Żabka Group

The Board of Directors of Zabka Group SA consists of appointed professionals and comprises 67% men and 33% women, with no employee representation. Directors are appointed by the general shareholders' meeting for up to six years, with the possibility of re-election. The Board determines the Group's overall strategy and supervises the Management Committee, to which it delegated management powers. Changes to composition were implemented on 3 May 2024. Members named include Tomasz Suchanski (CEO and Executive Director), Krzysztof Krawczyk (Chairman), Istvan Szoke, Stephan Schali PhD, Giulia Fitzpatrick and Olga Grygier-Siddons, several designated as Independent Non-Executive Directors, bringing skills in capital markets, private equity, strategy, finance and risk management. The Board met seven times in 2024 with an average attendance rate of 97%. An Audit Committee was established on 30 September 2024, chaired by Olga Grygier-Siddons with Giulia Fitzpatrick and Krzysztof Krawczyk. On 30 September 2024 the Board adopted a Diversity, Equity and Inclusion Policy.

An Independent Director, who also chairs the Audit Committee, was appointed by the Board of Directors to oversee sustainability and provide sustainability-related insights and recommendations to the Board, and interacts with the Group's ESG Business Forum. The first sustainability briefing for the Board was delivered on 27 November 2024, covering the state of readiness to implement CSRD reporting, the results of the double materiality assessment, and the preliminary work of the selected auditor. The Board was briefed on the ESG Framework and the set of key KPIs for 2025 during the budget meeting on 18 December 2024. Tomasz Blicharski, Group Chief Strategy and Development Officer, sponsors the sustainability agenda, while Marta Wrochna-Lastowska, Group Chief Financial Officer, sponsors ESG reporting and supervises sustainability-related risks including climate change. In November 2024 the Audit Committee was informed of the results of the Group's Double Materiality Assessment. The Group Sustainability Director reports to the CSDO and co-manages the ESG Centre of Excellence, comprising the ESG Strategy and ESG Reporting Departments.

In addition to fixed remuneration, Directors and key managers may receive variable remuneration in the form of an annual cash bonus and/or a long-term incentive plan (LTIP), internally regulated by the Zabka Group SA Remuneration Policy adopted at the General Meeting. Variable remuneration is awarded based on pre-defined criteria covering financial and non-financial results, including environmental impact, social responsibility and corporate governance. Measurable ESG targets are integrated into both the LTIP and the Short-Term Incentive Plan through the annual bonus scheme. At Zabka Polska, sustainability performance is integrated into the annual bonus via the ESG Index, which includes five equally weighted KPIs: sustainable lifestyle (sales of own brand products promoting a sustainable lifestyle), relationships with business partners (percentage familiarised with the Code of Conduct), employee and coworker engagement (Gallup Q12 Engagement Survey), circularity (reduction of virgin plastic in own brand plastic packaging), and decarbonisation (reduction of Scope 1 and 2 GHG emissions). In 2024, all KPIs met established targets, leading to a positive bonus contribution.

Zabka Group provides a statement on sustainability due diligence mapping the core elements of due diligence to sections of the sustainability statement for both people and environment. Embedding due diligence in governance, strategy and business model is addressed through the 2024 ESG highlights and policies related to own workforce, consumers and end-users, and the environmental area. Engaging with affected stakeholders across all key steps is covered in the interests and views of stakeholders and engagement sections. Identifying and assessing adverse impacts is linked to remediation and channels to raise concerns, customer data privacy, good nutrition, decarbonisation, biodiversity and circularity. Taking action to address adverse impacts references actions on own workforce, good nutrition, climate change, biodiversity and ecosystems, and resource use and circular economy. Human rights due diligence procedures are noted within the Group, with a commitment to continually developing the approach to due diligence.

The process of reporting, verifying and approving sustainability data at the Zabka Group is defined by the ESG Data Collection Procedure, which designates the Zabka Group CFO as the person responsible for overseeing the sustainability reporting process across the Group. The ESG Reporting Department, a Group function, prepares and organises the data collection process, identifies key stakeholders such as Data Providers and Business Owners, and integrates the reporting process with risk assessment results and relevant internal controls. Data Providers obtain data, verify accuracy, enter verified data into reporting tools and provide supporting evidence, while Business Owners supervise them to ensure accuracy and timely delivery. The ESG Reporting Department ensures transparency of consolidated Group-level values and conducts control activities comprising selective checking of evidence supporting reported non-financial data and on-site inspections to verify the correctness of the non-financial data reporting process. The Finance unit also manages controlling, risk management and internal audit.

Zabka Group operates a modern convenience ecosystem combining physical stores and a digital offering. Zabka Group SA is a Luxembourg holding company that does not conduct operations; the report refers largely to Zabka Polska, which generates 96% of Group revenues. The Group reported total net revenue of 23,797 million Polish zloty and generated 27.3bn PLN in sales to end customers, with 8.3% like-for-like sales growth. It operated 11,069 points of sale at year-end, with 1,100 new stores opened in 2024. The Group serves over 4.1 million daily customers, works with 9,443 franchisees in Poland and 59 agents in Romania (under the Froo brand), and has over 5,000 own workforce. Digital and D2C businesses include the Zappka app, Maczfit meal plans, delio and Zabka Jush. Core business units are Zabka Polska, Zabka International and Zabka Future. On the SFDR-derived datapoints, all net revenue is classified as from high climate impact sectors; involvement in chemical production is stated as not applicable to Zabka Group in 2024.

Zabka Group identified key stakeholder groups most affected along its value chain and engages with them regularly, taking their needs into account in decisions on future activities. A significant outcome of 2024 stakeholder engagement was implementation of the ESG Framework. Groups covered are suppliers, sub-suppliers, food producers and processors; own workforce (over 5,000); investors and institutions; local communities (nearly 17 million people in Poland live within 500 metres of a Zabka store); franchisees and agents (9,443 franchisees in Poland and 59 agents in Romania); customers and end-users (over 4.1 million daily); and the environment as a silent stakeholder. Engagement mechanisms include bilateral meetings, Zabka Polska's annual suppliers meeting, the Fair Business Platform, town halls, Net Promoter Score surveys, the Gallup Engagement Survey, the Franchisee Council, the Your Voice survey in the Zappka app, and dialogue with investors. Outcomes include increased seasonal and transport benefits to address pay discrepancies between distribution centres and stronger corporate governance infrastructure.

Zabka Group aggregated the highest-scored material impacts, risks and opportunities by ESRS topic, identifying E1, E4, E5, S1, S4 and G1 as material sustainability concerns, plus ESRS 2. Material IROs are mapped across the value chain (Sourcing and Procurement and Production upstream; Own Operations; Logistics, Store Operations and Sales; and End of Life downstream). Under E1 Climate Change these include climate risks developed (positive impact), emissions from agriculture and livestock farming, decarbonisation goals across the value chain, transportation impact on climate, energy use from fossil fuels and energy efficiency, with Zabka Polska pursuing SBTi-validated reduction targets. E4 covers sensitive resources policies for soy beans, cocoa and coffee. E5 covers reduction of virgin plastic and good customer habits, plus food waste in own and international operations. S1 covers employment conditions, production health and safety, pay equity and training. S4 covers customer data privacy (a risk to the EBITDA margin) and good nutrition. G1 covers corporate culture and anti-corruption practices. These interact with the Group's strategy through technological investment, decarbonisation and digital transformation.

Zabka Group conducted a double materiality assessment covering the entire value chain and all geographic areas of operation, using an approach aligned with CSRD requirements and EFRAG guidelines and focusing on impact and financial materiality. Identification of IROs drew on internal analyses (Enterprise Risk Management documentation, previous ESG reports, strategic documents and policies) and external analyses (sector-specific reporting standards including SASB, benchmarking, press coverage, the EcoVadis rating, and reports such as the KANTAR Sustainability report and Ziemianie Atakuja), plus stakeholder engagement and in-depth interviews with internal subject-matter experts including international entities. Short, mid and long-term horizons were considered. The impact materiality assessment determined the type of impact (positive/negative, actual/potential), developed 4 and 5-point scoring systems for scale, scope, irremediability and likelihood, and calculated a final score. The financial materiality assessment identified risks and opportunities including dependencies, evaluated significance against revenue growth, EBITDA margin and Weighted Average Cost of Capital, and multiplied by likelihood. The four key steps were understanding context, identifying IROs, assessment, and prioritisation and validation by the Management Committee, Board of Directors and Audit Committee.

Zabka Group lists all ESRS disclosure requirements in ESRS 2 and the six topical standards material to the Group that guided preparation of its sustainability statements. The Group omitted all disclosure requirements in the topical standards E2 (Pollution), E3 (Water), S2 (Workers in the value chain) and S3 (Affected communities) as these are below its materiality thresholds. The six material topical standards are E1 Climate Change, E4 Biodiversity, E5 Resource use and circular economy, S1 Own workforce, S4 Consumers and end-users, and G1 Business conduct, in addition to ESRS 2 General disclosures. The tables indicate where information lies outside the sustainability statement and is incorporated by reference to the management report or financial statements; disclosure requirements partially incorporated by reference from the management report were ESRS 2 GOV-1, GOV-5 and BP-2 datapoints 10 to 14. The tables also map datapoints derived from other EU legislation (SFDR, Pillar 3, Benchmark Regulation) and to GRI.

The Group states there is no transition plan within the meaning of ESRS E1-1 at the Zabka Group level, so resources allocated to it cannot be disclosed, and there was no significant CapEx relating to coal, oil or gas related economic activities in 2024. The Group integrates the Paris Agreement provisions, which coordinate global action to limit the temperature increase to under 1.5 degrees C. Zabka Polska, the most advanced entity and roughly 90% of Group GHG emissions across all scopes, has consistently implemented its decarbonisation plan under its Responsibility Strategy for 2021 to 2026, with GHG reduction targets independently validated by the Science Based Targets initiative (SBTi). In 2024 the Group held no substantial assets such as coal fired power plants intended for operation exceeding 30 years, and was not excluded from EU Paris aligned Benchmarks. Locked in emissions are acknowledged as a potential risk, though no detailed analysis has been conducted.

The Group manages climate change mitigation and adaptation through a set of policies. The ESG Framework commits the Group to international standards including the Paris Agreement, the UN Guiding Principles and the OECD Guidelines for Multinational Enterprises. The Environmental and Climate Framework Policy outlines directional ambitions on environmental and climate matters and covers climate and energy, biodiversity, responsible sourcing and circularity. The Decarbonisation Policy applies to Zabka Polska sp. z o.o. and units under its full operational control, defining principles for limiting GHG emissions across its value chain and directions of reduction actions in own operations (Scope 1 and 2), stores and the value chain (Scope 3). It was formally approved by Zabka Polska board members. Additional supporting policies include the Energy Policy, Transport Policy and Mobility Policy. Owners include the Group Sustainability Director and the Director of Quality Standards and Climate Protection.

Over the past two years Zabka Polska implemented actions to reduce Scope 1, 2 and 3 GHG emissions, funded through the annual budgeting process. The fleet integrated over 900 full hybrid, 300 plug in hybrid and more than 30 zero emission electric vehicles, supported by charging infrastructure and the 'Drive the future' driver programme, plus a 2024 fuel consumption limit. Refrigerated vehicles and enhanced thermal insulation at loading ramps improved delivery efficiency. Under a 15 year corporate power purchase agreement (cPPA) with Qair, Zabka Polska sources electricity and guarantees of origin from a wind farm for 2023 to 2038, with a similar solar agreement from October 2024 representing nearly 1.7 TWh, plus a 10 year agreement with Modus for about 50 GWh annually. Photovoltaic panels were installed at the Katy Wroclawskie centre. An ISO 50001 Energy Management System, closed refrigeration systems and zero heating doors were deployed. Achieved GHG emission reductions in 2024 totalled 1,770 tCO2e, with 353 tCO2e expected in following years.

Zabka Polska has had SBTi validated GHG reduction targets since 2021, with a baseline year of 2020, annual targets set and tracked monthly along the SBTi validated pathway. Scope 1 and 2 GHG emissions (without offset) fell from a baseline of 24,273 tCO2e to 16,701 tCO2e in 2024, a reduction of 31.2% versus the base year against a 2026 target of minus 25%. Franchise GHG emission intensity fell from 27.8 to 9.9 tCO2e per million PLN, a reduction of 64.4% versus a 2026 target of minus 70%. The share of purchasing and expenditure related to business partners with science based reduction targets rose from a baseline of 29% to 59% in 2024, against a 2026 target of 75%. No targets were set for the period from 2030 onwards, and the Group plans to establish measurable targets for all Group entities.

Total energy consumption in 2024 was 123,648 MWh. Total energy consumption from fossil sources was 94,239 MWh, representing 76% of the total. This comprised fuel consumption from crude oil and petroleum products of 67,731 MWh, natural gas of 15,711 MWh, and purchased electricity, heat, steam or cooling from fossil sources of 10,797 MWh, with zero from coal. Total energy consumption from nuclear sources was 0 (0%). Total energy consumption from renewable sources was 29,409 MWh, representing 24%, mostly purchased renewable electricity, heat, steam and cooling of 29,050 MWh plus 359 MWh of self generated non fuel renewable energy. Non renewable energy production was 18,104 MWh and renewable energy production 359 MWh. Total energy consumption from high climate impact sectors per net revenue was 5.19 MWh per million Polish zloty. Data was collected manually using calorific value rates provided by DEFRA.

For Zabka Polska in 2024, gross Scope 1 GHG emissions were 15,236 tCO2e, with 0% from regulated emission trading schemes. Gross location based Scope 2 emissions were 18,987 tCO2e and gross market based Scope 2 emissions 1,465 tCO2e, giving 16,701 tCO2e for Scope 1 and 2 combined. Gross Scope 3 emissions were 2,957,249 tCO2e, comprising category 1 purchased goods and services 2,460,749 tCO2e, category 2 capital goods 215,460 tCO2e, category 3 fuel and energy related activities 7,904 tCO2e, category 4 upstream transportation and distribution 48,596 tCO2e, and category 14 franchisees 224,540 tCO2e. Total GHG emissions were 3,142,616 tCO2e location based and 2,973,950 tCO2e market based. The percentage of Scope 3 calculated using primary data was 9%. The Group's first carbon footprint calculation estimated other entities at 410,599 tCO2e, and about 80% of store calculations rely on real meter data.

In 2024 the Zabka Group did not carry out projects to remove greenhouse gases or to reduce GHG emissions using carbon credits. Consequently, no GHG removals or GHG mitigation projects financed through carbon credits are disclosed for the reporting year.

In 2024 the Group did not use internal carbon pricing schemes. Consequently, no internal carbon pricing disclosures apply for the reporting year.

For anticipated financial effects from material physical and transition risks and potential climate related opportunities, the Group refers to section C.3.1 Decarbonisation for the physical risk analysis conducted for Zabka Polska. That analysis used IPCC AR6 scenarios, the middle of the road SSP2-4.5 and the high emissions SSP5-8.5, across short term (to 2025), medium term (to 2030) and long term (to 2050) horizons, and estimated anticipated annual average financial loss from property damage and business interruption for assets identified as vulnerable, finding the largest potential losses arise from business interruption rather than direct damage. Group wide resilience and climate risk analyses were still ongoing at the end of 2024, and a transition risk scenario analysis was under development. Several sub datapoints were not reported quantitatively for 2024, and the Group plans to disclose quantitatively calculated risks in years to come.

Due to the specific nature of the Group's retail activity, the majority of biodiversity and ecosystems-related impacts and dependencies originate from the supply chain. In 2024 the Group identified critical biodiversity impacts associated with Żabka Group entities and Żabka Polska's value chain at tier-1 suppliers, but did not conduct a separate resilience analysis. The process of identifying nature-related impacts and dependencies used International Standard Industrial Classification sector data and the ENCORE tool, considering impacts and dependencies rated 'high' and 'very high', and was guided by the TNFD Additional sector guidance for Food and agriculture. Risks and opportunities were assessed over short, medium and long-term horizons. A thorough analysis of 29 investment locations found none with a significant impact on biodiversity, while four sites showed possibly moderate impact on key biodiversity areas; two facilities lie within a 500-metre buffer of Natura 2000 sites.

The policies managing Żabka Group's environmental impact cover a wide range of issues including biodiversity, with details presented on the first page of the C.3 Environment chapter. A Biodiversity Policy was implemented in 2023. In the ESRS datapoint index, sustainable land and agriculture practices or policies (SFDR paragraph 24(b), pages 78 to 80) and policies to address deforestation (paragraph 24(d), pages 78 to 80) are reported, while sustainable oceans and seas practices or policies (paragraph 24(c)) are marked 'not applicable'. The policies aim to preserve rainforest and wildlife habitats and ensure sustainable sourcing of key commodities such as palm oil, fish and seafood.

Żabka Polska took significant steps in sustainable sourcing and animal welfare in its own brand products. Since 2023, only branded products with certified palm oil are accepted, contributing to preservation of rainforest and wildlife habitats. Commodities used in products are regulated to ensure sustainable sourcing of plant ingredients, fish and seafood; all own brand products containing fish and seafood carry MSC certification. The company eliminated cage-laid eggs from its products and own brand items, and Żabka stores offer coffee certified by the Rainforest Alliance. In 2024 the Group continued fulfilling the objectives of its 2023 Biodiversity Policy. In 2024 the Żabka Group did not use biodiversity offsets.

In 2024 Żabka Polska continued to fulfil the general objectives outlined in the Biodiversity Policy implemented in 2023, with actions undertaken to achieve its objectives described under E4-3. To further minimise its impact on nature and better track the effects of actions framed in respective deployment roadmaps, the Group intends to adopt measurable targets broadly covering two categories: indirect impacts related to sourcing products and/or materials, and direct impacts of the operational activities of the Group's entities. Measurable targets had not yet been quantified for this area at the reporting date.

Impact metrics related to biodiversity and ecosystems change: the number of sites owned, leased or managed in or near protected areas or key biodiversity areas that are negatively affected by operations is 1, and the area of such sites is 0.38 hectares. The site is a warehouse located 600 metres from a landscape park (Chojnowski Park Krajobrazowy) and a protected landscape area (Warszawski Obszar Chronionego Krajobrazu); the reported area is the area of the warehouse. In 2024 the Group also confirmed that no direct impact on endangered species was found, despite two facilities being located near Natura 2000 sites.

The Żabka Group has not yet calculated the anticipated financial effects from biodiversity and ecosystem-related risks and opportunities, but it plans to analyse and calculate the risks in years to come. The report qualitatively identifies material biodiversity-related physical risks (for example increased production and sourcing costs due to high baseline water stress, and higher capital expenditure on water purification and infrastructure repair) and transition risks (for example increased compliance and insurance costs, market share loss from slow adoption of environmentally friendly packaging, and loss of licence to operate in markets with deforestation-free commodity requirements), spanning direct operations and the upstream value chain.

Given the comprehensive scope of the Żabka Group's policies addressing environmental impact, policies related to resource use and circular economy are presented collectively, with specific details on the first page of the C.3 Environment chapter. Eco-design principles are incorporated into the Żabka Group's Environmental and Climate Framework Policy, enabling Żabka Polska to optimise waste management in alignment with the waste hierarchy and in accordance with the EU New Circular Economy Action Plan. The hierarchy of actions includes prevention, reuse, recycling, recovery and disposal, aiming to reduce waste production by limiting resource consumption, increasing use of secondary raw materials and introducing specific guidelines for packaging design.

The Group implemented initiatives across all Group entities addressing resource use and circularity. In 2024 the Group's product packaging contained 51.9% recyclable content, and all own brand packaging was aligned with eco-design principles using recycled materials such as rPET. Brands reducing virgin plastic most were Dobra Karma (144 tons of recycled content), Wycisk (128 tons) and Foodini (92 tons); 99.4% of own brand PET bottles are 100% made from recycled material. The 'Green Renewal' deposit-return project operated in five Polish cities, collecting 82.3 tons of PET bottles and 36.9 tons of aluminium cans in 2024. The Group also ran a 'reusable cup' initiative, 'Collective Packaging', 'Naturally Together' franchisee cooperation, and the Retail ReLooped project supported by the EU Interreg South Baltic programme. Żabka Polska's food waste intensity was reduced by 27.3% compared to the base year.

The Group plans to establish measurable targets for all Group entities. The targets related to resource use and circular economy, defined by Żabka Polska's Responsibility Strategy, are presented in the 2024 ESG highlights section of the report. Among these, in 2024 Żabka Polska reduced food waste intensity by 27.3% compared to the base year. Group-wide measurable targets covering all entities had not yet been fully established at the reporting date.

Resource inflows for 2024: the total weight of products and technical and biological materials used during the reporting period was 21,645 Mg. The percentage of sustainably sourced biological materials used was 10% (biological materials from sustainable sources being packaging with FSC or PEFC certifications). The absolute weight of secondary reused or recycled components, secondary intermediary products and secondary materials used to manufacture products (including packaging) was 7,342 Mg, representing 34% of materials used. Data on resource inflows covers own brand packaging, imported materials introduced to the market, and logistics materials used for transportation. Within own brands, 99.4% of PET bottles are 100% made from recycled material (rPET).

Resource outflows (products and materials): the rate of recyclable content in products packaging was 51.9% in 2024, calculated using the overall total weight of packaging materials used during the reporting period as the denominator. Group entities have no production processes as such, except Maczfit (meal manufacture); the Group introduces glass, plastic, paper, wood and metal to the market in packaging forms such as trays, bowls, cups, bottles, cans and films, under own brands including Foodini, Wycisk, Dobra Karma and S!. Reclaimed products and their packaging materials totalled 27,014 Mg against products sold of 18,566 Mg, giving a reclaimed rate of 146%; reclaimed material comes from vending machines, stores and cooperation with companies that recover materials from packaging.

The Żabka Group has not yet calculated the anticipated financial effects from resource use and circular economy-related impacts, risks and opportunities, but it plans to analyse and calculate the risks in future years. In the EU Taxonomy disclosures, circular economy activity 2.3 CE (collection and transport of non-hazardous and hazardous waste) was assessed as aligned, with aligned CAPEX for circular economy of 0.1% and eligible CAPEX of 0.1%. A quantified financial-effects figure for this topic was not disclosed for 2024.

Total waste generated in 2024 was 22,743 Mg, comprising 22,710 Mg of non-hazardous waste, 33 Mg of hazardous waste and 0 Mg of radioactive waste. Non-hazardous waste diverted from disposal was 19,154 Mg (recycling 17,369 Mg, other recovery 1,784 Mg, preparation for reuse 1 Mg); non-hazardous waste directed to disposal was 3,556 Mg (landfilling 2,358 Mg, incineration 606 Mg, other disposal 592 Mg). Hazardous waste directed to disposal was 33 Mg (all other disposal operations), with 0 Mg hazardous waste diverted from disposal. Non-recycled waste totalled 5,374 Mg, or 24% of waste. Waste primarily covers logistics centres (Żabka Polska), production facilities (Maczfit) and offices, with paper and plastic packaging the largest streams. Food waste generated in own operations (SASB FB-FR-150a.1) was 2,061 Mg.

The Zabka Group implemented a comprehensive range of policies to manage material risks, opportunities and dependencies related to its own workforce. Five Group policies apply: a Code of Conduct and Ethics for Employees, a Human Rights Policy, a Diversity, Equity and Inclusion Policy, a Labour Charter, and ISO 45001 occupational health and safety management systems. The Code of Conduct and Human Rights Policy were both implemented in 2024 and apply to the Zabka Group, with equivalent policies cascaded to Zabka International and Zabka Polska. The Human Rights Policy outlines internationally recognised human rights principles and covers prohibition of child labour, forced labour and human trafficking, freedom of association, working hours, remuneration and a violence-free working environment. The Labour Charter and ISO 45001 policy apply to Zabka Polska and cover work order, equal pay, counteracting mobbing and discrimination, and safe and healthy working conditions. Owners include the Group Chief People Officer and the Health and Safety Director.

The Zabka Group entities engage with their own people about impacts in various ways depending on the entity and type of impact. Zabka Polska conducts Gallup's Employee Engagement Survey annually for all employees and coworkers, and following the survey all managers together with their direct reports and a dedicated HR team analyse results from individual teams. The company also carries out satisfaction surveys called Pulse Check, usually conducted more than once a year. At the highest level, workforce engagement initiatives and the People Strategy are overseen by the Group Chief People Officer, while oversight of Employee Engagement Survey findings rests with the Organisational Culture Manager and team leaders at operational level. At Zabka Polska, regular elections are conducted for employee representatives who engage the employer on matters such as health and safety and workplace monitoring. Engagement with workforce representatives also occurs through the Health and Safety Committee, functioning at Zabka Polska, Zabka Property Fund, Zabka Automatic Logistics and Zabka Nano, which convenes at least quarterly. Regular Q&A sessions and Business Unit Forums are also held.

The Zabka Group ensures employees are informed about grievance mechanisms by incorporating this awareness into their employee experience, including onboarding at Zabka Polska with mandatory ethics training modules. Any Zabka Polska employee who considers they have experienced bullying, harassment or discrimination is entitled to submit a complaint to the anti-mobbing committee, and a similar solution exists at Maczfit. Employees may also raise concerns during meetings and through other engagement mechanisms described under S1-2. For details about the whistleblower hotline and measures taken to protect whistleblowers from retaliation, the report refers to section G1 on business conduct.

The Zabka Group implemented measures to manage significant workforce impacts and enhance its positive social impact. On equality, diversity and pay equity, Zabka Polska received EQUAL-SALARY Foundation certification affirming that gender does not influence employee wages, and was recognised in the Financial Times Diversity Leaders 2024 ranking. On employment conditions, in 2024 it employed 4,058 employees and cooperated with 3,170 co-workers, introducing a structured remuneration model, benefits packages and coworker engagement surveys. Maczfit established regular meetings for agency employees with an Agency Coordinator, introduced payslips for agency staff and developed a competency matrix for temporary workers. On health and safety, a Safety and Hygiene+ certification system developed with TUV NORD Poland was implemented across all Polish stores, logistics centres and own brand suppliers. On training, Zabka Polska offers upskilling and role-specific programmes such as Manager ON and Manager UP, language courses, the Zabka Academy, an Employee Assistance Programme, and a Microsoft AI partnership from 2024.

The Zabka Group plans to establish measurable targets for all Group entities. It outlines its targets and supporting metrics focused on enhancing positive impacts on the workforce, in alignment with Zabka Polska's strategy under the Responsible organisation pillar described on page 64 of the report. At the time of reporting, formal measurable targets across the Group had not yet been fully established.

The Zabka Group reported a total of 4,058 employees as of 31 December 2024, comprising 1,635 female and 2,423 male. Of these, 3,527 were permanent employees (1,439 female, 2,088 male) and 531 were temporary employees (196 female, 335 male). There were no employees with non-guaranteed hours. Full-time employees numbered 3,971 (1,606 female, 2,365 male) and part-time employees 87 (29 female, 58 male). By region, 3,069 employees were in Poland (1,297 female, 1,772 male) and 989 in Romania (338 female, 651 male), following the acquisition of DRIM and Froo Romania Holding S.A. during 2024. The rotation index shows 953 employees left the organisation in the reporting period, giving an employee turnover rate of 24.4 percent, calculated as leavers in 2024 divided by employees as of 31 December 2023. All numbers are reported in headcount, and the Other gender category was not applicable.

The Zabka Group reported 3,170 non-employees in its own workforce as of 31 December 2024, comprising 1,225 female and 1,945 male. This includes 1,442 self-employed (B2B, field staff) with 605 female and 837 male; 338 people on contracts of mandate, service contracts and deed contracts with 169 female and 169 male; and 1,390 people performing work based on an agreement with an agency conducting employment-related activities, with 451 female and 939 male. These represent workers bound by civil law contracts such as interns, individual contractors providing services to Group entities, and temporary workers provided by employment agencies. Data was collected via data collection forms filled out by Group entities and consolidated for the Group, reported in headcount as of 31 December 2024.

The Zabka Group reported that 0 percent of total employees are covered by collective bargaining agreements. On entry-level wages, the ratio of standard entry-level wage by gender compared to local minimum wage was, in Poland, 1.22 for female and 1.60 for male, and in Romania, 1.19 for both female and male. The ratio for each gender was calculated as the standard entry-level wage of each gender per minimum wage, with minimum wages identified through publicly available information from national institutions.

The Zabka Group reported diversity information on top management and all employees. At top management level there were 113 people (46 female, 67 male): 2 under 30 years old (1 female, 1 male), 104 between 30 and 50 years old (41 female, 63 male), and 7 over 50 years old (4 female, 3 male). Top management is defined as members of the management boards of Zabka Group companies and individuals who directly report to them. Across all 4,058 employees (1,635 female, 2,423 male), 1,203 were under 30 years old (485 female, 718 male), 2,526 were between 30 and 50 years old (1,058 female, 1,468 male), and 329 were over 50 years old (92 female, 237 male).

The Zabka Group reported that 0 percent of employees are paid below the applicable minimum wage. All employees receive at least the respective minimum wage in Poland and Romania. People on long-term leave were not included in the calculations.

Employees of the Zabka Group completed 32,697 hours of training during 2024. The average number of training hours offered to and completed by employees was 8.4 hours overall, comprising 10.2 hours for female and 7.2 hours for male employees. Training hours considered training conducted during 2024 for those employed as of 31 December 2024, excluding people on long-term leave; figures for Romanian entities and Cool Logistics were estimated. On performance reviews, 100 percent of employees participated in regular performance and/or career development reviews (100 percent female, 100 percent male). A regular performance review is defined as one based on criteria known to the employee and superior, undertaken at least once per year. Participation was calculated only for individuals employed as of 31 December 2024, excluding people on long-term leave and those under non-annual review schedules.

The Zabka Group reported no fatalities in 2024: 0 fatalities from work-related injuries and 0 from work-related ill health, across employees, non-employees and other workers on the organisation's sites. There were 52 recordable work-related accidents (40 employees, 12 non-employees). The rate of recordable work-related accidents was 5.60 for the Group overall (6.15 for employees, 4.31 for non-employees). There were 0 cases of recordable work-related ill health. Total days lost to work-related injuries and fatalities were 617, all attributable to work-related injuries, with 0 days lost to work-related ill health and 0 to work-related fatalities. On health and safety management system coverage, 84 percent of the total own workforce is covered (100 percent of employees, 63 percent of non-employees), while 47 percent overall are covered by a system based on legal requirements or recognised standards that has been internally or externally audited or certified (70 percent employees, 17 percent non-employees).

The Zabka Group reported an unadjusted gender pay gap by ordinary basic salary of -1.59 percent. It is calculated as the difference between average gross hourly pay for men and women divided by the average gross hourly pay for men, expressed as a percentage; the negative figure means women's average gross hourly earnings were slightly higher than men's. The figure does not take into account complementary or variable components, which the Group is working to reflect accurately following recent acquisitions and not-fully-integrated accounting systems. On remuneration ratio, the annual total remuneration ratio of the highest paid individual to the median annual total remuneration for all Zabka Polska employees (excluding the highest paid individual) was 1:47.7, presented for Zabka Polska as the biggest subsidiary. For entities other than Zabka Polska the ratio was between 1:3 and 1:11.

The Zabka Group reported 4 complaints filed through channels for people in own workforce to raise concerns in 2024, and 0 complaints filed to National Contact Points for OECD Multinational Enterprises. There was 1 incident of discrimination and harassment. The amount of material fines, penalties and compensation for damages as a result of violations regarding social and human rights factors was 0 Polish zloty. The number of severe human rights issues and incidents connected to own workforce was 0, including 0 cases of non-respect of UN Guiding Principles and OECD Guidelines, 0 severe human rights cases where the undertaking played a role securing remedy, and 0 Polish zloty in related fines. None of the 4 complaints were classified as severe human rights issues, though one confirmed complaint concerning discriminating behaviour was identified. An inter-disciplinary committee investigated, some allegations were confirmed and categorised as mobbing, the co-worker was given a formal verbal warning, and the Group decided to separate from the person.

The Zabka Group has implemented policies to manage material risks, opportunities and dependencies from impacts on customers, addressing customer data privacy and social inclusion of consumers (good nutrition). The Sustainable Food System Framework Policy, owned by the Group Sustainability Director, applies to the Zabka Group and is cascaded to Zabka International S.a r.l. It defines ambitions for creating a sustainable food system, commits to offering products of the highest quality, variety of choice starting with own brands, and clear labelling and transparent communication on products and nutrition profiles. GDPR Policies, owned by the GDPR Coordinator, apply across the Group with local-level policies owned by local data protection officers, implemented in 2024. Key issues covered include personal data processing, data retention, processing of data subject requests, risk analysis, selection of a data processor, evaluating and reporting personal data breaches, and documentation of organisational and technical data-protection measures.

The Group functions responsible for leading consumer engagement in nutrition awareness are the Quality Standards and Climate Protection Director and the Sustainable Food Manager. At Zabka Polska this area is managed by the Quality and Environmental Management Department. All consumers and end-users who may be materially impacted by the Zabka Group are included in the scope of the disclosure. Consumers can share nutritional or health concerns and labelling transparency issues through customer-service channels. Customer satisfaction is assessed regularly through surveys and feedback mechanisms, and after each customer interaction, whether written or by phone, a satisfaction survey (NPS) is sent to gather feedback. Consumer engagement at Dietly was strengthened by leveraging sales data and customer feedback to refine products. For further detail on consumer engagement the report refers to chapter C.2 General information and its 'Interests and views of our stakeholders' table.

Customers can raise concerns and complaints through multiple channels including email, in-app chat, live chat, phone, hotline and web forms. Zabka Polska operates a phone customer service line daily from 6 a.m. to 11 p.m., plus email, the Zappka application form and a Messenger chatbot. Complaints are processed on a first-in, first-out basis using the Jira and Freshworks platforms, with email inquiries resolved within 24 hours. Where irregularities are identified, customers are compensated with an in-store shopping voucher or loyalty points (Zapps). In 2024 the Group received 580,395 complaints from consumers and end-users, covering customer care, deliveries, labelling, quality and refunds; only about 1 per 2,600 client contacts results in a complaint. For customer data security, 34 substantiated complaints concerning breaches of customer privacy and losses of customer data were recorded (33 from outside parties, 1 from regulatory bodies), with 7 identified leaks, thefts or losses of customer data. A Data Protection Officer can be contacted by email, and individuals may contact the Polish Personal Data Protection Office (UODO).

The Group took actions on customer data privacy and good nutrition. It complies with GDPR as data controller and integrated cybersecurity training into mandatory programmes from 2022; in 2024, 99% of employees completed this training. On nutrition, sales of products supporting sustainable lifestyle totalled PLN 1.8 billion, aided by the 'Porcja DobreGO!' label. It achieved 100% Nutri-Score labelling on all own brand food products in Poland (prohibited in Romania), ensured 22% of own brand food products met clean label standards, and reached 13% plant-based own brand products through initiatives such as Veganuary, plus nationwide educational campaigns. Suppliers must comply with ingredient-listing and sectoral regulations. On food safety, consolidated from Zabka Polska, Lite and Maczfit, there was 1 high-risk food safety violation incident, 8 recalls, 61,049 units recalled and 4.2% of recalled units being private-label. Data security metrics recorded 51 data breaches, 75% involving personally identifiable information, affecting 3,814 customers.

The Group plans to establish measurable targets for all business units. It outlines targets and supporting metrics focused on enhancing positive impacts for consumers and end-users, aligned with Zabka Polska's strategy under the Responsible Organisation pillar (referenced on pages 62 and 64). The Group notes that its strategic actions underscore Zabka Polska's dedication to promoting healthy and environmentally conscious consumption, aiming to improve access to nutritious food while ensuring transparent information is provided to consumers.

The Zabka Group has instituted a Group-wide compliance-management system founded on the international standard ISO 37301. Its Code of Conduct shapes corporate culture, categorises supported and non-tolerated behaviours, promotes an inclusive workplace free of discrimination and harassment, and prescribes reporting measures including anonymous whistleblower channels. Supporting policies include the Compliance Policy and Procedure, Anti-fraud Policy, Conflict of Interest Management Policy, Procedure for Giving and Accepting Gifts and Samples, and a Policy of Anonymous Reporting of Breaches. Zabka Group SA voluntarily adopted a whistleblowing investigation procedure despite not being legally required to implement internal reporting channels under the law of 16 May 2023 implementing EU Directive 2019/1937. Polish entities operate three whistleblowing channels, two allowing anonymous reporting, including the WhistleB Platform accessible 24/7. The Compliance Officer reports to the Management Committee, and internal reporting outcomes are reported to the Ethics Committee quarterly and yearly.

The Zabka Group is committed to responsible practices throughout its supply chain. In 2024 Zabka Polska intensified efforts to implement its Code of Conduct for Business Partners, developed based on the OECD Due Diligence Guidance for Responsible Business Conduct. 82% of Zabka Polska suppliers by turnover confirmed acknowledgement of the rules in the Code. A dedicated Sustainable Supply Chain team was established to develop standards, including environmental and social clauses in supplier contracts, and the Group tested approaches such as self-assessment surveys, the SMETA SEDEX Platform and audits for selected own brand and brand suppliers. Social and environmental criteria are considered in business partner onboarding, with supplier verification based on turnover, strategic importance and type of activity. Zabka Polska hosted an annual Supplier Meeting in Poznan in October 2024 and a first supplier meeting in Bucharest, and has used the Fair Business Platform since 2022. In 2025 it will further develop supply chain due diligence processes.

The Zabka Group has implemented compliance regulations to prevent and counteract corruption and bribery. Anti-corruption and anti-bribery policies are integral to the employee experience, with mandatory ethics and onboarding modules at Zabka Polska. All employees and associates must undergo anti-corruption training annually via e-learning, each passing a final test that is recorded, and new staff receive face-to-face onboarding training. Members of the Company's governing bodies underwent anti-corruption training in 2024. Zabka Polska deems all employees to be functions most at risk of corruption and bribery regardless of role; the mandatory training period ran from 1 March to end of September 2024, during which 2,393 active employees were employed. 100% of functions-at-risk employees across the Group participated in anti-corruption and anti-bribery training. In 2024, 2 of Zabka Polska's 7 business units (29%) were analysed for corruption threats. Zabka Nano plans to implement business ethics training in 2025.

The Zabka Group did not identify any confirmed incidents of corruption or bribery during 2024 as defined under ESRS Disclosure Requirement G1-4. Reported metrics for 2024 all stand at zero: convictions for violation of anti-corruption and anti-bribery laws (0), fines for violation of anti-corruption and anti-bribery laws (0 Polish zloty), confirmed incidents of corruption or bribery (0), confirmed incidents in which own workers were dismissed or disciplined for corruption or bribery-related incidents (0), and confirmed incidents relating to contracts with business partners that were terminated or not renewed due to violations related to corruption or bribery (0). Separately, under GRI 2-27 the Group reported no significant breaches of law resulting in penalties, though it observed 107 instances of non-compliance with laws and regulations for which fines totalling 640,031 PLN were incurred and paid during 2024.

In 2024 the Zabka Group made financial and in-kind political contributions of 10.2 million Polish zloty, relating mostly to charity donations by Zabka Polska to Federacja Bankow Zywnosci and Wielka Orkiestra Swiatecznej Pomocy. Internal and external lobbying expenses were 0 million Polish zloty, while amounts paid for membership of lobbying associations were 1.9 million Polish zloty, relating to bodies such as TUV NORD Polska and the World Business Council for Sustainable Development. The monetary value of in-kind contributions was determined from Group entities' internal accounting systems. In 2024 dialogue with stakeholders focused primarily on the introduction of a deposit system on the Polish market and potential regulatory changes to Sunday trading. The Group is a member of organisations including the Polish Chamber of Trade, Polish Trade and Distribution Organisation, Polish Confederation Lewiatan, Consumer Goods Forum and UN Global Compact. The CEO and Corporate Affairs are responsible for oversight of political influence and lobbying activities.

The Zabka Group and its subsidiaries seek to avoid payment delays, implementing the Procedure for Payment Terms in Polish entities alongside a rigorous invoice processing procedure, with payments executed on a daily basis. Standard payment terms depend on the buying category; payment to small and medium enterprises should be made within 30 to 60 days after receipt of the invoice, dependent on contractual advantage and where the product shelf life is less than 30 days. All organisational units in Poland must annually verify contracts and classify contractors by product category and contractual advantage. For 2024, the average number of days to pay an invoice from when a contractual or statutory term starts to be calculated was 31 days, payments aligned with standard payment terms were 92.3%, and outstanding legal proceedings for late payments numbered 0. Payment practices data was based on Group entities' accounting systems; two entities (Cool Logistics and Lite) were excluded as it was not feasible to generate the information.