–	(8)
Share buyback		(2)	2	–	–	(597)	(597)	–	(597)
Current tax associated with share-based payments		–	–	–	–	1	1	–	1
Dividends paid to non-controlling interests		–	–	–	–	–	–	(8)	(8)
Total transactions with owners		(2)	2	–	–	(1,260)	(1,260)	(8)	(1,268)
Balance as at 13 September 2025		40	181	(444)	(96)	11,378	11,059	127	11,186


Associated British Foods plc	\| 154 \|	Annual Report 2026

FINANCIAL STATEMENTS CONTINUED

Consolidated statement of changes in equity

for the 52 weeks ended 12 September 2026


		Attributable to equity shareholders
	Note	Issued capital	Other reserves	Translation reserve	Hedging reserve	Retained earnings	Total	Non- controlling interests	Total equity
		£m	£m	£m	£m	£m	£m	£m	£m
Balance as at 13 September 2025		40	181	(444)	(96)	11,378	11,059	127	11,186
Total comprehensive income
Profit for period recognised in income statement		–	–	–	–	930	930	9	939
Remeasurements of defined benefit schemes	13	–	–	–	–	101	101	–	101
Deferred tax associated with defined benefit schemes		–	–	–	–	(25)	(25)	–	(25)
Items that will not be reclassified to profit or loss		–	–	–	–	76	76	–	76
Effect of movements in foreign exchange		–	–	94	–	–	94	17	111
Net loss on hedge of net investment in foreign subsidiaries		–	–	(4)	–	–	(4)	–	(4)
Net loss on other investments held at fair value through OCI		–	(1)	–	–	–	(1)	–	(1)
Deferred tax on foreign exchange movements		–	–	(1)	–	–	(1)	–	(1)
Movement in cash flow hedging position		–	–	–	69	–	69	–	69
Deferred tax on cash flow hedging position movements		–	–	–	(28)	–	(28)	–	(28)
Share of other comprehensive loss of joint ventures and associates		–	–	(1)	–	–	(1)	–	(1)
Effect of hyperinflationary economies		–	–	–	–	58	58	–	58
Items that are or may be subsequently reclassified to profit or loss		–	(1)	88	41	58	186	17	203
Other comprehensive income		–	(1)	88	41	134	262	17	279
Total comprehensive income		–	(1)	88	41	1,064	1,192	26	1,218
Inventory cash flow hedge movements
Amounts transferred to cost of inventory		–	–	–	70	–	70	–	70
Total inventory cash flow hedge movements		–	–	–	70	–	70	–	70
Transactions with owners
Dividends paid to equity shareholders	6	–	–	–	–	(446)	(446)	–	(446)
Net movement in own shares held		–	–	–	–	(2)	(2)	–	(2)
Share buyback		–	–	–	–	(253)	(253)	–	(253)
Deferred tax associated with share-based payments		–	–	–	–	1	1	–	1
Current tax associated with share-based payments		–	–	–	–	1	1	–	1
Dividends paid to non-controlling interests		–	–	–	–	–	–	(5)	(5)
Changes in ownership of subsidiaries		–	–	–	–	(15)	(15)	15	–
Total transactions with owners		–	–	–	–	(714)	(714)	10	(704)
Balance as at 12 September 2026		40	180	(356)	15	11,728	11,607	163	11,770


Associated British Foods plc	\| 155 \|	Annual Report 2026

FINANCIAL STATEMENTS CONTINUED

Material accounting policies

for the 52 weeks ended 12 September 2026

Associated British Foods plc (the ‘Company’) is domiciled in the

United Kingdom. The consolidated financial statements for the

52 weeks ended 12 September 2026 comprise those of the

Company, its subsidiaries and its interest in joint ventures

and associates (the ‘Group’).

The directors approved the consolidated financial statements on

2 November 2026. The directors prepared and approved the

consolidated financial statements in accordance with UK-

adopted international accounting standards (‘Adopted IFRS’) and

with the requirements of the Companies Act 2006 as applicable

to companies reporting under those standards.

The Company has elected to prepare the parent company

financial statements under FRS 101. These are presented

on pages 221 to 227.

Basis of preparation

The Group presents its consolidated financial statements

in sterling, rounded to the nearest million, prepared on the

historical cost basis except that current biological assets and

certain financial instruments are stated at fair value, and assets

classified as held for sale are stated at the lower of carrying

amount and fair value less costs to sell.

The preparation of financial statements under Adopted IFRS

requires management to make judgements, estimates and

assumptions about the reported amounts of assets and liabilities,

income and expenses and the disclosure of contingent assets and

liabilities. The estimates and associated assumptions are based

on experience. Actual results may differ from these estimates.

Judgements made by management in the application of Adopted

IFRS that have a significant effect on the financial statements,

and estimates with a significant risk of material adjustment next

year, are discussed in the Significant accounting estimates and

Other areas of judgement and accounting estimates sections

detailed on page 162 .

The estimates and underlying assumptions are reviewed

regularly. Revisions to accounting estimates are recognised

prospectively from when the estimates are revised.

The accounting policies set out below apply to all periods

presented, except where stated otherwise.

Details of accounting standards which came into force

in the year are set out at the end of this note.

The Group’s consolidated financial statements are prepared to

the Saturday nearest to 15 September. Accordingly, they have

been prepared for the 52 weeks ended 12 September 2026

(2025 – 52 weeks ended 13 September 2025).

To avoid delay in the preparation of the consolidated financial

statements, the results of certain subsidiaries, joint ventures

and associates are included to 31 August each year.

Adjustments have been made where appropriate for significant

transactions or events occurring between 31 August and

12 September 2026.

The Group’s business activities, together with factors likely

to affect its future development, performance and position, are

set out in the Strategic Report on pages 1 to 97. The financial

position of the Group, its cash flows, liquidity position and

borrowing facilities are described in the Financial review

on pages 46 to 49.

In addition, the principal risks and uncertainties on pages 86

to 95 and note 27 on pages 194 to 205 provide details of the

Group’s policy on managing its financial and commodity risks.

Going concern

After making enquiries, the Board has a reasonable expectation

that the Group has adequate resources to continue in operational

existence for the foreseeable future. For this reason, they

continue to adopt the going concern basis in preparing the

consolidated financial statements.

The forecast for the going concern assessment period to

4 March 2028 has been reviewed in light of the latest trading

performance and is the best estimate of cash flow in the period.