{ "document": { "title": "Bunzl plc Annual Report 2025", "issuer": "Bunzl plc", "report_year": 2025, "source_file": "bunzl-annual-report-2025.pdf", "page_count": 214, "creator": "Adobe InDesign 20.5 (Macintosh)", "producer": "Adobe PDF Library 17.0", "creation_date": "2026-03-12T09:40:03Z", "top_level_sections": [ "Strategic Report", "Directors’ Report", "Financial Statements", "Additional Information" ], "extraction_note": "Full-fidelity extraction. Each page provides layout-preserved text (text_layout), reading-order text (text_reading_order), and any detected tables. No content has been summarised or omitted. Charts and infographics with values baked into the artwork (KPI bars, EPS/revenue/decarbonisation waterfalls, donut splits, remuneration stacked bars, debt maturity profile, diversity and Great Place to Work metrics, board skills matrix) have been visually read and added as structured data in the per-page visual_charts field, plus a document-level SASB/GHG metrics appendix." }, "section_index": [ { "page_number": 2, "title": "Welcome to our 2025 Annual Report" }, { "page_number": 4, "title": "A Year in Review" }, { "page_number": 5, "title": "Sustainability Performance Highlights" }, { "page_number": 6, "title": "At a Glance" }, { "page_number": 7, "title": "Our Market Sectors" }, { "page_number": 8, "title": "Chairman's Statement" }, { "page_number": 10, "title": "Chief Executive's Statement" }, { "page_number": 13, "title": "2025 Acquisitions" }, { "page_number": 16, "title": "Business Model" }, { "page_number": 18, "title": "Purpose-led Strategy" }, { "page_number": 19, "title": "Organic Growth" }, { "page_number": 20, "title": "Operating Model Improvements" }, { "page_number": 21, "title": "Acquisition Growth" }, { "page_number": 23, "title": "Investment Case" }, { "page_number": 24, "title": "Business Area Review" }, { "page_number": 30, "title": "Financial Review" }, { "page_number": 37, "title": "Capital Allocation" }, { "page_number": 38, "title": "Key Performance Indicators" }, { "page_number": 41, "title": "Our People" }, { "page_number": 44, "title": "Sustainability" }, { "page_number": 54, "title": "Delivering a More Sustainable Business" }, { "page_number": 60, "title": "Task Force on Climate-related Financial Disclosures" }, { "page_number": 61, "title": "Non-financial and Sustainability Information Statement" }, { "page_number": 62, "title": "Section 172(1) Statement" }, { "page_number": 66, "title": "Principal Risks and Uncertainties" }, { "page_number": 75, "title": "Viability Statement" }, { "page_number": 76, "title": "Corporate Governance – Chairman's Introduction" }, { "page_number": 77, "title": "Corporate Governance Statement" }, { "page_number": 78, "title": "Board Leadership and Company Purpose" }, { "page_number": 80, "title": "Corporate Governance Report" }, { "page_number": 84, "title": "Suppliers and Other Stakeholders" }, { "page_number": 87, "title": "Matters Considered by the Board in 2025" }, { "page_number": 88, "title": "Governance Framework" }, { "page_number": 92, "title": "Risk Management and Internal Controls Overview" }, { "page_number": 94, "title": "Nomination Committee Report" }, { "page_number": 98, "title": "Our Board at a Glance" }, { "page_number": 99, "title": "Audit Committee Report" }, { "page_number": 109, "title": "Board Sustainability Committee Report" }, { "page_number": 112, "title": "Directors' Remuneration Report" }, { "page_number": 135, "title": "Other Statutory Information" }, { "page_number": 138, "title": "Consolidated Income Statement and Statement of Comprehensive Income" }, { "page_number": 139, "title": "Consolidated Balance Sheet" }, { "page_number": 140, "title": "Consolidated Statement of Changes in Equity" }, { "page_number": 142, "title": "Consolidated Cash Flow Statement" }, { "page_number": 143, "title": "Notes to the Consolidated Financial Statements" }, { "page_number": 180, "title": "Company Balance Sheet" }, { "page_number": 181, "title": "Company Statement of Changes in Equity" }, { "page_number": 182, "title": "Notes to the Company Financial Statements" }, { "page_number": 186, "title": "Statement of Directors' Responsibilities" }, { "page_number": 187, "title": "Independent Auditors' Report" }, { "page_number": 193, "title": "Shareholder Information" }, { "page_number": 200, "title": "SASB Reporting for Bunzl's Sustainability Metrics" }, { "page_number": 202, "title": "ESG Supporting Information" } ], "pages": [ { "page_number": 1, "section": "Strategic Report", "subsection": null, "running_banner": null, "text_layout": "Focused on\ndelivering\n\n\n\n\nBunzl plc\nAnnual Report 2025", "text_reading_order": "Focused on\ndelivering\n\nBunzl plc\nAnnual Report 2025", "tables": [ [ [ "Focused o" ], [ "delivering" ], [ "" ], [ "Bunzl plc" ], [ "Annual Report 2025" ] ] ], "word_count": 8, "visual_charts": [] }, { "page_number": 2, "section": "Strategic Report", "subsection": "Welcome to our 2025 Annual Report", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information\n\n\nWELCOME TO OUR 2025 ANNUAL REPORT\n\nMillions of people around the world use a\nBunzl product every day of their lives. We are\nthe largest value-added distributor in the world\nin our market sectors. Our purpose is to deliver\nessential business solutions around the world\nand create long term sustainable value for our\nstakeholders.\n\nHelping you find the information Strategic report Directors’ report 178 Company balance sheet\nyou need from our Annual Report, 2 A year in review 74 Chairman’s introduction 179 \t\u0007Company statement of changes\nand beyond. 4\t\u0007At a glance 75 Corporate governance statement in equity\nThroughout the report we’ll point you to 6 Chairman’s statement 76 \t\u0007Board leadership and Company 180\t\u0007Notes to the Company financial\nfurther reading and we’ve included QR codes purpose statements\n 8 \u0007\t\u0007Chief Executive’s statement\nto make it easy for you to access online 78 \t\u0007Corporate governance report 184\t\u0007Statement of directors’\n 14 Business model\ncontent from our printed report. responsibilities\n 16 Purpose-led strategy 92 \t\u0007Nomination Committee report\nFor further information on any of our 185\t\u0007Independent auditors’ report to\n 21 Investment case 97 Audit Committee report\npolicies, please see below and on our the members of Bunzl plc\n 22 Business Area review 107 \t\u0007Board Sustainability Committee\nwebsite. Additional information\n report\n 28 Financial review\n 110 Directors’ remuneration report 191\t\u0007Shareholder information\n Going digital 35 Capital allocation\n As we move further and further 133 Other statutory information 198\t\u0007SASB Reporting for Bunzl’s\n into a digital world, help us to 36 \t\u0007Key performance indicators sustainability metrics\nClimate transition plan (AR 2023) reach our carbon emissions 39 Our people Financial statements\n 200\t\u0007ESG supporting information\n target and create a more 136 Consolidated income statement\nAnnual Report 2023 42 \u0007\t\u0007Sustainability\n sustainable world by opting out 212\t\u0007Five year review\nModern Slavery of the printed edition of our 58 \t\u0007Taskforce on Climate Related 136\t\u0007Consolidated statement of\nBunzl Policy Hub report for next year. Financial Disclosures (TCFD) comprehensive income\nHuman rights 59\t\u0007Non-financial and sustainability 137\t\u0007Consolidated balance sheet\nBunzl Policy Hub information statement 138\t\u0007Consolidated statement of\nGender pay gap report 60 Section 172(1) statement changes in equity\nBunzl Policy Hub 140 \t\u0007Consolidated cash flow\n 64 Principal risks and uncertainties\nCode of Conduct statement\n 73 Viability statement\nBunzl Policy Hub 141 Notes", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\nWELCOME TO OUR 2025 ANNUAL REPORT\n\nMillions of people around the world use a\nBunzl product every day of their lives. We are\nthe largest value-added distributor in the world\nin our market sectors. Our purpose is to deliver\nessential business solutions around the world\nand create long term sustainable value for our\nstakeholders.\nHelping you find the information\nyou need from our Annual Report,\nand beyond.\n\nStrategic report\n\nDirectors’ report\n\n178 Company balance sheet\n\n2\n\n74\n\n4\t\u0007At a glance\n\n75 Corporate governance statement\n\n179 \t\u0007Company statement of changes\nin equity\n\nThroughout the report we’ll point you to\nfurther reading and we’ve included QR codes\nto make it easy for you to access online\ncontent from our printed report.\n\n6\n\n76 \t\u0007Board leadership and Company\npurpose\n\nHuman rights\nBunzl Policy Hub\nGender pay gap report\nBunzl Policy Hub\nCode of Conduct\nBunzl Policy Hub\n\n14\n\nBusiness model\n\n16\n\nPurpose-led strategy\n\n21\n\nInvestment case\n\n22 Business Area review\nGoing digital\n\nModern Slavery\nBunzl Policy Hub\n\nChairman’s statement\n\n8 \u0007\t\u0007Chief Executive’s statement\n\nFor further information on any of our\npolicies, please see below and on our\nwebsite.\n\nClimate transition plan (AR 2023)\nAnnual Report 2023\n\nA year in review\n\nAs we move further and further\ninto a digital world, help us to\nreach our carbon emissions\ntarget and create a more\nsustainable world by opting out\nof the printed edition of our\nreport for next year.\n\n28 Financial review\n35 Capital allocation\n36 \t\u0007Key performance indicators\n39 Our people\n42 \u0007\t\u0007Sustainability\n58 \t\u0007Taskforce on Climate Related\nFinancial Disclosures (TCFD)\n59\t\u0007Non-financial and sustainability\ninformation statement\n60 Section 172(1) statement\n64 Principal risks and uncertainties\n73 Viability statement\n\nChairman’s introduction\n\n78 \t\u0007Corporate governance report\n92 \t\u0007Nomination Committee report\n97\n\nAudit Committee report\n\n107 \t\u0007Board Sustainability Committee\nreport\n110 Directors’ remuneration report\n133 Other statutory information\nFinancial statements\n136 Consolidated income statement\n136\t\u0007Consolidated statement of\ncomprehensive income\n137\t\u0007Consolidated balance sheet\n138\t\u0007Consolidated statement of\nchanges in equity\n140 \t\u0007Consolidated cash flow\nstatement\n141 Notes\n\n180\t\u0007Notes to the Company financial\nstatements\n184\t\u0007Statement of directors’\nresponsibilities\n185\t\u0007Independent auditors’ report to\nthe members of Bunzl plc\nAdditional information\n191\t\u0007Shareholder information\n198\t\u0007SASB Reporting for Bunzl’s\nsustainability metrics\n200\t\u0007ESG supporting information\n212\t\u0007Five year review", "tables": [ [ [ "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information WELCOME TO OUR 2025 ANNUAL REPORT Millions of people around the world use a Bunzl product every day of their lives. We are the largest value-added distributor in the world in our market sectors. Our purpose is to deliver essential business solutions around the world and create long term sustainable value for our stakeholders." ], [ "Helping you find the information you need from our Annual Report, and beyond. Throughout the report we’ll point you to further reading and we’ve included QR codes to make it easy for you to access online content from our printed report. For further information on any of our policies, please see below and on our website. Climate transition plan (AR 2023) Annual Report 2023 Modern Slavery Bunzl Policy Hub Human rights Bunzl Policy Hub Gender pay gap report Bunzl Policy Hub Code of Conduct Bunzl Policy Hub" ] ] ], "word_count": 388, "visual_charts": [] }, { "page_number": 3, "section": "Strategic Report", "subsection": "Welcome to our 2025 Annual Report", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 1", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 1\n\n\n\n\nWe believe the fundamentals of Bunzl’s CHIEF EXECUTIVE’S STATEMENT\n Frank van Zanten outlines his\nbusiness model are robust and are plans to drive the business\n forward and focus on improving\nconfident in our ability to generate performance in specific areas\nresilient, compounding growth over of the business.\n\nthe medium-term, leveraging our scale\n Read more on page 8\n\n\n\n\nadvantage, entrepreneurial culture\nand ability to deploy strong cash FINANCIAL REVIEW\n Richard Howes outlines our\ngeneration to further consolidate financial performance in 2025\n and outlook for 2026.\nour fragmented global markets. Read more on page 28", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nWe believe the fundamentals of Bunzl’s\nbusiness model are robust and are\nconfident in our ability to generate\nresilient, compounding growth over\nthe medium-term, leveraging our scale\nadvantage, entrepreneurial culture\nand ability to deploy strong cash\ngeneration to further consolidate\nour fragmented global markets.\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\nCHIEF EXECUTIVE’S STATEMENT\n\nFrank van Zanten outlines his\nplans to drive the business\nforward and focus on improving\nperformance in specific areas\nof the business.\nRead more on page 8\n\nFINANCIAL REVIEW\n\nRichard Howes outlines our\nfinancial performance in 2025\nand outlook for 2026.\nRead more on page 28\n\n1", "tables": [ [ [ "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 1", "", "", "" ], [ "", "", "", "" ], [ "", "", "", "" ], [ "We believe the fundamentals of Bunzl’s business model are robust and are confident in our ability to generate resilient, compounding growth over the medium-term, leveraging our scale advantage, entrepreneurial culture and ability to deploy strong cash generation to further consolidate our fragmented global markets.", "CHIEF EXECUTIVE’S STATEMENT Frank van Zanten outlines his plans to drive the business forward and focus on improving performance in specific areas of the business. Read more on page 8", "", "" ] ] ], "word_count": 107, "visual_charts": [] }, { "page_number": 4, "section": "Strategic Report", "subsection": "A Year in Review", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 2", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 2\n\nA YEAR IN REVIEW\n\n\nAgainst a challenging macroeconomic Reconciliation of alternative performance measures\n to statutory measures for the year ended 31 December 2025\n\nbackdrop, Bunzl has had a difficult 2025, Adjusting items\n Alternative Amortisation Acquisition\n\n\nwhich is reflected in the Group’s financial\n performance excluding related Disposal of Statutory\n Year ended measures software items businesses measures\n 31 December 2025 £m £m £m £m £m\n\n\nperformance. We continue to remain strongly Adjusted operating\n profit 910.3 (151.5) (23.5) 735.3 Operating profit\n\n\nfocused on performance across the Group\n Finance income 54.6 54.6 Finance income\n Finance expense (177.8) (3.5) (181.3) Finance expense\n\n\nand enhancing our value-added services.\n Disposal of Disposal of\n businesses – 11.9 11.9 businesses\n Adjusted profit Profit before\n before income tax 787.1 (151.5) (27.0) 11.9 620.5 income tax\n Tax on adjusted profit (204.6) 39.5 5.7 (1.3) (160.7) Income tax\nFINANCIAL PERFORMANCE HIGHLIGHTS Adjusted profit\n for the year 582.5 (112.0) (21.3) 10.6 459.8 Profit for the year\nRevenue Adjusted operating Adjusted earnings Adjusted earnings Basic earnings\n profit* per share* per share 179.3p (34.5)p (6.6)p 3.3p 141.5p per share\n\n\n£11,845m £910.3m\n(2024: £11,776m) +3.0%† (2024: £976.1m) (4.3)%†\n 179.3p\n (2024: 194.3p) (5.2)%†\n This review refers to alternative performance measures which exclude amortisation excluding\n software, acquisition related items, non-recurring pension scheme charges/credits and the profit or\n loss on disposal of businesses and any associated tax, where relevant. None of these items relate to\nChange at actual exchange Growth at actual exchange Growth at actual exchange the trading performance of the business. Accordingly, these items are not taken into account by\nrates +0.6% rates (6.7)% rates (7.7)% management when assessing the results of the business and they are removed in calculating the\n profitability measures by which management assesses the performance of the Group. Further\n details of these alternative performance measures can be found in Note 3, pages 147 to 149.\n\nCash Committed Adjusted net debt: Growth at constant exchange rates is calculated by comparing the 2025 results to the results for\nconversion* acquisition spend EBITDA* 2024 retranslated at the average exchange rates used for 2025.\n\n\n95% £132m 2.0x\n * Alternative performance measure (see Note 3 to the consolidated financial statements on pages 147 to 149).\n † At constant exchange rates.\n\n\n(2024: 93%) (2024: 1.8x)\n\n\n\nOperating profit Basic earnings per share Dividend per share\n\n\n£735.3m\n(2024: £799.3m)\n 141.5p\n (2024: 149.6p)\n 74.1p\n (2024: 73.9p) +0.3%\nGrowth at actual exchange Change at actual exchange\nrates (8.0)% rates (5.4)%", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\n2\n\nAdditional Information\n\nA YEAR IN REVIEW\n\nAgainst a challenging macroeconomic\nbackdrop, Bunzl has had a difficult 2025,\nwhich is reflected in the Group’s financial\nperformance. We continue to remain strongly\nfocused on performance across the Group\nand enhancing our value-added services.\nFINANCIAL PERFORMANCE HIGHLIGHTS\nRevenue\n\nAdjusted operating\nprofit*\n\n£11,845m £910.3m\n(2024: £11,776m) +3.0%†\nChange at actual exchange\nrates +0.6%\n\n(2024: £976.1m) (4.3)%†\nGrowth at actual exchange\nrates (6.7)%\n\nCash\nconversion*\n\nCommitted\nacquisition spend\n\n95%\n(2024: 93%)\n\n£132m\n\nAdjusted earnings\nper share*\n\n179.3p\n\n(2024: 194.3p) (5.2)%†\nGrowth at actual exchange\nrates (7.7)%\n\nAdjusted net debt:\nEBITDA*\n\n2.0x\n(2024: 1.8x)\n\nOperating profit\n\nBasic earnings per share\n\nDividend per share\n\n(2024: £799.3m)\nGrowth at actual exchange\nrates (8.0)%\n\n(2024: 149.6p)\nChange at actual exchange\nrates (5.4)%\n\n(2024: 73.9p) +0.3%\n\n£735.3m\n\n141.5p\n\n74.1p\n\nReconciliation of alternative performance measures\nto statutory measures for the year ended 31 December 2025\nAdjusting items\n\nYear ended\n31 December 2025\n\nAdjusted operating\nprofit\nFinance income\nFinance expense\nDisposal of\nbusinesses\nAdjusted profit\nbefore income tax\nTax on adjusted profit\nAdjusted profit\nfor the year\nAdjusted earnings\nper share\n\nAlternative Amortisation\nperformance\nexcluding\nmeasures\nsoftware\n£m\n£m\n\nAcquisition\nrelated\nitems\n£m\n\nDisposal of\nbusinesses\n£m\n\nStatutory\nmeasures\n£m\n\n787.1\n(204.6)\n\n(151.5)\n39.5\n\n(27.0)\n5.7\n\n11.9\n(1.3)\n\n735.3 Operating profit\n54.6 Finance income\n(181.3) Finance expense\nDisposal of\n11.9 businesses\nProfit before\n620.5 income tax\n(160.7) Income tax\n\n582.5\n\n(112.0)\n\n(21.3)\n\n10.6\n\n459.8\n\n179.3p\n\n(34.5)p\n\n(6.6)p\n\n3.3p\n\n141.5p\n\n910.3\n54.6\n(177.8)\n\n(151.5)\n\n(23.5)\n(3.5)\n\n–\n\n11.9\n\nProfit for the year\nBasic earnings\nper share\n\nThis review refers to alternative performance measures which exclude amortisation excluding\nsoftware, acquisition related items, non-recurring pension scheme charges/credits and the profit or\nloss on disposal of businesses and any associated tax, where relevant. None of these items relate to\nthe trading performance of the business. Accordingly, these items are not taken into account by\nmanagement when assessing the results of the business and they are removed in calculating the\nprofitability measures by which management assesses the performance of the Group. Further\ndetails of these alternative performance measures can be found in Note 3, pages 147 to 149.\nGrowth at constant exchange rates is calculated by comparing the 2025 results to the results for\n2024 retranslated at the average exchange rates used for 2025.\n* Alternative performance measure (see Note 3 to the consolidated financial statements on pages 147 to 149).\n† At constant exchange rates.", "tables": [ [ [ "Against a challenging macroeconomic backdrop, Bunzl has had a difficult 2025, which is reflected in the Group’s financial performance. We continue to remain strongly focused on performance across the Group and enhancing our value-added services.", "Reconciliation of alternative performance measures to statutory measures for the year ended 31 December 2025 Adjusting items Alternative Amortisation Acquisition performance excluding related Disposal of Statutory Year ended measures software items businesses measures 31 December 2025 £m £m £m £m £m Adjusted operating profit 910.3 (151.5) (23.5) 735.3 Operating profit Finance income 54.6 54.6 Finance income Finance expense (177.8) (3.5) (181.3) Finance expense Disposal of Disposal of businesses – 11.9 11.9 businesses Adjusted profit Profit before before income tax 787.1 (151.5) (27.0) 11.9 620.5 income tax Tax on adjusted profit (204.6) 39.5 5.7 (1.3) (160.7) Income tax Adjusted profit for the year 582.5 (112.0) (21.3) 10.6 459.8 Profit for the year Adjusted earnings Basic earnings per share 179.3p (34.5)p (6.6)p 3.3p 141.5p per share This review refers to alternative performance measures which exclude amortisation excluding software, acquisition related items, non-recurring pension scheme charges/credits and the profit or loss on disposal of businesses and any associated tax, where relevant. None of these items relate to the trading performance of the business. Accordingly, these items are not taken into account by management when assessing the results of the business and they are removed in calculating the profitability measures by which management assesses the performance of the Group. Further details of these alternative performance measures can be found in Note 3, pages 147 to 149. Growth at constant exchange rates is calculated by comparing the 2025 results to the results for 2024 retranslated at the average exchange rates used for 2025. * Alternative performance measure (see Note 3 to the consolidated financial statements on pages 147 to 149). † At constant exchange rates.", "" ], [ "FINANCIAL PERFORMANCE HIGHLIGHTS", "", "" ], [ "", "", "" ] ] ], "word_count": 411, "visual_charts": [] }, { "page_number": 5, "section": "Strategic Report", "subsection": "Sustainability Performance Highlights", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 3", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 3\n\nA YEAR IN REVIEW continued\n\n\nSUSTAINABILITY PERFORMANCE HIGHLIGHTS\n\n\n RESPONSIBLE INVESTING\n SUPPLY CHAINS IN A DIVERSE\n WORKFORCE\n 93%\n of our spend in high risk regions 25%\n from assessed and compliant\n senior leadership* roles\n suppliers\n filled by women\n (2024: 89%)\n (2024: 25%)\n\n\n\n 1,430\n supplier assessments\n No change\n compared to the same\n population in 2024\n (2024: 1,175)\n * Senior leadership defined as the\n c.540 leaders who receive share\n options as part of their remuneration\n\n\n\n\nTAKING ACTION ON PROVIDING\nCLIMATE CHANGE SUSTAINABLE\n SOLUTIONS\n18%\nreduction in absolute 87%\nemissions since 2019\n of Group revenue* attributable to\n(2024: 18%)\n non-packaging products and\n\n\n\n28%\n packaging products made from\n alternative materials that are well\n suited to a circular economy\n (2024: 86%)\nmore carbon efficient\nsince 2019 * These figures do not include\n(2024: 26%) revenues from 2025 acquisitions\n\n\n\n\n Read more on pages 50 to 52", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\n3\n\nA YEAR IN REVIEW continued\nSUSTAINABILITY PERFORMANCE HIGHLIGHTS\n\nRESPONSIBLE\nSUPPLY CHAINS\n\nINVESTING\nIN A DIVERSE\nWORKFORCE\n\n93%\n\n25%\n\nof our spend in high risk regions\nfrom assessed and compliant\nsuppliers\n(2024: 89%)\n\nsenior leadership* roles\nfilled by women\n(2024: 25%)\n\n1,430\n\nNo change\ncompared to the same\npopulation in 2024\n\nsupplier assessments\n(2024: 1,175)\n\nTAKING ACTION ON\nCLIMATE CHANGE\n\n18%\n\nreduction in absolute\nemissions since 2019\n(2024: 18%)\n\n28%\n\nmore carbon efficient\nsince 2019\n(2024: 26%)\n\nRead more on pages 50 to 52\n\n* Senior leadership defined as the\nc.540 leaders who receive share\noptions as part of their remuneration\n\nPROVIDING\nSUSTAINABLE\nSOLUTIONS\n\n87%\n\nof Group revenue* attributable to\nnon-packaging products and\npackaging products made from\nalternative materials that are well\nsuited to a circular economy\n(2024: 86%)\n* These figures do not include\nrevenues from 2025 acquisitions", "tables": [ [ [ "SUSTAINABILITY PERFORMANCE HIGHLIGHTS", "", "", "", "", "", "", "" ], [ "", "", "", "RESPONSIBLE SUPPLY CHAINS 93% of our spend in high risk regions from assessed and compliant suppliers (2024: 89%) 1,430 supplier assessments (2024: 1,175)", "", "", "", "INVESTING IN A DIVERSE WORKFORCE 25% senior leadership* roles filled by women (2024: 25%) No change compared to the same population in 2024 * Senior leadership defined as the c.540 leaders who receive share options as part of their remuneration" ], [ "TAKING ACTION ON CLIMATE CHANGE 18% reduction in absolute emissions since 2019 (2024: 18%) 28% more carbon efficient since 2019 (2024: 26%) Read more on pages 50 to 52", "", "", "", "PROVIDING SUSTAINABLE SOLUTIONS 87% of Group revenue* attributable to non-packaging products and packaging products made from alternative materials that are well suited to a circular economy (2024: 86%) * These figures do not include revenues from 2025 acquisitions", "", "", "" ] ] ], "word_count": 152, "visual_charts": [] }, { "page_number": 6, "section": "Strategic Report", "subsection": "At a Glance", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 4", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 4\n\nAT A GLANCE\n\n\nSupporting businesses We provide a one-stop-shop, on-time\n and in-full specialist distribution service\nglobally with essential across 33 countries, supplying a broad\n range of internationally and responsibly\nproducts and services sourced non-food products to a variety\n of market sectors.\n\n\n\n\nOUR BUSINESS REGIONS 2025 REVENUE\n\n\nNORTH CONTINENTAL UK AND REST OF\nAMERICA EUROPE IRELAND WORLD\n\n\n £11,845.4m\n Group revenue\n\n\n\n 53% 21% 16% 10% £910.3m\n Adjusted operating profit\n\n\n\n 26,672\n£6,276.7m £2,442.0m £1,883.6m £1,243.1m Average number of employees\n\n\n\n 33\n Countries", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\nAT A GLANCE\n\nSupporting businesses\nglobally with essential\nproducts and services\n\nWe provide a one-stop-shop, on-time\nand in-full specialist distribution service\nacross 33 countries, supplying a broad\nrange of internationally and responsibly\nsourced non-food products to a variety\nof market sectors.\n\nOUR BUSINESS REGIONS 2025 REVENUE\n\nNORTH\nAMERICA\n\nCONTINENTAL\nEUROPE\n\nUK AND\nIRELAND\n\nREST OF\nWORLD\n\n£11,845.4m\nGroup revenue\n\n53%\n\n21%\n\n16%\n\n10%\n\n£910.3m\n\nAdjusted operating profit\n\n£6,276.7m £2,442.0m £1,883.6m £1,243.1m\n\n26,672\n\nAverage number of employees\n\n33\n\nCountries\n\n4", "tables": [ [ [ "", "Supporting businesses globally with essential products and services", "", "We provide a one-stop-shop, on-time and in-full specialist distribution service across 33 countries, supplying a broad range of internationally and responsibly sourced non-food products to a variety of market sectors.", "" ], [ "", "", "", "", "" ], [ "", "OUR", "BUSINESS REGIONS 2025 REVENUE", "", "" ], [ "", "NO AM", "RTH CONTINENTAL UK AND REST OF ERICA EUROPE IRELAND WORLD", "", "" ], [ "", "£", "53% 21% 16% 10% 6,276.7m £2,442.0m £1,883.6m £1,243.1m", "", "" ], [ "", "", "", "", "" ], [ "", "", "", "", "" ] ] ], "word_count": 92, "visual_charts": [ { "title": "Our business regions – 2025 revenue split (donut charts)", "type": "donut_set", "unit_note": "percentage of group revenue and revenue in £m", "series": [ { "region": "North America", "percent": 53, "revenue_gbp_m": 6276.7 }, { "region": "Continental Europe", "percent": 21, "revenue_gbp_m": 2442.0 }, { "region": "UK and Ireland", "percent": 16, "revenue_gbp_m": 1883.6 }, { "region": "Rest of World", "percent": 10, "revenue_gbp_m": 1243.1 } ], "callouts": { "group_revenue_gbp_m": 11845.4, "adjusted_operating_profit_gbp_m": 910.3, "average_number_of_employees": 26672, "countries": 33 } } ] }, { "page_number": 7, "section": "Strategic Report", "subsection": "Our Market Sectors", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 5", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 5\n\nAT A GLANCE continued\n\n\n\n OUR MARKET SECTORS\n\n\n\n\n GROUP SAFETY HEALTHCARE CLEANING & GROCERY FOODSERVICE RETAIL\n REVENUE HYGIENE\n IN 2025 Personal protection Healthcare consumables, Cleaning & hygiene Goods-not-for-resale, Non-food consumables, Goods-not-for-resale,\n\n £11.8bn and safety equipment,\n including gloves, boots,\n hard hats, ear and\n including gloves, masks,\n swabs, gowns, bandages\n and other healthcare\n materials, including\n chemicals and hygiene\n paper, to cleaning and\n including food packaging,\n films, labels, cleaning &\n hygiene supplies and\n including food packaging,\n disposable tableware,\n guest amenities, catering\n including packaging and\n other store supplies and\n a full range of cleaning &\n eye protection and related equipment, as facilities management personal protection equipment, agricultural hygiene products, to retail\n other workwear, as well well as cleaning & hygiene companies and industrial equipment to grocery supplies, cleaning & customers, office supply\n as cleaning & hygiene products and healthcare and public sector stores, supermarkets and hygiene products and companies and related\n supplies and asset devices to hospitals, care customers. convenience stores. A safety items, to hotels, e-commerce sales\n protection products to homes and other facilities variety of product ranges restaurants, contract channels.\n industrial, construction serving the healthcare to other end user markets. caterers, food processors,\n and e-commerce sectors. sector​. commercial growers and\n the leisure sector.\n\n\n TRENDS TRENDS TRENDS TRENDS TRENDS TRENDS\n • Increasing levels of • Increasing spend on • Enhanced cleaning • Willingness to outsource • Eating away from home • Bricks and mortar retail\n safety standards and healthcare protocols non-food essentials • Home delivery under pressure\n compliance • Increasing focus on • Technology to improve • Sustainable packaging • Omnichannel strategy\n • Sustainable packaging\n • Greater employee preventative healthcare cleaning efficiency growth and transition growth and transition offsets this; online retail\n well-being focus • Growth of care at home • Support customers with to alternative products to alternative products is a growth area\n • Increasingly fashion and ageing population innovative sustainable • Omnichannel strategy • Sustainable packaging\n conscious products solutions supports broadening growth and transition\n broaden appeal of products to alternative products\n\n\n\n REVENUE SPLIT OF TOTAL REVENUE SPLIT OF TOTAL REVENUE SPLIT OF TOTAL REVENUE SPLIT OF TOTAL REVENUE SPLIT OF TOTAL REVENUE SPLIT OF TOTAL\n (INCLUDES ‘OTHER’ SECTOR)\n\n\n\n\n 15% 7% 11% 28% 31% 8%", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\n5\n\nAdditional Information\n\nAT A GLANCE continued\n\nOUR MARKET SECTORS\n\nGROUP\nREVENUE\nIN 2025\n\n£11.8bn\n\nSAFETY\n\nHEALTHCARE\n\nCLEANING &\nHYGIENE\n\nGROCERY\n\nFOODSERVICE\n\nRETAIL\n\nPersonal protection\nand safety equipment,\nincluding gloves, boots,\nhard hats, ear and\neye protection and\nother workwear, as well\nas cleaning & hygiene\nsupplies and asset\nprotection products to\nindustrial, construction\nand e-commerce sectors.\n\nHealthcare consumables,\nincluding gloves, masks,\nswabs, gowns, bandages\nand other healthcare\nrelated equipment, as\nwell as cleaning & hygiene\nproducts and healthcare\ndevices to hospitals, care\nhomes and other facilities\nserving the healthcare\nsector​.\n\nCleaning & hygiene\nmaterials, including\nchemicals and hygiene\npaper, to cleaning and\nfacilities management\ncompanies and industrial\nand public sector\ncustomers.\n\nGoods-not-for-resale,\nincluding food packaging,\nfilms, labels, cleaning &\nhygiene supplies and\npersonal protection\nequipment to grocery\nstores, supermarkets and\nconvenience stores. A\nvariety of product ranges\nto other end user markets.\n\nNon-food consumables,\nincluding food packaging,\ndisposable tableware,\nguest amenities, catering\nequipment, agricultural\nsupplies, cleaning &\nhygiene products and\nsafety items, to hotels,\nrestaurants, contract\ncaterers, food processors,\ncommercial growers and\nthe leisure sector.\n\nGoods-not-for-resale,\nincluding packaging and\nother store supplies and\na full range of cleaning &\nhygiene products, to retail\ncustomers, office supply\ncompanies and related\ne-commerce sales\nchannels.\n\nTRENDS\n\nTRENDS\n\nTRENDS\n\nTRENDS\n\nTRENDS\n\nTRENDS\n\n• Increasing levels of\nsafety standards and\ncompliance\n\n• Increasing spend on\nhealthcare\n\n• Enhanced cleaning\nprotocols\n\n• Willingness to outsource\nnon-food essentials\n\n• Eating away from home\n\n• Bricks and mortar retail\nunder pressure\n\n• Increasing focus on\npreventative healthcare\n\n• Technology to improve\ncleaning efficiency\n\n• Growth of care at home\nand ageing population\n\n• Support customers with\ninnovative sustainable\nsolutions\n\n• Sustainable packaging\ngrowth and transition\nto alternative products\n\n• Sustainable packaging\ngrowth and transition\nto alternative products\n\n• Omnichannel strategy\noffsets this; online retail\nis a growth area\n\nREVENUE SPLIT OF TOTAL\n\nREVENUE SPLIT OF TOTAL\n\nREVENUE SPLIT OF TOTAL\n\nREVENUE SPLIT OF TOTAL\n(INCLUDES ‘OTHER’ SECTOR)\n\nREVENUE SPLIT OF TOTAL\n\nREVENUE SPLIT OF TOTAL\n\n15%\n\n7%\n\n11%\n\n28%\n\n31%\n\n8%\n\n• Greater employee\nwell-being focus\n• Increasingly fashion\nconscious products\nbroaden appeal\n\n• Omnichannel strategy\nsupports broadening\nof products\n\n• Home delivery\n\n• Sustainable packaging\ngrowth and transition\nto alternative products", "tables": [ [ [ "", "", "OUR MARKET SECTORS", "", "", "", "", "" ], [ "", "SAFETY Personal protection and safety equipment, including gloves, boots, hard hats, ear and eye protection and other workwear, as well as cleaning & hygiene supplies and asset protection products to industrial, construction and e-commerce sectors. TRENDS • Increasing levels of safety standards and compliance • Greater employee well-being focus • Increasingly fashion conscious products broaden appeal REVENUE SPLIT OF TOTAL 15%", "", "HEALTHCARE Healthcare consumables, including gloves, masks, swabs, gowns, bandages and other healthcare related equipment, as well as cleaning & hygiene products and healthcare devices to hospitals, care homes and other facilities serving the healthcare sector . TRENDS • Increasing spend on healthcare • Increasing focus on preventative healthcare • Growth of care at home and ageing population REVENUE SPLIT OF TOTAL 7%", "CLEANING & HYGIENE Cleaning & hygiene materials, including chemicals and hygiene paper, to cleaning and facilities management companies and industrial and public sector customers. TRENDS • Enhanced cleaning protocols • Technology to improve cleaning efficiency • Support customers with innovative sustainable solutions REVENUE SPLIT OF TOTAL 11%", "GROCERY Goods-not-for-resale, including food packaging, films, labels, cleaning & hygiene supplies and personal protection equipment to grocery stores, supermarkets and convenience stores. A variety of product ranges to other end user markets. TRENDS • Willingness to outsource non-food essentials • Sustainable packaging growth and transition to alternative products • Omnichannel strategy supports broadening of products REVENUE SPLIT OF TOTAL (INCLUDES ‘OTHER’ SECTOR) 28%", "FOODSERVICE Non-food consumables, including food packaging, disposable tableware, guest amenities, catering equipment, agricultural supplies, cleaning & hygiene products and safety items, to hotels, restaurants, contract caterers, food processors, commercial growers and the leisure sector. TRENDS • Eating away from home • Home delivery • Sustainable packaging growth and transition to alternative products REVENUE SPLIT OF TOTAL 31%", "RETAIL Goods-not-for-resale, including packaging and other store supplies and a full range of cleaning & hygiene products, to retail customers, office supply companies and related e-commerce sales channels. TRENDS • Bricks and mortar retail under pressure • Omnichannel strategy offsets this; online retail is a growth area • Sustainable packaging growth and transition to alternative products REVENUE SPLIT OF TOTAL 8%" ], [ "GROUP REVENUE IN 2025 £11.8bn", "", "", "", "", "", "", "" ] ] ], "word_count": 377, "visual_charts": [ { "title": "Our market sectors – revenue split of total (donut charts)", "type": "donut_set", "unit_note": "percentage of group revenue; group revenue 2025 £11.8bn", "series": [ { "sector": "Safety", "percent": 15 }, { "sector": "Healthcare", "percent": 7 }, { "sector": "Cleaning & Hygiene", "percent": 11 }, { "sector": "Grocery (includes 'Other' sector)", "percent": 28 }, { "sector": "Foodservice", "percent": 31 }, { "sector": "Retail", "percent": 8 } ] } ] }, { "page_number": 8, "section": "Strategic Report", "subsection": "Chairman's Statement", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 6", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 6\n\nCHAIRMAN’S STATEMENT\n\n STRONG DELIVERY OVER THE LONG-TERM\n “\u0007We are committed to\n +9% improving performance\n adjusted earnings per share1 compound\n annual growth rate since 2004 and to re‑establishing\n the Group’s historical\n £3.1bn\n returned via dividend and buyback since 2004\n resilience.”\n\n 33 years\n of consecutive annual dividend growth\n\n\n\n Bunzl is proud of its long history of delivering This was compounded further by global\n consistent compounding growth; however, 2025 macroeconomic uncertainty, which negatively\n was a challenging year for the Group against a affected business and consumer sentiment and\n weak end market backdrop. The Board recognises increased pressure on certain larger end markets.\n that the Group’s operational performance and Throughout the year, the Group has been very\n share price development did not meet focused on taking actions to improve\n expectations. Throughout the year, the Board has performance against this backdrop and,\n maintained rigorous oversight of the business, encouragingly, the impact of these actions\n working closely with management to address the supported an improved performance in the\n difficulties encountered, particularly in North second half compared to the first half, and the\n America. Decisive actions have been taken, Group achieved the profit guidance it set out in\n including targeted organisational and operational April 2025. Whilst the macroeconomic outlook\n Peter Ventress, Chairman\n changes, to restore stability and strengthen remains uncertain, I am pleased to see good\n execution. Progress is being continually momentum with business wins towards the end\n monitored by the Board, and we remain firmly of the year and underlying revenue growth in the\n focused on safeguarding the long-term resilience second half across the Group. Bunzl has\n of the business model and delivering sustainable strengthened focus on revenue growth and\n value for shareholders. incremental operating cost opportunities and\n looking to 2026, expects both to support a\n In 2025, at constant exchange rates, Bunzl\n continuation of underlying revenue growth and\n delivered revenue growth of 3.0% and an\n a more stable adjusted operating profit outlook.\n adjusted operating profit decline of 4.3%, despite\n a positive contribution from acquisitions. Bunzl’s Bolt-on acquisitions at attractive multiples, and\n performance was strongly impacted by execution subsequently strong returns, continue to be a\n issues in our largest business in North America, focus for the Group, with significant opportunity\n following a large organisational change, and remaining to consolidate highly fragmented\n alongside a difficult macroeconomic backdrop. markets. We completed eight acquisitions over\n\n 1. Alternative performance measure (see Note 3 to the consolidated financial statements on pages 147 to 149).", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\n6\n\nCHAIRMAN’S STATEMENT\nSTRONG DELIVERY OVER THE LONG-TERM\n\n+9%\n\nadjusted earnings per share1 compound\nannual growth rate since 2004\n\n£3.1bn\n\nreturned via dividend and buyback since 2004\n\n“\u0007We are committed to\nimproving performance\nand to re‑establishing\nthe Group’s historical\nresilience.”\n\n33 years\n\nof consecutive annual dividend growth\n\nPeter Ventress, Chairman\n\nBunzl is proud of its long history of delivering\nconsistent compounding growth; however, 2025\nwas a challenging year for the Group against a\nweak end market backdrop. The Board recognises\nthat the Group’s operational performance and\nshare price development did not meet\nexpectations. Throughout the year, the Board has\nmaintained rigorous oversight of the business,\nworking closely with management to address the\ndifficulties encountered, particularly in North\nAmerica. Decisive actions have been taken,\nincluding targeted organisational and operational\nchanges, to restore stability and strengthen\nexecution. Progress is being continually\nmonitored by the Board, and we remain firmly\nfocused on safeguarding the long-term resilience\nof the business model and delivering sustainable\nvalue for shareholders.\nIn 2025, at constant exchange rates, Bunzl\ndelivered revenue growth of 3.0% and an\nadjusted operating profit decline of 4.3%, despite\na positive contribution from acquisitions. Bunzl’s\nperformance was strongly impacted by execution\nissues in our largest business in North America,\nfollowing a large organisational change, and\nalongside a difficult macroeconomic backdrop.\n\nThis was compounded further by global\nmacroeconomic uncertainty, which negatively\naffected business and consumer sentiment and\nincreased pressure on certain larger end markets.\nThroughout the year, the Group has been very\nfocused on taking actions to improve\nperformance against this backdrop and,\nencouragingly, the impact of these actions\nsupported an improved performance in the\nsecond half compared to the first half, and the\nGroup achieved the profit guidance it set out in\nApril 2025. Whilst the macroeconomic outlook\nremains uncertain, I am pleased to see good\nmomentum with business wins towards the end\nof the year and underlying revenue growth in the\nsecond half across the Group. Bunzl has\nstrengthened focus on revenue growth and\nincremental operating cost opportunities and\nlooking to 2026, expects both to support a\ncontinuation of underlying revenue growth and\na more stable adjusted operating profit outlook.\nBolt-on acquisitions at attractive multiples, and\nsubsequently strong returns, continue to be a\nfocus for the Group, with significant opportunity\nremaining to consolidate highly fragmented\nmarkets. We completed eight acquisitions over\n\n1. Alternative performance measure (see Note 3 to the consolidated financial statements on pages 147 to 149).", "tables": [ [ [ "", "", "STRONG DELIVERY OVER THE LONG-TERM", "“ We are committed to improving performance and to re-establishing the Group’s historical resilience.”" ], [ "", "", "+9% adjusted earnings per share1 compound annual growth rate since 2004 £3.1bn returned via dividend and buyback since 2004 33 years of consecutive annual dividend growth", "" ], [ "Peter Ventress, Chairman", "", "", "" ], [ "", "", "", "" ], [ "", "", "", "" ] ] ], "word_count": 418, "visual_charts": [] }, { "page_number": 9, "section": "Strategic Report", "subsection": "Chairman's Statement", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 7", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 7\n\nCHAIRMAN’S STATEMENT continued\n\nthe year, across seven countries and four core Sustainability and has also returned £3.1 billion to shareholders\nsectors, each of which supports Bunzl’s strategic\ndevelopment. In 2025, acquisitions enabled us to\n Sustainability has become an essential part of how through dividends and share buybacks.\n “\u0007Bolt-on acquisitions at\n we support our customers. In 2025, we presented Governance\nenter the Chilean healthcare market and establish our differentiated sustainability value proposition attractive multiples are a\na physical footprint in Slovakia. After a strong year Lloyd Pitchford stepped down from the Board\nin 2024, 2025 was a slower year for total spend,\n to more than 300 existing large customers where\n we see significant potential for growth, as part of\n at the conclusion of Bunzl’s Annual General priority for the Group, with\nwith a committed spend of £132 million, reflective\nof the impact of the macroeconomic environment.\n our efforts to demonstrate how our sustainability\n Meeting (‘AGM’) on 23 April 2025. Lloyd’s\n independent advice and wise counsel have\n significant opportunity\nOur pipeline remains active, with conversations\n expertise and solutions can support their growth.\n With a strong focus across the Group on driving\n been greatly appreciated, and he leaves the Board remaining to consolidate highly\n with the Company’s gratitude and best wishes.\nongoing with a number of attractive businesses,\nand we see an improving outlook for acquisitions\n organic growth, this demonstrates how the Group\n Julia Wilson and Daniela Barone Soares were fragmented markets. These\n is continuously developing its value-added offering\nin 2026. to support this key objective. The business has\n appointed as non-executive directors on smaller deals have been the\n 16 December 2024, with Julia succeeding Lloyd\nThe attractive fundamentals of the Bunzl business won significant contracts in 2025, supported by\n Bunzl’s sustainability offering. Furthermore, in\n as Audit Committee Chair. core of our acquisition strategy\nmodel remain unchanged, with strong customer\nretention, a value-added and service-led 2025 we saw a 2 percentage point improvement Peter Ventress historically, accounting for\nproposition, breadth and depth of supplier\nrelationships, and consistently strong cash\n in our carbon efficiency compared to 2024 and\n met the target we set out in 2021 for 90% of the\n Chairman the majority of our spend and\n 2 March 2026\ngeneration. Furthermore, the Group remains Group’s spend on products from high risk delivering strong returns.”\ncommitted to delivering long-term compounding regions to be sourced from assessed and\ngrowth. I have great confidence that the compliant suppliers.\nentrepreneurialism of our people, supported\nby the diversification of our portfolio, and the\n Shareholder returns Read more on page 19\n\nfundamentally resilient nature of the Group, The Board is recommending a final dividend of\nwill continue to deliver long-term growth and 53.9p, 0.2% higher than the prior year, resulting in\nshareholder value. a full year dividend of 74.1p. This represents a\n 0.3% increase in the total dividend compared to LONG-TERM COMPOUNDING GROWTH\nPeople and culture 2024 and is Bunzl’s 33rd consecutive year of\n\n\n c.8% c.8% c.9%\nBunzl’s most prized asset is its people whose annual dividend growth, with a CAGR of 9% over\nentrepreneurial spirit, agility and dedication this period. The Group’s dividend cover reduced\nensure the delivery of exceptional service to our slightly to 2.4 times from 2.6 times, with the level\ncustomers as well as fuelling the innovation and of cover supportive of sustainable annual\n Revenue Adjusted operating profit 1\n Adjusted EPS1\noperational excellence that underpin the Group’s dividend growth. Furthermore, the Group\n CAGR since 2004 CAGR since 2004 CAGR since 2004\nongoing success. Following the expansion of the completed a £200 million share buyback\nexternal ‘Great Place to Work’ survey to all programme over the year. Adjusted EPS Dividend per share 74.1\nbusinesses in 2024, the Group again sought 179.3\n The Group ended the year with adjusted net debt\naccreditation in 2025 with 81% of operating to EBITDA of 2.0 times, the lower end of our target\ncompanies achieving the certification, compared range of 2.0 to 2.5 times. The Group remains very CAGR c.9% CAGR c.9%\nto 76% in 2024. The Group’s Trust Index score cash generative, and our capital allocation\nof 71% was unchanged from 2024, remaining at priorities are unchanged. We favour value-\na high level and demonstrating that our people accretive bolt-on acquisitions, after investment in\ncontinue to find Bunzl a fulfilling place to work the business and our progressive dividend,\nand trust the company and its leadership, supported by the attractive valuations and 13.3\n 31.7\nalthough business leaders across the Group are subsequent returns we can achieve. Since 2004,\nfocused on building further on this base. Strong Bunzl has committed £6.2 billion in acquisitions to\nemployee engagement is key to our proposition, support a growth strategy that has delivered an 04 05 06 07 08 09 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 04 05 06 07 08 09 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25\nas it supports our delivery of a high level of annual adjusted earnings per share CAGR of c.9%, 1.\t\u0007Alternative performance measures (see Note 3 to the consolidated financial statements on page 147 – 149 in our Annual Report)\ncustomer service.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\n7\n\nAdditional Information\n\nCHAIRMAN’S STATEMENT continued\nthe year, across seven countries and four core\nsectors, each of which supports Bunzl’s strategic\ndevelopment. In 2025, acquisitions enabled us to\nenter the Chilean healthcare market and establish\na physical footprint in Slovakia. After a strong year\nin 2024, 2025 was a slower year for total spend,\nwith a committed spend of £132 million, reflective\nof the impact of the macroeconomic environment.\nOur pipeline remains active, with conversations\nongoing with a number of attractive businesses,\nand we see an improving outlook for acquisitions\nin 2026.\nThe attractive fundamentals of the Bunzl business\nmodel remain unchanged, with strong customer\nretention, a value-added and service-led\nproposition, breadth and depth of supplier\nrelationships, and consistently strong cash\ngeneration. Furthermore, the Group remains\ncommitted to delivering long-term compounding\ngrowth. I have great confidence that the\nentrepreneurialism of our people, supported\nby the diversification of our portfolio, and the\nfundamentally resilient nature of the Group,\nwill continue to deliver long-term growth and\nshareholder value.\n\nPeople and culture\nBunzl’s most prized asset is its people whose\nentrepreneurial spirit, agility and dedication\nensure the delivery of exceptional service to our\ncustomers as well as fuelling the innovation and\noperational excellence that underpin the Group’s\nongoing success. Following the expansion of the\nexternal ‘Great Place to Work’ survey to all\nbusinesses in 2024, the Group again sought\naccreditation in 2025 with 81% of operating\ncompanies achieving the certification, compared\nto 76% in 2024. The Group’s Trust Index score\nof 71% was unchanged from 2024, remaining at\na high level and demonstrating that our people\ncontinue to find Bunzl a fulfilling place to work\nand trust the company and its leadership,\nalthough business leaders across the Group are\nfocused on building further on this base. Strong\nemployee engagement is key to our proposition,\nas it supports our delivery of a high level of\ncustomer service.\n\nSustainability\nSustainability has become an essential part of how\nwe support our customers. In 2025, we presented\nour differentiated sustainability value proposition\nto more than 300 existing large customers where\nwe see significant potential for growth, as part of\nour efforts to demonstrate how our sustainability\nexpertise and solutions can support their growth.\nWith a strong focus across the Group on driving\norganic growth, this demonstrates how the Group\nis continuously developing its value-added offering\nto support this key objective. The business has\nwon significant contracts in 2025, supported by\nBunzl’s sustainability offering. Furthermore, in\n2025 we saw a 2 percentage point improvement\nin our carbon efficiency compared to 2024 and\nmet the target we set out in 2021 for 90% of the\nGroup’s spend on products from high risk\nregions to be sourced from assessed and\ncompliant suppliers.\n\nand has also returned £3.1 billion to shareholders\nthrough dividends and share buybacks.\n\n“\u0007Bolt-on acquisitions at\nattractive multiples are a\npriority for the Group, with\nsignificant opportunity\nremaining to consolidate highly\nfragmented markets. These\nsmaller deals have been the\ncore of our acquisition strategy\nhistorically, accounting for\nthe majority of our spend and\ndelivering strong returns.”\n\nGovernance\nLloyd Pitchford stepped down from the Board\nat the conclusion of Bunzl’s Annual General\nMeeting (‘AGM’) on 23 April 2025. Lloyd’s\nindependent advice and wise counsel have\nbeen greatly appreciated, and he leaves the Board\nwith the Company’s gratitude and best wishes.\nJulia Wilson and Daniela Barone Soares were\nappointed as non-executive directors on\n16 December 2024, with Julia succeeding Lloyd\nas Audit Committee Chair.\nPeter Ventress\nChairman\n2 March 2026\n\nShareholder returns\nThe Board is recommending a final dividend of\n53.9p, 0.2% higher than the prior year, resulting in\na full year dividend of 74.1p. This represents a\n0.3% increase in the total dividend compared to\n2024 and is Bunzl’s 33rd consecutive year of\nannual dividend growth, with a CAGR of 9% over\nthis period. The Group’s dividend cover reduced\nslightly to 2.4 times from 2.6 times, with the level\nof cover supportive of sustainable annual\ndividend growth. Furthermore, the Group\ncompleted a £200 million share buyback\nprogramme over the year.\nThe Group ended the year with adjusted net debt\nto EBITDA of 2.0 times, the lower end of our target\nrange of 2.0 to 2.5 times. The Group remains very\ncash generative, and our capital allocation\npriorities are unchanged. We favour valueaccretive bolt-on acquisitions, after investment in\nthe business and our progressive dividend,\nsupported by the attractive valuations and\nsubsequent returns we can achieve. Since 2004,\nBunzl has committed £6.2 billion in acquisitions to\nsupport a growth strategy that has delivered an\nannual adjusted earnings per share CAGR of c.9%,\n\nRead more on page 19\n\nLONG-TERM COMPOUNDING GROWTH\n\nc.8%\n\nRevenue\nCAGR since 2004\nAdjusted EPS\n\nc.8%\n\nc.9%\n\nAdjusted operating profit\nCAGR since 2004\n179.3\n\nAdjusted EPS1\nCAGR since 2004\n\n1\n\nDividend per share\n\n74.1\n\nCAGR c.9%\n\nCAGR c.9%\n\n31.7\n\n13.3\n\n04 05 06 07 08 09 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25\n\n04 05 06 07 08 09 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25\n\n1.\t\u0007Alternative performance measures (see Note 3 to the consolidated financial statements on page 147 – 149 in our Annual Report)", "tables": [ [ [ "LONG-TERM COMPOUNDING GROWTH" ], [ "c.8% c.8% c.9% Revenue Adjusted operating profit1 Adjusted EPS1 CAGR since 2004 CAGR since 2004 CAGR since 2004 Adjusted EPS Dividend per share 74.1 179.3 CAGR c.9% CAGR c.9% 31.7 13.3 04050607080910111213141516171819202122232425 04050607080910111213141516171819202122232425 1. Alternative performance measures (see Note 3 to the consolidated financial statements on page 147 – 149 in our Annual Report)" ] ] ], "word_count": 872, "visual_charts": [ { "title": "Long-term compounding growth – CAGR since 2004", "type": "headline_metrics", "series": [ { "metric": "Revenue CAGR since 2004", "value_percent": "c.8" }, { "metric": "Adjusted operating profit CAGR since 2004", "value_percent": "c.8" }, { "metric": "Adjusted EPS CAGR since 2004", "value_percent": "c.9" } ] }, { "title": "Adjusted EPS growth chart (2004–2025)", "type": "bar_chart", "unit_note": "pence; CAGR c.9%", "first_value_2004": 31.7, "last_value_2025": 179.3 }, { "title": "Dividend per share growth chart (2004–2025)", "type": "bar_chart", "unit_note": "pence; CAGR c.9%", "first_value_2004": 13.3, "last_value_2025": 74.1 } ] }, { "page_number": 10, "section": "Strategic Report", "subsection": "Chief Executive's Statement", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 8", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 8\n\nCHIEF EXECUTIVE’S STATEMENT\n\n driven by margin growth in our UK & Ireland\n business, supported by strong Nisbets’ synergies,\n year-on-year stabilisation of the Continental\n Europe operating margin, and a moderation\n of the margin decline in our North America\n Distribution business. The moderation in margin\n decline across Distribution and Continental\n Europe was supported by decisive actions we\n have taken to improve performance in both\n business areas, including actions to re-establish\n local commercial agility in Distribution and to\n deliver new business wins. I am pleased that we\n have made progress, as demonstrated by the\n better-than-expected business wins and\n improved service levels in the second half of the\n Overview year in North America.\n 2025 was a challenging year for Bunzl, with The Group’s progress in the second half was\n execution issues in our largest business, Bunzl partially limited by further demand weakness in\n North America Distribution, (“Distribution”), other North America businesses, most notably\n related to a new organisational model, amplified our food processor and convenience store\n by a challenging market backdrop. Globally, our businesses, as well as our businesses in Mexico\n businesses felt the impact of significant and Brazil. However, we continued to see good\n macroeconomic uncertainty and the pressure it growth in Asia Pacific, and delivered a resilient\n put on business and consumer sentiment. Trading performance in the Netherlands and Spain, two\n in our North America business area was further large European markets.\n compounded by supply chain disruption related\n to tariffs, as well as the weighting to sectors such While markets remain uncertain, we expect to see\n as foodservice and convenience stores that felt continued underlying revenue growth and a more\n a more significant impact from the economic stable profit outlook in 2026, with this expected\n environment. Against this backdrop, we have to be a foundation for future profit growth.\n strengthened our focus on organic revenue Furthermore, we continue to see a significant\n Frank van Zanten, CEO growth and incremental operating cost consolidation opportunity which provides\n opportunities to support our performance. strong growth upside, and with the outlook for\n\n\n“\u00072025 was a year that stood\n acquisitions already improving for 2026, I remain\n Whilst underlying revenue returned to growth, confident in Bunzl’s medium-term growth\n increasing by 0.4% compared to 2024, and the opportunity.\n\n out for many reasons. With\n pressure on revenue from deflation abated, our\n operating margin declined from 8.3% to 7.7%, North America update\n driven by our Distribution business, and market-\n\n economic headwinds and internal\n In North America, financial performance has\n driven weakness in some of our other larger been impacted by execution challenges related\n businesses. However, we saw a better to an operating model change in our Distribution\n\n challenges, we’re working hard to performance in the second half of the year, with\n underlying revenue growth of 0.9% and a\n business, which primarily services grocery and\n foodservice customers. The difficult\n\n put the right measures in place.”\n moderated decline in margin. Operating margin in macroeconomic environment and its impact\n the second half declined from 8.6% in the prior on end users in the foodservice sector\n year period to 8.3%, compared to a decline from amplified these issues.\n 8.0% to 7.0% in the first half. This reduced\n operating margin decline in the second half was", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\n8\n\nCHIEF EXECUTIVE’S STATEMENT\n\nOverview\n\nFrank van Zanten, CEO\n\n“\u00072025 was a year that stood\nout for many reasons. With\neconomic headwinds and internal\nchallenges, we’re working hard to\nput the right measures in place.”\n\n2025 was a challenging year for Bunzl, with\nexecution issues in our largest business, Bunzl\nNorth America Distribution, (“Distribution”),\nrelated to a new organisational model, amplified\nby a challenging market backdrop. Globally, our\nbusinesses felt the impact of significant\nmacroeconomic uncertainty and the pressure it\nput on business and consumer sentiment. Trading\nin our North America business area was further\ncompounded by supply chain disruption related\nto tariffs, as well as the weighting to sectors such\nas foodservice and convenience stores that felt\na more significant impact from the economic\nenvironment. Against this backdrop, we have\nstrengthened our focus on organic revenue\ngrowth and incremental operating cost\nopportunities to support our performance.\nWhilst underlying revenue returned to growth,\nincreasing by 0.4% compared to 2024, and the\npressure on revenue from deflation abated, our\noperating margin declined from 8.3% to 7.7%,\ndriven by our Distribution business, and marketdriven weakness in some of our other larger\nbusinesses. However, we saw a better\nperformance in the second half of the year, with\nunderlying revenue growth of 0.9% and a\nmoderated decline in margin. Operating margin in\nthe second half declined from 8.6% in the prior\nyear period to 8.3%, compared to a decline from\n8.0% to 7.0% in the first half. This reduced\noperating margin decline in the second half was\n\ndriven by margin growth in our UK & Ireland\nbusiness, supported by strong Nisbets’ synergies,\nyear-on-year stabilisation of the Continental\nEurope operating margin, and a moderation\nof the margin decline in our North America\nDistribution business. The moderation in margin\ndecline across Distribution and Continental\nEurope was supported by decisive actions we\nhave taken to improve performance in both\nbusiness areas, including actions to re-establish\nlocal commercial agility in Distribution and to\ndeliver new business wins. I am pleased that we\nhave made progress, as demonstrated by the\nbetter-than-expected business wins and\nimproved service levels in the second half of the\nyear in North America.\nThe Group’s progress in the second half was\npartially limited by further demand weakness in\nother North America businesses, most notably\nour food processor and convenience store\nbusinesses, as well as our businesses in Mexico\nand Brazil. However, we continued to see good\ngrowth in Asia Pacific, and delivered a resilient\nperformance in the Netherlands and Spain, two\nlarge European markets.\nWhile markets remain uncertain, we expect to see\ncontinued underlying revenue growth and a more\nstable profit outlook in 2026, with this expected\nto be a foundation for future profit growth.\nFurthermore, we continue to see a significant\nconsolidation opportunity which provides\nstrong growth upside, and with the outlook for\nacquisitions already improving for 2026, I remain\nconfident in Bunzl’s medium-term growth\nopportunity.\n\nNorth America update\nIn North America, financial performance has\nbeen impacted by execution challenges related\nto an operating model change in our Distribution\nbusiness, which primarily services grocery and\nfoodservice customers. The difficult\nmacroeconomic environment and its impact\non end users in the foodservice sector\namplified these issues.", "tables": [ [ [ "", "", "" ], [ "Frank van Zanten, CEO “ 2025 was a year that stood out for many reasons. With economic headwinds and internal challenges, we’re working hard to put the right measures in place.”", "Frank van Zanten, CEO", "" ] ] ], "word_count": 545, "visual_charts": [] }, { "page_number": 11, "section": "Strategic Report", "subsection": "Chief Executive's Statement", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 9", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 9\n\nCHIEF EXECUTIVE’S STATEMENT continued\n\n The Distribution business is a well-established are complementary to our extensive range business area saw good momentum with larger\n 2025 FINANCIAL HIGHLIGHTS and scale business, with market-leading positions of third party products, alongside further own new business wins and renewals, particularly\n in its chosen markets, and benefits from a brand launches. supported by the strength of our sustainability\n\n\n\n 3.0%\n national footprint and good infrastructure, as well offering, and well managed operating cost\n In the second half of 2025, against a more\n as the strength and depth of its supply chain, inflation, supported by cost actions taken in 2024.\n challenging market, whilst we saw increased\n efficient operations, high service levels and As a result, and alongside easier comparatives, we\n pressure outside of the Distribution business\n product expertise. In order to strengthen delivered a stabilisation of year-on-year adjusted\n revenue growth1 in other North America businesses, we delivered\n Distribution’s platform for longer-term growth, we operating profit and operating margin across\n a moderation in the Distribution business’s\n decided to move from a branch-based operations Continental Europe in the second half of the year.\n year-on-year operating margin decline. Our\n\n\n 7.7%\n model with more than 40 general managers\n actions have led to: 1) more motivated teams; 2)\n overseeing the entirety of their own operations Operating performance\n improved execution of the new organisational\n locally, to a sales and operations model, which The commentary below is stated at constant\n model, with greater agility enabled for our local\n operating margin2\n separates supply chain from sales activities. This exchange rates unless otherwise highlighted.\n business; 3) significantly improved service levels\n change was made to enhance our service and\n and availability of inventory; and 4) growth in own Revenue\n focus on sales development, and was largely\n\n\n (4.3)%\n brand penetration over the year as a whole, with\n implemented by the start of 2024. Group revenue increased by 3.0% to £11,845.4\n further successful own brand launches, alongside\n million, driven by acquisitions. Acquisition-related\n Whilst the Distribution business has seen good strengthened branded supplier relationships and\n revenue growth of 3.3% was partially offset by a\n momentum with business wins with national an increase in joint programmes targeting specific\n adjusted operating profit 2 growth disposal impact of 0.4%, resulting in 2.9% net\n customers and a significant increase in our market opportunities. Overall, Distribution saw\n acquisition growth. Underlying revenue growth\n underpenetrated own brand levels across both good success with new business wins towards the\n over the period was 0.4%, with moderate growth\n\n 2.0x\n national and local customers since moving to the end of the year, supported by more robust sales\n across Rest of the World and the UK & Ireland\n new model, the business was impacted by a loss pipeline management and the benefits that the\n largely countered by a very slight decline in North\n of speed and agility servicing local customers, new organisational model provides. The business\n America, and with both volumes and net inflation\n adjusted net debt to EBITDA 2 largely foodservice redistributors, due to greater that has been won includes both national grocery\n stable over the year. The Group benefited from a\n centralisation of processes, which resulted in lost and foodservice customers, and represents new\n small level of net inflation towards the end of the\n share of wallet with some customers. These customer relationships, as well as wallet share\n\n\n £579m\n year, driven by tariff-related price increases in\n issues were amplified by challenging end markets gains. Looking to 2026 and beyond, the business\n North America, but continued to see deflation in\n and resulting price pressure from customers, with continues to be committed to delivering benefits\n our cleaning & hygiene businesses in France and\n the business seeing lower than anticipated from the new organisational model, with a focus\n the UK, despite some moderation through 2025.\n free cash flow2 volumes and own brand conversion. Separately, on growing revenue and delivering a strong\n Underlying revenue growth improved over the\n Distribution was also impacted by the loss of a proposition to both larger customers and\n year and was stronger in the second half, growing\n higher margin product category related to a local customers, and driving long-term\n\n\n £132m\n at 0.9% compared to a 0.2% decline in the first\n programme that is no longer available in an profitable growth.\n half, and was supported by new business wins\n existing grocery customer’s stores, early in the\n year. This, combined with higher operational costs Continental Europe update and underlying growth across all business areas,\n committed spend on acquisitions In the first half of 2025, our Continental Europe as well as the small net impact from inflation.\n in the first half, drove a significant decline in\n business area continued to be impacted by Revenue over the year also saw a negative impact\n adjusted operating profit.\n expected trends already seen in the second half from one less trading day of 0.3%. Organic\n We took a series of decisive actions earlier in the revenue growth, which is not adjusted for the\n of 2024. The operating environment remained\n year to improve performance, including: impact of the number of trading days in the year,\n challenging, with France and certain online\n leadership changes to re-energise our local was 0.1%.\n businesses driving an operating margin decline\n foodservice teams; cost saving actions which took\n year-on-year in the first half, offsetting better\n effect from the second quarter; a re-\n performance in some other businesses. Actions\n empowerment of our local teams through greater\n taken to improve performance were initiated in\n 1. At constant exchange rates control on pricing and inventory management;\n 2024 and included a strong focus on operating\n 2. Alternative performance measure (see Note 3 on and an increased focus on preferred supplier\n pages 147 to 149 of the Annual Report) cost initiatives, sourcing opportunities and new\n engagement to reinforce that own brand products\n business pipeline management. Over the year the", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\n9\n\nCHIEF EXECUTIVE’S STATEMENT continued\n2025 FINANCIAL HIGHLIGHTS\n\n3.0%\n\nrevenue growth1\n\n7.7%\n\noperating margin2\n\n(4.3)%\n\nadjusted operating profit 2 growth\n\n2.0x\n\nadjusted net debt to EBITDA 2\n\n£579m\nfree cash flow2\n\n£132m\n\ncommitted spend on acquisitions\n\n1. At constant exchange rates\n2. Alternative performance measure (see Note 3 on\npages 147 to 149 of the Annual Report)\n\nThe Distribution business is a well-established\nand scale business, with market-leading positions\nin its chosen markets, and benefits from a\nnational footprint and good infrastructure, as well\nas the strength and depth of its supply chain,\nefficient operations, high service levels and\nproduct expertise. In order to strengthen\nDistribution’s platform for longer-term growth, we\ndecided to move from a branch-based operations\nmodel with more than 40 general managers\noverseeing the entirety of their own operations\nlocally, to a sales and operations model, which\nseparates supply chain from sales activities. This\nchange was made to enhance our service and\nfocus on sales development, and was largely\nimplemented by the start of 2024.\nWhilst the Distribution business has seen good\nmomentum with business wins with national\ncustomers and a significant increase in our\nunderpenetrated own brand levels across both\nnational and local customers since moving to the\nnew model, the business was impacted by a loss\nof speed and agility servicing local customers,\nlargely foodservice redistributors, due to greater\ncentralisation of processes, which resulted in lost\nshare of wallet with some customers. These\nissues were amplified by challenging end markets\nand resulting price pressure from customers, with\nthe business seeing lower than anticipated\nvolumes and own brand conversion. Separately,\nDistribution was also impacted by the loss of a\nhigher margin product category related to a\nprogramme that is no longer available in an\nexisting grocery customer’s stores, early in the\nyear. This, combined with higher operational costs\nin the first half, drove a significant decline in\nadjusted operating profit.\nWe took a series of decisive actions earlier in the\nyear to improve performance, including:\nleadership changes to re-energise our local\nfoodservice teams; cost saving actions which took\neffect from the second quarter; a reempowerment of our local teams through greater\ncontrol on pricing and inventory management;\nand an increased focus on preferred supplier\nengagement to reinforce that own brand products\n\nare complementary to our extensive range\nof third party products, alongside further own\nbrand launches.\nIn the second half of 2025, against a more\nchallenging market, whilst we saw increased\npressure outside of the Distribution business\nin other North America businesses, we delivered\na moderation in the Distribution business’s\nyear-on-year operating margin decline. Our\nactions have led to: 1) more motivated teams; 2)\nimproved execution of the new organisational\nmodel, with greater agility enabled for our local\nbusiness; 3) significantly improved service levels\nand availability of inventory; and 4) growth in own\nbrand penetration over the year as a whole, with\nfurther successful own brand launches, alongside\nstrengthened branded supplier relationships and\nan increase in joint programmes targeting specific\nmarket opportunities. Overall, Distribution saw\ngood success with new business wins towards the\nend of the year, supported by more robust sales\npipeline management and the benefits that the\nnew organisational model provides. The business\nthat has been won includes both national grocery\nand foodservice customers, and represents new\ncustomer relationships, as well as wallet share\ngains. Looking to 2026 and beyond, the business\ncontinues to be committed to delivering benefits\nfrom the new organisational model, with a focus\non growing revenue and delivering a strong\nproposition to both larger customers and\nlocal customers, and driving long-term\nprofitable growth.\n\nContinental Europe update\nIn the first half of 2025, our Continental Europe\nbusiness area continued to be impacted by\nexpected trends already seen in the second half\nof 2024. The operating environment remained\nchallenging, with France and certain online\nbusinesses driving an operating margin decline\nyear-on-year in the first half, offsetting better\nperformance in some other businesses. Actions\ntaken to improve performance were initiated in\n2024 and included a strong focus on operating\ncost initiatives, sourcing opportunities and new\nbusiness pipeline management. Over the year the\n\nbusiness area saw good momentum with larger\nnew business wins and renewals, particularly\nsupported by the strength of our sustainability\noffering, and well managed operating cost\ninflation, supported by cost actions taken in 2024.\nAs a result, and alongside easier comparatives, we\ndelivered a stabilisation of year-on-year adjusted\noperating profit and operating margin across\nContinental Europe in the second half of the year.\n\nOperating performance\nThe commentary below is stated at constant\nexchange rates unless otherwise highlighted.\n\nRevenue\nGroup revenue increased by 3.0% to £11,845.4\nmillion, driven by acquisitions. Acquisition-related\nrevenue growth of 3.3% was partially offset by a\ndisposal impact of 0.4%, resulting in 2.9% net\nacquisition growth. Underlying revenue growth\nover the period was 0.4%, with moderate growth\nacross Rest of the World and the UK & Ireland\nlargely countered by a very slight decline in North\nAmerica, and with both volumes and net inflation\nstable over the year. The Group benefited from a\nsmall level of net inflation towards the end of the\nyear, driven by tariff-related price increases in\nNorth America, but continued to see deflation in\nour cleaning & hygiene businesses in France and\nthe UK, despite some moderation through 2025.\nUnderlying revenue growth improved over the\nyear and was stronger in the second half, growing\nat 0.9% compared to a 0.2% decline in the first\nhalf, and was supported by new business wins\nand underlying growth across all business areas,\nas well as the small net impact from inflation.\nRevenue over the year also saw a negative impact\nfrom one less trading day of 0.3%. Organic\nrevenue growth, which is not adjusted for the\nimpact of the number of trading days in the year,\nwas 0.1%.", "tables": [ [ [ "2025 FINANCIAL HIGHLIGHTS" ], [ "3.0% revenue growth1 7.7% operating margin2 (4.3)% adjusted operating profit2 growth 2.0x adjusted net debt to EBITDA2 £579m free cash flow2 £132m committed spend on acquisitions 1. At constant exchange rates 2. Alternative performance measure (see Note 3 on pages 147 to 149 of the Annual Report)" ] ] ], "word_count": 973, "visual_charts": [] }, { "page_number": 12, "section": "Strategic Report", "subsection": "Chief Executive's Statement", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 10", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 10\n\nCHIEF EXECUTIVE’S STATEMENT continued\n\nProfit and earnings The Group’s operating margin performance was buybacks in 2024 and 2025, with the weighted\nAdjusted operating profit for the year was £910.3 driven by a decline in the Group’s underlying number of ordinary shares in issue in 2025 being DRIVING GROWTH\nmillion, a decline of 4.3% compared to 2024, and gross margin, although gross margin overall was 324.6 million, compared to 334.4 million in 2024.\noperating margin was 7.7% compared to 8.3% in unchanged over the year at 28.8% at actual The number of ordinary shares in issue, less the\n2024. This included a £7.8 million share-based exchange rates as a result of acquisitions. An shares held in trust, on 31 December 2025 was We are focused on driving\npayment credit due to the reversal of prior year increase in the operating costs to sales ratio from 321.0 million. Bunzl forward:\ncharges related to awards made in 2023 and 20.5% to 21.1%, at actual exchange rates, is largely\n driven by acquisitions and reflective of their Cash and returns\n2024, which have been impacted by the Group’s\n operating business models. Excluding The Group’s cash generation continues to be\nperformance in 2025. Excluding this one-off\n acquisitions, the operating cost to sales ratio was strong, with 95% cash conversion in 2025, ahead\n While markets remain uncertain,\ncredit, adjusted operating profit was £902.5\nmillion and operating margin was 7.6%, compared stable, supported by cost initiatives, as well as the of our 90% target. we expect some underlying revenue\nto 8.3% in 2024. Overall in 2025, operating share-based payments credit. Operating cost\n Compared to 2024, free cash flow decreased by growth in 2026\nmargins were impacted by: 1) the margin decline inflation, overall, was at more typical levels over\n 8.7% at actual exchange rates, to £578.5 million,\nseen in our Distribution business, resulting from the year, with wage inflation across North\n due to a decrease in operating profit and an\nexecution changes against a difficult America, UK & Ireland and Continental Europe\n being at normalised levels, which we expect to\n increase in net interest paid. The strength of our We expect a more stable 2026\nmacroeconomic backdrop; 2) market challenges\nimpacting other businesses in North America and remain the case in 2026. Property cost inflation,\n underlying free cash flow generation continues to adjusted operating profit to be a\n enable our investment in the business, progressive\nin Brazil in particular; and 3) the impact on our linked to lease renewals, moderated from recent\n dividends, self-funded value-accretive acquisitions foundation for future profit growth\nFrench business in the first half of the year from high levels, and fuel and freight inflation was also\n and other capital allocation options. Adjusted net\ndeflation in our cleaning & hygiene businesses, moderate and supported by the annualisation of\n debt to EBITDA, which excludes lease liabilities and\nreflective of a post Covid-19 normalisation of prior year contract retendering in North America.\n includes total deferred and contingent There continues to be a significant\n We expect overall inflation to remain at these\npricing, and a weak economy, alongside operating\n more typical levels in 2026, and the Group\n consideration, at 31 December 2025 was 2.0 times consolidation opportunity, we have\ncost inflation and a relatively fixed cost base. The and compares to 1.8 times at 31 December 2024.\nGroup’s operating margin decline in the second remains strongly focused on operational an active pipeline which provides\n efficiency initiatives such as warehouse Returns were lower than last year, driven by the\nhalf of the year moderated from 8.6% in the prior\n consolidations and relocations, as well as digital Group’s operating margin decline, with return\n strong growth upside\nyear to 8.3%, compared to the decline from 8.0%\n investments, that can offset inflation. on average operating capital of 37.0% (43.2% at\nto 7.0% in the first half at actual exchange rates.\n 31 December 2024), while return on invested\nThis moderation in year-on-year decline in the Reported operating profit was £735.3 million,\n capital was 13.0% (14.8% at 31 December 2024). Bunzl has an attractive business\n 5.7% lower than the prior year (8.0% lower at\nsecond half was driven by: 1) margin expansion in\n actual exchange rates). Strategy: Organic growth and\n model with scale, a differentiated\nthe UK & Ireland, driven by good performance of\nthe foodservice businesses and supported by The adjusted net finance expense increased by operational efficiency offering and is highly cash\nstrong Nisbets synergies, compared to the impact £20.0 million to £123.2 million, driven by higher We remain committed to delivering growth generative\nin the first half from consolidating a seasonally net debt during the period. We expect a net through our compounding strategy which\nlower margin period of Nisbets, which was finance expense of around £125 million in 2026. focuses on organic growth, operational\nacquired in May 2024; 2) stabilisation of the The effective tax rate of 26.0% was higher than efficiency and acquisitions. We remain confident in\nContinental Europe margin, due to the benefit of\nactions taken and easier prior year comparatives;\n the 25.5% in 2024 primarily due to the absence\n We continue to provide our customers with the medium-term growth\n of one-off benefits from UK group relief included\nand 3) actions taken in North America in 2024. The effective tax rate in 2026 is expected innovative products and services, and to enhance opportunity\nDistribution which resulted in a more moderated to remain at 26.0%. our value-added proposition, for example, with\nmargin decline in the second half. North America’s our sustainability offering. Furthermore, we\nmargin moderation was offset by increased Adjusted profit for the year was £582.5 million, continue to complement our continual\nweakness in some other North America markets, a decrease of 8.0%. Adjusted earnings per share collaboration with our strategic third party\nwhilst the Group was also impacted by continued were 179.3p, a decrease of 5.2%, and basic branded supplier partners, with the further\nmarket softness in Brazil which began in Q2. earnings per share were 141.5p, a decrease of development of our own brand offering to provide\n 2.7%. Over the year the weighted average number unparalleled choice for our customers. The\n of shares reduced by 2.9%, reflective of share Group’s own brand penetration increased to", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\nCHIEF EXECUTIVE’S STATEMENT continued\nProfit and earnings\nAdjusted operating profit for the year was £910.3\nmillion, a decline of 4.3% compared to 2024, and\noperating margin was 7.7% compared to 8.3% in\n2024. This included a £7.8 million share-based\npayment credit due to the reversal of prior year\ncharges related to awards made in 2023 and\n2024, which have been impacted by the Group’s\nperformance in 2025. Excluding this one-off\ncredit, adjusted operating profit was £902.5\nmillion and operating margin was 7.6%, compared\nto 8.3% in 2024. Overall in 2025, operating\nmargins were impacted by: 1) the margin decline\nseen in our Distribution business, resulting from\nexecution changes against a difficult\nmacroeconomic backdrop; 2) market challenges\nimpacting other businesses in North America and\nin Brazil in particular; and 3) the impact on our\nFrench business in the first half of the year from\ndeflation in our cleaning & hygiene businesses,\nreflective of a post Covid-19 normalisation of\npricing, and a weak economy, alongside operating\ncost inflation and a relatively fixed cost base. The\nGroup’s operating margin decline in the second\nhalf of the year moderated from 8.6% in the prior\nyear to 8.3%, compared to the decline from 8.0%\nto 7.0% in the first half at actual exchange rates.\nThis moderation in year-on-year decline in the\nsecond half was driven by: 1) margin expansion in\nthe UK & Ireland, driven by good performance of\nthe foodservice businesses and supported by\nstrong Nisbets synergies, compared to the impact\nin the first half from consolidating a seasonally\nlower margin period of Nisbets, which was\nacquired in May 2024; 2) stabilisation of the\nContinental Europe margin, due to the benefit of\nactions taken and easier prior year comparatives;\nand 3) actions taken in North America\nDistribution which resulted in a more moderated\nmargin decline in the second half. North America’s\nmargin moderation was offset by increased\nweakness in some other North America markets,\nwhilst the Group was also impacted by continued\nmarket softness in Brazil which began in Q2.\n\nThe Group’s operating margin performance was\ndriven by a decline in the Group’s underlying\ngross margin, although gross margin overall was\nunchanged over the year at 28.8% at actual\nexchange rates as a result of acquisitions. An\nincrease in the operating costs to sales ratio from\n20.5% to 21.1%, at actual exchange rates, is largely\ndriven by acquisitions and reflective of their\noperating business models. Excluding\nacquisitions, the operating cost to sales ratio was\nstable, supported by cost initiatives, as well as the\nshare-based payments credit. Operating cost\ninflation, overall, was at more typical levels over\nthe year, with wage inflation across North\nAmerica, UK & Ireland and Continental Europe\nbeing at normalised levels, which we expect to\nremain the case in 2026. Property cost inflation,\nlinked to lease renewals, moderated from recent\nhigh levels, and fuel and freight inflation was also\nmoderate and supported by the annualisation of\nprior year contract retendering in North America.\nWe expect overall inflation to remain at these\nmore typical levels in 2026, and the Group\nremains strongly focused on operational\nefficiency initiatives such as warehouse\nconsolidations and relocations, as well as digital\ninvestments, that can offset inflation.\nReported operating profit was £735.3 million,\n5.7% lower than the prior year (8.0% lower at\nactual exchange rates).\nThe adjusted net finance expense increased by\n£20.0 million to £123.2 million, driven by higher\nnet debt during the period. We expect a net\nfinance expense of around £125 million in 2026.\nThe effective tax rate of 26.0% was higher than\nthe 25.5% in 2024 primarily due to the absence\nof one-off benefits from UK group relief included\nin 2024. The effective tax rate in 2026 is expected\nto remain at 26.0%.\nAdjusted profit for the year was £582.5 million,\na decrease of 8.0%. Adjusted earnings per share\nwere 179.3p, a decrease of 5.2%, and basic\nearnings per share were 141.5p, a decrease of\n2.7%. Over the year the weighted average number\nof shares reduced by 2.9%, reflective of share\n\nbuybacks in 2024 and 2025, with the weighted\nnumber of ordinary shares in issue in 2025 being\n324.6 million, compared to 334.4 million in 2024.\nThe number of ordinary shares in issue, less the\nshares held in trust, on 31 December 2025 was\n321.0 million.\n\nCash and returns\nThe Group’s cash generation continues to be\nstrong, with 95% cash conversion in 2025, ahead\nof our 90% target.\nCompared to 2024, free cash flow decreased by\n8.7% at actual exchange rates, to £578.5 million,\ndue to a decrease in operating profit and an\nincrease in net interest paid. The strength of our\nunderlying free cash flow generation continues to\nenable our investment in the business, progressive\ndividends, self-funded value-accretive acquisitions\nand other capital allocation options. Adjusted net\ndebt to EBITDA, which excludes lease liabilities and\nincludes total deferred and contingent\nconsideration, at 31 December 2025 was 2.0 times\nand compares to 1.8 times at 31 December 2024.\nReturns were lower than last year, driven by the\nGroup’s operating margin decline, with return\non average operating capital of 37.0% (43.2% at\n31 December 2024), while return on invested\ncapital was 13.0% (14.8% at 31 December 2024).\n\nStrategy: Organic growth and\noperational efficiency\nWe remain committed to delivering growth\nthrough our compounding strategy which\nfocuses on organic growth, operational\nefficiency and acquisitions.\nWe continue to provide our customers with\ninnovative products and services, and to enhance\nour value-added proposition, for example, with\nour sustainability offering. Furthermore, we\ncontinue to complement our continual\ncollaboration with our strategic third party\nbranded supplier partners, with the further\ndevelopment of our own brand offering to provide\nunparalleled choice for our customers. The\nGroup’s own brand penetration increased to\n\nDRIVING GROWTH\n\nWe are focused on driving\nBunzl forward:\nWhile markets remain uncertain,\nwe expect some underlying revenue\ngrowth in 2026\nWe expect a more stable 2026\nadjusted operating profit to be a\nfoundation for future profit growth\nThere continues to be a significant\nconsolidation opportunity, we have\nan active pipeline which provides\nstrong growth upside\nBunzl has an attractive business\nmodel with scale, a differentiated\noffering and is highly cash\ngenerative\nWe remain confident in\nthe medium-term growth\nopportunity\n\n10", "tables": [ [ [ "DRIVING GROWTH" ], [ "We are focused on driving Bunzl forward: While markets remain uncertain, we expect some underlying revenue growth in 2026 We expect a more stable 2026 adjusted operating profit to be a foundation for future profit growth There continues to be a significant consolidation opportunity, we have an active pipeline which provides strong growth upside Bunzl has an attractive business model with scale, a differentiated offering and is highly cash generative We remain confident in the medium-term growth opportunity" ] ] ], "word_count": 1043, "visual_charts": [] }, { "page_number": 13, "section": "Strategic Report", "subsection": "2025 Acquisitions", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 11", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 11\n\nCHIEF EXECUTIVE’S STATEMENT continued\n\n\n 2025 ACQUISITIONS\n\n ACQUISITION COMPLETION DESCRIPTION\n\n Inpakomed March 2025 • Dutch business specialising in sterile product packaging solutions for use in the medical and forensic markets\n • Highly complementary to our existing business in the Netherlands\n • Annualised revenue of £2.5 million in 2025\n\n Quindesur July 2025 • Spanish distributor of foodservice and cleaning & hygiene products, with a strong focus in Southern Spain\n • Complements our existing businesses and strengthens our regional presence\n • Annualised revenue of £11.5 million in 2025\n\n Hospitalia July 2025 • One of the largest healthcare distributors in Chile, distributes a wide range of healthcare products, including those\n used in a surgical setting, to both public and private hospitals\n • Represents Bunzl’s entry into the healthcare sector in Chile\n • Annualised revenue of £21.2 million in 2025\n\n Solupack July 2025 • Brazilian distributor of own brand packaging solutions to the food industry\n • Enhances our customer offering alongside our existing businesses\n • Annualised revenue of £17.9 million in 2025\n\n Guantes Internacionales (Gisa) August 2025 • Leading own brand personal protective equipment distributor in Mexico, with a strong focus on gloves\n • Strong cross-selling opportunities with our existing business in the US and Mexico\n • Annualised revenue of £15.8 million in 2025\n\n Caterline September 2025 • Distributor of commercial catering equipment in Ireland and Northern Ireland\n • Complements Bunzl’s existing catering business\n • Annualised revenue of £5.6 million in 2025\n\n Anta y Jesus September 2025 • Leading regional distributor of cleaning and hygiene products in the northwest of Spain\n • Enhances Bunzl’s cleaning & hygiene national offering and geographical footprint\n • Annualised revenue of £4.7 million in 2025\n\n Damito October 2025 • Distributor of cleaning & hygiene, personal protective equipment and packaging in Slovakia\n • Establishes Bunzl’s physical presence in Slovakia\n • Annualised revenue of £13.1 million in 2025", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\nCHIEF EXECUTIVE’S STATEMENT continued\n2025 ACQUISITIONS\nACQUISITION\n\nCOMPLETION\n\nDESCRIPTION\n\nInpakomed\n\nMarch 2025\n\n• Dutch business specialising in sterile product packaging solutions for use in the medical and forensic markets\n• Highly complementary to our existing business in the Netherlands\n• Annualised revenue of £2.5 million in 2025\n\nQuindesur\n\nJuly 2025\n\n• Spanish distributor of foodservice and cleaning & hygiene products, with a strong focus in Southern Spain\n• Complements our existing businesses and strengthens our regional presence\n• Annualised revenue of £11.5 million in 2025\n\nHospitalia\n\nJuly 2025\n\n• One of the largest healthcare distributors in Chile, distributes a wide range of healthcare products, including those\nused in a surgical setting, to both public and private hospitals\n• Represents Bunzl’s entry into the healthcare sector in Chile\n• Annualised revenue of £21.2 million in 2025\n\nSolupack\n\nJuly 2025\n\n• Brazilian distributor of own brand packaging solutions to the food industry\n• Enhances our customer offering alongside our existing businesses\n• Annualised revenue of £17.9 million in 2025\n\nGuantes Internacionales (Gisa)\n\nAugust 2025\n\n• Leading own brand personal protective equipment distributor in Mexico, with a strong focus on gloves\n• Strong cross-selling opportunities with our existing business in the US and Mexico\n• Annualised revenue of £15.8 million in 2025\n\nCaterline\n\nSeptember 2025\n\n• Distributor of commercial catering equipment in Ireland and Northern Ireland\n• Complements Bunzl’s existing catering business\n• Annualised revenue of £5.6 million in 2025\n\nAnta y Jesus\n\nSeptember 2025\n\n• Leading regional distributor of cleaning and hygiene products in the northwest of Spain\n• Enhances Bunzl’s cleaning & hygiene national offering and geographical footprint\n• Annualised revenue of £4.7 million in 2025\n\nDamito\n\nOctober 2025\n\n• Distributor of cleaning & hygiene, personal protective equipment and packaging in Slovakia\n• Establishes Bunzl’s physical presence in Slovakia\n• Annualised revenue of £13.1 million in 2025\n\n11", "tables": [ [ [ "2025 ACQUISITIONS", "", "" ], [ "ACQUISITION", "COMPLETION", "DESCRIPTION" ], [ "Inpakomed", "March 2025", "" ], [ "Quindesur", "July 2025", "" ], [ "Hospitalia", "July 2025", "" ], [ "Solupack", "July 2025", "" ], [ "Guantes Internacionales (Gisa)", "August 2025", "" ], [ "Caterline", "September 2025", "" ], [ "Anta y Jesus", "September 2025", "" ], [ "Damito", "October 2025", "" ] ] ], "word_count": 320, "visual_charts": [] }, { "page_number": 14, "section": "Strategic Report", "subsection": "2025 Acquisitions", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 12", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 12\n\nCHIEF EXECUTIVE’S STATEMENT continued\n\nc.30%, compared to c.28% in 2024, supported by Strategy: acquisitions and disposals typically well ahead of project Weighted Average In December 2024 Bunzl announced a\nthe acquisition of Nisbets. We have increased the Over 2025, we acquired eight new businesses Cost of Capital (‘WACC’). Since 2020 we have spent £200 million share buyback programme for 2025,\nproportion of digital sales, which accounted for across seven countries and four sectors, which an average of c.£300 million per annum on which commenced at the start of 2025 and was\n76% of orders over the year, compared to 75% included our entry into Chilean healthcare, and bolt-on deals, with an average committed spend completed by October 2025.\nin 2024, which excluded acquisitions in 2024. established a physical presence in Slovakia, of £25 million for each business.\n Outlook\nPursuing operating efficiencies remains an enhancing our offering in the region. After a The strength of the Group’s cash conversion and\n With uncertainties relating to the wider\nimportant part of our strategy to reduce the record year in 2024, 2025 was a slower year for balance sheet continues to enable the Group to\n macroeconomic and geopolitical landscape\nimpact of operating cost inflation. In 2025, we acquisition spend, with £132 million committed self-fund further acquisitions, largely through\n expected to continue, the Group continues to\npartially offset operating cost inflation through spend compared to an average over the last five cash generated in the year. Our pipeline remains\n expect moderate revenue growth in 2026, at\nfurther optimisation of our warehouse footprint years of c.£460 million. This reflected the impact active, and we see significant opportunities for\n constant exchange rates, driven by some\nwith the consolidation of 27 warehouses and the of the uncertain macroeconomic environment continued acquisition growth in our existing\n underlying revenue growth and a small benefit\nrelocation of an additional 9. This included a large on the timing of acquisitions, despite our active markets, as well as potential to expand into\n from announced acquisitions. Group operating\nconsolidation project in France, which will reduce pipeline, as we have seen on some occasions new markets.\n margin is expected to be slightly down year-on-\nwarehouses in our largest business in France in our history. Typically, M&A activity recovers\n Bunzl continues to regularly review its portfolio year, compared to 7.6% in 2025 (operating margin\nfrom 15 in 2024 to six in 2026, reducing operating quickly as uncertainty subsides and confidence\n of companies, and in January 2025 completed the prior to the share-based payment credit resulting\ncosts but also enhancing service levels and speed improves, and we are having ongoing\n disposal of our US R3 Safety business, Bunzl’s from the reversal of prior year charges related to\nfor customers. It demonstrates the level of activity conversations with a number of attractive\n only pure wholesale safety business in the US, awards made in 2023 and 2024).\nacross the Group to drive operational efficiencies, businesses. We see an improving outlook for\n acquisitions in 2026 and expect activity to be which generated revenue of c.£50 million in 2024.\nand compares to 14 warehouse consolidations We expect 2026 revenue to be driven by slight\n ahead of 2025 levels. Since 2022 the Group has disposed of four\nand 5 relocations in 2024, a more typical annual volume growth, supported by actions taken and\n businesses with a total annual revenue of\nlevel for Bunzl. Furthermore, the business expected business wins in a challenging market\n Bolt-on acquisitions, defined here as acquisitions c.£250 million and a combined low to mid single\ncontinues to look for opportunities to utilise context, alongside a broadly neutral selling price\n with an enterprise value below £200 million, at digit operating margin. With a portfolio of around\ntechnology to drive efficiency, such as through environment. We continue to expect operating\n attractive multiples, continue to be a focus for 150 operating companies, we continue to review\ninvestments in warehouse automation. cost growth to be driven by more typical levels\n Bunzl, with their year one return on invested the portfolio on an ongoing basis.\n of inflation and partially offset by cost initiatives,\n capital (defined as adjusted operating profit\n Capital allocation and shareholder including the annualisation of Nisbets’ synergies.\n based on share of ownership to enterprise value)\n We expect a more normalised split of adjusted\n returns\n operating profit between the first half and the\n A SLOWER YEAR FOR ACQUISITIONS AFTER A STRONG 2024; Our capital allocation priorities remain unchanged second half in 2026. Overall, we expect a more\n DRIVEN BY MACROECONOMIC UNCERTAINTY and focused on the following: 1) to invest in the stable adjusted operating profit outlook in 2026,\n business to support organic growth and and for this to be the foundation for future\n 2025 activity impacted by macroeconomic uncertainty; not • 2025: 8 acquisitions operational efficiencies; 2) to pay a progressive profit growth.\n unusual for Bunzl to have some lower spend years. in 7 countries, across dividend; 3) to self-fund value-accretive\n 4 sectors acquisitions; and 4) to distribute excess cash. Frank van Zanten\n 883 • Attractive businesses After investment in the business and our Chief Executive Officer\n with committed spend progressive dividend, we favour value-accretive 2 March 2026\n of £132m bolt-on acquisitions, supported by the valuations\n 616 and subsequent returns we can achieve and have\n • Follows good achieved historically, but we will actively review\n 508\n 445 468 momentum in recent our priorities through the year. In the 21 years\n years; pipeline from 2004 to 2025, inclusive, Bunzl has\n 295 327 322 remains active committed £6.2 billion in acquisitions to support\n 211 184 183 • Improving outlook a growth strategy that has delivered an annual\n 124 132\n for 2026 adjusted earnings per share CAGR between 2004\n and 2025 of c.9%, and has returned £3.1 billion to\n Read more on page 19 shareholders through dividends and the 2024 and\n 13 14 15 16 17 18 19 20 21 22 23 24 25\n 2025 share buybacks.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\n12\n\nCHIEF EXECUTIVE’S STATEMENT continued\nStrategy: acquisitions and disposals\n\nc.30%, compared to c.28% in 2024, supported by\nthe acquisition of Nisbets. We have increased the\nproportion of digital sales, which accounted for\n76% of orders over the year, compared to 75%\nin 2024, which excluded acquisitions in 2024.\n\nOver 2025, we acquired eight new businesses\nacross seven countries and four sectors, which\nincluded our entry into Chilean healthcare, and\nestablished a physical presence in Slovakia,\nenhancing our offering in the region. After a\nrecord year in 2024, 2025 was a slower year for\nacquisition spend, with £132 million committed\nspend compared to an average over the last five\nyears of c.£460 million. This reflected the impact\nof the uncertain macroeconomic environment\non the timing of acquisitions, despite our active\npipeline, as we have seen on some occasions\nin our history. Typically, M&A activity recovers\nquickly as uncertainty subsides and confidence\nimproves, and we are having ongoing\nconversations with a number of attractive\nbusinesses. We see an improving outlook for\nacquisitions in 2026 and expect activity to be\nahead of 2025 levels.\n\nPursuing operating efficiencies remains an\nimportant part of our strategy to reduce the\nimpact of operating cost inflation. In 2025, we\npartially offset operating cost inflation through\nfurther optimisation of our warehouse footprint\nwith the consolidation of 27 warehouses and the\nrelocation of an additional 9. This included a large\nconsolidation project in France, which will reduce\nwarehouses in our largest business in France\nfrom 15 in 2024 to six in 2026, reducing operating\ncosts but also enhancing service levels and speed\nfor customers. It demonstrates the level of activity\nacross the Group to drive operational efficiencies,\nand compares to 14 warehouse consolidations\nand 5 relocations in 2024, a more typical annual\nlevel for Bunzl. Furthermore, the business\ncontinues to look for opportunities to utilise\ntechnology to drive efficiency, such as through\ninvestments in warehouse automation.\n\nBolt-on acquisitions, defined here as acquisitions\nwith an enterprise value below £200 million, at\nattractive multiples, continue to be a focus for\nBunzl, with their year one return on invested\ncapital (defined as adjusted operating profit\nbased on share of ownership to enterprise value)\n\nA SLOWER YEAR FOR ACQUISITIONS AFTER A STRONG 2024;\nDRIVEN BY MACROECONOMIC UNCERTAINTY\n• 2025: 8 acquisitions\nin 7 countries, across\n4 sectors\n\n2025 activity impacted by macroeconomic uncertainty; not\nunusual for Bunzl to have some lower spend years.\n883\n\n• Attractive businesses\nwith committed spend\nof £132m\n\n616\n445\n295\n\n13\n\n508\n\n327\n211\n\n14\n\n322\n184\n\n15\n\n• Follows good\nmomentum in recent\nyears; pipeline\nremains active\n\n468\n\n16\n\n183\n\n17\n\n18\n\n124\n19\n\n20\n\n21\n\n22\n\n23\n\n24\n\n132\n\n• Improving outlook\nfor 2026\n\n25\n\nRead more on page 19\n\ntypically well ahead of project Weighted Average\nCost of Capital (‘WACC’). Since 2020 we have spent\nan average of c.£300 million per annum on\nbolt-on deals, with an average committed spend\nof £25 million for each business.\nThe strength of the Group’s cash conversion and\nbalance sheet continues to enable the Group to\nself-fund further acquisitions, largely through\ncash generated in the year. Our pipeline remains\nactive, and we see significant opportunities for\ncontinued acquisition growth in our existing\nmarkets, as well as potential to expand into\nnew markets.\nBunzl continues to regularly review its portfolio\nof companies, and in January 2025 completed the\ndisposal of our US R3 Safety business, Bunzl’s\nonly pure wholesale safety business in the US,\nwhich generated revenue of c.£50 million in 2024.\nSince 2022 the Group has disposed of four\nbusinesses with a total annual revenue of\nc.£250 million and a combined low to mid single\ndigit operating margin. With a portfolio of around\n150 operating companies, we continue to review\nthe portfolio on an ongoing basis.\n\nCapital allocation and shareholder\nreturns\nOur capital allocation priorities remain unchanged\nand focused on the following: 1) to invest in the\nbusiness to support organic growth and\noperational efficiencies; 2) to pay a progressive\ndividend; 3) to self-fund value-accretive\nacquisitions; and 4) to distribute excess cash.\nAfter investment in the business and our\nprogressive dividend, we favour value-accretive\nbolt-on acquisitions, supported by the valuations\nand subsequent returns we can achieve and have\nachieved historically, but we will actively review\nour priorities through the year. In the 21 years\nfrom 2004 to 2025, inclusive, Bunzl has\ncommitted £6.2 billion in acquisitions to support\na growth strategy that has delivered an annual\nadjusted earnings per share CAGR between 2004\nand 2025 of c.9%, and has returned £3.1 billion to\nshareholders through dividends and the 2024 and\n2025 share buybacks.\n\nIn December 2024 Bunzl announced a\n£200 million share buyback programme for 2025,\nwhich commenced at the start of 2025 and was\ncompleted by October 2025.\n\nOutlook\nWith uncertainties relating to the wider\nmacroeconomic and geopolitical landscape\nexpected to continue, the Group continues to\nexpect moderate revenue growth in 2026, at\nconstant exchange rates, driven by some\nunderlying revenue growth and a small benefit\nfrom announced acquisitions. Group operating\nmargin is expected to be slightly down year-onyear, compared to 7.6% in 2025 (operating margin\nprior to the share-based payment credit resulting\nfrom the reversal of prior year charges related to\nawards made in 2023 and 2024).\nWe expect 2026 revenue to be driven by slight\nvolume growth, supported by actions taken and\nexpected business wins in a challenging market\ncontext, alongside a broadly neutral selling price\nenvironment. We continue to expect operating\ncost growth to be driven by more typical levels\nof inflation and partially offset by cost initiatives,\nincluding the annualisation of Nisbets’ synergies.\nWe expect a more normalised split of adjusted\noperating profit between the first half and the\nsecond half in 2026. Overall, we expect a more\nstable adjusted operating profit outlook in 2026,\nand for this to be the foundation for future\nprofit growth.\nFrank van Zanten\nChief Executive Officer\n2 March 2026", "tables": [ [ [ "A SLOWER YEAR FOR ACQUISITIONS AFTER A STRONG 2024; DRIVEN BY MACROECONOMIC UNCERTAINTY" ], [ "2025 activity impacted by macroeconomic uncertainty; not • 2025: 8 acquisitions unusual for Bunzl to have some lower spend years. in 7 countries, across 4 sectors 883 • Attractive businesses with committed spend of £132m 616 • Follows good 508 445 468 momentum in recent years; pipeline 327 322 295 remains active 211 184 183 • Improving outlook 124 132 for 2026 13 14 15 16 17 18 19 20 21 22 23 24 25 Read more on page 19" ] ] ], "word_count": 995, "visual_charts": [ { "title": "Acquisition spend by year (committed spend)", "type": "bar_chart", "unit_note": "£m committed acquisition spend; 2025 highlighted", "series": [ { "year": 2013, "value_gbp_m": 295 }, { "year": 2014, "value_gbp_m": 211 }, { "year": 2015, "value_gbp_m": 327 }, { "year": 2016, "value_gbp_m": 184 }, { "year": 2017, "value_gbp_m": 616 }, { "year": 2018, "value_gbp_m": 183 }, { "year": 2019, "value_gbp_m": 124 }, { "year": 2020, "value_gbp_m": 445 }, { "year": 2021, "value_gbp_m": 508 }, { "year": 2022, "value_gbp_m": 322 }, { "year": 2023, "value_gbp_m": 468 }, { "year": 2024, "value_gbp_m": 883 }, { "year": 2025, "value_gbp_m": 132 } ] } ] }, { "page_number": 15, "section": "Strategic Report", "subsection": "2025 Acquisitions", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 13", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 13\n\nCHIEF EXECUTIVE’S STATEMENT CONTINUED\n\n\nOur leadership team\nLeaders from across the Group meet regularly to review\n Our Board of directors\nperformance, discuss trends affecting our businesses and seek\n Read more on page 76\nfurther opportunities for growth and competitive advantage.\n\n\nExecutive\nCommittee\n\n\n\n\n Frank van Zanten Richard Howes Diana Breeze Andrew Mooney Suzanne Jefferies\n Chief Executive Officer Chief Financial Officer Director of Group Director of Corporate Group General Counsel\n Human Resources Development\n\n\n\n\nSenior leadership\n\n\n\n\nJim McCool Alberto Grau Dale Stokes Jonathan Taylor Scott Mayne Mark Jordan Laura Brinkworth-Bell\nChief Executive Officer, Managing Director, Managing Director, Managing Director, Managing Director, Group Chief Group Company Secretary\nNorth America Continental Europe UK & Ireland Latin America Asia Pacific Information Officer", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\n13\n\nAdditional Information\n\nCHIEF EXECUTIVE’S STATEMENT CONTINUED\n\nOur leadership team\n\nLeaders from across the Group meet regularly to review\nperformance, discuss trends affecting our businesses and seek\nfurther opportunities for growth and competitive advantage.\n\nOur Board of directors\nRead more on page 76\n\nExecutive\nCommittee\n\nFrank van Zanten\n\nChief Executive Officer\n\nRichard Howes\n\nChief Financial Officer\n\nDiana Breeze\n\nDirector of Group\nHuman Resources\n\nAndrew Mooney\n\nDirector of Corporate\nDevelopment\n\nSuzanne Jefferies\n\nGroup General Counsel\n\nSenior leadership\n\nJim McCool\n\nChief Executive Officer,\nNorth America\n\nAlberto Grau\n\nManaging Director,\nContinental Europe\n\nDale Stokes\n\nManaging Director,\nUK & Ireland\n\nJonathan Taylor\n\nManaging Director,\nLatin America\n\nScott Mayne\n\nManaging Director,\nAsia Pacific\n\nMark Jordan\n\nGroup Chief\nInformation Officer\n\nLaura Brinkworth-Bell\nGroup Company Secretary", "tables": [ [ [ "Bunzl plc Annual Report 2025", "", "Strateg", "ic Report Dir", "ectors’ Repo", "rt", "Financial Statem", "ents", "Additional Information", "" ], [ "", "", "", "", "", "", "", "", "", "" ], [ "CHIEF EXECUTIVE’S STAT", "EM", "ENT CONTINUED", "", "", "", "", "", "", "" ], [ "", "", "", "", "", "", "", "", "", "" ], [ "Our leadershi", "p", "team", "", "", "", "", "", "", "" ], [ "Leaders from across", "the", "Group meet regul", "arly to review", "", "", "", "", "", "" ], [ "performance, discuss", "tr", "ends affecting our", "businesses and seek", "", "", "", "", "Our", "Board" ], [ "further opportunities", "for", "growth and compe", "titive advantage.", "", "", "", "", "Read", "more on p" ], [ "", "", "", "", "", "", "", "", "", "" ], [ "Executive", "", "", "", "", "", "", "", "", "" ], [ "Committee", "", "", "", "", "", "", "", "", "" ], [ "", "", "", "", "", "", "", "", "", "" ], [ "", "Fra", "nk van Zanten", "Richard Howes", "", "Diana Breeze", "", "Andrew M", "ooney Suza", "nne Je" ], [ "", "Chi", "ef Executive Officer", "Chief Financial Officer", "", "Director of Group", "", "Director of", "Corporate Grou", "p Gener" ], [ "", "", "", "", "", "Human Resource", "s", "Developme", "nt", "" ], [ "", "", "", "", "", "", "", "", "", "" ], [ "Senior leadership", "", "", "", "", "", "", "", "", "" ], [ "", "", "", "", "", "", "", "", "", "" ], [ "Jim McCool", "Alb", "erto Grau", "Dale Stokes", "Jonathan", "Taylor", "Scott Mayne", "", "Mark Jordan", "Laura" ], [ "Chief Executive Officer,", "Ma", "naging Director,", "Managing Director,", "Managing D", "irector,", "Managing Directo", "r,", "Group Chief", "Group" ], [ "North America", "Con", "tinental Europe", "UK & Ireland", "Latin Ameri", "ca", "Asia Pacific", "", "Information Officer", "" ] ] ], "word_count": 130, "visual_charts": [] }, { "page_number": 16, "section": "Strategic Report", "subsection": "Business Model", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 14", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 14\n\nBUSINESS MODEL\n\nWe provide essential, tailored\nbusiness solutions globally\n\n\nA ONE-STOP-SHOP OUR SERVICE AND VALUE PROPOSITION FOR OUR CUSTOMERS\n\nWe provide our customers with essential items that are necessary for their By providing our customers with a broad range of essential items, readily available from stock,\nbusinesses to operate. We reliably source, consolidate and deliver these items alongside specialist knowledge and expertise, we provide the reassurance our customers need\nthrough customised solutions, providing both efficiency and value-added benefits. for important items, which allows them to focus on their core businesses. The value of our service\n to our customers goes far beyond the cost of the products sourced.\n\n\n WE SOURCE • Sourcing experts and category\n specialists\n • Global supplier relationships\n • Own brand portfolio PRODUCT COST\n • Innovative product sourcing, including\n those well suited to the circular\n economy\n • Customer-specific products\n • Competitive prices\n Cost to process\n WE CONSOLIDATE • One-stop-shop for all products\n in a single delivery Cost of failure\n • Customised digital solutions\n • Integrated ordering systems\n • Analytical support to improve\n Working capital investment\n efficiencies\n • Carbon savings through consolidated Sustainability risks\n deliveries\n Logistical infrastructure\n WE DELIVER • On-time, in-full delivery; received\n Established product expertise and supplier network\n just-in-time\n • Multiple delivery options that include\n direct to site, cross dock or Innovation costs\n warehouse replenishment\n • Extensive distribution network with\n regional and national coverage\n COMPETITIVE PRODUCT COSTS ARE JUST THE TIP OF THE ICEBERG", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\n14\n\nBUSINESS MODEL\n\nWe provide essential, tailored\nbusiness solutions globally\nA ONE-STOP-SHOP\n\nOUR SERVICE AND VALUE PROPOSITION FOR OUR CUSTOMERS\n\nWe provide our customers with essential items that are necessary for their\nbusinesses to operate. We reliably source, consolidate and deliver these items\nthrough customised solutions, providing both efficiency and value-added benefits.\n\nBy providing our customers with a broad range of essential items, readily available from stock,\nalongside specialist knowledge and expertise, we provide the reassurance our customers need\nfor important items, which allows them to focus on their core businesses. The value of our service\nto our customers goes far beyond the cost of the products sourced.\n\nWE SOURCE\n\nWE CONSOLIDATE\n\nWE DELIVER\n\n• Sourcing experts and category\nspecialists\n• Global supplier relationships\n• Own brand portfolio\n• Innovative product sourcing, including\nthose well suited to the circular\neconomy\n• Customer-specific products\n• Competitive prices\n• One-stop-shop for all products\nin a single delivery\n• Customised digital solutions\n• Integrated ordering systems\n• Analytical support to improve\nefficiencies\n• Carbon savings through consolidated\ndeliveries\n• On-time, in-full delivery; received\njust-in-time\n• Multiple delivery options that include\ndirect to site, cross dock or\nwarehouse replenishment\n• Extensive distribution network with\nregional and national coverage\n\nPRODUCT COST\n\nCost to process\nCost of failure\nWorking capital investment\nSustainability risks\nLogistical infrastructure\nEstablished product expertise and supplier network\nInnovation costs\n\nCOMPETITIVE PRODUCT COSTS ARE JUST THE TIP OF THE ICEBERG", "tables": [ [ [ "", "" ], [ "A ONE-STOP-SHOP OUR SERVICE AND VALUE PROPOSITION FOR OUR CUSTOMERS", "" ], [ "We provide our customers with essential items that are necessary for their By providing our customers with a broad range of essential items, readily available from stock, businesses to operate. We reliably source, consolidate and deliver these items alongside specialist knowledge and expertise, we provide the reassurance our customers need through customised solutions, providing both efficiency and value-added benefits. for important items, which allows them to focus on their core businesses. The value of our service to our customers goes far beyond the cost of the products sourced. WE SOURCE • Sourcing experts and category specialists • Global supplier relationships • Own brand portfolio PRODUCT COST • Innovative product sourcing, including those well suited to the circular economy • Customer-specific products • Competitive prices Cost to process WE CONSOLIDATE • One-stop-shop for all products in a single delivery Cost of failure • Customised digital solutions • Integrated ordering systems Working capital investment • Analytical support to improve efficiencies Sustainability risks • Carbon savings through consolidated deliveries Logistical infrastructure WE DELIVER • On-time, in-full delivery; received Established product expertise and supplier network just-in-time • Multiple delivery options that include Innovation costs direct to site, cross dock or warehouse replenishment • Extensive distribution network with regional and national coverage COMPETITIVE PRODUCT COSTS ARE JUST THE TIP OF THE ICEBERG", "" ] ], [ [ "WE SOURCE" ], [ "" ] ], [ [ "WE CONSOLIDATE" ], [ "" ] ], [ [ "WE DELIVER" ], [ "" ] ] ], "word_count": 250, "visual_charts": [] }, { "page_number": 17, "section": "Strategic Report", "subsection": "Business Model", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 15", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 15\n\nBUSINESS MODEL continued\n\n\n\n\nOUR SOURCES OF COMPETITIVE ADVANTAGE GENERATING VALUE FOR ALL OUR STAKEHOLDERS\n\n Tailored solutions and value-added services Our people Customers\n\n Adding value to our customers’ operations,\n ensuring products sourced meet our\n c.30% of our colleagues are sales experts or\n local customer service specialists who provide\n 76%\n of customer orders processed digitally1\n customers’ needs and they receive their detailed advice to customers on all product\n orders on-time and in-full. and service-related matters. Colleagues\n\n Decentralised model Global and ethical sourcing 81% 25%\n Comprising around 150 operating companies, Working with suppliers to give our customers of our operating companies participating senior leadership roles2\n with a decentralised operational structure, access to the best products and solutions, in ‘Great Place to Work’ survey achieved filled by women\n Bunzl’s management teams focus on their with the reassurance that they have been accreditation\n customers’ needs in their local markets and ethically sourced.\n Shareholders\n create an energised entrepreneurial\n environment.\n £450m 33yrs\n International scale Sustainable and responsible solutions 2024 and 2025 completed of consecutive annual dividend growth\n share buybacks at 9% CAGR\n With operations in 33 countries, our extensive Our depth of expert advice, own brand ranges\n distribution networks mean we can deliver to and priority data help our customers navigate Suppliers\n\n 44% 1,430\n customers on a local, regional, national and the complex transition to new products and\n international basis. We can show agility locally solutions.\n while being able to share expertise and\n \u0007of suppliers by emissions currently have\n 3\n suppliers assessed in 2025\n knowledge across the Group. science-based targets in place\n Acquisition track record Digital capabilities Environment\n We have a strong track record of successfully\n integrating acquisitions, helping us to grow our\n Our tailored digital solutions enhance the\n experience for our customers, supporting 18% 28%\n geographic footprint while retaining the ‘local’ customer retention, while increasing the reduction in absolute scope 1 and 2 carbon more carbon efficient since 2019\n feel of our acquired businesses. efficiency of our own operations. emissions since 2019\n\n Own brand portfolio Carbon efficient model\n Value creation for stakeholders Read more on page 60\n We have a growing portfolio of own brand Our consolidation model achieves a reduced\n solutions that meet specific customer needs. carbon footprint in comparison to competitors 1. Senior leadership defined as the c.540 leaders who receive share options as part of their remuneration\n 2. Suppliers that are covered by our scope 3 supplier engagement target.\n who process smaller, unconsolidated orders.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\nBUSINESS MODEL continued\n\nOUR SOURCES OF COMPETITIVE ADVANTAGE\n\nGENERATING VALUE FOR ALL OUR STAKEHOLDERS\n\nTailored solutions and value-added services\n\nOur people\n\nAdding value to our customers’ operations,\nensuring products sourced meet our\ncustomers’ needs and they receive their\norders on-time and in-full.\n\nc.30% of our colleagues are sales experts or\nlocal customer service specialists who provide\ndetailed advice to customers on all product\nand service-related matters.\n\nDecentralised model\n\nGlobal and ethical sourcing\n\nComprising around 150 operating companies,\nwith a decentralised operational structure,\nBunzl’s management teams focus on their\ncustomers’ needs in their local markets and\ncreate an energised entrepreneurial\nenvironment.\n\nWorking with suppliers to give our customers\naccess to the best products and solutions,\nwith the reassurance that they have been\nethically sourced.\n\nInternational scale\n\nSustainable and responsible solutions\n\nWith operations in 33 countries, our extensive\ndistribution networks mean we can deliver to\ncustomers on a local, regional, national and\ninternational basis. We can show agility locally\nwhile being able to share expertise and\nknowledge across the Group.\n\nOur depth of expert advice, own brand ranges\nand priority data help our customers navigate\nthe complex transition to new products and\nsolutions.\n\nAcquisition track record\n\nDigital capabilities\n\nWe have a strong track record of successfully\nintegrating acquisitions, helping us to grow our\ngeographic footprint while retaining the ‘local’\nfeel of our acquired businesses.\n\nOur tailored digital solutions enhance the\nexperience for our customers, supporting\ncustomer retention, while increasing the\nefficiency of our own operations.\n\nOwn brand portfolio\n\nCarbon efficient model\n\nWe have a growing portfolio of own brand\nsolutions that meet specific customer needs.\n\nOur consolidation model achieves a reduced\ncarbon footprint in comparison to competitors\nwho process smaller, unconsolidated orders.\n\nCustomers\n\n76%\n\nof customer orders processed digitally1\n\nColleagues\n\n81%\n\nof our operating companies participating\nin ‘Great Place to Work’ survey achieved\naccreditation\n\nShareholders\n\n£450m\n\n2024 and 2025 completed\nshare buybacks\n\nSuppliers\n\n44%\n\n\u0007of suppliers by emissions currently have\nscience-based targets in place\n3\n\nEnvironment\n\n18%\n\nreduction in absolute scope 1 and 2 carbon\nemissions since 2019\n\n25%\n\nsenior leadership roles2\nfilled by women\n\n33yrs\n\nof consecutive annual dividend growth\nat 9% CAGR\n\n1,430\nsuppliers assessed in 2025\n\n28%\n\nmore carbon efficient since 2019\n\nValue creation for stakeholders Read more on page 60\n1. Senior leadership defined as the c.540 leaders who receive share options as part of their remuneration\n2. Suppliers that are covered by our scope 3 supplier engagement target.\n\n15", "tables": [ [ [ "OUR SOURCES OF COMPETITIVE ADVANTAGE", "GENERATING VALUE FOR ALL OUR STAKEHOLDERS" ], [ "Customers Tailored solutions and value-added services Our people 76% Adding value to our customers’ operations, c.30% of our colleagues are sales experts or ensuring products sourced meet our local customer service specialists who provide of customer orders processed digitally1 customers’ needs and they receive their detailed advice to customers on all product orders on-time and in-full. and service-related matters. Colleagues 81% 25% Decentralised model Global and ethical sourcing Comprising around 150 operating companies, Working with suppliers to give our customers of our operating companies participating senior leadership roles2 with a decentralised operational structure, access to the best products and solutions, in ‘Great Place to Work’ survey achieved filled by women Bunzl’s management teams focus on their with the reassurance that they have been accreditation customers’ needs in their local markets and ethically sourced. Shareholders create an energised entrepreneurial £450m 33yrs environment. International scale Sustainable and responsible solutions 2024 and 2025 completed of consecutive annual dividend growth share buybacks at 9% CAGR With operations in 33 countries, our extensive Our depth of expert advice, own brand ranges distribution networks mean we can deliver to and priority data help our customers navigate Suppliers customers on a local, regional, national and the complex transition to new products and 44% 1,430 international basis. We can show agility locally solutions. while being able to share expertise and o f suppliers3 by emissions currently have suppliers assessed in 2025 knowledge across the Group. science-based targets in place Acquisition track record Digital capabilities Environment We have a strong track record of successfully Our tailored digital solutions enhance the 18% 28% integrating acquisitions, helping us to grow our experience for our customers, supporting geographic footprint while retaining the ‘local’ customer retention, while increasing the reduction in absolute scope 1 and 2 carbon more carbon efficient since 2019 feel of our acquired businesses. efficiency of our own operations. emissions since 2019 Own brand portfolio Carbon efficient model Value creation for stakeholders Read more on page 60 We have a growing portfolio of own brand Our consolidation model achieves a reduced solutions that meet specific customer needs. carbon footprint in comparison to competitors 1. Senior leadership defined as the c.540 leaders who receive share options as part of their remuneration 2. Suppliers that are covered by our scope 3 supplier engagement target. who process smaller, unconsolidated orders.", "Customers 76% of customer orders processed digitally1 Colleagues 81% 25% of our operating companies participating senior leadership roles2 in ‘Great Place to Work’ survey achieved filled by women accreditation Shareholders £450m 33yrs 2024 and 2025 completed of consecutive annual dividend growth share buybacks at 9% CAGR Suppliers 44% 1,430 o f suppliers3 by emissions currently have suppliers assessed in 2025 science-based targets in place Environment 18% 28% reduction in absolute scope 1 and 2 carbon more carbon efficient since 2019 emissions since 2019 Value creation for stakeholders Read more on page 60" ] ] ], "word_count": 414, "visual_charts": [] }, { "page_number": 18, "section": "Strategic Report", "subsection": "Purpose-led Strategy", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 16", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 16\n\nPURPOSE-LED STRATEGY\n\nHow we create long-term sustainable value\n\n OUR PURPOSE A COMPOUNDING STRATEGY SUPPORTED BY INVESTMENTS\n THAT CONSISTENTLY DELIVERS IN SUSTAINABILITY AND DIGITAL\n To deliver essential business solutions Our strategy is founded on the three core pillars of SUSTAINABILITY\n around the world and create long term organic growth, operating model improvements and Sustainability is a vital part of the equation. Our depth\n sustainable value for the benefit of all growth through acquisition, with a commitment that\n growth is sustainable and equitable. Our strategic\n of expert advice, own brand ranges and proprietary data\n helps our customers navigate the complex transition to\n our stakeholders. priorities enable Bunzl to maintain and strengthen its new products and solutions.\n competitive advantages.\n\n DELIVERED THROUGH OUR VALUES\n\n\n Responsible Investing in\n 1. Profitable organic growth supply chains a diverse workforce\n HUMILITY RELIABILITY Use our competitive advantage to support the growth c.97% of our purchasing Encouraging more\n of our customers and to increase our market share. spend today is either in low women into leadership\n Read more on page 17 risk regions, or with assessed roles and continuing\n and compliant suppliers in to build a truly inclusive\n high risk regions. culture across Bunzl.\n\n\n\n RESPONSIVENESS TRANSPARENCY\n 2. Operating model improvements\n Daily focus on making our business more efficient. Taking action on Providing\n Read more on page 18 climate change tailored solutions\n Reduce carbon footprint Significantly increasing\n and get to net zero by 2050 the amount of recyclable,\n at the latest. compostable or reusable\n packaging supplied to our\n customers to help them\n 3. Acquisition growth meet their targets.\n Use our strong balance sheet and excellent\n cash flow to consolidate our markets further. Digital capabilities\n Read more on page 19 Our tailored digital solutions enhance the experience for\n our customers, supporting customer retention, while\n increasing the efficiency of our own operations.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\nPURPOSE-LED STRATEGY\n\nHow we create long-term sustainable value\nOUR PURPOSE\n\nTo deliver essential business solutions\naround the world and create long term\nsustainable value for the benefit of all\nour stakeholders.\n\nA COMPOUNDING STRATEGY\nTHAT CONSISTENTLY DELIVERS\n\nSUPPORTED BY INVESTMENTS\nIN SUSTAINABILITY AND DIGITAL\n\nOur strategy is founded on the three core pillars of\norganic growth, operating model improvements and\ngrowth through acquisition, with a commitment that\ngrowth is sustainable and equitable. Our strategic\npriorities enable Bunzl to maintain and strengthen its\ncompetitive advantages.\n\nSustainability is a vital part of the equation. Our depth\nof expert advice, own brand ranges and proprietary data\nhelps our customers navigate the complex transition to\nnew products and solutions.\n\n1. Profitable organic growth\n\nResponsible\nsupply chains\n\nInvesting in\na diverse workforce\n\nc.97% of our purchasing\nspend today is either in low\nrisk regions, or with assessed\nand compliant suppliers in\nhigh risk regions.\n\nEncouraging more\nwomen into leadership\nroles and continuing\nto build a truly inclusive\nculture across Bunzl.\n\nTaking action on\nclimate change\n\nProviding\ntailored solutions\n\nReduce carbon footprint\nand get to net zero by 2050\nat the latest.\n\nSignificantly increasing\nthe amount of recyclable,\ncompostable or reusable\npackaging supplied to our\ncustomers to help them\nmeet their targets.\n\nSUSTAINABILITY\n\nDELIVERED THROUGH OUR VALUES\n\nHUMILITY\n\nRELIABILITY\n\nUse our competitive advantage to support the growth\nof our customers and to increase our market share.\nRead more on page 17\n\nRESPONSIVENESS\n\nTRANSPARENCY\n\n2. Operating model improvements\nDaily focus on making our business more efficient.\nRead more on page 18\n\n3. Acquisition growth\nUse our strong balance sheet and excellent\ncash flow to consolidate our markets further.\nRead more on page 19\n\nDigital capabilities\nOur tailored digital solutions enhance the experience for\nour customers, supporting customer retention, while\nincreasing the efficiency of our own operations.\n\n16", "tables": [ [ [ "OUR PURPOSE To deliver essential business solutions around the world and create long term sustainable value for the benefit of all our stakeholders. DELIVERED THROUGH OUR VALUES HUMILITY RELIABILITY RESPONSIVENESS TRANSPARENCY" ], [ "" ] ] ], "word_count": 313, "visual_charts": [] }, { "page_number": 19, "section": "Strategic Report", "subsection": "Organic Growth", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 17", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 17\n\nPURPOSE-LED STRATEGY continued\n\n ORGANIC GROWTH\n\n\n\n\nWe are constantly driving organic growth, both by expanding\nand developing our business with existing customers and\nby gaining new business with additional customers.\n THIS IS DRIVEN BY A strengthened focus on\n Activity in our markets\n revenue: Wegmans case study\n Our relationship with Wegmans dates back to\n Attractive end markets with the 1980s, and in the final quarter, we expanded\n our partnership significantly, moving from being\n structural growth\n one of two distributors to becoming the sole\n supplier of goods-not-for-resale. This materially\n Our commitment to continually enhance increases our share of business with the grocer.\n the value-added proposition we provide This win was helped by:\n our customers • Our historical demonstration of reliability and\n commitment through national warehouse\n Our investment in solutions that support network\n our offering, such as sustainability, digital • Our own brand offering and innovation on\n and own brands, and drive new business new business lines\n wins and wallet share growth • Our single IT system; delivery of consolidated\n data reports\n • Our sustainability expertise ahead of\n Our support to the growth of our\n upcoming legislation\n customers through the essential\n products and services which further • Our ability and commitment to on-board large\n programmes with no disruption\n fuels our own growth\n This example highlights how our value-added\n proposition, supports profitable organic growth\n A net inflationary environment and strengthens long-term customer\n would support revenue growth in relationships.\n the medium-term\n\n\n 114\n The number\n c.350\n Average store orders\n Wegmans stores fulfilled per week", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\n17\n\nAdditional Information\n\nPURPOSE-LED STRATEGY continued\n\nORGANIC GROWTH\n\nWe are constantly driving organic growth, both by expanding\nand developing our business with existing customers and\nby gaining new business with additional customers.\nTHIS IS DRIVEN BY\nActivity in our markets\nAttractive end markets with\nstructural growth\nOur commitment to continually enhance\nthe value-added proposition we provide\nour customers\nOur investment in solutions that support\nour offering, such as sustainability, digital\nand own brands, and drive new business\nwins and wallet share growth\nOur support to the growth of our\ncustomers through the essential\nproducts and services which further\nfuels our own growth\nA net inflationary environment\nwould support revenue growth in\nthe medium-term\n\nA strengthened focus on\nrevenue: Wegmans case study\nOur relationship with Wegmans dates back to\nthe 1980s, and in the final quarter, we expanded\nour partnership significantly, moving from being\none of two distributors to becoming the sole\nsupplier of goods-not-for-resale. This materially\nincreases our share of business with the grocer.\nThis win was helped by:\n• Our historical demonstration of reliability and\ncommitment through national warehouse\nnetwork\n• Our own brand offering and innovation on\nnew business lines\n• Our single IT system; delivery of consolidated\ndata reports\n• Our sustainability expertise ahead of\nupcoming legislation\n• Our ability and commitment to on-board large\nprogrammes with no disruption\nThis example highlights how our value-added\nproposition, supports profitable organic growth\nand strengthens long-term customer\nrelationships.\n\n114\n\nThe number\nWegmans stores\n\nc.350\n\nAverage store orders\nfulfilled per week", "tables": [ [ [ "", "", "", "", "" ], [ "", "", "", "ORGANIC GROWTH", "" ] ], [ [ "THIS IS DRIVEN BY" ], [ "Activity in our markets Attractive end markets with structural growth Our commitment to continually enhance the value-added proposition we provide our customers Our investment in solutions that support our offering, such as sustainability, digital and own brands, and drive new business wins and wallet share growth Our support to the growth of our customers through the essential products and services which further fuels our own growth A net inflationary environment would support revenue growth in the medium-term" ] ], [ [ "", "", "", "A strengthened focus on revenue: Wegmans case study Our relationship with Wegmans dates back to the 1980s, and in the final quarter, we expanded our partnership significantly, moving from being" ], [ "", "", "", "one of two distributors to becoming the sole supplier of goods-not-for-resale. This materially increases our share of business with the grocer. This win was helped by: • Our historical demonstration of reliability and commitment through national warehouse network • Our own brand offering and innovation on new business lines • Our single IT system; delivery of consolidated data reports • Our sustainability expertise ahead of upcoming legislation • Our ability and commitment to on-board large programmes with no disruption This example highlights how our value-added proposition, supports profitable organic growth and strengthens long-term customer relationships. 114 c.350 The number Average store orders Wegmans stores fulfilled per week" ], [ "", "", "", "" ] ] ], "word_count": 261, "visual_charts": [] }, { "page_number": 20, "section": "Strategic Report", "subsection": "Operating Model Improvements", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 18", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 18\n\nPURPOSE-LED STRATEGY continued\n\n OPERATING MODEL IMPROVEMENTS\n\n\n\n\nWe continually strive to improve the quality of our operations\nand to make our businesses more efficient and sustainable.\n\nWe continue to focus on strategic\ninitiatives that drive operational ONGOING PROGRAMMES OF INCREMENTAL IMPROVEMENTS ACROSS THE BUSINESS\nefficiencies:\n Warehouse consolidations Automation in Denmark Automation in Germany\nWarehouse relocations and consolidations\n Significant consolidation in France from Ongoing project to extend our largest Automation system implemented in a large\nInvestments in IT systems, digital solutions\n 15 warehouses in 2024 to six in 2026 warehouse in the Nordics to increase German warehouse\nand delivery, routing and energy efficiencies\n capacity to support growth\n More efficient operating platform and Will automate up to 60% of our order lines\nGlobal purchasing synergies and inventory\n improved and standardised service for our Goods-to-person system combining shelves using efficient tote-to-person system\nmanagement\n customers and pallets to automate up to 90% of the\n picking process Expected to drive additional capacity and\n Expect improved service levels with increase productivity\n fill rates of 98% and delivery capability 72 robots to move inventory shelves\n in 24 hours and pallets\n\n\n\n\n36 98%\n expected fill rate\n x2\n Expected productivity vs manual picking\n c.30%\n increase in productivity\nGroup-wide warehouse relocations\nand consolidations in 2025", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\nPURPOSE-LED STRATEGY continued\n\nOPERATING MODEL IMPROVEMENTS\n\nWe continually strive to improve the quality of our operations\nand to make our businesses more efficient and sustainable.\nWe continue to focus on strategic\ninitiatives that drive operational\nefficiencies:\nWarehouse relocations and consolidations\nInvestments in IT systems, digital solutions\nand delivery, routing and energy efficiencies\nGlobal purchasing synergies and inventory\nmanagement\n\nONGOING PROGRAMMES OF INCREMENTAL IMPROVEMENTS ACROSS THE BUSINESS\nWarehouse consolidations\n\nAutomation in Denmark\n\nAutomation in Germany\n\nSignificant consolidation in France from\n15 warehouses in 2024 to six in 2026\n\nOngoing project to extend our largest\nwarehouse in the Nordics to increase\ncapacity to support growth\n\nAutomation system implemented in a large\nGerman warehouse\n\nMore efficient operating platform and\nimproved and standardised service for our\ncustomers\nExpect improved service levels with\nfill rates of 98% and delivery capability\nin 24 hours\n\n36\n\nGroup-wide warehouse relocations\nand consolidations in 2025\n\n98%\n\nexpected fill rate\n\nGoods-to-person system combining shelves\nand pallets to automate up to 90% of the\npicking process\n72 robots to move inventory shelves\nand pallets\n\nx2\n\nExpected productivity vs manual picking\n\nWill automate up to 60% of our order lines\nusing efficient tote-to-person system\nExpected to drive additional capacity and\nincrease productivity\n\nc.30%\n\nincrease in productivity\n\n18", "tables": [ [ [ "", "" ], [ "", "OPERATING MODEL IMPROVEMENTS" ] ], [ [ "ONGOING PROGRAMMES OF INCREMENTAL IMPROVEMENTS ACROSS THE BUSINESS" ], [ "Warehouse consolidations Automation in Denmark Automation in Germany Significant consolidation in France from Ongoing project to extend our largest Automation system implemented in a large 15 warehouses in 2024 to six in 2026 warehouse in the Nordics to increase German warehouse capacity to support growth More efficient operating platform and Will automate up to 60% of our order lines improved and standardised service for our Goods-to-person system combining shelves using efficient tote-to-person system customers and pallets to automate up to 90% of the picking process Expected to drive additional capacity and Expect improved service levels with increase productivity fill rates of 98% and delivery capability 72 robots to move inventory shelves in 24 hours and pallets 98% x2 c.30% expected fill rate Expected productivity vs manual picking increase in productivity" ] ], [ [ "" ], [ "98% expected fill rate" ] ], [ [ "" ], [ "x2 Expected productivity vs manual picking" ] ], [ [ "" ], [ "c.30% increase in productivity" ] ] ], "word_count": 218, "visual_charts": [] }, { "page_number": 21, "section": "Strategic Report", "subsection": "Acquisition Growth", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 19", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 19\n\nPURPOSE-LED STRATEGY continued\n\n ACQUISITION GROWTH\n\n\n\n\nWe seek out businesses that satisfy key criteria, including\nhaving good financial returns, while at the same time providing\nopportunities to extract further value as part of the Bunzl Group.\nOur approach to acquisitions\nconsistently supports the Group’s CONSISTENTLY SUPPORTING THE GROUP’S LONG-TERM GROWTH SUPPORTING BUNZL’S DEVELOPMENT\nlong-term growth:\n\nHighly fragmented and large end markets; >230\n acquisitions since 2004\n Active pipeline >1,300 Potential targets identified\n Market expansion across core customer\n sectors (existing and new customers)\nsizeable market share opportunities\n across customer end markets Product range development\nAcquisitions are a good way to expand, given\nstickiness of customer relationships Enhanced capabilities and scale\n BOLT ON ACQUISITIONS CORE TO STRATEGY\nCash-generative model; acquisitions all Focus on value-add distribution\nself funded • 74 out of 77 announced acquisitions (2020-2025) were bolt-ons: businesses has led to higher margin\n acquisitions\n – Average committed spend of c.£25 million – c.£300 million average annual spend\nStrong acquisition capabilities across the\n since 2019 since 2019\norganisation; reduced acquisition integration\nexecution risk • Balance sheet and cash flow supportive of ongoing annual spend\n\n Consistent valuations over time Strong returns achieved across bolt-ons\n Average of annual weighted multiples on Average year 2 ROIC2 for bolt-ons1 acquired over\n bolt-ons1; (EV/EBITA; initial stakes)3 2021-2023\nRead more about our acquisition strategy 13.3%\n 8.1x 8.0x\non the investor section of our website\n\n\n\n\n 2016-2020 2021-2025 Year 2\n Notes\n 1. Acquisitions with an EV lower than £200m\n 2.\t\u0007ROIC on this page is calculated based on the share of ownership acquired and the enterprise value related to the share of\n adjusted operating profit\n 3.\t\u0007Simple average of the annual multiples paid, with the annual multiples calculated on a weighted average basis each year\n on businesses by reference to mulitples paid for initial stakes excluding performance-based payments (i.e. exclusive of\n consideration dependent on future earnings growth, in particular buyout of minorities); multiples based on calendar year\n earnings in the year of acquisition", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\n19\n\nPURPOSE-LED STRATEGY continued\n\nACQUISITION GROWTH\n\nWe seek out businesses that satisfy key criteria, including\nhaving good financial returns, while at the same time providing\nopportunities to extract further value as part of the Bunzl Group.\nOur approach to acquisitions\nconsistently supports the Group’s\nlong-term growth:\nHighly fragmented and large end markets;\nsizeable market share opportunities\nAcquisitions are a good way to expand, given\nstickiness of customer relationships\nCash-generative model; acquisitions all\nself funded\nStrong acquisition capabilities across the\norganisation; reduced acquisition integration\nexecution risk\n\nCONSISTENTLY SUPPORTING THE GROUP’S LONG-TERM GROWTH\n\nSUPPORTING BUNZL’S DEVELOPMENT\n\n>230\n\nMarket expansion across core customer\nsectors (existing and new customers)\n\nacquisitions since 2004\n\nActive pipeline >1,300\n\nPotential targets identified\nacross customer end markets\n\n• 74 out of 77 announced acquisitions (2020-2025) were bolt-ons:\n– c.£300 million average annual spend\nsince 2019\n\n• Balance sheet and cash flow supportive of ongoing annual spend\nConsistent valuations over time\n\nRead more about our acquisition strategy\non the investor section of our website\n\nEnhanced capabilities and scale\n\nBOLT ON ACQUISITIONS CORE TO STRATEGY\n– Average committed spend of c.£25 million\nsince 2019\n\nAverage of annual weighted multiples on\nbolt-ons1; (EV/EBITA; initial stakes)3\n\nProduct range development\n\nStrong returns achieved across bolt-ons\n\nAverage year 2 ROIC2 for bolt-ons1 acquired over\n2021-2023\n\n8.1x\n\n8.0x\n\n13.3%\n\n2016-2020\n\n2021-2025\n\nYear 2\n\nNotes\n1. Acquisitions with an EV lower than £200m\n2.\t\u0007ROIC on this page is calculated based on the share of ownership acquired and the enterprise value related to the share of\nadjusted operating profit\n3.\t\u0007Simple average of the annual multiples paid, with the annual multiples calculated on a weighted average basis each year\non businesses by reference to mulitples paid for initial stakes excluding performance-based payments (i.e. exclusive of\nconsideration dependent on future earnings growth, in particular buyout of minorities); multiples based on calendar year\nearnings in the year of acquisition\n\nFocus on value-add distribution\nbusinesses has led to higher margin\nacquisitions", "tables": [ [ [ "CONSISTENTLY SUPPORTING THE GROUP’S LONG-TERM GROWTH" ], [ ">230 Active pipeline >1,300 acquisitions since 2004 Potential targets identified across customer end markets" ], [ "BOLT ON ACQUISITIONS CORE TO STRATEGY" ], [ "• 74 out of 77 announced acquisitions (2020-2025) were bolt-ons: – Average committed spend of c.£25 million – c.£300 million average annual spend since 2019 since 2019 • Balance sheet and cash flow supportive of ongoing annual spend Consistent valuations over time Strong returns achieved across bolt-ons Average of annual weighted multiples on Average year 2 ROIC2 for bolt-ons1 acquired over bolt-ons1; (EV/EBITA; initial stakes)3 2021-2023 8.1x 8.0x 13.3% 2016-2020 2021-2025 Year 2 Notes 1. Acquisitions with an EV lower than £200m 2. R OIC on this page is calculated based on the share of ownership acquired and the enterprise value related to the share of adjusted operating profit 3. S imple average of the annual multiples paid, with the annual multiples calculated on a weighted average basis each year on businesses by reference to mulitples paid for initial stakes excluding performance-based payments (i.e. exclusive of consideration dependent on future earnings growth, in particular buyout of minorities); multiples based on calendar year earnings in the year of acquisition" ] ], [ [ "SUPPORTING BUNZL’S DEVELOPMENT" ], [ "Market expansion across core customer sectors (existing and new customers) Product range development Enhanced capabilities and scale Focus on value-add distribution businesses has led to higher margin acquisitions" ] ] ], "word_count": 334, "visual_charts": [] }, { "page_number": 22, "section": "Strategic Report", "subsection": "Acquisition Growth", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 20", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 20\n\nPURPOSE-LED STRATEGY continued\n\n ACQUISITION GROWTH\n\n\n\n\nWe have a highly successful acquisition model\nwith a focused and disciplined selection process and\nstrong expertise across the Group\n WHY BUNZL IS AN ATTRACTIVE A HIGHLY SUCCESSFUL ACQUISITION MODEL FOCUSED ACQUISITION PROCESS\n HOME FOR A BUSINESS\n\n We support the development We have a multi-national central acquisition team, deployed globally We apply disciplined criteria to\n of the businesses we acquire, and supported by strategic local partnerships selecting the right businesses\n while preserving their\n commercial autonomy and Resilient and growing markets\n growth focus Fragmented customer and supplier base;\n ON-BOARDING further market consolidation opportunity\n ORIGINATION EXECUTION\n Aligned entrepreneurial mindset AND DELIVERY\n and culture Strong management team and customer\n relationships\n Synergies (e.g. purchasing, freight,\n selective cross-selling opportunities) • Local origination • Central execution • Local responsibility Synergy opportunities and attractive\n complemented by central expertise financial returns (ROIC, ROACE)\n Leverage Bunzl scale, including Asia adviser relationships • Light integration (e.g.\n sourcing capabilities • Strict due diligence financial reporting and Leading business if new sector or country\n • Multi-year relationships process controls, people-related\n Leverage Group investments and Goods not for resale; own brand potential\n policies, code of conduct)\n expertise (e.g. own brand, sustainability, • Business cases developed • Deal structuring\n digital) by local teams • Synergy realisation;\n • All deals approved by working capital\n Financial resources and acquisition executive committee/ optimisation\n expertise to support future expansion Board\n of business\n\n Collaboration and best practice sharing\n across the Group 280\n businesses reviewed by the\n 70\n acquisitions\n executive committee over the last approved of this 280\n five years", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\nPURPOSE-LED STRATEGY continued\n\nACQUISITION GROWTH\n\nWe have a highly successful acquisition model\nwith a focused and disciplined selection process and\nstrong expertise across the Group\nWHY BUNZL IS AN ATTRACTIVE\nHOME FOR A BUSINESS\n\nA HIGHLY SUCCESSFUL ACQUISITION MODEL\n\nFOCUSED ACQUISITION PROCESS\n\nWe support the development\nof the businesses we acquire,\nwhile preserving their\ncommercial autonomy and\ngrowth focus\n\nWe have a multi-national central acquisition team, deployed globally\nand supported by strategic local partnerships\n\nWe apply disciplined criteria to\nselecting the right businesses\n\nAligned entrepreneurial mindset\nand culture\nSynergies (e.g. purchasing, freight,\nselective cross-selling opportunities)\nLeverage Bunzl scale, including Asia\nsourcing capabilities\nLeverage Group investments and\nexpertise (e.g. own brand, sustainability,\ndigital)\nFinancial resources and acquisition\nexpertise to support future expansion\nof business\nCollaboration and best practice sharing\nacross the Group\n\nResilient and growing markets\n\nORIGINATION\n\n• Local origination\ncomplemented by central\nadviser relationships\n\nEXECUTION\n\n• Central execution\nexpertise\n\n• Multi-year relationships\n\n• Strict due diligence\nprocess\n\n• Business cases developed\nby local teams\n\n• Deal structuring\n\n280\n\n70\n\nbusinesses reviewed by the\nexecutive committee over the last\nfive years\n\n• All deals approved by\nexecutive committee/\nBoard\n\nacquisitions\napproved of this 280\n\nON-BOARDING\nAND DELIVERY\n\n• Local responsibility\n• Light integration (e.g.\nfinancial reporting and\ncontrols, people-related\npolicies, code of conduct)\n• Synergy realisation;\nworking capital\noptimisation\n\nFragmented customer and supplier base;\nfurther market consolidation opportunity\nStrong management team and customer\nrelationships\nSynergy opportunities and attractive\nfinancial returns (ROIC, ROACE)\nLeading business if new sector or country\nGoods not for resale; own brand potential\n\n20", "tables": [ [ [ "WHY BUNZL IS AN ATTRACTIVE HOME FOR A BUSINESS" ], [ "We support the development of the businesses we acquire, while preserving their commercial autonomy and growth focus Aligned entrepreneurial mindset and culture Synergies (e.g. purchasing, freight, selective cross-selling opportunities) Leverage Bunzl scale, including Asia sourcing capabilities Leverage Group investments and expertise (e.g. own brand, sustainability, digital) Financial resources and acquisition expertise to support future expansion of business Collaboration and best practice sharing across the Group" ] ], [ [ "A HIGHLY SUCCESSFUL ACQUISITION MODEL" ], [ "We have a multi-national central acquisition team, deployed globally and supported by strategic local partnerships ON-BOARDING ORIGINATION EXECUTION AND DELIVERY • Local origination • Central execution • Local responsibility complemented by central expertise adviser relationships • Light integration (e.g. • Strict due diligence financial reporting and • Multi-year relationships process controls, people-related policies, code of conduct) • Business cases developed • Deal structuring by local teams • Synergy realisation; • All deals approved by working capital executive committee/ optimisation Board 280 70 businesses reviewed by the acquisitions executive committee over the last approved of this 280 five years" ] ], [ [ "FOCUSED ACQUISITION PROCESS" ], [ "We apply disciplined criteria to selecting the right businesses Resilient and growing markets Fragmented customer and supplier base; further market consolidation opportunity Strong management team and customer relationships Synergy opportunities and attractive financial returns (ROIC, ROACE) Leading business if new sector or country Goods not for resale; own brand potential" ] ] ], "word_count": 269, "visual_charts": [] }, { "page_number": 23, "section": "Strategic Report", "subsection": "Investment Case", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 21", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 21\n\nINVESTMENT CASE\n\nA strong track record for delivering growth\nand returns to shareholders\n\n\n BUNZL HAS A COMPOUNDING GROWTH STRATEGY THAT DELIVERS\n\n\n\n 1 2 3 4 5 6\n A diversified, Compounding Significant Sustainable and Highly cash Capital allocation\n balanced and growth strategy opportunities for equitable growth generative and visibility to enhance\n resilient business with a strong future growth strong financial shareholder returns\n track record discipline\n\nWe operate across a diverse We have a strong track record There are significant We are a proactive Consistent strong cash We have clear capital\nand resilient range of end of growth in revenue, adjusted opportunities for growth industry leader and partner, conversion and our strong allocation priorities to\nmarkets and geographies, with operating profit and adjusted in both new and existing continuously integrating balance sheet supports our support organic growth and\nlong-term relationships and a earnings per share markets and geographies sustainability across our value growth strategy and other self-funded value accretive\nlow concentrated customer through the consolidation chain and supporting our opportunities for growth acquisitions to grow our\nand supplier base of fragmented markets customers to meet their business and generate\n objectives enhanced shareholder\n returns\n\n\n\n\n33\nCountries we operate\n c.9%\n Adjusted earnings per share 1\n 237\n Completed\n 18%\n Reduction in absolute emissions\n 90%\n Cash conversion 1\n 33\n Years of consecutive annual\nacross globally CAGR since 2004 acquisitions since 2004 since 2019 target dividend growth\n\n1. Alternative performance measure (see Note 3 to the consolidated financial statements on pages 147 to 149).", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\nINVESTMENT CASE\n\nA strong track record for delivering growth\nand returns to shareholders\n\nBUNZL HAS A COMPOUNDING GROWTH STRATEGY THAT DELIVERS\n\n1\n\n2\n\n3\n\n4\n\n5\n\n6\n\nA diversified,\nbalanced and\nresilient business\n\nCompounding\ngrowth strategy\nwith a strong\ntrack record\n\nSignificant\nopportunities for\nfuture growth\n\nSustainable and\nequitable growth\n\nHighly cash\ngenerative and\nstrong financial\ndiscipline\n\nCapital allocation\nvisibility to enhance\nshareholder returns\n\nWe operate across a diverse\nand resilient range of end\nmarkets and geographies, with\nlong-term relationships and a\nlow concentrated customer\nand supplier base\n\nWe have a strong track record\nof growth in revenue, adjusted\noperating profit and adjusted\nearnings per share\n\nThere are significant\nopportunities for growth\nin both new and existing\nmarkets and geographies\nthrough the consolidation\nof fragmented markets\n\nWe are a proactive\nindustry leader and partner,\ncontinuously integrating\nsustainability across our value\nchain and supporting our\ncustomers to meet their\nobjectives\n\nConsistent strong cash\nconversion and our strong\nbalance sheet supports our\ngrowth strategy and other\nopportunities for growth\n\nWe have clear capital\nallocation priorities to\nsupport organic growth and\nself-funded value accretive\nacquisitions to grow our\nbusiness and generate\nenhanced shareholder\nreturns\n\n33\n\nc.9%\n\n237\n\n18%\n\n90%\n\n33\n\nCountries we operate\nacross globally\n\nAdjusted earnings per share\nCAGR since 2004\n\n1\n\nCompleted\nacquisitions since 2004\n\n1. Alternative performance measure (see Note 3 to the consolidated financial statements on pages 147 to 149).\n\nReduction in absolute emissions\nsince 2019\n\nCash conversion\ntarget\n\n1\n\nYears of consecutive annual\ndividend growth\n\n21", "tables": [ [ [ "1" ], [ "A diversified, balanced and resilient business" ] ], [ [ "2" ], [ "Compounding growth strategy with a strong track record" ] ], [ [ "3" ], [ "Significant opportunities for future growth" ] ], [ [ "4" ], [ "Sustainable and equitable growth" ] ], [ [ "5" ], [ "Highly cash generative and strong financial discipline" ] ], [ [ "6" ], [ "Capital allocation visibility to enhance shareholder returns" ] ] ], "word_count": 259, "visual_charts": [] }, { "page_number": 24, "section": "Strategic Report", "subsection": "Business Area Review", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 22", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 22\n\nBUSINESS AREA REVIEW\n\n\nNORTH AMERICA In North America, revenue declined by 1.2% to\n £6,276.7 million with underlying revenue declining\n by 0.3%. Within underlying revenue, volumes and\n weak backdrop and resulting pressure from\n customers amplified execution challenges and\n drove a deterioration in adjusted operating profit.\n selling prices were broadly stable, although\n Our food processor sector revenues increased\n “\u0007Actions we have taken in our pricing was a small positive in the second half,\n driven by tariffs. The 1.2% decline in constant\n moderately, with increased volumes and price\n Distribution business have currency revenue was driven by the disposal of R3\n inflation, although operating margins declined\n significantly as price increases could not fully\n improved operational Safety, which generated revenue of c.£50 million\n in 2024. Adjusted operating profit decreased by\n offset tariff-related product cost increases given\n the price-sensitivity of customers. Our businesses\n performance and I am 11.5%, to £440.5 million with operating margin at\n serving the agriculture sector delivered stable\n 7.0%, down from 7.9% in the prior year. This was\n encouraged by the new driven by underlying margin deterioration in our\n revenue, but margin declined significantly, driven\n by increased customer pressure on margins and\n business we have won.” Distribution business, with execution challenges\n related to a significant operating model change,\n tariff disruptions.\n alongside difficult end markets and resulting price Our cleaning & hygiene revenues were broadly\n pressure from customers. Whilst Distribution stable, with flat volumes and a small amount\n Jim McCool, Chief Executive Officer, North America delivered a moderation of margin decline in the of deflation.\n second half, supported by our actions and despite\n Revenue in our retail supplies sector declined\nRevenue 53% of revenue and the economic backdrop, this was offset by weaker\n primarily from customer losses, store closures\n\n£6,276.7m\n 47% of adjusted demand in some other businesses, including\n and new business materialising slower than\n operating profit1, 2 foodservice and grocery in Mexico, and food\n 53%\n expected. Operating profit also declined, although\n processor and convenience stores.\n operating costs were well managed. The business\n(2024: £6,568.1m)\n The division of Distribution which supports US continues to focus on enhancing returns, with\n grocers saw slight revenue growth, despite some strong success to date.\n modest deflation, supported by new business\n Revenue in our safety sector, excluding the impact\n wins. However, operating margin and adjusted\n of acquisitions and disposals, was slightly higher,\nGrowth at constant exchange1 Underlying growth1 operating profit was impacted by the loss of a\n supported by price inflation resulting from tariffs,\n\n(1.2)% (0.3)%\n higher margin category from an ongoing\n partially offset by lower volumes in the face of an\n customer early in the year, which supported a\n uncertain economic landscape in several end\n programme no longer available in our customer’s\n(2024: (2.6)%) (2024: (3.4)%) markets. Operating margin declined as a result of\n stores, as well as the mix impact of lower margin\n operating cost inflation and product mix.\n new business. Convenience store revenues\nAdjusted operating profit1 Growth at constant exchange1 remained under pressure, impacted by declining Finally, our businesses in Canada grew\n\n£440.5m (11.5)%\n customer footfall resulting from soft market moderately, driven by strong volumes, with a\n conditions and a category loss. minor benefit from an acquisition. Operating\n margin was slightly lower, driven by higher\n(2024: £515.6m) (2024: 1.0%) The division of Distribution which services\n operating costs.\n foodservice redistribution customers delivered\nOperating margin1 stable revenue over the year, despite the market\n backdrop and issues related to its operating\n7.0% model change. After experiencing significant\n deflation in 2024 and into the start of 2025,\n(2024: 7.9%) pricing was broadly neutral in 2025, supported by\n tariff-related price increases in the second half.\n1.\t\u0007\u0007A lternative performance measure (see Note 3 to the consolidated financial state-\n The team has continued their focus on regaining\n ments on pages 147 to 149 in our Annual Report). volumes previously lost from execution issues\n2.\t\u0007Based on adjusted operating profit and before corporate costs (see Note 4 to the related to operating model changes. However, the\n consolidated financial statements on pages 150 to 151 in our Annual Report).", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\n22\n\nBUSINESS AREA REVIEW\n\nNORTH AMERICA\n“\u0007Actions we have taken in our\nDistribution business have\nimproved operational\nperformance and I am\nencouraged by the new\nbusiness we have won.”\nJim McCool, Chief Executive Officer, North America\n\nRevenue\n\n£6,276.7m\n(2024: £6,568.1m)\n\n53%\n\n53% of revenue and\n47% of adjusted\noperating profit1, 2\n\nGrowth at constant exchange1\n\nUnderlying growth1\n\n(2024: (2.6)%)\n\n(2024: (3.4)%)\n\n(1.2)%\n\nAdjusted operating profit1\n\n£440.5m\n(2024: £515.6m)\n\n(0.3)%\n\nGrowth at constant exchange1\n\n(11.5)%\n(2024: 1.0%)\n\nOperating margin1\n\n7.0%\n\n(2024: 7.9%)\n1.\t\u0007\u0007A lternative performance measure (see Note 3 to the consolidated financial statements on pages 147 to 149 in our Annual Report).\n2.\t\u0007Based on adjusted operating profit and before corporate costs (see Note 4 to the\nconsolidated financial statements on pages 150 to 151 in our Annual Report).\n\nIn North America, revenue declined by 1.2% to\n£6,276.7 million with underlying revenue declining\nby 0.3%. Within underlying revenue, volumes and\nselling prices were broadly stable, although\npricing was a small positive in the second half,\ndriven by tariffs. The 1.2% decline in constant\ncurrency revenue was driven by the disposal of R3\nSafety, which generated revenue of c.£50 million\nin 2024. Adjusted operating profit decreased by\n11.5%, to £440.5 million with operating margin at\n7.0%, down from 7.9% in the prior year. This was\ndriven by underlying margin deterioration in our\nDistribution business, with execution challenges\nrelated to a significant operating model change,\nalongside difficult end markets and resulting price\npressure from customers. Whilst Distribution\ndelivered a moderation of margin decline in the\nsecond half, supported by our actions and despite\nthe economic backdrop, this was offset by weaker\ndemand in some other businesses, including\nfoodservice and grocery in Mexico, and food\nprocessor and convenience stores.\nThe division of Distribution which supports US\ngrocers saw slight revenue growth, despite some\nmodest deflation, supported by new business\nwins. However, operating margin and adjusted\noperating profit was impacted by the loss of a\nhigher margin category from an ongoing\ncustomer early in the year, which supported a\nprogramme no longer available in our customer’s\nstores, as well as the mix impact of lower margin\nnew business. Convenience store revenues\nremained under pressure, impacted by declining\ncustomer footfall resulting from soft market\nconditions and a category loss.\nThe division of Distribution which services\nfoodservice redistribution customers delivered\nstable revenue over the year, despite the market\nbackdrop and issues related to its operating\nmodel change. After experiencing significant\ndeflation in 2024 and into the start of 2025,\npricing was broadly neutral in 2025, supported by\ntariff-related price increases in the second half.\nThe team has continued their focus on regaining\nvolumes previously lost from execution issues\nrelated to operating model changes. However, the\n\nweak backdrop and resulting pressure from\ncustomers amplified execution challenges and\ndrove a deterioration in adjusted operating profit.\nOur food processor sector revenues increased\nmoderately, with increased volumes and price\ninflation, although operating margins declined\nsignificantly as price increases could not fully\noffset tariff-related product cost increases given\nthe price-sensitivity of customers. Our businesses\nserving the agriculture sector delivered stable\nrevenue, but margin declined significantly, driven\nby increased customer pressure on margins and\ntariff disruptions.\nOur cleaning & hygiene revenues were broadly\nstable, with flat volumes and a small amount\nof deflation.\nRevenue in our retail supplies sector declined\nprimarily from customer losses, store closures\nand new business materialising slower than\nexpected. Operating profit also declined, although\noperating costs were well managed. The business\ncontinues to focus on enhancing returns, with\nstrong success to date.\nRevenue in our safety sector, excluding the impact\nof acquisitions and disposals, was slightly higher,\nsupported by price inflation resulting from tariffs,\npartially offset by lower volumes in the face of an\nuncertain economic landscape in several end\nmarkets. Operating margin declined as a result of\noperating cost inflation and product mix.\nFinally, our businesses in Canada grew\nmoderately, driven by strong volumes, with a\nminor benefit from an acquisition. Operating\nmargin was slightly lower, driven by higher\noperating costs.", "tables": [ [ [ "Bunzl plc Annual Report 2025 Strategic Report BUSINESS AREA REVIEW NORTH AMERICA", "", "" ], [ "", "", "“ Actions we have taken in our Distribution business have improved operational performance and I am encouraged by the new business we have won.”" ], [ "", "", "Jim McCool, Chief Executive Officer, North America" ], [ "Revenue 53% of revenue and 47% of adjusted £6,276.7m operating profit1, 2 53% (2024: £6,568.1m) Growth at constant exchange1 Underlying growth1 (1.2)% (0.3)% (2024: (2.6)%) (2024: (3.4)%) Adjusted operating profit1 Growth at constant exchange1 £440.5m (11.5)% (2024: £515.6m) (2024: 1.0%) Operating margin1 7.0% (2024: 7.9%) 1. A lternative performance measure (see Note 3 to the consolidated financial state- ments on pages 147 to 149 in our Annual Report). 2. B ased on adjusted operating profit and before corporate costs (see Note 4 to the consolidated financial statements on pages 150 to 151 in our Annual Report).", "", "" ] ] ], "word_count": 681, "visual_charts": [] }, { "page_number": 25, "section": "Strategic Report", "subsection": "Business Area Review", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 23", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 23\n\nBUSINESS AREA REVIEW continued\n\n\nBunzl North America Distribution overview:\nA market-leading, established and scale business\nIn North America, financial performance has been impacted by execution challenges related to an organisational\nmodel change largely implemented by the start of 2024 in our Distribution business, our largest business, which\nprimarily services grocery and foodservice customers. This has been amplified by a weaker market.\n\n\n BUNZL NORTH AMERICA DISTRIBUTION\n\n\n #1 OF C.35 OPERATING\n COMPANIES IN NORTH AMERICA SCALE AND EXPERTISE SUPPORTS A STRONG CUSTOMER PROPOSITION…\n • c.30% of Group revenue\n\n\n National coverage with good Scale with suppliers; import Efficient operations and low Category expertise and\n infrastructure capabilities cost to serve knowledge\n\n\n\n\n PREDOMINANTLY GROCERY\n AND FOODSERVICE CUSTOMERS …WITH SALES TAILORED TO THE END CUSTOMER SEGMENTS\n • \u0007Large national distributor in these\n end markets\n • \u0007Leading position in both GROCERY END CUSTOMERS FOODSERVICE REDISTRIBUTORS\n markets • Goods not for resale • Goods for resale\n • Contracted product categories • Partly uncontracted business\n • Need reliability and consistency • Need speed and availability\n\n A KEY FOUNDATION • Revenue weighted to national/ • Revenue more mixed (local and\n OF THE GROUP’S HISTORICAL regional customers national/regional customers)\n RESILIENCE\n • \u0007Complementary end market drivers\n • \u0007Attractive return on average\n operating capital, driven by\n strong asset turn\n C.2/3 OF REVENUE VIA NATIONAL/REGIONAL CUSTOMERS – C.1/3 VIA LOCAL CUSTOMERS", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\nBUSINESS AREA REVIEW continued\n\nBunzl North America Distribution overview:\nA market-leading, established and scale business\nIn North America, financial performance has been impacted by execution challenges related to an organisational\nmodel change largely implemented by the start of 2024 in our Distribution business, our largest business, which\nprimarily services grocery and foodservice customers. This has been amplified by a weaker market.\nBUNZL NORTH AMERICA DISTRIBUTION\n#1 OF C.35 OPERATING\nCOMPANIES IN NORTH AMERICA\n• c.30% of Group revenue\n\nSCALE AND EXPERTISE SUPPORTS A STRONG CUSTOMER PROPOSITION…\n\nNational coverage with good\ninfrastructure\n\nPREDOMINANTLY GROCERY\nAND FOODSERVICE CUSTOMERS\n\nScale with suppliers; import\ncapabilities\n\nEfficient operations and low\ncost to serve\n\nCategory expertise and\nknowledge\n\n…WITH SALES TAILORED TO THE END CUSTOMER SEGMENTS\n\n• \u0007Large national distributor in these\nend markets\n• \u0007Leading position in both\nmarkets\n\nA KEY FOUNDATION\nOF THE GROUP’S HISTORICAL\nRESILIENCE\n\nGROCERY END CUSTOMERS\n\nFOODSERVICE REDISTRIBUTORS\n\n• Goods not for resale\n\n• Goods for resale\n\n• Contracted product categories\n\n• Partly uncontracted business\n\n• Need reliability and consistency\n\n• Need speed and availability\n\n• Revenue weighted to national/\nregional customers\n\n• Revenue more mixed (local and\nnational/regional customers)\n\n• \u0007Complementary end market drivers\n• \u0007Attractive return on average\noperating capital, driven by\nstrong asset turn\n\nC.2/3 OF REVENUE VIA NATIONAL/REGIONAL CUSTOMERS – C.1/3 VIA LOCAL CUSTOMERS\n\n23", "tables": [ [ [ "", "SCALE AND EXPERTISE SUPPORTS A STRONG CUSTOMER PROPOSITION…", "", "", "", "" ], [ "", "", "", "", "", "" ], [ "", "National coverage with good infrastructure", "Scale with suppliers; import capabilities", "Efficient operations and low cost to serve", "Category expertise and knowledge", "" ], [ "", "", "", "", "", "" ], [ "", "…WITH SALES TAILORED TO THE END CUSTOMER SEGMENTS", "", "", "", "" ], [ "", "GROCERY END CUSTOMERS • Goods not for resale • Contracted product categories • Need reliability and consistency • Revenue weighted to national/ regional customers", "", "FOODSERVICE REDISTRIBUTORS • Goods for resale • Partly uncontracted business • Need speed and availability • Revenue more mixed (local and national/regional customers)", "", "" ], [ "", "", "", "", "", "" ], [ "", "C.2/3 OF REVENUE VIA NATIONAL/REGIONAL CUSTOMERS – C.1/3 VIA LOCAL CUSTOMERS", "", "", "", "" ] ] ], "word_count": 232, "visual_charts": [] }, { "page_number": 26, "section": "Strategic Report", "subsection": "Business Area Review", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 24", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 24\n\nBUSINESS AREA REVIEW continued\n\n\nNorth America Distribution: Update on actions\nsupporting improved operational performance\nAlthough the business has seen good momentum with business wins with national customers and a significant increase\nin our underpenetrated own brand levels, the business was impacted by resulting loss of agility servicing local customers\nfollowing the change in organisational model. The Group took decisive action in the first half.\n\n\n BUNZL NORTH AMERICAN DISTRIBUTION: ACTIONS\n\n\n RE-ENGAGED AND CORE BUSINESS Q4 2025 NEW IMPROVED FUTURE PLANS: OUR FOCUS\n MOTIVATED TEAMS REQUIREMENTS RESTORED BUSINESS UNDERLYING FOR 2026 AND BEYOND…\n OVERALL WORTH REVENUE GROWTH\n >$100M IN H2, DESPITE\n • Management change stabilised the • Service levels significantly improved; • \u0007Increased market share\n INCREASED\n business back to expected levels • National accounts MARKET • Effective sales and operations model\n • Improved salesforce engagement • Product availability improved; (both Grocery and PRESSURE to drive growth\n scores in our local business vs. 2024 inventory stabilised Foodservice) • Coordinated approach with national /\n • New customers MODERATION IN larger customers; empowered and agile\n and wallet DISTRIBUTION’S approach with local customers\n share gains YEAR-ON-YEAR • Complementary own brand growth\n • Supported by new OPERATING alongside preferred branded supplier\n business wins MARGIN DECLINE growth with focus on margins\n IN H2 VS H1\n • Motivated teams empowered to make\n IMPROVED REFOCUS ON BRANDED fast and local decisions\n MODEL EXECUTION SUPPLIERS, ALONGSIDE\n OWN BRAND DEVELOPMENT\n • Pricing for local customers and • Strengthen branded supplier\n product availability moved back to the relationships, with increased joint\n local markets (improved agility and programmes targeting specific market\n response times) opportunities\n • More robust sales pipeline management • Increased own brand penetration;\n (improved visibility and accountability) category launches well received\n • Strong cost savings achieved\n\n A STRONGER PLATFORM TO DRIVE\n LONG-TERM PROFITABLE GROWTH", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\nBUSINESS AREA REVIEW continued\n\nNorth America Distribution: Update on actions\nsupporting improved operational performance\nAlthough the business has seen good momentum with business wins with national customers and a significant increase\nin our underpenetrated own brand levels, the business was impacted by resulting loss of agility servicing local customers\nfollowing the change in organisational model. The Group took decisive action in the first half.\nBUNZL NORTH AMERICAN DISTRIBUTION: ACTIONS\nRE-ENGAGED AND\nMOTIVATED TEAMS\n\nCORE BUSINESS\nREQUIREMENTS RESTORED\n\n• Management change stabilised the\nbusiness\n\n• Service levels significantly improved;\nback to expected levels\n\n• Improved salesforce engagement\nscores in our local business vs. 2024\n\n• Product availability improved;\ninventory stabilised\n\nQ4 2025 NEW\nBUSINESS\nOVERALL WORTH\n>$100M\n• National accounts\n(both Grocery and\nFoodservice)\n• New customers\nand wallet\nshare gains\n• Supported by new\nbusiness wins\n\nIMPROVED\nMODEL EXECUTION\n\nREFOCUS ON BRANDED\nSUPPLIERS, ALONGSIDE\nOWN BRAND DEVELOPMENT\n\n• Pricing for local customers and\nproduct availability moved back to the\nlocal markets (improved agility and\nresponse times)\n\n• Strengthen branded supplier\nrelationships, with increased joint\nprogrammes targeting specific market\nopportunities\n\n• More robust sales pipeline management\n(improved visibility and accountability)\n\n• Increased own brand penetration;\ncategory launches well received\n\nIMPROVED\nUNDERLYING\nREVENUE GROWTH\nIN H2, DESPITE\nINCREASED\nMARKET\nPRESSURE\nMODERATION IN\nDISTRIBUTION’S\nYEAR-ON-YEAR\nOPERATING\nMARGIN DECLINE\nIN H2 VS H1\n\nFUTURE PLANS: OUR FOCUS\nFOR 2026 AND BEYOND…\n• \u0007Increased market share\n• Effective sales and operations model\nto drive growth\n• Coordinated approach with national /\nlarger customers; empowered and agile\napproach with local customers\n• Complementary own brand growth\nalongside preferred branded supplier\ngrowth with focus on margins\n• Motivated teams empowered to make\nfast and local decisions\n\n• Strong cost savings achieved\n\nA STRONGER PLATFORM TO DRIVE\nLONG-TERM PROFITABLE GROWTH\n\n24", "tables": [ [ [ "RE-ENGAGED AND MOTIVATED TEAMS", "CORE BUSINESS REQUIREMENTS RESTORED" ], [ "• Management change stabilised the business • Improved salesforce engagement scores in our local business vs. 2024", "• Service levels significantly improved; back to expected levels • Product availability improved; inventory stabilised" ], [ "IMPROVED MODEL EXECUTION", "REFOCUS ON BRANDED SUPPLIERS, ALONGSIDE OWN BRAND DEVELOPMENT" ], [ "• Pricing for local customers and product availability moved back to the local markets (improved agility and response times) • More robust sales pipeline management (improved visibility and accountability) • Strong cost savings achieved", "• Strengthen branded supplier relationships, with increased joint programmes targeting specific market opportunities • Increased own brand penetration; category launches well received" ] ], [ [ "", "Q4 2025 NEW BUSINESS OVERALL WORTH >$100M • National accounts (both Grocery and Foodservice) • New customers and wallet share gains • Supported by new business wins", "", "", "IMPROVED UNDERLYING REVENUE GROWTH IN H2, DESPITE INCREASED MARKET PRESSURE MODERATION IN DISTRIBUTION’S YEAR-ON-YEAR OPERATING MARGIN DECLINE IN H2 VS H1", "" ] ], [ [ "", "FUTURE PLANS: OUR FOCUS FOR 2026 AND BEYOND…", "" ], [ "", "• Increased market share • Effective sales and operations model to drive growth • Coordinated approach with national / larger customers; empowered and agile approach with local customers • Complementary own brand growth alongside preferred branded supplier growth with focus on margins • Motivated teams empowered to make fast and local decisions", "" ], [ "", "A STRONGER PLATFORM TO DRIVE LONG-TERM PROFITABLE GROWTH", "" ] ] ], "word_count": 307, "visual_charts": [] }, { "page_number": 27, "section": "Strategic Report", "subsection": "Business Area Review", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 25", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 25\n\nBUSINESS AREA REVIEW continued\n\n\nCONTINENTAL EUROPE Revenue in Continental Europe grew by 2.5%\n to £2,442.0 million, driven by the benefit of\n acquisitions. Underlying revenue growth grew\n continued success of its bolt-on acquisition\n strategy with the acquisitions of Anper in June\n 2024, Cermeron in August 2024, Quindesur in July\n 0.3%, driven by slight net inflation. Adjusted 2025 and Anta in September 2025.\n “\u0007We delivered a stabilisation of operating profit decreased by 3.6% to £204.7\n million, with a decline in operating margin from\n In the Netherlands, moderate growth alongside\n year-on-year adjusted operating 8.9% to 8.4%. Although we saw resilient\n good margin management have driven moderate\n operating profit growth. We continue to make\n profit and operating margin performances in the Netherlands and Spain, and\n a strong performance in Finland, as well as the\n progress with digital tools to support the\n businesses, including the successful\n across Continental Europe in benefit from acquisitions, the business area’s\n implementation of a Warehouse Management\n performance was primarily impacted by the\n the second half of the year.” performance of France and certain online\n System and the development of an online\n marketplace solution in our grocery business.\n businesses in the first half of the year, against a\n challenging operating environment. Importantly, In the Nordics, we have seen good sales and\n the business area’s operating margin stabilised in strong profit growth from both our Norwegian\n the second half, driven by improved performance catering equipment business and our Finnish\n Alberto Grau, Managing Director, Continental Europe in both France and our online businesses, cleaning & hygiene business. In Norway we have\n supported by actions taken and easier year-on- benefitted from an increased amount of project\nRevenue 21% of revenue and year comparatives, with the macroeconomic business and public sector spend, while our\n\n\n£2,442.0m\n 22% of adjusted backdrop impacting performance from the Pamark business in Finland saw recent customer\n operating profit1, 2 second half of 2024. This improvement was wins and margin management support growth.\n\n(2024: £2,377.1m)\n 21% partially offset by a weaker second half\n performance in Central and Eastern Europe.\n Denmark revenue declined moderately due to\n volume reduction in our foodservice and retail\n businesses with 2024 customer losses only\n In France, revenue in our cleaning & hygiene\n partially offset with customer wins.\n businesses declined with the ongoing, albeit\n slowing, impact of deflation and soft volumes in In Central and Eastern Europe, revenue is down\nGrowth at constant exchange1 Underlying growth1 the first half of the year. Whilst action was taken to moderately due to soft demand from industrial\n\n\n2.5% 0.3%\n reduce operating costs, this did not fully offset the and retail customers, with competition for\n impact of lower sales and margin pressure, volumes also impacting our margin. Our business\n leading to margin contraction over the period. A in Turkey was impacted by competitive margin\n(2024: 4.1%) (2024: (1.7%)) project to consolidate smaller warehouses in our pressure and a negative impact from\n largest business is nearing completion and will hyperinflation.\nAdjusted operating profit1 Growth at constant exchange1 deliver a more efficient operating platform with\n Our online businesses have seen mixed results\n\n£204.7m (3.6)%\n improved service levels to our customers.\n with good growth from our German cleaning &\n Revenue in our safety business, whilst flat for the\n hygiene business whilst our Spanish healthcare\n year, increased in the second half, supported by\n(2024: £210.8m) (2024: (3.1%)) and Dutch foodservice businesses suffered from\n new business wins. Revenue declined in our\n reduced traffic and conversion of online\n foodservice businesses with domestic and public\nOperating margin1 marketing activities into revenue.\n sector customers due to a soft market.\n\n8.4% Sales in Spain grew strongly, driven by\n acquisitions and supported by volume growth in\n(2024: 8.9%) our cleaning & hygiene and packaging businesses.\n This volume growth was supported by business\n1.\t\u0007\u0007A lternative performance measure (see Note 3 to the consolidated financial state-\n wins, with both new and existing customers, and\n ments on page 147 to 149 in our Annual Report). product range expansion in the packaging\n2.\t\u0007Based on adjusted operating profit and before corporate costs (see Note 4 to the business. The region benefitted from the\n consolidated financial statements on pages 150 to 151 in our Annual Report).", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\n25\n\nBUSINESS AREA REVIEW continued\n\nCONTINENTAL EUROPE\n“\u0007We delivered a stabilisation of\nyear-on-year adjusted operating\nprofit and operating margin\nacross Continental Europe in\nthe second half of the year.”\n\nAlberto Grau, Managing Director, Continental Europe\n\nRevenue\n\n£2,442.0m\n(2024: £2,377.1m)\n\n21%\n\n21% of revenue and\n22% of adjusted\noperating profit1, 2\n\nGrowth at constant exchange1\n\nUnderlying growth1\n\n(2024: 4.1%)\n\n(2024: (1.7%))\n\n2.5%\n\nAdjusted operating profit1\n\n£204.7m\n(2024: £210.8m)\n\n0.3%\n\nGrowth at constant exchange1\n\n(3.6)%\n(2024: (3.1%))\n\nOperating margin1\n\n8.4%\n\n(2024: 8.9%)\n1.\t\u0007\u0007A lternative performance measure (see Note 3 to the consolidated financial statements on page 147 to 149 in our Annual Report).\n2.\t\u0007Based on adjusted operating profit and before corporate costs (see Note 4 to the\nconsolidated financial statements on pages 150 to 151 in our Annual Report).\n\nRevenue in Continental Europe grew by 2.5%\nto £2,442.0 million, driven by the benefit of\nacquisitions. Underlying revenue growth grew\n0.3%, driven by slight net inflation. Adjusted\noperating profit decreased by 3.6% to £204.7\nmillion, with a decline in operating margin from\n8.9% to 8.4%. Although we saw resilient\nperformances in the Netherlands and Spain, and\na strong performance in Finland, as well as the\nbenefit from acquisitions, the business area’s\nperformance was primarily impacted by the\nperformance of France and certain online\nbusinesses in the first half of the year, against a\nchallenging operating environment. Importantly,\nthe business area’s operating margin stabilised in\nthe second half, driven by improved performance\nin both France and our online businesses,\nsupported by actions taken and easier year-onyear comparatives, with the macroeconomic\nbackdrop impacting performance from the\nsecond half of 2024. This improvement was\npartially offset by a weaker second half\nperformance in Central and Eastern Europe.\nIn France, revenue in our cleaning & hygiene\nbusinesses declined with the ongoing, albeit\nslowing, impact of deflation and soft volumes in\nthe first half of the year. Whilst action was taken to\nreduce operating costs, this did not fully offset the\nimpact of lower sales and margin pressure,\nleading to margin contraction over the period. A\nproject to consolidate smaller warehouses in our\nlargest business is nearing completion and will\ndeliver a more efficient operating platform with\nimproved service levels to our customers.\nRevenue in our safety business, whilst flat for the\nyear, increased in the second half, supported by\nnew business wins. Revenue declined in our\nfoodservice businesses with domestic and public\nsector customers due to a soft market.\nSales in Spain grew strongly, driven by\nacquisitions and supported by volume growth in\nour cleaning & hygiene and packaging businesses.\nThis volume growth was supported by business\nwins, with both new and existing customers, and\nproduct range expansion in the packaging\nbusiness. The region benefitted from the\n\ncontinued success of its bolt-on acquisition\nstrategy with the acquisitions of Anper in June\n2024, Cermeron in August 2024, Quindesur in July\n2025 and Anta in September 2025.\nIn the Netherlands, moderate growth alongside\ngood margin management have driven moderate\noperating profit growth. We continue to make\nprogress with digital tools to support the\nbusinesses, including the successful\nimplementation of a Warehouse Management\nSystem and the development of an online\nmarketplace solution in our grocery business.\nIn the Nordics, we have seen good sales and\nstrong profit growth from both our Norwegian\ncatering equipment business and our Finnish\ncleaning & hygiene business. In Norway we have\nbenefitted from an increased amount of project\nbusiness and public sector spend, while our\nPamark business in Finland saw recent customer\nwins and margin management support growth.\nDenmark revenue declined moderately due to\nvolume reduction in our foodservice and retail\nbusinesses with 2024 customer losses only\npartially offset with customer wins.\nIn Central and Eastern Europe, revenue is down\nmoderately due to soft demand from industrial\nand retail customers, with competition for\nvolumes also impacting our margin. Our business\nin Turkey was impacted by competitive margin\npressure and a negative impact from\nhyperinflation.\nOur online businesses have seen mixed results\nwith good growth from our German cleaning &\nhygiene business whilst our Spanish healthcare\nand Dutch foodservice businesses suffered from\nreduced traffic and conversion of online\nmarketing activities into revenue.", "tables": [ [ [ "BBuunnzzll ppllcc AAnnnnuuaall RReeppoorrtt 22002255 SSttrraatteeggiicc RReeppoorrtt BUSINESS AREA REVIEW continued CONTINENTAL EUROPE", "", "" ], [ "", "", "“ We delivered a stabilisation of year-on-year adjusted operating profit and operating margin across Continental Europe in the second half of the year.”" ], [ "", "", "Alberto Grau, Managing Director, Continental Europe" ], [ "Revenue 21% of revenue and 22% of adjusted £2,442.0m operating profit1, 2 21% (2024: £2,377.1m) Growth at constant exchange1 Underlying growth1 2.5% 0.3% (2024: 4.1%) (2024: (1.7%)) Adjusted operating profit1 Growth at constant exchange1 £204.7m (3.6)% (2024: £210.8m) (2024: (3.1%)) Operating margin1 8.4% (2024: 8.9%) 1. A lternative performance measure (see Note 3 to the consolidated financial state- ments on page 147 to 149 in our Annual Report). 2. B ased on adjusted operating profit and before corporate costs (see Note 4 to the consolidated financial statements on pages 150 to 151 in our Annual Report).", "", "" ] ] ], "word_count": 718, "visual_charts": [] }, { "page_number": 28, "section": "Strategic Report", "subsection": "Business Area Review", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 26", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 26\n\nBUSINESS AREA REVIEW continued\n\n\nUK & IRELAND In UK & Ireland, revenue increased by 15.9% to\n £1,883.6 million, driven by the full year impact of\n 2024 acquisitions, primarily Nisbets. Underlying\n workwear business saw improved performance\n as the year progressed with a particularly strong\n finish to 2025.\n revenue grew by 1.4%, driven by volume growth,\n Our grocery and non-food retail businesses saw\n “\u0007Nisbets showed considerable despite the adverse demand impact the increases\n in employer’s National Insurance rates had on key\n a slight reduction in revenues, driven by lower\n improvement in performance customer sectors earlier in the year.\n volumes. Grocery profits were stable, despite a\n mixed customer picture and consumer sentiment\n during 2025, generating strong Encouragingly, improved ordering from existing\n customers and the incremental gains from new\n remaining weak. Our non-food packaging\n business aimed primarily at luxury retailers\n operating profit growth and account wins led to a good finish to 2025. The\n showed growth despite a difficult global demand\n reduction in operating margins from 8.3% to 8.1%\n greater than expected was driven by the impact of the consolidation of\n picture in its principal markets. Our other\n packaging businesses experienced lower\n synergies.” Nisbets in the first half of the year which, as a\n catering business, has a seasonally lower margin\n revenues due to corrugate deflation and\n temporary issues faced by some leading\n in the first half, and partially offset by underlying\n customers, unrelated to Bunzl’s service.\n margin growth, driven by a good performance in\n Dale Stokes, Managing Director, UK & Ireland our foodservice businesses. Margin growth in the In 2025, our foodservice division delivered strong\n second half of the year was strongly supported by results, especially in the second half of the year.\nRevenue 16% of revenue and synergies delivered through the acquisition of Sales growth came from the Nisbets and C&C\n\n\n£1,883.6m\n 16% of adjusted Nisbets, predominantly related to third-party acquisitions as well as solid performances in\n operating profit1, 2 logistics and procurement savings, and including existing businesses. Robust increases in profit\n\n(2024: £1,625.8m)\n 16% benefits to other UK & Ireland businesses. in our legacy operations were driven by revenue\n growth from pricing adjustments and new\n Our cleaning & hygiene and care businesses\n account wins, disciplined cost management\n delivered revenue growth as a result of the\n and synergy benefits related to Nisbets. Nisbets\n acquisition of Arrow County, which was acquired\n showed improvement in performance during\n in October 2024. The underlying businesses saw\n 2025, generating positive sales and operating\nGrowth at constant exchange1 Underlying growth1 further deflation across some key product\n profit growth in the second half. These results\n\n15.9% 1.4%\n categories, although this eased over the year, and\n were supported by operational improvements,\n the most significant operating business within this\n procurement savings and greater than\n sector continues to win new customers, driven by\n(2024: 19.3%) (2024: (4.2)%) anticipated synergy benefits.\n a strong sustainability centred value proposition.\n Although operating margins declined, reflective of Our businesses in Ireland experienced strong\nAdjusted operating profit1 Growth at constant exchange1 selling-price deflation, pricing is expected to be underlying sales growth helped by some\n\n£153.1m 13.3%\n less of a headwind in future periods. significant customer wins in the retail and\n foodservice sector, which helped to more than\n The safety businesses experienced a decline in\n offset the negative impact of product price\n(2024: £135.1m) (2024: 31.0%) underlying revenue due to volume reductions\n deflation and challenging market conditions\n with existing customers outweighing the positive\n across many sectors. The Caterline business,\nOperating margin1 contribution from contract wins through the\n which was acquired in September 2025, provided\n course of the year. There has been further\n8.1% investment in new operationally efficient locations\n to deliver higher levels of service to customers,\n strong sales growth and synergy opportunities\n for the Ireland division.\n(2024: 8.3%) and our businesses are well placed to take\n advantage of recent government announcements\n1.\t\u0007\u0007A lternative performance measure (see Note 3 to the consolidated financial state-\n relating to infrastructure projects. Our online\n ments on page 147 to 149 in our Annual Report).\n2.\t\u0007Based on adjusted operating profit and before corporate costs (see Note 4 to the\n consolidated financial statements on pages 150 to 151 in our Annual Report).", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\n26\n\nBUSINESS AREA REVIEW continued\n\nUK & IRELAND\n“\u0007Nisbets showed considerable\nimprovement in performance\nduring 2025, generating strong\noperating profit growth and\ngreater than expected\nsynergies.”\nDale Stokes, Managing Director, UK & Ireland\n\nRevenue\n\n£1,883.6m\n(2024: £1,625.8m)\n\n16%\n\n16% of revenue and\n16% of adjusted\noperating profit1, 2\n\nGrowth at constant exchange1\n\nUnderlying growth1\n\n(2024: 19.3%)\n\n(2024: (4.2)%)\n\n15.9%\n\nAdjusted operating profit1\n\n£153.1m\n(2024: £135.1m)\n\n1.4%\n\nGrowth at constant exchange1\n\n13.3%\n(2024: 31.0%)\n\nOperating margin1\n\n8.1%\n\n(2024: 8.3%)\n1.\t\u0007\u0007A lternative performance measure (see Note 3 to the consolidated financial statements on page 147 to 149 in our Annual Report).\n2.\t\u0007Based on adjusted operating profit and before corporate costs (see Note 4 to the\nconsolidated financial statements on pages 150 to 151 in our Annual Report).\n\nIn UK & Ireland, revenue increased by 15.9% to\n£1,883.6 million, driven by the full year impact of\n2024 acquisitions, primarily Nisbets. Underlying\nrevenue grew by 1.4%, driven by volume growth,\ndespite the adverse demand impact the increases\nin employer’s National Insurance rates had on key\ncustomer sectors earlier in the year.\nEncouragingly, improved ordering from existing\ncustomers and the incremental gains from new\naccount wins led to a good finish to 2025. The\nreduction in operating margins from 8.3% to 8.1%\nwas driven by the impact of the consolidation of\nNisbets in the first half of the year which, as a\ncatering business, has a seasonally lower margin\nin the first half, and partially offset by underlying\nmargin growth, driven by a good performance in\nour foodservice businesses. Margin growth in the\nsecond half of the year was strongly supported by\nsynergies delivered through the acquisition of\nNisbets, predominantly related to third-party\nlogistics and procurement savings, and including\nbenefits to other UK & Ireland businesses.\nOur cleaning & hygiene and care businesses\ndelivered revenue growth as a result of the\nacquisition of Arrow County, which was acquired\nin October 2024. The underlying businesses saw\nfurther deflation across some key product\ncategories, although this eased over the year, and\nthe most significant operating business within this\nsector continues to win new customers, driven by\na strong sustainability centred value proposition.\nAlthough operating margins declined, reflective of\nselling-price deflation, pricing is expected to be\nless of a headwind in future periods.\nThe safety businesses experienced a decline in\nunderlying revenue due to volume reductions\nwith existing customers outweighing the positive\ncontribution from contract wins through the\ncourse of the year. There has been further\ninvestment in new operationally efficient locations\nto deliver higher levels of service to customers,\nand our businesses are well placed to take\nadvantage of recent government announcements\nrelating to infrastructure projects. Our online\n\nworkwear business saw improved performance\nas the year progressed with a particularly strong\nfinish to 2025.\nOur grocery and non-food retail businesses saw\na slight reduction in revenues, driven by lower\nvolumes. Grocery profits were stable, despite a\nmixed customer picture and consumer sentiment\nremaining weak. Our non-food packaging\nbusiness aimed primarily at luxury retailers\nshowed growth despite a difficult global demand\npicture in its principal markets. Our other\npackaging businesses experienced lower\nrevenues due to corrugate deflation and\ntemporary issues faced by some leading\ncustomers, unrelated to Bunzl’s service.\nIn 2025, our foodservice division delivered strong\nresults, especially in the second half of the year.\nSales growth came from the Nisbets and C&C\nacquisitions as well as solid performances in\nexisting businesses. Robust increases in profit\nin our legacy operations were driven by revenue\ngrowth from pricing adjustments and new\naccount wins, disciplined cost management\nand synergy benefits related to Nisbets. Nisbets\nshowed improvement in performance during\n2025, generating positive sales and operating\nprofit growth in the second half. These results\nwere supported by operational improvements,\nprocurement savings and greater than\nanticipated synergy benefits.\nOur businesses in Ireland experienced strong\nunderlying sales growth helped by some\nsignificant customer wins in the retail and\nfoodservice sector, which helped to more than\noffset the negative impact of product price\ndeflation and challenging market conditions\nacross many sectors. The Caterline business,\nwhich was acquired in September 2025, provided\nstrong sales growth and synergy opportunities\nfor the Ireland division.", "tables": [ [ [ "Bunzl plc Annual Report 2025 Strategic Report BUSINESS AREA REVIEW continued UK & IRELAND", "", "" ], [ "", "", "“ Nisbets showed considerable improvement in performance during 2025, generating strong operating profit growth and greater than expected synergies.”" ], [ "", "", "Dale Stokes, Managing Director, UK & Ireland" ], [ "Revenue 16% of revenue and 16% of adjusted £1,883.6m operating profit1, 2 16% (2024: £1,625.8m) Growth at constant exchange1 Underlying growth1 15.9% 1.4% (2024: 19.3%) (2024: (4.2)%) Adjusted operating profit1 Growth at constant exchange1 £153.1m 13.3% (2024: £135.1m) (2024: 31.0%) Operating margin1 8.1% (2024: 8.3%) 1. A lternative performance measure (see Note 3 to the consolidated financial state- ments on page 147 to 149 in our Annual Report). 2. B ased on adjusted operating profit and before corporate costs (see Note 4 to the consolidated financial statements on pages 150 to 151 in our Annual Report).", "", "" ] ] ], "word_count": 705, "visual_charts": [] }, { "page_number": 29, "section": "Strategic Report", "subsection": "Business Area Review", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 27", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 27\n\nBUSINESS AREA REVIEW continued\n\n\nREST OF THE WORLD In Rest of the World, revenue increased by 9.1%\n to £1,243.1 million, driven by acquisitions, as well\n as underlying revenue growth of 3.5%. Adjusted\n business confidence. Our safety businesses\n in Peru and Colombia, on the other hand,\n experienced strong sales and profit growth\n operating profit grew by 5.4% to £145.3 million, as local manufacturing and mining industries\n with operating margin falling from 12.1% to 11.7%, proved more resilient.\n driven by an operating margin reduction in Brazil.\n In Asia Pacific our largest business Bunzl Australia\n Asia Pacific delivered very strong revenue and\n and New Zealand delivered strong growth in the\n profit growth, supported by both acquisitions\n period. The healthcare sector in both aged care\n and organic performance of existing businesses.\n and hospitals was the main driver with continued\n Latin America achieved strong revenue growth,\n new business wins and category expansion at\n supported by acquisitions and underlying\n existing customers. The hospitality sector\n revenue growth, but operating margin was\n showed growth in the second half while our\n strongly impacted by Brazil, where currency-\n specialist cleaning & hygiene businesses\n related cost increases could not be fully passed\n contributed solid results focusing on equipment\n on to customers.\n repairs and servicing.\n Scott Mayne, Managing Director, Jonathan Taylor, Managing Director, In Brazil, our safety businesses delivered modest,\n Asia Pacific Latin America The Australian safety business saw a decline\n price-driven sales growth but operating margins\n in sales, particularly consumable products in\n were lower as strong currency-driven cost\nRevenue 10% of revenue and the mining and government sectors. There is\n increases, which began in the second quarter of\n\n£1,243.1m\n 15% of adjusted increased focus on growing the service revenue\n 2025, could not be fully passed on to customers\n operating profit1, 2 and specialisation services.\n 10%\n due to weakening demand in the industrial\n markets. Our healthcare businesses also grew Our MedTech business and specialist healthcare\n(2024: £1,205.4m)\n modestly driven by a greater number of attended operations in Australia and New Zealand also\n surgeries, although the value per surgery fell, delivered good results in both sales and margin\n impacting margins. After a record year in 2024, despite lower-than-expected spend by\n our cleaning & hygiene businesses had a more government customers in this sector, supported\nGrowth at constant exchange1 Underlying growth1 difficult year as an increase in credit risk at some by the acquisitions of Cubro Group and DBM\n\n\n9.1% 3.5%\n customers reduced sales and pressured Medical Group. Our continued focus on\n operating margins. Finally, our foodservice specialisation has allowed this business to grow\n business grew strongly with the acquisition of with existing customers and target other\n(2024: 17.1%) (2024: 5.5%) Solupack, a specialist own brand packaging distribution opportunities.\n solutions provider, while underlying sales were\nAdjusted operating profit1 Growth at constant exchange1 also up slightly albeit at lower margins. Over the\n\n£145.3m 5.4%\n course of the year Brazil moved from seeing\n strong inflation to slight deflation.\n(2024: £146.2m) (2024: 32.3%) In Chile, our safety businesses saw strong growth\n in sales and operating profits, driven by robust\nOperating margin1 demand in the mining sector and subdued cost\n inflation. Our foodservice business also saw good\n11.7% sales growth and higher gross margins despite\n strong competition in the wholesale market. In\n(2024: 12.1%) July 2025 we acquired Hospitalia, our first\n healthcare business in Chile which has had an\n1.\t\u0007\u0007A lternative performance measure (see Note 3 to the consolidated financial state-\n encouraging start. Elsewhere, our Mexico safety\n ments on page 147 to 149 in our Annual Report). business had a challenging year with flat sales and\n2.\t\u0007Based on adjusted operating profit and before corporate costs (see Note 4 to the lower margins due to US tariffs impacting\n consolidated financial statements on pages 150 to 151 in our Annual Report).", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\n27\n\nBUSINESS AREA REVIEW continued\n\nREST OF THE WORLD\n\nScott Mayne, Managing Director,\nAsia Pacific\n\nJonathan Taylor, Managing Director,\nLatin America\n\nRevenue\n\n£1,243.1m\n(2024: £1,205.4m)\n\nIn Rest of the World, revenue increased by 9.1%\nto £1,243.1 million, driven by acquisitions, as well\nas underlying revenue growth of 3.5%. Adjusted\noperating profit grew by 5.4% to £145.3 million,\nwith operating margin falling from 12.1% to 11.7%,\ndriven by an operating margin reduction in Brazil.\nAsia Pacific delivered very strong revenue and\nprofit growth, supported by both acquisitions\nand organic performance of existing businesses.\nLatin America achieved strong revenue growth,\nsupported by acquisitions and underlying\nrevenue growth, but operating margin was\nstrongly impacted by Brazil, where currencyrelated cost increases could not be fully passed\non to customers.\n\n10%\n\n10% of revenue and\n15% of adjusted\noperating profit1, 2\n\nGrowth at constant exchange1\n\nUnderlying growth1\n\n(2024: 17.1%)\n\n(2024: 5.5%)\n\n9.1%\n\nAdjusted operating profit1\n\n£145.3m\n(2024: £146.2m)\n\n3.5%\n\nGrowth at constant exchange1\n\n5.4%\n\n(2024: 32.3%)\n\nOperating margin1\n\n11.7%\n(2024: 12.1%)\n\n1.\t\u0007\u0007A lternative performance measure (see Note 3 to the consolidated financial statements on page 147 to 149 in our Annual Report).\n2.\t\u0007Based on adjusted operating profit and before corporate costs (see Note 4 to the\nconsolidated financial statements on pages 150 to 151 in our Annual Report).\n\nIn Brazil, our safety businesses delivered modest,\nprice-driven sales growth but operating margins\nwere lower as strong currency-driven cost\nincreases, which began in the second quarter of\n2025, could not be fully passed on to customers\ndue to weakening demand in the industrial\nmarkets. Our healthcare businesses also grew\nmodestly driven by a greater number of attended\nsurgeries, although the value per surgery fell,\nimpacting margins. After a record year in 2024,\nour cleaning & hygiene businesses had a more\ndifficult year as an increase in credit risk at some\ncustomers reduced sales and pressured\noperating margins. Finally, our foodservice\nbusiness grew strongly with the acquisition of\nSolupack, a specialist own brand packaging\nsolutions provider, while underlying sales were\nalso up slightly albeit at lower margins. Over the\ncourse of the year Brazil moved from seeing\nstrong inflation to slight deflation.\nIn Chile, our safety businesses saw strong growth\nin sales and operating profits, driven by robust\ndemand in the mining sector and subdued cost\ninflation. Our foodservice business also saw good\nsales growth and higher gross margins despite\nstrong competition in the wholesale market. In\nJuly 2025 we acquired Hospitalia, our first\nhealthcare business in Chile which has had an\nencouraging start. Elsewhere, our Mexico safety\nbusiness had a challenging year with flat sales and\nlower margins due to US tariffs impacting\n\nbusiness confidence. Our safety businesses\nin Peru and Colombia, on the other hand,\nexperienced strong sales and profit growth\nas local manufacturing and mining industries\nproved more resilient.\nIn Asia Pacific our largest business Bunzl Australia\nand New Zealand delivered strong growth in the\nperiod. The healthcare sector in both aged care\nand hospitals was the main driver with continued\nnew business wins and category expansion at\nexisting customers. The hospitality sector\nshowed growth in the second half while our\nspecialist cleaning & hygiene businesses\ncontributed solid results focusing on equipment\nrepairs and servicing.\nThe Australian safety business saw a decline\nin sales, particularly consumable products in\nthe mining and government sectors. There is\nincreased focus on growing the service revenue\nand specialisation services.\nOur MedTech business and specialist healthcare\noperations in Australia and New Zealand also\ndelivered good results in both sales and margin\ndespite lower-than-expected spend by\ngovernment customers in this sector, supported\nby the acquisitions of Cubro Group and DBM\nMedical Group. Our continued focus on\nspecialisation has allowed this business to grow\nwith existing customers and target other\ndistribution opportunities.", "tables": [ [ [ "Bunzl plc Annual Report 2025 Strategic Report BUSINESS AREA REVIEW continued REST OF THE WORLD", "", "" ], [ "Scott Mayne, Managing Director, Asia Pacific", "Jonathan Taylor, Managing Director, Latin America", "" ], [ "", "", "Jonathan Taylor, Managing Director, Latin America" ], [ "Revenue 10% of revenue and 15% of adjusted £1,243.1m operating profit1, 2 10% (2024: £1,205.4m) Growth at constant exchange1 Underlying growth1 9.1% 3.5% (2024: 17.1%) (2024: 5.5%) Adjusted operating profit1 Growth at constant exchange1 £145.3m 5.4% (2024: £146.2m) (2024: 32.3%) Operating margin1 11.7% (2024: 12.1%) 1. A lternative performance measure (see Note 3 to the consolidated financial state- ments on page 147 to 149 in our Annual Report). 2. B ased on adjusted operating profit and before corporate costs (see Note 4 to the consolidated financial statements on pages 150 to 151 in our Annual Report).", "", "" ] ] ], "word_count": 638, "visual_charts": [] }, { "page_number": 30, "section": "Strategic Report", "subsection": "Financial Review", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 28", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 28\n\nFINANCIAL REVIEW\n\n\n “\u0007We’re committed to building on 2025 FINANCIAL HIGHLIGHTS\n\n\n Bunzl’s historical consistent Revenue Adjusted\n operating profit*\n Operating profit\n\n\n\n compounding success.”\n Up 0.6% at actual Down 6.7% at actual Down 8.0% at actual\n exchange rates exchange rates exchange rates\n\n\n £11,845m £910.3m £735.3m\n (2024: £11,776m) +3.0%† (2024: £976.1m) (4.3)%† (2024: £799.3m) (5.7)%†\n\n\n\n Adjusted earnings Dividend per share Cash conversion*\n per share*\n Down 7.7% at actual Long track record of Continued strong\n exchange rates dividend growth continues cash conversion\n\n\n 179.3p 74.1p 95%\n (2024: 194.3p) (5.2)%† (2024: 73.9p) +0.3% (2024: 93%)\n\n\n\n Adjusted net debt Committed Share buyback\n to EBITDA* acquisition spend\n\n\n 2.0x £131.8m £200m\n (2024: 1.8x) (2024: £882.5m) (2024: £250m)\n\n\n\n\n † At constant exchange rates.\n * Alternative performance measure (see Note 3 to the consolidated financial statements on pages 147 to 149).\n\n\n\n\n Richard Howes, Chief Financial Officer", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\nFINANCIAL REVIEW\n\n“\u0007We’re committed to building on\nBunzl’s historical consistent\ncompounding success.”\n\n2025 FINANCIAL HIGHLIGHTS\nRevenue\nUp 0.6% at actual\nexchange rates\n\n£11,845m\n(2024: £11,776m) +3.0%†\n\nAdjusted\noperating profit*\n\nOperating profit\n\n£910.3m\n\n£735.3m\n\nDown 6.7% at actual\nexchange rates\n\nDown 8.0% at actual\nexchange rates\n\n(2024: £976.1m) (4.3)%†\n\n(2024: £799.3m) (5.7)%†\n\nAdjusted earnings\nper share*\n\nDividend per share\n\nCash conversion*\n\nDown 7.7% at actual\nexchange rates\n\n179.3p\n\nLong track record of\ndividend growth continues\n\n(2024: 194.3p) (5.2)%†\n\n74.1p\n\nContinued strong\ncash conversion\n\n(2024: 73.9p) +0.3%\n\n(2024: 93%)\n\n95%\n\nAdjusted net debt\nto EBITDA*\n\nCommitted\nacquisition spend\n\nShare buyback\n\n(2024: 1.8x)\n\n(2024: £882.5m)\n\n(2024: £250m)\n\n2.0x\n\n£131.8m\n\n£200m\n\n† At constant exchange rates.\n* Alternative performance measure (see Note 3 to the consolidated financial statements on pages 147 to 149).\n\nRichard Howes, Chief Financial Officer\n\n28", "tables": [ [ [ "", "“ We’re committed to building on Bunzl’s historical consistent compounding success.”", "", "2025 FINANCIAL HIGHLIGHTS", "", "" ], [ "", "", "", "Revenue Adjusted operating profit* Up 0.6% at actual Down 6.7% at actual exchange rates exchange rates £11,845m £910.3m (2024: £11,776m) +3.0%† (2024: £976.1m) (4.3)%† Adjusted earnings Dividend per share per share* Down 7.7% at actual Long track record of exchange rates dividend growth continues 179.3p 74.1p (2024: 194.3p) (5.2)%† (2024: 73.9p) +0.3% Adjusted net debt Committed to EBITDA* acquisition spend 2.0x £131.8m (2024: 1.8x) (2024: £882.5m) † At constant exchange rates. * Alternative performance measure (see Note 3 to the consolidated financial stateme", "", "Operating profit Down 8.0% at actual exchange rates £735.3m (2024: £799.3m) (5.7)%† Cash conversion* Continued strong cash conversion 95% (2024: 93%) Share buyback £200m (2024: £250m) nts on pages 147 to 149)." ], [ "Richard Howes, Chief Financial Officer", "", "", "", "", "" ], [ "", "", "", "", "", "" ], [ "", "", "", "", "", "" ], [ "", "Richard Howes, Chief Financial Officer", "", "", "", "" ] ] ], "word_count": 150, "visual_charts": [] }, { "page_number": 31, "section": "Strategic Report", "subsection": "Financial Review", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 29", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 29\n\nFINANCIAL REVIEW continued\n\n Growth at Revenue\n 2025 2024 Growth as constant\n £m £m reported exchange Revenue increased to £11,845.4 million (2024: £11,776.4 million), an increase of 0.6% at actual\nFinancial results exchange rates. At constant exchange rates revenue increased 3.0% driven by acquisitions net of\n disposals adding 2.9%, and underlying growth of 0.4%, partly offset by one less trading day in 2025\nRevenue 11,845.4 11,776.4 0.6% 3.0%\n compared to 2024 reducing revenue by 0.3%. Underlying revenue growth was supported by moderate\nAdjusted operating profit* 910.3 976.1 (6.7)% (4.3)% growth across Rest of the World and the UK & Ireland largely countered by a very slight decline in North\nAdjusted profit before income tax* 787.1 872.9 (9.8)% (7.4)% America, and with both volumes and net inflation stable over the year. We benefited from a small level\nAdjusted earnings per share* 179.3p 194.3p (7.7)% (5.2)% of net Group inflation towards the end of the year, driven by tariff-related price increases in North\nDividend for the year 74.1p 73.9p 0.3% America, but continued to see deflation in our cleaning & hygiene business in France and the UK\n despite some moderation through 2025. Underlying revenue growth improved over the year and was\nStatutory results\n stronger in the second half, growing at 0.9% compared to a 0.2% decline in the first half of the year,\nOperating profit 735.3 799.3 (8.0)% (5.7)% despite tougher comparatives, and was supported by new business wins and underlying growth\nProfit before income tax 620.5 673.6 (7.9)% (5.3)% across all business areas.\nBasic earnings per share 141.5p 149.6p (5.4)% (2.7)%\nBalance sheet and Cash flow Movement in revenue (£m)\nReturn on average operating capital %* 37.0% 43.2% 12,000\n 332.9 11,845.4\nReturn on invested capital %* 13.0% 14.8% 11,776.4\n 11,700\nCash conversion %* 95% 93% 46.2 –\n\n* Alternative performance measure (see Note 3 to the consolidated financial statements on pages 147 to 149). 11,400 (278.8) (31.3)\nAs in previous years this review refers to a number of alternative performance measures which 11,100\nmanagement uses to assess the performance of the Group. Details of the Group’s alternative\nperformance measures are set out in Note 3 to the consolidated financial statements on 10,800\npages 147 to 149.\n 10,500\n 2024 Currency Trading Underlying Excess growth in Acquisitions 2025\nCurrency translation revenue translation day growth hyperinflationary net of disposals revenue\n economies\nCurrency translation has had an adverse impact on the Group’s reported profits, decreasing the\nreported profit growth rates by between 2% and 3%. This adverse exchange impact to profit is primarily Operating profit\ndue to the strengthening of sterling against the US dollar, Canadian dollar, Brazilian real and Australian\n Adjusted operating profit was £910.3 million (2024: £976.1 million), a decrease of 4.3% at constant\ndollar.\n exchange rates and 6.7% at actual exchange rates. This included a £7.8 million share-based payment\nAverage exchange rates 2025 2024 credit due to the reversal of prior year charges related to awards made in 2023 and 2024 which have\nUS$ 1.32 1.28 been impacted by the Group’s performance in 2025. At both constant and actual exchange rates\n operating margin decreased to 7.7% from 8.3% in 2024. The decline in operating margin to 7.7% was\nEuro 1.17 1.18\n driven by execution issues in our largest operating business, Bunzl Distribution in North America, and\nCanadian$ 1.84 1.75 market-driven weakness in some of our other business. Excluding the share-based payment credit\nBrazilian real 7.36 6.89 noted above operating margin was 7.6%.\nAustralian$ 2.04 1.94\n\nClosing exchange rates 2025 2024\nUS$ 1.35 1.25\nEuro 1.15 1.21\nCanadian$ 1.85 1.80\nBrazilian real 7.38 7.74\nAustralian$ 2.02 2.02", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\n29\n\nAdditional Information\n\nFINANCIAL REVIEW continued\n\nFinancial results\nRevenue\nAdjusted operating profit*\nAdjusted profit before income tax*\nAdjusted earnings per share*\nDividend for the year\nStatutory results\nOperating profit\nProfit before income tax\nBasic earnings per share\nBalance sheet and Cash flow\nReturn on average operating capital %*\nReturn on invested capital %*\nCash conversion %*\n\nGrowth as\nreported\n\nGrowth at\nconstant\nexchange\n\n2025\n£m\n\n2024\n£m\n\n11,845.4\n\n11,776.4\n\n0.6%\n\n3.0%\n\n910.3\n787.1\n179.3p\n74.1p\n\n976.1\n872.9\n194.3p\n73.9p\n\n(6.7)%\n(9.8)%\n(7.7)%\n0.3%\n\n(4.3)%\n(7.4)%\n(5.2)%\n\n735.3\n620.5\n141.5p\n\n799.3\n673.6\n149.6p\n\n(8.0)%\n(7.9)%\n(5.4)%\n\n(5.7)%\n(5.3)%\n(2.7)%\n\n37.0%\n13.0%\n95%\n\n43.2%\n14.8%\n93%\n\nRevenue\nRevenue increased to £11,845.4 million (2024: £11,776.4 million), an increase of 0.6% at actual\nexchange rates. At constant exchange rates revenue increased 3.0% driven by acquisitions net of\ndisposals adding 2.9%, and underlying growth of 0.4%, partly offset by one less trading day in 2025\ncompared to 2024 reducing revenue by 0.3%. Underlying revenue growth was supported by moderate\ngrowth across Rest of the World and the UK & Ireland largely countered by a very slight decline in North\nAmerica, and with both volumes and net inflation stable over the year. We benefited from a small level\nof net Group inflation towards the end of the year, driven by tariff-related price increases in North\nAmerica, but continued to see deflation in our cleaning & hygiene business in France and the UK\ndespite some moderation through 2025. Underlying revenue growth improved over the year and was\nstronger in the second half, growing at 0.9% compared to a 0.2% decline in the first half of the year,\ndespite tougher comparatives, and was supported by new business wins and underlying growth\nacross all business areas.\nMovement in revenue (£m)\n12,000\n\n332.9\n\n11,776.4\n\n11,700\n\n46.2\n\n11,400\n\n* Alternative performance measure (see Note 3 to the consolidated financial statements on pages 147 to 149).\n\nAs in previous years this review refers to a number of alternative performance measures which\nmanagement uses to assess the performance of the Group. Details of the Group’s alternative\nperformance measures are set out in Note 3 to the consolidated financial statements on\npages 147 to 149.\n\n(278.8)\n\n(31.3)\n\nCurrency\ntranslation\n\nTrading\nday\n\n11,845.4\n\n–\n\n11,100\n10,800\n10,500\n\nCurrency translation\nCurrency translation has had an adverse impact on the Group’s reported profits, decreasing the\nreported profit growth rates by between 2% and 3%. This adverse exchange impact to profit is primarily\ndue to the strengthening of sterling against the US dollar, Canadian dollar, Brazilian real and Australian\ndollar.\nAverage exchange rates\n\n2025\n\n2024\n\nUS$\nEuro\nCanadian$\nBrazilian real\nAustralian$\n\n1.32\n1.17\n1.84\n7.36\n2.04\n\n1.28\n1.18\n1.75\n6.89\n1.94\n\nClosing exchange rates\n\n2025\n\n2024\n\nUS$\nEuro\nCanadian$\nBrazilian real\nAustralian$\n\n1.35\n1.15\n1.85\n7.38\n2.02\n\n1.25\n1.21\n1.80\n7.74\n2.02\n\n2024\nrevenue\n\nUnderlying\ngrowth\n\nAcquisitions\nExcess growth in\nhyperinflationary net of disposals\neconomies\n\n2025\nrevenue\n\nOperating profit\nAdjusted operating profit was £910.3 million (2024: £976.1 million), a decrease of 4.3% at constant\nexchange rates and 6.7% at actual exchange rates. This included a £7.8 million share-based payment\ncredit due to the reversal of prior year charges related to awards made in 2023 and 2024 which have\nbeen impacted by the Group’s performance in 2025. At both constant and actual exchange rates\noperating margin decreased to 7.7% from 8.3% in 2024. The decline in operating margin to 7.7% was\ndriven by execution issues in our largest operating business, Bunzl Distribution in North America, and\nmarket-driven weakness in some of our other business. Excluding the share-based payment credit\nnoted above operating margin was 7.6%.", "tables": [ [ [ "2025 £m" ], [ "" ], [ "11,845.4" ], [ "910.3" ], [ "787.1" ], [ "179.3p" ], [ "74.1p" ], [ "" ], [ "735.3" ], [ "620.5" ], [ "141.5p" ], [ "" ], [ "37.0%" ], [ "13.0%" ], [ "95%" ] ], [ [ "2025" ], [ "1.32" ], [ "1.17" ], [ "1.84" ], [ "7.36" ], [ "2.04" ] ], [ [ "2025" ], [ "1.35" ], [ "1.15" ], [ "1.85" ], [ "7.38" ], [ "2.02" ] ] ], "word_count": 608, "visual_charts": [] }, { "page_number": 32, "section": "Strategic Report", "subsection": "Financial Review", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 30", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 30\n\nFINANCIAL REVIEW continued\n\nMovement in adjusted operating profit (£m) Disposal of businesses\n1000 The profit on disposal of business in 2025 of £11.9 million relates to the disposal of R3 Safety in North\n 976.1 America, which completed on 31 January 2025. The profit on disposal reflects the cash consideration\n 975\n 0.2\n received of £17.6 million and recycling of historical foreign exchange gains of £5.6 million held in the\n 950\n (24.5)\n translation reserve within equity offset by the net book value of assets disposed of £10.4 million and\n transaction costs and provisions of £0.9 million. The loss on disposal of business in 2024 of £20.3\n 925 910.3\n million relates to the disposal of the Group’s business in Argentina and a healthcare business in\n 900 (41.5) Germany, which completed on 14 March 2024 and 12 July 2024 respectively. There was no material\n 875 impact from the disposal of these businesses on the Group’s trading performance.\n\n 850\n 2024 adjusted Currency Decrease in 2025 decline 2025 adjusted\n Profit before income tax\n operating profit translation hyperinflation operating profit Adjusted profit before income tax was £787.1 million (2024: £872.9 million), down 7.4% at constant\n accounting\n adjustments exchange rates (down 9.8% at actual exchange rates), due to the decline in adjusted operating profit\n and the increase in adjusted net finance expense. Profit before income tax was £620.5 million (2024:\nOperating profit was £735.3 million (2024: £799.3 million), a decrease of 5.7% at constant exchange\n £673.6 million), a decrease of 5.3% at constant exchange rates (down 7.9% at actual exchange rates)\nrates and 8.0% at actual exchange rates.\n due to the decline in operating profit and increase in net finance expenses, partly offset by the gain\n on disposal of businesses in 2025 compared to the losses on disposal of businesses in 2024.\nMovement in operating profit (£m)\n 820 Taxation\n 799.3\n 800 The Group’s tax strategy is to comply with tax laws in all countries in which it operates and to balance\n 0.2 its responsibilities for controlling the tax costs with its responsibilities to pay the appropriate level of\n 780\n (19.8) tax where it does business. No companies are established in tax havens or other countries for tax\n 760 purposes where the Group does not have an operational presence and the Group’s de-centralised\n 740 0.3 735.3 operational structure means that the level of intragroup trading transactions is very low. The Group\n (41.5) (3.2) does not use intragroup transfer prices to shift profit into low tax jurisdictions. The Group’s tax\n 720\n strategy has been approved by the Board and tax risks are reviewed by the Audit Committee. In\n 700 accordance with UK legislation, the strategy is published on the Bunzl plc website within the Corporate\n 2024 operating Currency Decrease in Decline in Non repeat of Decrease in 2025 operating\n profit translation hyperinflation adjusted pension amortisation profit governance section.\n accounting operating profit scheme credit (excluding software)\n adjustments and acquisition The effective tax rate (being the tax rate on adjusted profit before income tax) for the year was 26.0%\n related items\n (2024: 25.5%) and the reported tax rate on statutory profit was 25.9% (2024: 25.6%). The effective tax\nAmortisation excluding software, which includes amortisation on customer and supplier relationships, rate for 2025 is higher than for 2024 primarily due to the absence of one-off benefits from UK group\nbrands and technology, acquisition related items and the non-recurring pension scheme credit are relief included in 2024. The Group’s effective tax rate is expected to be 26.0% in 2026.\nexcluded from the calculation of adjusted operating profit as they do not relate to the trading Earnings per share\nperformance of the business. Accordingly, these items are not taken into account by management\nwhen assessing the results of the business and are removed in calculating adjusted operating profit Adjusted profit after tax attributable to the Company’s equity holders was £581.9 million (2024:\nand other alternative performance measures by which management assess the performance of £649.9 million), down 8.0% and a decrease of £50.8 million at constant exchange rates (down 10.5%\nthe Group. at actual exchange rates), due to a £62.8 million decrease in adjusted profit before income tax, partly\n offset by a £12.0 million decrease in the tax on adjusted profit before income tax at constant exchange\nNet finance expense rates. Adjusted profit after tax for the year bears a £6.6 million adverse impact from hyperinflation\nThe adjusted net finance expense for the year was £123.2 million, an increase of £21.5 million at accounting adjustments (2024: £9.8 million adverse impact).\nconstant exchange rates (up £20.0 million at actual exchange rates), mainly due to higher average Profit after tax attributable to the Company’s equity holders decreased to £459.2 million (2024:\ndebt during the year. Net finance expense for the year was £126.7 million including £3.5 million of £500.4 million), down 5.6% and a decrease of £27.2 million at constant exchange rates (down 8.2%\ninterest on unwinding of discounting deferred consideration on acquisitions. at actual exchange rates), due to a £34.6 million decrease in profit before income tax, partly offset\n by a £7.4 million decrease in the tax charge at constant exchange rates. Profit after tax for the year\n bears a £6.6 million adverse impact from hyperinflation accounting adjustments (2024: £9.8 million\n adverse impact).", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\n30\n\nFINANCIAL REVIEW continued\nDisposal of businesses\n\nMovement in adjusted operating profit (£m)\n1000\n975\n\n976.1\n0.2\n\n950\n\n(24.5)\n\n925\n\n910.3\n(41.5)\n\n900\n875\n850\n\n2024 adjusted\noperating profit\n\nCurrency\ntranslation\n\nDecrease in\nhyperinflation\naccounting\nadjustments\n\n2025 adjusted\noperating profit\n\n2025 decline\n\nOperating profit was £735.3 million (2024: £799.3 million), a decrease of 5.7% at constant exchange\nrates and 8.0% at actual exchange rates.\nMovement in operating profit (£m)\n799.3\n0.2\n\n780\n\n(19.8)\n\n760\n0.3\n\n740\n\n(41.5)\n\n(3.2)\n\nDecline in\nadjusted\noperating profit\n\nNon repeat of\npension\nscheme credit\n\n720\n700\n\n2024 operating\nprofit\n\nCurrency\ntranslation\n\nProfit before income tax\nAdjusted profit before income tax was £787.1 million (2024: £872.9 million), down 7.4% at constant\nexchange rates (down 9.8% at actual exchange rates), due to the decline in adjusted operating profit\nand the increase in adjusted net finance expense. Profit before income tax was £620.5 million (2024:\n£673.6 million), a decrease of 5.3% at constant exchange rates (down 7.9% at actual exchange rates)\ndue to the decline in operating profit and increase in net finance expenses, partly offset by the gain\non disposal of businesses in 2025 compared to the losses on disposal of businesses in 2024.\n\nTaxation\n\n820\n800\n\nThe profit on disposal of business in 2025 of £11.9 million relates to the disposal of R3 Safety in North\nAmerica, which completed on 31 January 2025. The profit on disposal reflects the cash consideration\nreceived of £17.6 million and recycling of historical foreign exchange gains of £5.6 million held in the\ntranslation reserve within equity offset by the net book value of assets disposed of £10.4 million and\ntransaction costs and provisions of £0.9 million. The loss on disposal of business in 2024 of £20.3\nmillion relates to the disposal of the Group’s business in Argentina and a healthcare business in\nGermany, which completed on 14 March 2024 and 12 July 2024 respectively. There was no material\nimpact from the disposal of these businesses on the Group’s trading performance.\n\nDecrease in\nhyperinflation\naccounting\nadjustments\n\n735.3\n\n2025 operating\nDecrease in\nprofit\namortisation\n(excluding software)\nand acquisition\nrelated items\n\nAmortisation excluding software, which includes amortisation on customer and supplier relationships,\nbrands and technology, acquisition related items and the non-recurring pension scheme credit are\nexcluded from the calculation of adjusted operating profit as they do not relate to the trading\nperformance of the business. Accordingly, these items are not taken into account by management\nwhen assessing the results of the business and are removed in calculating adjusted operating profit\nand other alternative performance measures by which management assess the performance of\nthe Group.\n\nNet finance expense\nThe adjusted net finance expense for the year was £123.2 million, an increase of £21.5 million at\nconstant exchange rates (up £20.0 million at actual exchange rates), mainly due to higher average\ndebt during the year. Net finance expense for the year was £126.7 million including £3.5 million of\ninterest on unwinding of discounting deferred consideration on acquisitions.\n\nThe Group’s tax strategy is to comply with tax laws in all countries in which it operates and to balance\nits responsibilities for controlling the tax costs with its responsibilities to pay the appropriate level of\ntax where it does business. No companies are established in tax havens or other countries for tax\npurposes where the Group does not have an operational presence and the Group’s de-centralised\noperational structure means that the level of intragroup trading transactions is very low. The Group\ndoes not use intragroup transfer prices to shift profit into low tax jurisdictions. The Group’s tax\nstrategy has been approved by the Board and tax risks are reviewed by the Audit Committee. In\naccordance with UK legislation, the strategy is published on the Bunzl plc website within the Corporate\ngovernance section.\nThe effective tax rate (being the tax rate on adjusted profit before income tax) for the year was 26.0%\n(2024: 25.5%) and the reported tax rate on statutory profit was 25.9% (2024: 25.6%). The effective tax\nrate for 2025 is higher than for 2024 primarily due to the absence of one-off benefits from UK group\nrelief included in 2024. The Group’s effective tax rate is expected to be 26.0% in 2026.\n\nEarnings per share\nAdjusted profit after tax attributable to the Company’s equity holders was £581.9 million (2024:\n£649.9 million), down 8.0% and a decrease of £50.8 million at constant exchange rates (down 10.5%\nat actual exchange rates), due to a £62.8 million decrease in adjusted profit before income tax, partly\noffset by a £12.0 million decrease in the tax on adjusted profit before income tax at constant exchange\nrates. Adjusted profit after tax for the year bears a £6.6 million adverse impact from hyperinflation\naccounting adjustments (2024: £9.8 million adverse impact).\nProfit after tax attributable to the Company’s equity holders decreased to £459.2 million (2024:\n£500.4 million), down 5.6% and a decrease of £27.2 million at constant exchange rates (down 8.2%\nat actual exchange rates), due to a £34.6 million decrease in profit before income tax, partly offset\nby a £7.4 million decrease in the tax charge at constant exchange rates. Profit after tax for the year\nbears a £6.6 million adverse impact from hyperinflation accounting adjustments (2024: £9.8 million\nadverse impact).", "tables": [ [ [ "Bunzl plc Ann", "ual Report 2", "025", "", "St", "rategic Repor", "t", "", "Directors’ Report", "", "Financial St", "atements", "", "Additional In", "formation", "", "" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "FINANCIAL", "REVIEW c", "ontinued", "", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "Movement i", "n adjusted", "operating", "profit (£m)", "", "", "", "", "", "Disposal of The profit on d", "business isposal of bus", "es iness in 202", "5 of £11.9 mil", "lion relates t", "o the disposal", "of R3 Safety in", "North" ], [ "1000 975 950", "976.1", "(24.5", ")", "0.", "2", "", "", "", "America, which received of £17 translation res transaction cos", "completed o .6 million and erve within eq ts and provis", "n 31 January recycling of uity offset b ions of £0.9", "2025. The p historical for y the net boo million. The l", "rofit on disp eign exchan k value of a oss on dispo", "osal reflects th ge gains of £5. ssets disposed sal of business", "e cash conside 6 million held i of £10.4 millio in 2024 of £2", "ration n the n and 0.3" ], [ "925 900 875 850", "", "", "", "", "", "(4", "1.5)", "910.3", "million relates t Germany, whic impact from th Profit befo", "o the disposa h completed e disposal of re income", "l of the Gro on 14 March these busine tax", "up’s business 2024 and 12 sses on the", "in Argentin July 2024 re Group’s trad", "a and a healthc spectively. The ing performan", "are business i re was no mat ce.", "n erial" ], [ "202 oper", "4 adjusted ating profit", "Curre transla", "ncy tion", "Decre hyperin accou", "ase in flation nting", "2025", "decline o", "2025 adjusted perating profit", "Adjusted profit", "before incom", "e tax was £", "787.1 million (", "2024: £872.", "9 million), dow", "n 7.4% at const", "ant" ], [ "Operating pro", "fit was £73", "5.3 million (", "2024: £799.3", "adjust millio", "ments n), a decrease", "of 5.", "7% at constant", "exchange", "exchange rates and the increas", "(down 9.8% e in adjusted", "at actual exc net finance", "hange rates), expense. Pro", "due to the d fit before in", "ecline in adjus come tax was", "ted operating £620.5 million (", "profit 2024:" ], [ "rates and 8.0", "% at actual", "exchange ra", "tes.", "", "", "", "", "", "£673.6 million), due to the decl on disposal of", "a decrease o ine in operati businesses in", "f 5.3% at co ng profit and 2025 compa", "nstant exchan increase in red to the lo", "ge rates (do net finance e sses on disp", "wn 7.9% at act xpenses, partl osal of busine", "ual exchange r y offset by the sses in 2024.", "ates) gain" ], [ "Movement i 820 799", "n operatin .3", "g profit (£m", ")", "", "", "", "", "", "Taxation", "", "", "", "", "", "", "" ], [ "800", "", "", "", "", "", "", "", "", "The Group’s ta", "x strategy is t", "o comply wit", "h tax laws in", "all countries", "in which it ope", "rates and to b", "alance" ], [ "780", "", "", "0.2", "", "", "", "", "", "its responsibilit", "ies for contro", "lling the tax", "costs with its", "responsibil", "ities to pay the", "appropriate le", "vel of" ], [ "", "", "(19.8)", "", "", "", "", "", "", "tax where it do", "es business.", "No compani", "es are establi", "shed in tax h", "avens or othe", "r countries for", "tax" ], [ "760 740 720", "", "", "", "(41", ".5) (3.2", ")", "0.3", "735.3", "purposes wher operational str does not use in", "e the Group ucture means tragroup tran", "does not hav that the lev sfer prices t", "e an operatio el of intragro o shift profit", "nal presenc up trading tr into low tax", "e and the Gro ansactions is jurisdictions. T", "up’s de-central very low. The G he Group’s tax", "ised roup" ], [ "700 2024 op pro", "erating C fit tra", "urrency nslation h", "Decrease in yperinflation", "Decli adju", "ne in Non rep sted pens", "eat of ion", "Decrease in amortisation", "2025 operating profit", "strategy has be accordance wit governance se", "en approved h UK legislati ction.", "by the Boar on, the strat", "d and tax risk egy is publish", "s are review ed on the B", "ed by the Audi unzl plc websit", "t Committee. I e within the Co", "n rporat" ], [ "", "", "", "accounting", "operatin", "g profit scheme", "credit", "(excluding softwa", "re)", "", "", "", "", "", "", "", "" ], [ "", "", "", "adjustments", "", "", "", "and acquisition related items", "", "The effective ta (2024: 25.5%) a rate for 2025 is", "x rate (being nd the report higher than f", "the tax rate ed tax rate or 2024 prim", "on adjusted on statutory arily due to t", "profit before profit was 25 he absence", "income tax) fo .9% (2024: 25. of one-off ben", "r the year was 6%). The effect efits from UK", "26.0% ive tax group" ], [ "Amortisation brands and te excluded from performance when assessi", "excluding s chnology, a the calcul of the busi ng the resul", "oftware, wh cquisition r ation of adju ness. Accord ts of the bu", "ich includes elated items sted operat ingly, these siness and a", "amort and th ing pr items re rem", "isation on cust e non-recurri ofit as they do are not taken i oved in calcul", "ome ng p not r nto a ating", "r and supplier ension scheme elate to the tra ccount by man adjusted oper", "relationships, credit are ding agement ating profit", "relief included Earnings p Adjusted profit", "in 2024. The G er share after tax attr", "roup’s effec ibutable to t", "tive tax rate i he Company’", "s expected s equity hol", "to be 26.0% in ders was £581.", "2026. 9 million (2024", ":" ], [ "and other alte the Group.", "rnative per", "formance m", "easures by", "which", "management", "asse", "ss the perform", "ance of", "£649.9 million), at actual excha offset by a £12.", "down 8.0% a nge rates), du 0 million decr", "nd a decrea e to a £62.8 ease in the t", "se of £50.8 m million decre ax on adjust", "illion at con ase in adjus ed profit bef", "stant exchange ted profit befo ore income tax", "rates (down 1 re income tax, at constant e", "0.5% partly xchang" ], [ "Net finan The adjusted", "ce expen net finance", "se expense fo", "r the year wa", "s £12", "3.2 million, an i", "ncre", "ase of £21.5 mi", "llion at", "rates. Adjusted accounting adj", "profit after t ustments (20", "ax for the ye 24: £9.8 milli", "ar bears a £6 on adverse im", ".6 million ad pact).", "verse impact fr", "om hyperinfla", "tion" ], [ "constant exch", "ange rates", "(up £20.0 m", "illion at actu", "al exc", "hange rates), m", "ainl", "y due to higher", "average", "Profit after tax", "attributable t", "o the Compa", "ny’s equity h", "olders decr", "eased to £459.", "2 million (2024", ":" ], [ "debt during t", "he year. Net", "finance exp", "ense for the", "year", "was £126.7 mill", "ion i", "ncluding £3.5 m", "illion of", "£500.4 million)", ", down 5.6% a", "nd a decrea", "se of £27.2 m", "illion at con", "stant exchange", "rates (down 8", ".2%" ], [ "interest on un", "winding of", "discounting", "deferred co", "nsider", "ation on acqui", "sitio", "ns.", "", "at actual excha", "nge rates), du", "e to a £34.6", "million decre", "ase in profit", "before incom", "e tax, partly off", "set" ], [ "", "", "", "", "", "", "", "", "", "by a £7.4 millio", "n decrease in", "the tax char", "ge at constan", "t exchange", "rates. Profit af", "ter tax for the", "year" ], [ "", "", "", "", "", "", "", "", "", "bears a £6.6 m", "illion adverse", "impact from", "hyperinflatio", "n accountin", "g adjustments", "(2024: £9.8 m", "illion" ], [ "", "", "", "", "", "", "", "", "", "adverse impac", "t).", "", "", "", "", "", "" ] ] ], "word_count": 882, "visual_charts": [] }, { "page_number": 33, "section": "Strategic Report", "subsection": "Financial Review", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 31", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 31\n\nFINANCIAL REVIEW continued\n\nThe weighted average number of shares in issue decreased to 324.6 million from 334.4 million in 2024 Dividends\ndue to shares cancelled under the share buyback programme and share purchases into the employee An analysis of dividends per share for the years to which they relate is shown below:\nbenefit trust partly offset by employee share option exercises.\nAdjusted earnings per share attributable to the Company’s equity holders were 179.3p (2024: 194.3p), a 2025 2024 Growth\ndecrease of 5.2% at constant exchange rates (down 7.7% at actual exchange rates). Basic earnings per Interim dividend (p) 20.2 20.1 0.5%\nshare attributable to the Company’s equity holders were 141.5p (2024: 149.6p), down 2.7% at constant Final dividend (p) 53.9 53.8 0.2%\nexchange rates (down 5.4% at actual exchange rates). Total dividend (p) 74.1 73.9 0.3%\n Dividend cover (times) 2.4 2.6\nMovement in adjusted eps (p)\n\n 200 The Company’s practice is to pay a progressive dividend, delivering year-on-year increases. The Board is\n 194.3 proposing a 2025 final dividend of 53.9p, an increase of 0.2% on the amount paid in relation to the 2024\n 195\n final dividend. The 2025 total dividend of 74.1p is 0.3% higher than the 2024 total dividend.\n 190\n (5.1) Before approving any dividends, the Board considers the level of borrowings of the Group by reference\n 185 to the ratio of net debt to EBITDA, the ability of the Group to continue to generate cash and the amount\n 180\n 5.3 179.3 required to invest in the business, in particular into future acquisitions. The Group’s long term track\n 0.2 record of strong cash generation, coupled with the Group’s substantial borrowing facilities, provides\n 175 the Company with the financial flexibility to fund a growing dividend. After the further growth in 2025,\n (14.1) (1.3)\n 170 Bunzl has sustained 33 years of consecutive annual dividend growth to shareholders.\n 2024 Currency Decrease in Decrease in Increase in Decrease in 2025\n adjusted EPS translation adjusted profit hyperinflation effective tax rate weighted adjusted EPS The risks and constraints to maintaining a growing dividend are principally those linked to the Group’s\n before income tax accounting average number\n adjustments of shares trading performance and liquidity, as described in the Principal risks and uncertainties on pages 64 to\n 72. The Group has substantial distributable reserves within Bunzl plc and there is a robust process of\n distributing profits generated by subsidiary undertakings up through the Group to Bunzl plc. At 31\nMovement in basic eps (p) December 2025 Bunzl plc had sufficient distributable reserves to cover more than six years of\n 155 dividends at the levels of those delivered in 2025, which is expected to be approximately £240 million.\n 149.6\n 150\n Acquisitions\n 145 4.2 141.5\n (4.1)\n The Group completed eight acquisitions during the year ended 31 December 2025, with a total\n 140 9.7 0.3\n committed spend of £131.8 million. The estimated annualised revenue and adjusted operating profit\n 135 (0.6)\n of the acquisitions completed during the year were £92 million and £16 million, respectively.\n 130 (14.2)\n A summary of the effect of acquisitions is as follows:\n 125 (3.4)\n\n 120 £m\n 2024 Currency Decrease in Increase in Change in Decrease in Increase Decrease in 2025\n basic EPS translation adjusted adjusting gain/loss on hyperinflation in reported weighted basic EPS Fair value of net assets acquired 53.3\n profit before items disposal of accounting tax rate average\n income tax businesses adjustments number of Goodwill 50.9\n shares\n Consideration 104.2\n Satisfied by:\n cash consideration 95.6\n deferred consideration 8.6\n 104.2\n Contingent payments relating to retention of former owners 17.4\n Net cash acquired (1.0)\n Transaction costs and expenses 11.2\n Total committed spend in respect of acquisitions completed in the current year 131.8", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\n31\n\nAdditional Information\n\nFINANCIAL REVIEW continued\nThe weighted average number of shares in issue decreased to 324.6 million from 334.4 million in 2024\ndue to shares cancelled under the share buyback programme and share purchases into the employee\nbenefit trust partly offset by employee share option exercises.\nAdjusted earnings per share attributable to the Company’s equity holders were 179.3p (2024: 194.3p), a\ndecrease of 5.2% at constant exchange rates (down 7.7% at actual exchange rates). Basic earnings per\nshare attributable to the Company’s equity holders were 141.5p (2024: 149.6p), down 2.7% at constant\nexchange rates (down 5.4% at actual exchange rates).\nMovement in adjusted eps (p)\n194.3\n\n190\n\n(5.1)\n\n185\n180\n\n5.3\n\n179.3\n\nDecrease in\nweighted\naverage number\nof shares\n\n2025\nadjusted EPS\n\n0.2\n\n175\n170\n\n(14.1)\n2024\nadjusted EPS\n\nCurrency\ntranslation\n\nDecrease in\nadjusted profit\nbefore income tax\n\n(1.3)\nDecrease in\nhyperinflation\naccounting\nadjustments\n\nIncrease in\neffective tax rate\n\nMovement in basic eps (p)\n155\n150\n\n149.6\n\n145\n\n4.2\n\n(4.1)\n9.7\n\n140\n\n141.5\n\n0.3\n(0.6)\n\n135\n130\n\n(14.2)\n\n125\n120\n\n2024\nbasic EPS\n\nAn analysis of dividends per share for the years to which they relate is shown below:\n\nInterim dividend (p)\nFinal dividend (p)\nTotal dividend (p)\nDividend cover (times)\n\n2025\n\n2024\n\nGrowth\n\n20.2\n53.9\n74.1\n2.4\n\n20.1\n53.8\n73.9\n2.6\n\n0.5%\n0.2%\n0.3%\n\nThe Company’s practice is to pay a progressive dividend, delivering year-on-year increases. The Board is\nproposing a 2025 final dividend of 53.9p, an increase of 0.2% on the amount paid in relation to the 2024\nfinal dividend. The 2025 total dividend of 74.1p is 0.3% higher than the 2024 total dividend.\n\n200\n195\n\nDividends\n\nCurrency\ntranslation\n\nDecrease in\nadjusted\nprofit before\nincome tax\n\nThe risks and constraints to maintaining a growing dividend are principally those linked to the Group’s\ntrading performance and liquidity, as described in the Principal risks and uncertainties on pages 64 to\n72. The Group has substantial distributable reserves within Bunzl plc and there is a robust process of\ndistributing profits generated by subsidiary undertakings up through the Group to Bunzl plc. At 31\nDecember 2025 Bunzl plc had sufficient distributable reserves to cover more than six years of\ndividends at the levels of those delivered in 2025, which is expected to be approximately £240 million.\n\nAcquisitions\nThe Group completed eight acquisitions during the year ended 31 December 2025, with a total\ncommitted spend of £131.8 million. The estimated annualised revenue and adjusted operating profit\nof the acquisitions completed during the year were £92 million and £16 million, respectively.\nA summary of the effect of acquisitions is as follows:\n\n(3.4)\nIncrease in\nadjusting\nitems\n\nBefore approving any dividends, the Board considers the level of borrowings of the Group by reference\nto the ratio of net debt to EBITDA, the ability of the Group to continue to generate cash and the amount\nrequired to invest in the business, in particular into future acquisitions. The Group’s long term track\nrecord of strong cash generation, coupled with the Group’s substantial borrowing facilities, provides\nthe Company with the financial flexibility to fund a growing dividend. After the further growth in 2025,\nBunzl has sustained 33 years of consecutive annual dividend growth to shareholders.\n\nIncrease\nDecrease in\nChange in\ngain/loss on hyperinflation in reported\ntax rate\naccounting\ndisposal of\nbusinesses adjustments\n\nDecrease in\nweighted\naverage\nnumber of\nshares\n\n2025\nbasic EPS\n\n£m\n\nFair value of net assets acquired\nGoodwill\nConsideration\nSatisfied by:\ncash consideration\ndeferred consideration\nContingent payments relating to retention of former owners\nNet cash acquired\nTransaction costs and expenses\nTotal committed spend in respect of acquisitions completed in the current year\n\n53.3\n50.9\n104.2\n95.6\n8.6\n104.2\n17.4\n(1.0)\n11.2\n131.8", "tables": [ [ [ "2025" ], [ "20.2" ], [ "53.9" ], [ "74.1" ], [ "2.4" ] ], [ [ "£m" ], [ "53.3" ], [ "50.9" ], [ "104.2" ], [ "" ], [ "95.6" ], [ "8.6" ], [ "104.2" ], [ "17.4" ], [ "(1.0)" ], [ "11.2" ], [ "131.8" ] ] ], "word_count": 619, "visual_charts": [ { "title": "Movement in adjusted EPS (waterfall)", "type": "waterfall", "unit_note": "pence", "steps": [ { "label": "2024 adjusted EPS", "value": 194.3 }, { "label": "Currency translation", "value": -5.1 }, { "label": "Decrease in adjusted profit before income tax", "value": -14.1 }, { "label": "Decrease in hyperinflation accounting adjustments", "value": 0.2 }, { "label": "Increase in effective tax rate", "value": -1.3 }, { "label": "Decrease in weighted average number of shares", "value": 5.3 }, { "label": "2025 adjusted EPS", "value": 179.3 } ] }, { "title": "Movement in basic EPS (waterfall)", "type": "waterfall", "unit_note": "pence", "steps": [ { "label": "2024 basic EPS", "value": 149.6 }, { "label": "Currency translation", "value": -4.1 }, { "label": "Decrease in adjusted profit before income tax", "value": -14.2 }, { "label": "Increase in adjusting items", "value": -3.4 }, { "label": "Change in gain/loss on disposal of businesses", "value": 9.7 }, { "label": "Decrease in hyperinflation accounting adjustments", "value": 0.3 }, { "label": "Increase in reported tax rate", "value": -0.6 }, { "label": "Decrease in weighted average number of shares", "value": 4.2 }, { "label": "2025 basic EPS", "value": 141.5 } ] } ] }, { "page_number": 34, "section": "Strategic Report", "subsection": "Financial Review", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 32", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 32\n\nFINANCIAL REVIEW continued\n\nThe net cash outflow in the year in respect of acquisitions comprised: £204.8 million comprises the £200 million 2025 share buyback programme, £3.3 million relating to\n outstanding payments from the 2024 share buyback programme, stamp duty of £1.3 million and\n £m transaction costs of £0.2 million. Cash conversion (being the ratio of operating cash flow as a\nCash consideration 95.6 percentage of lease adjusted operating profit) was 95% (2024: 93%).\nNet cash acquired (1.0)\n 2025 2024\nDeferred consideration payments 23.9 £m £m\nNet cash outflow on purchase of businesses 118.5 Operating cash flow 834.6 879.5\nCash outflow from acquisition related items* 43.4\nTotal cash outflow in respect of acquisitions 161.9 Adjusted operating profit 910.3 976.1\n* Acquisition related items comprise £12.1 million of transaction costs and expenses paid and £31.3 million of payments relating to Add back depreciation of right-of-use assets 197.8 186.1\n retention of former owners. Deduct payment of lease liabilities (232.7) (216.7)\nCash flow Lease adjusted operating profit 875.4 945.5\nA summary of the cash flow for the year is shown below:\n Cash conversion 95% 93%\n 2025 2024\n £m £m\nCash generated from operations† 1,136.1 1,133.4 Net debt\nPayment of lease liabilities (232.7) (216.7) 2025 2024\n £m £m\nNet capital expenditure (68.8) (37.2)\n Net debt excluding lease liabilities (1,663.9) (1,611.4)\nOperating cash flow † 834.6 879.5\n Total deferred and contingent consideration – on and off balance sheet (278.9) (375.4)\nNet interest paid excluding interest on lease liabilities (76.4) (65.2)\n Adjusted net debt (1,942.8) (1,986.8)\nIncome tax paid (179.7) (180.5)\n Lease liabilities (742.5) (754.1)\nFree cash flow 578.5 633.8\n Adjusted net debt including lease liabilities (2,685.3) (2,740.9)\nDividends paid (242.2) (228.6)\nNet payments relating to employee share schemes (40.0) (14.3)\n Adjusted net debt to EBITDA 2.0x 1.8x\nNet cash inflow before acquisitions, disposals and\n purchase of own shares 296.3 390.9\nPurchase of own shares (204.8) (247.9) Adjusted net debt including lease liabilities to EBITDA 2.2x 2.1x\nAcquisitions◊ (161.9) (678.2) Net debt excluding lease liabilities increased by £52.5 million during the year to £1,663.9 million\nDisposals 17.0 2.9 (2024: £1,611.4 million), due to a net cash outflow of £53.4 million and a non-cash increase in debt of\nNet cash outflow on net debt excluding lease liabilities (53.4) (532.3) £7.8 million, partly offset by a £8.7 million decrease due to currency translation.\n† Before acquisition related items. Adjusted net debt decreased by £44.0 million during the year to £1,942.8 million (2024: £1,986.8 million)\n◊ Including acquisition related items.\n due to a £96.5 million decrease in total deferred and contingent consideration, partly offset by the\nThe Group’s operating cash flow of £834.6 million was £44.9 million lower than in 2024 driven by an £52.5 million increase in net debt excluding lease liabilities.\nincrease in net capital expenditure of £31.6 million as we invested in a number of projects particularly\nin North America, the UK, France and Denmark to improve operational efficiency, and a £16.0 million\nincrease in payment of lease liabilities. The Group’s free cash flow of £578.5 million was £55.3 million\nlower than in 2024, driven by the decrease in operating cash flow of £44.9 million and an increase of\n£11.2 million in net interest paid excluding interest on lease liabilities. The Group’s free cash flow was\nused to finance dividend payments of £242.2 million in respect of 2024 (2024: £228.6 million in respect\nof 2023), purchase of own shares of £204.8 million (2024: £247.9 million) and net payments of\n£40.0 million (2024: net payments of £14.3 million) relating to employee share schemes, and partially\nfinance an acquisition cash outflow of £161.9 million (2024: £678.2 million). Purchase of own shares of", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\n32\n\nAdditional Information\n\nFINANCIAL REVIEW continued\nThe net cash outflow in the year in respect of acquisitions comprised:\n£m\n\n95.6\n(1.0)\n23.9\n118.5\n43.4\n161.9\n\nCash consideration\nNet cash acquired\nDeferred consideration payments\nNet cash outflow on purchase of businesses\nCash outflow from acquisition related items*\nTotal cash outflow in respect of acquisitions\n\n* Acquisition related items comprise £12.1 million of transaction costs and expenses paid and £31.3 million of payments relating to\nretention of former owners.\n\nCash flow\nA summary of the cash flow for the year is shown below:\n\nCash generated from operations†\nPayment of lease liabilities\nNet capital expenditure\nOperating cash flow †\nNet interest paid excluding interest on lease liabilities\nIncome tax paid\nFree cash flow\nDividends paid\nNet payments relating to employee share schemes\nNet cash inflow before acquisitions, disposals and\npurchase of own shares\nPurchase of own shares\nAcquisitions◊\nDisposals\nNet cash outflow on net debt excluding lease liabilities\n\n2025\n£m\n\n2024\n£m\n\n1,136.1\n(232.7)\n(68.8)\n834.6\n(76.4)\n(179.7)\n578.5\n(242.2)\n(40.0)\n\n1,133.4\n(216.7)\n(37.2)\n879.5\n(65.2)\n(180.5)\n633.8\n(228.6)\n(14.3)\n\n296.3\n(204.8)\n(161.9)\n17.0\n(53.4)\n\n390.9\n(247.9)\n(678.2)\n2.9\n(532.3)\n\n† Before acquisition related items.\n◊ Including acquisition related items.\n\nThe Group’s operating cash flow of £834.6 million was £44.9 million lower than in 2024 driven by an\nincrease in net capital expenditure of £31.6 million as we invested in a number of projects particularly\nin North America, the UK, France and Denmark to improve operational efficiency, and a £16.0 million\nincrease in payment of lease liabilities. The Group’s free cash flow of £578.5 million was £55.3 million\nlower than in 2024, driven by the decrease in operating cash flow of £44.9 million and an increase of\n£11.2 million in net interest paid excluding interest on lease liabilities. The Group’s free cash flow was\nused to finance dividend payments of £242.2 million in respect of 2024 (2024: £228.6 million in respect\nof 2023), purchase of own shares of £204.8 million (2024: £247.9 million) and net payments of\n£40.0 million (2024: net payments of £14.3 million) relating to employee share schemes, and partially\nfinance an acquisition cash outflow of £161.9 million (2024: £678.2 million). Purchase of own shares of\n\n£204.8 million comprises the £200 million 2025 share buyback programme, £3.3 million relating to\noutstanding payments from the 2024 share buyback programme, stamp duty of £1.3 million and\ntransaction costs of £0.2 million. Cash conversion (being the ratio of operating cash flow as a\npercentage of lease adjusted operating profit) was 95% (2024: 93%).\n2025\n£m\n\n2024\n£m\n\nOperating cash flow\n\n834.6\n\n879.5\n\nAdjusted operating profit\nAdd back depreciation of right-of-use assets\nDeduct payment of lease liabilities\nLease adjusted operating profit\n\n910.3\n197.8\n(232.7)\n875.4\n\n976.1\n186.1\n(216.7)\n945.5\n\n95%\n\n93%\n\n2025\n£m\n\n2024\n£m\n\n(1,663.9)\n(278.9)\n(1,942.8)\n(742.5)\n(2,685.3)\n\n(1,611.4)\n(375.4)\n(1,986.8)\n(754.1)\n(2,740.9)\n\nAdjusted net debt to EBITDA\n\n2.0x\n\n1.8x\n\nAdjusted net debt including lease liabilities to EBITDA\n\n2.2x\n\n2.1x\n\nCash conversion\n\nNet debt\nNet debt excluding lease liabilities\nTotal deferred and contingent consideration – on and off balance sheet\nAdjusted net debt\nLease liabilities\nAdjusted net debt including lease liabilities\n\nNet debt excluding lease liabilities increased by £52.5 million during the year to £1,663.9 million\n(2024: £1,611.4 million), due to a net cash outflow of £53.4 million and a non-cash increase in debt of\n£7.8 million, partly offset by a £8.7 million decrease due to currency translation.\nAdjusted net debt decreased by £44.0 million during the year to £1,942.8 million (2024: £1,986.8 million)\ndue to a £96.5 million decrease in total deferred and contingent consideration, partly offset by the\n£52.5 million increase in net debt excluding lease liabilities.", "tables": [ [ [ "£m" ], [ "95.6" ], [ "(1.0)" ], [ "23.9" ], [ "118.5" ], [ "43.4" ], [ "161.9" ] ], [ [ "2025 £m" ], [ "834.6" ], [ "" ], [ "910.3" ], [ "197.8" ], [ "(232.7)" ], [ "875.4" ], [ "" ], [ "95%" ] ], [ [ "2025 £m" ], [ "1,136.1" ], [ "(232.7)" ], [ "(68.8)" ], [ "834.6" ], [ "(76.4)" ], [ "(179.7)" ], [ "578.5" ], [ "(242.2)" ], [ "(40.0)" ], [ "296.3" ], [ "(204.8)" ], [ "(161.9)" ], [ "17.0" ], [ "(53.4)" ] ], [ [ "2025 £m" ], [ "(1,663.9)" ], [ "(278.9)" ], [ "(1,942.8)" ], [ "(742.5)" ], [ "(2,685.3)" ], [ "" ], [ "2.0x" ], [ "" ], [ "2.2x" ] ] ], "word_count": 617, "visual_charts": [] }, { "page_number": 35, "section": "Strategic Report", "subsection": "Financial Review", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 33", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 33\n\nFINANCIAL REVIEW continued\n\nBalance sheet retention of former owners which was recognised on the balance sheet during the year, a reduction\nSummary balance sheet at 31 December: to previously estimated contingent consideration of £28.3 million and unwinding of discounting of\n £3.5 million, partly offset by £7.9 million of contingent consideration for current year acquisitions and\n 2025 2024 an increase from foreign exchange of £0.8 million. Total deferred and contingent consideration both\n £m £m on and off balance sheet at 31 December 2025 was £278.9 million (2024: £375.4 million).\nIntangible assets 3,618.1 3,683.8\n The Group’s net pension surplus of £17.4 million at 31 December 2025 has decreased by £2.4 million\nRight-of-use assets 682.1 697.6 from the net pension surplus of £19.8 million at 31 December 2024, largely due to actuarial losses\nProperty, plant and equipment 231.1 213.3 of £3.7 million.\nWorking capital 1,288.1 1,210.2 Within net debt excluding lease liabilities, cash and cash equivalents have decreased by\nNet assets held for sale – 10.0 £892.8 million and bank overdrafts have decreased by £775.3 million following a focus on reducing\nDeferred consideration (225.7) (258.2) the gross balances within the Group’s cash-pooling arrangement.\nOther net liabilities (411.9) (420.3) Shareholders’ equity increased by £2.1 million during the year to £2,792.8 million. Own shares\nNet pension surplus 17.4 19.8 purchased for cancellation during the year of £151.5 million includes the £200 million 2025 share\nNet debt excluding lease liabilities (1,663.9) (1,611.4) buyback programme which was completed during the year, £1.3 million of stamp duty and £0.2\nLease liabilities (742.5) (754.1) million of transaction costs less £50.0 million committed at 31 December 2024.\nEquity 2,792.8 2,790.7\n Movement in shareholders’ equity (£m)\n\nReturn on average operating capital 37.0% 43.2% 3,400\n 3,300 459.8\nReturn on invested capital 13.0% 14.8% 3,200\n 3,100\n 3,000\nReturn on average operating capital decreased to 37.0% from 43.2% in 2024 and Return on invested 2,900 (242.2) 11.2\n 2,790.7 2,792.8\ncapital decreased to 13.0% compared to 14.8% in 2024 due to lower adjusted operating profit in the 2,800 (151.5) (2.8) (0.4)\n 2,700 (35.3)\nunderlying businesses. (36.7)\n 2,600\n 2,500\nIntangible assets decreased by £65.7 million to £3,618.1 million due to an amortisation charge of 2,400\n£164.5 million, an impairment charge of £10.7 million, and a decrease from currency translation 2,300\nof £15.9 million, partly offset by intangible assets arising on acquisitions in the year of £104.3 million, 2,200\n Shareholders’ Currency Profit for Dividends Own shares Hyperinflation Actuarial Share Employee Shareholders’\na net increase from hyperinflation adjustments of £5.2 million and software additions of £15.9 million. equity at (net the year purchased accounting loss based share equity at\n 31 December of tax) for adjustments on pension payments schemes 31 December\n 2024 cancellation schemes (net of tax) (net of tax) 2025\nRight-of-use assets decreased by £15.5 million to £682.1 million due to a depreciation charge of (net of tax)\n£197.8 million and a decrease from currency translation of £9.5 million, partly offset by additional\nright-of-use assets from new leases during the year of £157.0 million, an increase from remeasurement\nadjustments of £29.6 million and an increase from acquisitions of £5.2 million. Capital management\n The Group’s policy is to maintain a strong capital base to maintain investor, creditor and market\nWorking capital increased from the prior year end by £77.9 million to £1,288.1 million mainly due to\n confidence and to sustain future development of the business. The Group funds its operations\npayment of commitments of £53.3 million under the share buyback programme recognised at\n through a mixture of shareholders’ equity and bank and capital market borrowings. The Group’s\n31 December 2024, an increase of £15.5 million from acquisitions and an underlying increase of\n funding strategy is to maintain an investment grade credit rating. The Company’s current credit ratings\n£30.5 million as shown in the cash flow statement, partly offset by a decrease from currency translation\n with Standard & Poor’s are BBB+ (long term) and A-2 (short term). All borrowings are managed by a\nof £20.7 million.\n central treasury function and funds raised are lent onward to operating subsidiaries as required. The\nDeferred consideration decreased by £32.5 million to £225.7 million due to deferred consideration overall objective is to manage the funding to ensure the borrowings have a range of maturities, are\nand retention payments of £43.8 million, a net credit from adjustments to previously estimated earn competitively priced and meet the demands of the business over time. There were no changes to the\nouts of £45.5 million, partly offset by charges relating to the retention of former owners of £40.9 million, Group’s approach to capital management during the year and the Group is not subject to any externally\n£8.6 million of deferred consideration recognised on current year acquisitions, interest on unwinding of imposed capital requirements.\ndiscounting of £3.5 million and an increase from currency translation of £3.8 million. Off balance sheet\nexpected future payments, which are contingent on the continued retention of former owners of\nbusinesses acquired, decreased by £64.0 million to £53.2 million due to a £40.9 million decrease from", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\n33\n\nAdditional Information\n\nFINANCIAL REVIEW continued\nBalance sheet\nSummary balance sheet at 31 December:\n2025\n£m\n\n2024\n£m\n\nIntangible assets\nRight-of-use assets\nProperty, plant and equipment\nWorking capital\nNet assets held for sale\nDeferred consideration\nOther net liabilities\nNet pension surplus\nNet debt excluding lease liabilities\nLease liabilities\nEquity\n\n3,618.1\n682.1\n231.1\n1,288.1\n–\n(225.7)\n(411.9)\n17.4\n(1,663.9)\n(742.5)\n2,792.8\n\n3,683.8\n697.6\n213.3\n1,210.2\n10.0\n(258.2)\n(420.3)\n19.8\n(1,611.4)\n(754.1)\n2,790.7\n\nReturn on average operating capital\nReturn on invested capital\n\n37.0%\n13.0%\n\n43.2%\n14.8%\n\nReturn on average operating capital decreased to 37.0% from 43.2% in 2024 and Return on invested\ncapital decreased to 13.0% compared to 14.8% in 2024 due to lower adjusted operating profit in the\nunderlying businesses.\nIntangible assets decreased by £65.7 million to £3,618.1 million due to an amortisation charge of\n£164.5 million, an impairment charge of £10.7 million, and a decrease from currency translation\nof £15.9 million, partly offset by intangible assets arising on acquisitions in the year of £104.3 million,\na net increase from hyperinflation adjustments of £5.2 million and software additions of £15.9 million.\nRight-of-use assets decreased by £15.5 million to £682.1 million due to a depreciation charge of\n£197.8 million and a decrease from currency translation of £9.5 million, partly offset by additional\nright-of-use assets from new leases during the year of £157.0 million, an increase from remeasurement\nadjustments of £29.6 million and an increase from acquisitions of £5.2 million.\nWorking capital increased from the prior year end by £77.9 million to £1,288.1 million mainly due to\npayment of commitments of £53.3 million under the share buyback programme recognised at\n31 December 2024, an increase of £15.5 million from acquisitions and an underlying increase of\n£30.5 million as shown in the cash flow statement, partly offset by a decrease from currency translation\nof £20.7 million.\nDeferred consideration decreased by £32.5 million to £225.7 million due to deferred consideration\nand retention payments of £43.8 million, a net credit from adjustments to previously estimated earn\nouts of £45.5 million, partly offset by charges relating to the retention of former owners of £40.9 million,\n£8.6 million of deferred consideration recognised on current year acquisitions, interest on unwinding of\ndiscounting of £3.5 million and an increase from currency translation of £3.8 million. Off balance sheet\nexpected future payments, which are contingent on the continued retention of former owners of\nbusinesses acquired, decreased by £64.0 million to £53.2 million due to a £40.9 million decrease from\n\nretention of former owners which was recognised on the balance sheet during the year, a reduction\nto previously estimated contingent consideration of £28.3 million and unwinding of discounting of\n£3.5 million, partly offset by £7.9 million of contingent consideration for current year acquisitions and\nan increase from foreign exchange of £0.8 million. Total deferred and contingent consideration both\non and off balance sheet at 31 December 2025 was £278.9 million (2024: £375.4 million).\nThe Group’s net pension surplus of £17.4 million at 31 December 2025 has decreased by £2.4 million\nfrom the net pension surplus of £19.8 million at 31 December 2024, largely due to actuarial losses\nof £3.7 million.\nWithin net debt excluding lease liabilities, cash and cash equivalents have decreased by\n£892.8 million and bank overdrafts have decreased by £775.3 million following a focus on reducing\nthe gross balances within the Group’s cash-pooling arrangement.\nShareholders’ equity increased by £2.1 million during the year to £2,792.8 million. Own shares\npurchased for cancellation during the year of £151.5 million includes the £200 million 2025 share\nbuyback programme which was completed during the year, £1.3 million of stamp duty and £0.2\nmillion of transaction costs less £50.0 million committed at 31 December 2024.\nMovement in shareholders’ equity (£m)\n3,400\n3,300\n3,200\n3,100\n3,000\n2,900\n2,800\n2,700\n2,600\n2,500\n2,400\n2,300\n2,200\n\n459.8\n\n(242.2)\n\n2,790.7\n(36.7)\n\nShareholders’ Currency\n(net\nequity at\nof tax)\n31 December\n2024\n\n11.2\n(151.5)\n\nProfit for\nthe year\n\nDividends\n\n(2.8)\n\nOwn shares Hyperinflation Actuarial\nloss\npurchased accounting\nfor\nadjustments on pension\nschemes\ncancellation\n(net of tax)\n\n2,792.8\n(0.4)\n\n(35.3)\n\nEmployee Shareholders’\nShare\nequity at\nshare\nbased\npayments schemes 31 December\n2025\n(net of tax) (net of tax)\n\nCapital management\nThe Group’s policy is to maintain a strong capital base to maintain investor, creditor and market\nconfidence and to sustain future development of the business. The Group funds its operations\nthrough a mixture of shareholders’ equity and bank and capital market borrowings. The Group’s\nfunding strategy is to maintain an investment grade credit rating. The Company’s current credit ratings\nwith Standard & Poor’s are BBB+ (long term) and A-2 (short term). All borrowings are managed by a\ncentral treasury function and funds raised are lent onward to operating subsidiaries as required. The\noverall objective is to manage the funding to ensure the borrowings have a range of maturities, are\ncompetitively priced and meet the demands of the business over time. There were no changes to the\nGroup’s approach to capital management during the year and the Group is not subject to any externally\nimposed capital requirements.", "tables": [ [ [ "2025 £m" ], [ "3,618.1" ], [ "682.1" ], [ "231.1" ], [ "1,288.1" ], [ "–" ], [ "(225.7)" ], [ "(411.9)" ], [ "17.4" ], [ "(1,663.9)" ], [ "(742.5)" ], [ "2,792.8" ], [ "" ], [ "37.0%" ], [ "13.0%" ] ] ], "word_count": 847, "visual_charts": [] }, { "page_number": 36, "section": "Strategic Report", "subsection": "Financial Review", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 34", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 34\n\nFINANCIAL REVIEW continued\n\nTreasury policies and controls Maturity profile by year (£m)\nThe Group has a centralised treasury department to control external borrowings and manage liquidity, 600\ninterest rate, foreign currency and credit risks. Treasury policies have been approved by the Board and\ncover the nature of the exposure to be hedged, the types of financial instruments that may be 500 435\nemployed and the criteria for investing and borrowing cash. The Group uses derivatives to manage its\nforeign currency and interest rate risks arising from underlying business activities. No transactions of a 400\n 400\nspeculative nature are undertaken. The treasury department is subject to periodic independent review 250\nby the internal audit department. Underlying policy assumptions and activities are periodically 300\nreviewed by the Board. Controls over exposure changes and transaction authenticity are in place. 250\n 200 87\nThe Group continually monitors net debt and forecast cash flows to ensure that sufficient facilities are\nin place to meet the Group’s requirements in the short, medium and long term and, in order to do so, 100 116 130\n 37 96 100 100\narranges borrowings from a variety of sources. Additionally, compliance with the Group’s biannual debt\ncovenants is monitored on a monthly basis and formally tested at 30 June and 31 December. The 0\n 2026 2027 2028 2029 2030 2031 2032 2033 2034 2035 2036\nprincipal financial covenant limits are net debt, calculated at average exchange rates, to EBITDA of no\nmore than 3.5 times and interest cover of no less than 3.0 times, based on historical accounting US private placement notes Commercial paper\nstandards. Sensitivity analyses using various scenarios are applied to forecasts to assess their impact Senior bonds\non covenants and net debt. During the year ended 31 December 2025 all covenants were complied\n Further details of the Group’s capital management and treasury policies and controls are set out\nwith, with Covenant net debt to EBITDA of 1.8 times as at 31 December 2025 (31 December 2024:\n in Note 18 to the consolidated financial statements on pages 162 to 167.\n1.5 times), and based on current forecasts it is expected that such covenants will continue to be\ncomplied with for the foreseeable future. The US private placement notes (‘USPPs’) issued in March Going concern\n2022 contain a clause whereby upon maturity of the previously issued USPPs, the latest maturity being The directors, having reassessed the principal risks and uncertainties, consider it appropriate to adopt\nin 2028, the principal financial covenants referred to above will no longer apply. the going concern basis of accounting in the preparation of the financial statements. In reaching this\nThe Group has substantial funding available comprising multi-currency credit facilities from the Group’s conclusion, the directors noted the Group’s strong cash performance in the year, the substantial\nbanks, USPPs and senior bonds. During 2025, the Group issued under the terms of its Euro Medium funding available to the Group as described above and the resilience of the Group to a severe but\nTerm Note (‘EMTN’) programme a £250 million senior unsecured bond maturing in 2031 and a plausible downside scenario. Further details are set out in Note 1 to the consolidated financial\n£250 million senior unsecured bond maturing in 2036. The bonds issued extend the maturity profile statements on page 141.\nof the Group’s debt portfolio. At 31 December 2025 the nominal value of senior bonds outstanding\nwas £1,334.8 million (2024: £1,113.2 million) with maturities ranging from 2030 to 2036. At 31 December Richard Howes\n2025 the nominal value of USPPs outstanding was £579.2 million (2024: £798.6 million) with maturities Chief Financial Officer\nranging from 2026 to 2032. At 31 December 2025 the available committed bank facilities totalled 2 March 2026\n£1,250.0 million (2024: £933.5 million) of which none (2024: none) was drawn down. During 2025,\nthe Group refinanced all of its existing committed bank facilities with a syndicated bank facility of\n£950 million and bilateral bank facilities of £300 million, with a maturity of 2030.\nThe Group has a €1 billion euro-commercial paper programme and a $1 billion US commercial\npaper programme, under which it can issue short term notes. At 31 December 2025, the nominal\nvalue of commercial paper in issue was £87.0 million (2024: £144.6 million) with maturities of up to\nthree months.\nThe Group expects to make repayments in the 18 month period from the date of these financial\nstatements to 30 June 2027 of approximately £116.3 million relating to maturing USPPs.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\n34\n\nAdditional Information\n\nFINANCIAL REVIEW continued\nTreasury policies and controls\nThe Group has a centralised treasury department to control external borrowings and manage liquidity,\ninterest rate, foreign currency and credit risks. Treasury policies have been approved by the Board and\ncover the nature of the exposure to be hedged, the types of financial instruments that may be\nemployed and the criteria for investing and borrowing cash. The Group uses derivatives to manage its\nforeign currency and interest rate risks arising from underlying business activities. No transactions of a\nspeculative nature are undertaken. The treasury department is subject to periodic independent review\nby the internal audit department. Underlying policy assumptions and activities are periodically\nreviewed by the Board. Controls over exposure changes and transaction authenticity are in place.\nThe Group continually monitors net debt and forecast cash flows to ensure that sufficient facilities are\nin place to meet the Group’s requirements in the short, medium and long term and, in order to do so,\narranges borrowings from a variety of sources. Additionally, compliance with the Group’s biannual debt\ncovenants is monitored on a monthly basis and formally tested at 30 June and 31 December. The\nprincipal financial covenant limits are net debt, calculated at average exchange rates, to EBITDA of no\nmore than 3.5 times and interest cover of no less than 3.0 times, based on historical accounting\nstandards. Sensitivity analyses using various scenarios are applied to forecasts to assess their impact\non covenants and net debt. During the year ended 31 December 2025 all covenants were complied\nwith, with Covenant net debt to EBITDA of 1.8 times as at 31 December 2025 (31 December 2024:\n1.5 times), and based on current forecasts it is expected that such covenants will continue to be\ncomplied with for the foreseeable future. The US private placement notes (‘USPPs’) issued in March\n2022 contain a clause whereby upon maturity of the previously issued USPPs, the latest maturity being\nin 2028, the principal financial covenants referred to above will no longer apply.\nThe Group has substantial funding available comprising multi-currency credit facilities from the Group’s\nbanks, USPPs and senior bonds. During 2025, the Group issued under the terms of its Euro Medium\nTerm Note (‘EMTN’) programme a £250 million senior unsecured bond maturing in 2031 and a\n£250 million senior unsecured bond maturing in 2036. The bonds issued extend the maturity profile\nof the Group’s debt portfolio. At 31 December 2025 the nominal value of senior bonds outstanding\nwas £1,334.8 million (2024: £1,113.2 million) with maturities ranging from 2030 to 2036. At 31 December\n2025 the nominal value of USPPs outstanding was £579.2 million (2024: £798.6 million) with maturities\nranging from 2026 to 2032. At 31 December 2025 the available committed bank facilities totalled\n£1,250.0 million (2024: £933.5 million) of which none (2024: none) was drawn down. During 2025,\nthe Group refinanced all of its existing committed bank facilities with a syndicated bank facility of\n£950 million and bilateral bank facilities of £300 million, with a maturity of 2030.\nThe Group has a €1 billion euro-commercial paper programme and a $1 billion US commercial\npaper programme, under which it can issue short term notes. At 31 December 2025, the nominal\nvalue of commercial paper in issue was £87.0 million (2024: £144.6 million) with maturities of up to\nthree months.\nThe Group expects to make repayments in the 18 month period from the date of these financial\nstatements to 30 June 2027 of approximately £116.3 million relating to maturing USPPs.\n\nMaturity profile by year (£m)\n600\n435\n\n500\n400\n\n400\n250\n\n300\n\n250\n\n200\n\n87\n\n100\n\n116\n\n130\n\n2026\n\n2027\n\n0\n\n37\n\n96\n\n2028\n\n2029\n\nUS private placement notes\nSenior bonds\n\n2030\n\n100\n\n100\n\n2031\n\n2032\n\n2033\n\n2034\n\n2035\n\n2036\n\nCommercial paper\n\nFurther details of the Group’s capital management and treasury policies and controls are set out\nin Note 18 to the consolidated financial statements on pages 162 to 167.\n\nGoing concern\nThe directors, having reassessed the principal risks and uncertainties, consider it appropriate to adopt\nthe going concern basis of accounting in the preparation of the financial statements. In reaching this\nconclusion, the directors noted the Group’s strong cash performance in the year, the substantial\nfunding available to the Group as described above and the resilience of the Group to a severe but\nplausible downside scenario. Further details are set out in Note 1 to the consolidated financial\nstatements on page 141.\nRichard Howes\nChief Financial Officer\n2 March 2026", "tables": [ [ [ "", "", "", "", "", "", "435" ], [ "", "", "", "", "400", "", "" ], [ "", "", "", "", "", "250", "" ], [ "87", "", "", "", "", "", "" ], [ "116", "130", "", "96", "", "100", "100" ], [ "", "", "", "", "", "", "" ] ] ], "word_count": 756, "visual_charts": [] }, { "page_number": 37, "section": "Strategic Report", "subsection": "Capital Allocation", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 35", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 35\n\nCAPITAL ALLOCATION\n\nCapital allocation and shareholder returns\nOur capital allocation priorities remain unchanged and focused on the following: (1) to invest in the delivered an annual adjusted earnings per share CAGR of c.9%, and has returned £3.1 billion to\nbusiness to support organic growth and operational efficiencies; (2) to pay a progressive dividend; (3) shareholders through dividends and the 2024 and 2025 share buybacks.\nto self-fund value-accretive acquisitions; and (4) to distribute excess cash. In the 21 years from 2004 to\n In December 2024 Bunzl announced a £200 million share buyback programme, which commenced\n2025, inclusive, Bunzl has committed £6.2 billion in acquisitions to support a growth strategy that has\n at the start of 2025 and was completed by October 2025.\n\n\n CAPITAL ALLOCATION POLICY: FOCUSED ON BOLT-ON ACQUISITIONS THAT GENERATE STRONG RETURNS\n\n\n LEVERAGE IS WITHIN THE TARGET RANGE OF 2.0–2.5X CAPITAL ALLOCATION PRIORITIES UNCHANGED\n\n\n Adjusted net debt to EBITDA 2\n • Leverage1,2 within the target range of 2.0-2.5x\n Invest in the business\n • Low risk, high return investments remain our priority 37%\n • Asset light business model ROACE1\n remains appropriate\n\n\n £2.7bn\n • Strong cash generation supports capital\n Pay a progressive dividend\n allocation opportunities\n • 33 consecutive years of annual dividend growth\n • Consistent capital allocation framework\n • Dividend cover supports sustainable annual growth of dividend payments\n since 2004\n 2.3x 1.2x 1.8x 2.0x\n Value-accretive acquisitions\n • Continued focus on bolt-on acquisitions at attractive multiples which\n deliver a strong return; valuation discipline\n £6.2bn\n of committed spend\n between 2004 and 2025\n • Track record of successfully selecting and integrating businesses; clear\n and established acquisition process\n • Pipeline active\n\n Distribution of excess cash\n • Kept under regular review alongside level of excess cash and value-\n accretive acquisition pipeline\n £450m\n share buybacks 2024–2025\n\n\n\n 2017 2023 2024 2025\n 1. Alternative performance measures (see Note 3 on pages 147 to 149 of the Annual Report)\n EBITDA 1\n Net Debt 2. Adjusted net debt to EBITDA – includes deferred and contingent consideration to be paid", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\n35\n\nAdditional Information\n\nCAPITAL ALLOCATION\n\nCapital allocation and shareholder returns\nOur capital allocation priorities remain unchanged and focused on the following: (1) to invest in the\nbusiness to support organic growth and operational efficiencies; (2) to pay a progressive dividend; (3)\nto self-fund value-accretive acquisitions; and (4) to distribute excess cash. In the 21 years from 2004 to\n2025, inclusive, Bunzl has committed £6.2 billion in acquisitions to support a growth strategy that has\n\ndelivered an annual adjusted earnings per share CAGR of c.9%, and has returned £3.1 billion to\nshareholders through dividends and the 2024 and 2025 share buybacks.\nIn December 2024 Bunzl announced a £200 million share buyback programme, which commenced\nat the start of 2025 and was completed by October 2025.\n\nCAPITAL ALLOCATION POLICY: FOCUSED ON BOLT-ON ACQUISITIONS THAT GENERATE STRONG RETURNS\nCAPITAL ALLOCATION PRIORITIES UNCHANGED\n\nLEVERAGE IS WITHIN THE TARGET RANGE OF 2.0–2.5X\n\nInvest in the business\n• Low risk, high return investments remain our priority\n• Asset light business model\n\nAdjusted net debt to EBITDA 2\n• Leverage1,2 within the target range of 2.0-2.5x\nremains appropriate\n• Strong cash generation supports capital\nallocation opportunities\n• Consistent capital allocation framework\n\n2.3x\n\n1.2x\n\n1.8x\n\n2.0x\n\nPay a progressive dividend\n• 33 consecutive years of annual dividend growth\n• Dividend cover supports sustainable annual growth\nValue-accretive acquisitions\n• Continued focus on bolt-on acquisitions at attractive multiples which\ndeliver a strong return; valuation discipline\n• Track record of successfully selecting and integrating businesses; clear\nand established acquisition process\n• Pipeline active\nDistribution of excess cash\n• Kept under regular review alongside level of excess cash and valueaccretive acquisition pipeline\n\n2017\nEBITDA\n\n1\n\n2023\nNet Debt\n\n2024\n\n2025\n\n1. Alternative performance measures (see Note 3 on pages 147 to 149 of the Annual Report)\n2. Adjusted net debt to EBITDA – includes deferred and contingent consideration to be paid\n\n37%\nROACE1\n\n£2.7bn\nof dividend payments\nsince 2004\n\n£6.2bn\n\nof committed spend\nbetween 2004 and 2025\n\n£450m\n\nshare buybacks 2024–2025", "tables": [ [ [ "LEVERAGE IS WITHIN THE TARGET RANGE OF 2.0–2.5X" ], [ "" ], [ "Adjusted net debt to EBITDA2 • Leverage1,2 within the target range of 2.0-2.5x" ], [ "remains appropriate" ], [ "• Strong cash generation supports capital" ], [ "allocation opportunities • Consistent capital allocation framework 2.3x 1.2x 1.8x 2.0x 2017 2023 2024 2025 EBITDA1 Net Debt" ] ], [ [ "CAPITAL ALLOCATION PRIORITIES UNCHANGED", "", "", "" ], [ "", "Invest in the business • Low risk, high return investments remain our priority • Asset light business model", "37% ROACE1", "" ], [ "", "Pay a progressive dividend • 33 consecutive years of annual dividend growth • Dividend cover supports sustainable annual growth", "£2.7bn of dividend payments since 2004", "" ], [ "", "Value-accretive acquisitions • Continued focus on bolt-on acquisitions at attractive multiples which deliver a strong return; valuation discipline • Track record of successfully selecting and integrating businesses; clear and established acquisition process • Pipeline active", "£6.2bn of committed spend between 2004 and 2025", "" ], [ "", "Distribution of excess cash • Kept under regular review alongside level of excess cash and value- accretive acquisition pipeline 1. Alternative performance measures (see Note 3 on pages 147 to 149 of the Annual Report) 2. Adjusted net debt to EBITDA – includes deferred and contingent consideration to be paid", "£450m share buybacks 2024–2025", "" ], [ "", "", "", "" ] ] ], "word_count": 340, "visual_charts": [ { "title": "Adjusted net debt to EBITDA – leverage by year", "type": "bar_chart", "unit_note": "leverage (times); target range 2.0–2.5x", "series": [ { "year": 2017, "leverage_x": 2.3 }, { "year": 2023, "leverage_x": 1.2 }, { "year": 2024, "leverage_x": 1.8 }, { "year": 2025, "leverage_x": 2.0 } ], "note": "Each year shows paired EBITDA and Net Debt bars; ratio shown above." }, { "title": "Capital allocation headline metrics", "type": "headline_metrics", "series": [ { "metric": "ROACE", "value": "37%" }, { "metric": "Dividend payments since 2004", "value": "£2.7bn" }, { "metric": "Committed acquisition spend 2004–2025", "value": "£6.2bn" }, { "metric": "Share buybacks 2024–2025", "value": "£450m" } ] } ] }, { "page_number": 38, "section": "Strategic Report", "subsection": "Key Performance Indicators", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 36", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 36\n\nKEY PERFORMANCE INDICATORS\n\nMeasuring our strategic progress\nWe use the following key performance PROFITABLE ORGANIC GROWTH ACQUISITION GROWTH\nindicators (‘KPIs’) to measure our progress in\ndelivering the successful implementation of our Organic revenue growth1 (%) Acquisition spend (£m)\nstrategy and to monitor and drive performance. 2025 0.1 2025 132\nThese KPIs reflect our strategic priorities of developing the (2.0) 2024 2024 883\nbusiness through organic and acquisition-led growth and\n (2.9) 2023 2023 468\nimproving the efficiency of our operations as well as other\nfinancial and non-financial metrics. 2022 6.8 2022 322\n 2021 3.2 2021 508\n\n Increase in revenue for the year excluding the impact of currency Consideration paid and payable, together with net debt/cash assumed,\n translation, acquisitions during the first 12 months of ownership and in respect of acquisitions agreed during the year.\n disposals.\n Committed acquisition spend of £132 million across eight acquisitions.\n Organic revenue growth of 0.1% was driven by growth in Rest of World\n and UK & Ireland, partially offset by a decline in North America.\n\n\n\n Reconciliation of revenue growth Annualised revenue\n between 2024 and 2025 (£m) from acquisitions (£m)\n 11,776 46 333 11,845 2025 92\n (279) (31)\n 2024 744\n 2023 325\n 2022 299\n 2021 322\n 2024 revenue Currency Underlying Acquisitions Trading 2025 revenue\n net of disposals day Estimated revenue which would have been contributed by acquisitions\n agreed during the year if such acquisitions had been completed\n Revenue up 0.6% at actual exchange rates, up 3.0% at constant\n at the beginning of the relevant year (see Note 9 on pages 154 to 157).\n exchange rates driven by a 2.9% benefit from acquisitions net of\n disposals and 0.4% underlying growth in 2025 compared to 2024.\n This was partially offset by a 0.3% decline from one less trading day.\n\n\n\n\n 1.\t\u0007Alternative performance measure (see Note 3 to the consolidated\n financial statements on pages 147 to 149 of the Annual Report).", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\n36\n\nKEY PERFORMANCE INDICATORS\n\nMeasuring our strategic progress\nWe use the following key performance\nindicators (‘KPIs’) to measure our progress in\ndelivering the successful implementation of our\nstrategy and to monitor and drive performance.\nThese KPIs reflect our strategic priorities of developing the\nbusiness through organic and acquisition-led growth and\nimproving the efficiency of our operations as well as other\nfinancial and non-financial metrics.\n\nPROFITABLE ORGANIC GROWTH\n\nACQUISITION GROWTH\n\nOrganic revenue growth1 (%)\n\nAcquisition spend (£m)\n\n2025 0.1\n(2.0)\n(2.9)\n\n2025\n\n2024\n\n2024\n\n2023\n\n2023\n\n2022\n\n6.8\n\n2021\n\n3.2\n\nOrganic revenue growth of 0.1% was driven by growth in Rest of World\nand UK & Ireland, partially offset by a decline in North America.\n\nReconciliation of revenue growth\nbetween 2024 and 2025 (£m)\n46\n\n11,845\n(31)\n\n2025\n\nAcquisitions\nnet of disposals\n\nTrading\nday\n\n2025 revenue\n\nRevenue up 0.6% at actual exchange rates, up 3.0% at constant\nexchange rates driven by a 2.9% benefit from acquisitions net of\ndisposals and 0.4% underlying growth in 2025 compared to 2024.\nThis was partially offset by a 0.3% decline from one less trading day.\n\n1.\t\u0007Alternative performance measure (see Note 3 to the consolidated\nfinancial statements on pages 147 to 149 of the Annual Report).\n\n92\n\n2024\n\n2021\nUnderlying\n\n508\n\nCommitted acquisition spend of £132 million across eight acquisitions.\n\n2022\n\nCurrency\n\n322\n\nConsideration paid and payable, together with net debt/cash assumed,\nin respect of acquisitions agreed during the year.\n\n2023\n\n2024 revenue\n\n468\n\n2022\n\nAnnualised revenue\nfrom acquisitions (£m)\n\n333\n\n(279)\n\n883\n\n2021\n\nIncrease in revenue for the year excluding the impact of currency\ntranslation, acquisitions during the first 12 months of ownership and\ndisposals.\n\n11,776\n\n132\n\n744\n325\n299\n322\n\nEstimated revenue which would have been contributed by acquisitions\nagreed during the year if such acquisitions had been completed\nat the beginning of the relevant year (see Note 9 on pages 154 to 157).", "tables": [ [ [ "PROFITABLE ORGANIC GROWTH", "ACQUISITION GROWTH", "OPERATING MODEL IMPROVEMENTS", "FINANCIAL" ], [ "Organic revenue growth1 (%) Acquisition spend (£m) 2025 0.1 2025 132 (2.0) 2024 2024 883 (2.9) 2023 2023 468 2022 6.8 2022 322 2021 3.2 2021 508 Increase in revenue for the year excluding the impact of currency Consideration paid and payable, together with net debt/cash assumed, translation, acquisitions during the first 12 months of ownership and in respect of acquisitions agreed during the year. disposals. Committed acquisition spend of £132 million across eight acquisitions. Organic revenue growth of 0.1% was driven by growth in Rest of World and UK & Ireland, partially offset by a decline in North America. Reconciliation of revenue growth Annualised revenue between 2024 and 2025 (£m) from acquisitions (£m) 11,776 46 333 11,845 2025 92 (279) (31) 2024 744 2023 325 2022 299 2021 322 2024 revenue Currency Underlying Acquisitions Trading 2025 revenue net of disposals day Estimated revenue which would have been contributed by acquisitions agreed during the year if such acquisitions had been completed Revenue up 0.6% at actual exchange rates, up 3.0% at constant at the beginning of the relevant year (see Note 9 on pages 154 to 157). exchange rates driven by a 2.9% benefit from acquisitions net of disposals and 0.4% underlying growth in 2025 compared to 2024. This was partially offset by a 0.3% decline from one less trading day. 1. A lternative performance measure (see Note 3 to the consolidated financial statements on pages 147 to 149 of the Annual Report).", "", "", "" ] ], [ [ "2025" ], [ "2024 883" ], [ "2023 468" ], [ "2022 322" ], [ "2021 508" ] ], [ [ "", "(2.0)", "" ], [ "(2.9)", "", "" ], [ "", "", "2022 6.8" ], [ "", "", "2021 3.2" ] ], [ [ "2023 325" ], [ "2022 299" ], [ "2021 322" ] ] ], "word_count": 329, "visual_charts": [ { "title": "Organic revenue growth (KPI)", "type": "bar_chart", "unit_note": "percent", "series": [ { "year": 2025, "value_percent": 0.1 }, { "year": 2024, "value_percent": -2.0 }, { "year": 2023, "value_percent": -2.9 }, { "year": 2022, "value_percent": 6.8 }, { "year": 2021, "value_percent": 3.2 } ] }, { "title": "Acquisition spend (KPI)", "type": "bar_chart", "unit_note": "£m", "series": [ { "year": 2025, "value_gbp_m": 132 }, { "year": 2024, "value_gbp_m": 883 }, { "year": 2023, "value_gbp_m": 468 }, { "year": 2022, "value_gbp_m": 322 }, { "year": 2021, "value_gbp_m": 508 } ] }, { "title": "Reconciliation of revenue growth between 2024 and 2025 (waterfall)", "type": "waterfall", "unit_note": "£m", "steps": [ { "label": "2024 revenue", "value": 11776 }, { "label": "Currency", "value": -279 }, { "label": "Underlying", "value": 46 }, { "label": "Acquisitions net of disposals", "value": 333 }, { "label": "Trading day", "value": -31 }, { "label": "2025 revenue", "value": 11845 } ] }, { "title": "Annualised revenue from acquisitions (KPI)", "type": "bar_chart", "unit_note": "£m", "series": [ { "year": 2025, "value_gbp_m": 92 }, { "year": 2024, "value_gbp_m": 744 }, { "year": 2023, "value_gbp_m": 325 }, { "year": 2022, "value_gbp_m": 299 }, { "year": 2021, "value_gbp_m": 322 } ] } ] }, { "page_number": 39, "section": "Strategic Report", "subsection": "Key Performance Indicators", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 37", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 37\n\nKEY PERFORMANCE INDICATORS continued\n\n\n\n\nOPERATING MODEL IMPROVEMENTS FINANCIAL\n\n Operating margin1 (%) Adjusted earnings per share1 (p) Cash conversion1 (%)\n 2025 7.7 2025 179.3 2025 95\n 2024 8.3 2024 194.3 2024 93\n 2023 8.0 2023 191.1 2023 96\n 2022 7.4 2022 184.3 2022 107\n 2021 7.3 2021 162.5 2021 102\n\n Ratio of adjusted operating profit1 to revenue. Adjusted profit for the year1 attributable to the Company’s equity holders Operating cash flow1 as a percentage of lease adjusted operating profit1\n divided by the weighted average number of ordinary shares in issue (see Consolidated cash flow statement on page 140).\n Operating margin of 7.7% compared to 8.3% in 2024.\n (see Note 8 on page 154).\n Another strong year of cash generation with cash conversion of 95%\n Excluding the impact of acquisitions during the first 12 months of\n At constant exchange rates, adjusted earnings per share was down 5.2% in 2025.\n ownership, the 2025 operating margin was 7.6%, down from 8.3%\n driven by a 4.3% decrease in adjusted operating profit1.\n in 2024 (restated at constant exchange rates).\n\n\n Return on average Return on invested capital1 (%)\n operating capital1 (%)\n 2025 37.0 2025 13.0\n 2024 43.2 2024 14.8\n 2023 46.1 2023 15.5\n 2022 43.0 2022 15.0\n 2021 43.3 2021 15.1\n\n Ratio of adjusted operating profit1 to the average of the month end Ratio of adjusted operating profit1 to the average of the month end\n operating capital employed (being property, plant and equipment, invested capital (being equity after adding back net debt, net defined\n software, right-of-use assets, inventories and trade and other benefit pension scheme liabilities, cumulative amortisation excluding\n receivables less trade and other payables). software, acquisition related items and amounts written off goodwill,\n net of the associated tax).\n \u0007 eturn on average operating capital decreased to 37.0% from\n R\n 43.2% in 2024 due to lower adjusted operating profit in the \u0007\u0007\n ROIC at 13.0% due to lower adjusted operating profit in the\n underlying businesses. underlying businesses.\n\n\n1.\t\u0007Alternative performance measure (see Note 3 to the consolidated\n financial statements on pages 147 to 149 of the Annual Report).", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\n37\n\nAdditional Information\n\nKEY PERFORMANCE INDICATORS continued\n\nOPERATING MODEL IMPROVEMENTS\n\nFINANCIAL\n\nOperating margin1 (%)\n\nAdjusted earnings per share1 (p)\n\n2025\n\n2025\n\n7.7\n\n2024\n\n8.3\n\n2023\n\n8.0\n\n2023\n\n7.4\n\n2022\n\n2021\n\n7.3\n\n2021\n\nRatio of adjusted operating profit1 to revenue.\n\n2025\n\n95\n\n194.3\n\n2024\n\n93\n\n191.1\n\n2023\n\n179.3\n\n2024\n\n2022\n\n184.3\n\nExcluding the impact of acquisitions during the first 12 months of\nownership, the 2025 operating margin was 7.6%, down from 8.3%\nin 2024 (restated at constant exchange rates).\n\nAt constant exchange rates, adjusted earnings per share was down 5.2%\ndriven by a 4.3% decrease in adjusted operating profit1.\n\nReturn on average\noperating capital1 (%)\n\nReturn on invested capital1 (%)\n2025\n\n37.0\n\n2024\n\n2024\n\n43.2\n\n2023\n\n13.0\n\n46.1\n\n14.8\n\n2023\n\n15.5\n\n2022\n\n43.0\n\n2022\n\n15.0\n\n2021\n\n43.3\n\n2021\n\n15.1\n\nRatio of adjusted operating profit1 to the average of the month end\noperating capital employed (being property, plant and equipment,\nsoftware, right-of-use assets, inventories and trade and other\nreceivables less trade and other payables).\n\u0007 eturn on average operating capital decreased to 37.0% from\nR\n43.2% in 2024 due to lower adjusted operating profit in the\nunderlying businesses.\n1.\t\u0007Alternative performance measure (see Note 3 to the consolidated\nfinancial statements on pages 147 to 149 of the Annual Report).\n\nRatio of adjusted operating profit1 to the average of the month end\ninvested capital (being equity after adding back net debt, net defined\nbenefit pension scheme liabilities, cumulative amortisation excluding\nsoftware, acquisition related items and amounts written off goodwill,\nnet of the associated tax).\n\u0007\u0007\nROIC\nat 13.0% due to lower adjusted operating profit in the\nunderlying businesses.\n\n96\n\n2022\n2021\n\n162.5\n\nAdjusted profit for the year1 attributable to the Company’s equity holders\ndivided by the weighted average number of ordinary shares in issue\n(see Note 8 on page 154).\n\nOperating margin of 7.7% compared to 8.3% in 2024.\n\n2025\n\nCash conversion1 (%)\n\n107\n102\n\nOperating cash flow1 as a percentage of lease adjusted operating profit1\n(see Consolidated cash flow statement on page 140).\nAnother strong year of cash generation with cash conversion of 95%\nin 2025.", "tables": [ [ [ "OPERATING MODEL IMPROVEMENTS", "FINANCIAL" ], [ "Operating margin1 (%) Adjusted earnings per share1 (p) Cash conversion1 (%) 2025 7.7 2025 179.3 2025 95 2024 8.3 2024 194.3 2024 93 2023 8.0 2023 191.1 2023 96 2022 7.4 2022 184.3 2022 107 2021 7.3 2021 162.5 2021 102 Ratio of adjusted operating profit1 to revenue. Adjusted profit for the year1 attributable to the Company’s equity holders Operating cash flow1 as a percentage of lease adjusted operating profit1 divided by the weighted average number of ordinary shares in issue (see Consolidated cash flow statement on page 140). Operating margin of 7.7% compared to 8.3% in 2024. (see Note 8 on page 154). Another strong year of cash generation with cash conversion of 95% Excluding the impact of acquisitions during the first 12 months of At constant exchange rates, adjusted earnings per share was down 5.2% in 2025. ownership, the 2025 operating margin was 7.6%, down from 8.3% driven by a 4.3% decrease in adjusted operating profit1. in 2024 (restated at constant exchange rates). Return on average Return on invested capital1 (%) operating capital1 (%) 2025 37.0 2025 13.0 2024 43.2 2024 14.8 2023 46.1 2023 15.5 2022 43.0 2022 15.0 2021 43.3 2021 15.1 Ratio of adjusted operating profit1 to the average of the month end Ratio of adjusted operating profit1 to the average of the month end operating capital employed (being property, plant and equipment, invested capital (being equity after adding back net debt, net defined software, right-of-use assets, inventories and trade and other benefit pension scheme liabilities, cumulative amortisation excluding receivables less trade and other payables). software, acquisition related items and amounts written off goodwill, net of the associated tax). Return on average operating capital decreased to 37.0% from 43.2% in 2024 due to lower adjusted operating profit in the ROIC at 13.0% due to lower adjusted operating profit in the underlying businesses. underlying businesses. 1. A lternative performance measure (see Note 3 to the consolidated financial statements on pages 147 to 149 of the Annual Report).", "" ] ], [ [ "2025 7.7" ], [ "2024 8.3" ], [ "2023 8.0" ], [ "2022 7.4" ], [ "2021 7.3" ] ], [ [ "2025 179.3" ], [ "2024 194.3" ], [ "2023 191.1" ], [ "2022 184.3" ], [ "2021 162.5" ] ], [ [ "2025 95" ], [ "2024 93" ], [ "2023 96" ], [ "2022 107" ], [ "2021 102" ] ], [ [ "2025 37.0" ], [ "2024 43.2" ], [ "2023 46.1" ], [ "2022 43.0" ], [ "2021 43.3" ] ], [ [ "2025 13.0" ], [ "2024 14.8" ], [ "2023 15.5" ], [ "2022 15.0" ], [ "2021 15.1" ] ] ], "word_count": 353, "visual_charts": [ { "title": "Operating margin (KPI)", "type": "bar_chart", "unit_note": "percent", "series": [ { "year": 2025, "value_percent": 7.7 }, { "year": 2024, "value_percent": 8.3 }, { "year": 2023, "value_percent": 8.0 }, { "year": 2022, "value_percent": 7.4 }, { "year": 2021, "value_percent": 7.3 } ] }, { "title": "Adjusted earnings per share (KPI)", "type": "bar_chart", "unit_note": "pence", "series": [ { "year": 2025, "value_p": 179.3 }, { "year": 2024, "value_p": 194.3 }, { "year": 2023, "value_p": 191.1 }, { "year": 2022, "value_p": 184.3 }, { "year": 2021, "value_p": 162.5 } ] }, { "title": "Cash conversion (KPI)", "type": "bar_chart", "unit_note": "percent", "series": [ { "year": 2025, "value_percent": 95 }, { "year": 2024, "value_percent": 93 }, { "year": 2023, "value_percent": 96 }, { "year": 2022, "value_percent": 107 }, { "year": 2021, "value_percent": 102 } ] }, { "title": "Return on average operating capital (KPI)", "type": "bar_chart", "unit_note": "percent", "series": [ { "year": 2025, "value_percent": 37.0 }, { "year": 2024, "value_percent": 43.2 }, { "year": 2023, "value_percent": 46.1 }, { "year": 2022, "value_percent": 43.0 }, { "year": 2021, "value_percent": 43.3 } ] }, { "title": "Return on invested capital (KPI)", "type": "bar_chart", "unit_note": "percent", "series": [ { "year": 2025, "value_percent": 13.0 }, { "year": 2024, "value_percent": 14.8 }, { "year": 2023, "value_percent": 15.5 }, { "year": 2022, "value_percent": 15.0 }, { "year": 2021, "value_percent": 15.1 } ] } ] }, { "page_number": 40, "section": "Strategic Report", "subsection": "Key Performance Indicators", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 38", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 38\n\nKEY PERFORMANCE INDICATORS continued\n\n\n\n\n NON-FINANCIAL KPIs\n\n OUR COMMITMENTS PERFORMANCE WHAT’S NEXT\n\n Responsible supply chain\n\n\n 90% of our spend on products from all high risk regions\n will be sourced from assessed and compliant suppliers 93% of our spend in high risk regions was sourced from\n assessed and compliant suppliers.\n Use the results of our new supply chain risk\n assessment to design how our responsible sourcing\n by 2025. programme will be structured once our current KPI\n\n c.97% of our purchasing spend today is either in low risk\n regions, with assessed or compliant suppliers in high risk\n has been achieved.\n\n regions, or on other non-product related costs1.\n\n Investing in a diverse workforce\n\n Encouraging more women into leadership roles through focused and targeted\n activities and continuing to build a truly inclusive culture across Bunzl. 25% women in our senior leadership population2 Continue with our current development, mentoring and\n sponsorship activities to prepare female colleagues for\n (2024: 25% ) leadership roles. Ensure that all high-potential females\n have a development plan in place.\n\n Taking action on climate change\n\n Scope 1 and 2 Scope 3 Net zero by 2050 18% reduction 28% improvement in 44% suppliers4 We will continue to work with our key suppliers to\n at the latest. in absolute emissions carbon efficiency by emissions have deliver our new science-based scope 3 emissions\n 50% 80% since 2019. since 2019.\n Emission intensity (tonnes\n science-based\n carbon reduction\n target using a combination of methods for our\n engagement, including face-to-face meetings,\n more carbon efficient of suppliers by emissions Absolute carbon\n CO2e per £m revenue)\n targets in place. webinars and supplier engagement events.\n (equivalent to a 27.5% will have science-based emissions (tonnes CO2e)\n absolute reduction) targets by 2027. 2025 116,4023 2025 9.93\n by 2030 (against\n 2019 141,3205 2019 13.85\n a 2019 baseline).\n\n Providing tailored solutions\n\n Significantly increasing the amount of recyclable, compostable or reusable packaging\n supplied to our customers to help them meet their targets. 58% of packaging made from alternative materials in 2025 Continuing to engage our key customers in the retail,\n grocery and foodservice sectors on our sustainability\n value proposition, supporting them to meet their\n 87% of Group revenue attributable to non-packaging\n products or packaging products better suited to\n targets and the requirements of new legislation.\n\n a circular economy6.\n\n\n 1% of revenue generated from consumables\n facing regulation.\n\n1. Includes freight, duties and FX related costs.\n2. Senior leadership group defined as the c.540 leaders that receive share awards as part of their remuneration. Since 2016, the number of women in our senior leadership group has more than doubled.\n3. Subject to limited assurance performed by our independent auditor. See the assurance statement, which is available on our website, www.bunzl.com.\n4. Suppliers that are covered by our scope 3 supplier engagement target.\n5. Emissions in our baseline year have been recalculated to reflect the impact of acquisitions. Emissions intensity has been recalculated using revenue at constant currency. The process has been agreed with the SBTi.\n6. Excluding revenue from 2025 acquisitions.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\n38\n\nKEY PERFORMANCE INDICATORS continued\n\nNON-FINANCIAL KPIs\nOUR COMMITMENTS\n\nPERFORMANCE\n\nWHAT’S NEXT\n\nResponsible supply chain\n\n90%\n\nof our spend on products from all high risk regions\nwill be sourced from assessed and compliant suppliers\nby 2025.\n\n93%\nc.97%\n\nof our spend in high risk regions was sourced from\nassessed and compliant suppliers.\nof our purchasing spend today is either in low risk\nregions, with assessed or compliant suppliers in high risk\nregions, or on other non-product related costs1.\n\nUse the results of our new supply chain risk\nassessment to design how our responsible sourcing\nprogramme will be structured once our current KPI\nhas been achieved.\n\nInvesting in a diverse workforce\nEncouraging more women into leadership roles through focused and targeted\nactivities and continuing to build a truly inclusive culture across Bunzl.\n\n25%\n\nwomen in our senior leadership population2\n\nContinue with our current development, mentoring and\nsponsorship activities to prepare female colleagues for\nleadership roles. Ensure that all high-potential females\nhave a development plan in place.\n\n18% reduction\nin absolute emissions\nsince 2019.\n\n28% improvement in\ncarbon efficiency\nsince 2019.\n\nAbsolute carbon\nemissions (tonnes CO2e)\n\nEmission intensity (tonnes\nCO2e per £m revenue)\n\nWe will continue to work with our key suppliers to\ndeliver our new science-based scope 3 emissions\ntarget using a combination of methods for our\nengagement, including face-to-face meetings,\nwebinars and supplier engagement events.\n\n2025\n\n2025\n\n(2024: 25% )\n\nTaking action on climate change\nScope 1 and 2\n\nScope 3\n\nmore carbon efficient\n(equivalent to a 27.5%\nabsolute reduction)\nby 2030 (against\na 2019 baseline).\n\nof suppliers by emissions\nwill have science-based\ntargets by 2027.\n\n50%\n\n80%\n\nNet zero by 2050\nat the latest.\n\n2019\n\n116,4023\n141,3205\n\n2019\n\n44% suppliers4\nby emissions have\nscience-based\ncarbon reduction\ntargets in place.\n\n9.93\n13.85\n\nProviding tailored solutions\nSignificantly increasing the amount of recyclable, compostable or reusable packaging\nsupplied to our customers to help them meet their targets.\n\n58%\n87%\n1%\n\nof packaging made from alternative materials in 2025\nof Group revenue attributable to non-packaging\nproducts or packaging products better suited to\na circular economy6.\n\nContinuing to engage our key customers in the retail,\ngrocery and foodservice sectors on our sustainability\nvalue proposition, supporting them to meet their\ntargets and the requirements of new legislation.\n\nof revenue generated from consumables\nfacing regulation.\n\n1. Includes freight, duties and FX related costs.\n2. Senior leadership group defined as the c.540 leaders that receive share awards as part of their remuneration. Since 2016, the number of women in our senior leadership group has more than doubled.\n3. Subject to limited assurance performed by our independent auditor. See the assurance statement, which is available on our website, www.bunzl.com.\n4. Suppliers that are covered by our scope 3 supplier engagement target.\n5. Emissions in our baseline year have been recalculated to reflect the impact of acquisitions. Emissions intensity has been recalculated using revenue at constant currency. The process has been agreed with the SBTi.\n6. Excluding revenue from 2025 acquisitions.", "tables": [ [ [ "NON-FINANCIAL KPIs", "", "", "", "", "", "" ], [ "OUR COMMITMENTS", "", "", "PERFORMANCE", "", "", "WHAT’S NEXT" ], [ "Responsible supply chain", "", "", "", "", "", "" ], [ "90%", "of our spend on products from all high risk regions will be sourced from assessed and compliant suppliers by 2025.", "", "93%", "of our spend in high risk regions was sourced from assessed and compliant suppliers.", "", "Use the results of our new supply chain risk assessment to design how our responsible sourcing programme will be structured once our current KPI has been achieved." ], [ "", "", "", "c.97%", "of our purchasing spend today is either in low risk regions, with assessed or compliant suppliers in high risk regions, or on other non-product related costs1.", "", "" ], [ "Investing in a diverse workforce", "", "", "", "", "", "" ], [ "Encouraging more women into leadership roles through focused and targeted activities and continuing to build a truly inclusive culture across Bunzl.", "", "", "25% (2024: 25% )", "women in our senior leadership population2", "", "Continue with our current development, mentoring and sponsorship activities to prepare female colleagues for leadership roles. Ensure that all high-potential females have a development plan in place." ], [ "Taking action on climate change", "", "", "", "", "", "" ], [ "Scope 1 and 2 50% more carbon efficient (equivalent to a 27.5% absolute reduction) by 2030 (against a 2019 baseline).", "Scope 3 80% of suppliers by emissions will have science-based targets by 2027.", "Net zero by 2050 at the latest.", "18% reduction in absolute emissions since 2019. Absolute carbon emissions (tonnes CO2e)", "28% improvement in carbon efficiency since 2019. Emission intensity (tonnes CO2e per £m revenue)", "44% suppliers4 by emissions have science-based carbon reduction targets in place.", "We will continue to work with our key suppliers to deliver our new science-based scope 3 emissions target using a combination of methods for our engagement, including face-to-face meetings, webinars and supplier engagement events." ], [ "", "", "", "2025 116,4023 2019 141,3205", "2025 9.93 2019 13.85", "", "" ], [ "Providing tailored solutions", "", "", "", "", "", "" ], [ "Significantly increasing the amount of recyclable, compostable or reusable packaging supplied to our customers to help them meet their targets.", "", "", "58%", "of packaging made from alternative materials in 2025", "", "Continuing to engage our key customers in the retail, grocery and foodservice sectors on our sustainability value proposition, supporting them to meet their targets and the requirements of new legislation." ], [ "", "", "", "87%", "of Group revenue attributable to non-packaging products or packaging products better suited to a circular economy6.", "", "" ], [ "", "", "", "1%", "of revenue generated from consumables facing regulation.", "", "" ] ], [ [ "2025 116,4023" ], [ "2019 141,3205" ] ], [ [ "2025 9.93" ], [ "2019 13.85" ] ] ], "word_count": 506, "visual_charts": [] }, { "page_number": 41, "section": "Strategic Report", "subsection": "Our People", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 39", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 39\n\nOUR PEOPLE\n\nA culture built on Trust, Unlimited GREAT PLACE TO WORK SURVEY\nPotential and Collective Strength\n Great Place to Work Results are measured by two key metrics:\n In 2025 we carried out our second annual\n global Great Place to Work survey and despite\n it being a challenging year, we achieved very\n 1. Trust Index\n The average number of\n 2. Overall Perception\n Positive answers to the 81%\n good results, proving that our strong culture positive responses to the question ‘Taking everything of operating companies\n who took part were certified\n can remain resilient when tested. Whilst we survey questions. into account, I would say this as a Great Place to Work\n made sure to stop and celebrate these is a great place to work’. (+5pts from 2024)\n achievements, we remain focused on our\n commitment to continuous improvement.\n The Great Place to Work survey measures 82%\n 71% 73%\n the level of trust that employees have in their Participation rate\n (+1pt from 2024)\n company and its leadership through 5 key\n pillars of trust:\n Diana Breeze, Director of Group Human Resources\n (no change from 2024) (no change from 2024)\n OUR 5 KEY PILLARS OF TRUST\n “\u0007Our Great Place to Work\n 72% 70% 72% 75% 70%\n Integrity, communication\n results, the launch of our Credibility\n and competencies\n Unlimited Potential brand, Support, collaboration and\n Credibility\n (+1pt from 2024)\n Respect\n (+1pt from 2024)\n Pride\n (no change from 2024*)\n Camaraderie\n (+1pt from 2024)\n Fairness\n (+1pt from 2024)\n and the strength of Respect\n consideration * \u00072024 score restated as 72%\n\n\n collaboration across our In your job, team and OUR TOP RESULTS\n Pride\n businesses all demonstrate company\n\n how we are empowering our Feeling of welcoming and\n 89% 90% 92% 88%\n Camaraderie This is a physically safe People here are People here are treated People here are treated\n people to grow, innovate and belonging\n place to work treated fairly regardless fairly regardless of their fairly regardless of their\n\n succeed together at Bunzl.” Fairness\n Equality, impartiality\n of their race sexual orientation gender\n\n and justice\n REGIONAL RESULTS\nPeople are central to our business and NORTH CONTINENTAL UK & LATIN ASIA\n AMERICA EUROPE IRELAND AMERICA PACIFIC\nthis year has been no exception. We have\nmade great progress by strengthening Trust Index Trust Index Trust Index Trust Index Trust Index\n\nour internal culture, investing in talent 73% 70% 69% 73% 74%\nand supporting well-being to ensure that Overall Overall Overall Overall Overall\nwe remain a great place to work and a Perception Perception Perception Perception Perception\n\ntrusted partner for our customers. 76% 70% 68% 76% 76%", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\n39\n\nAdditional Information\n\nOUR PEOPLE\n\nA culture built on Trust, Unlimited\nPotential and Collective Strength\n\nGREAT PLACE TO WORK SURVEY\nGreat Place to Work\nIn 2025 we carried out our second annual\nglobal Great Place to Work survey and despite\nit being a challenging year, we achieved very\ngood results, proving that our strong culture\ncan remain resilient when tested. Whilst we\nmade sure to stop and celebrate these\nachievements, we remain focused on our\ncommitment to continuous improvement.\nThe Great Place to Work survey measures\nthe level of trust that employees have in their\ncompany and its leadership through 5 key\npillars of trust:\n\nResults are measured by two key metrics:\n1. Trust Index\nThe average number of\npositive responses to the\nsurvey questions.\n\n2. Overall Perception\nPositive answers to the\nquestion ‘Taking everything\ninto account, I would say this\nis a great place to work’.\n\n71%\n\n81%\n\nof operating companies\nwho took part were certified\nas a Great Place to Work\n(+5pts from 2024)\n\n82%\n\n73%\n\nParticipation rate\n(+1pt from 2024)\n\nDiana Breeze, Director of Group Human Resources\n\n“\u0007Our Great Place to Work\nresults, the launch of our\nUnlimited Potential brand,\nand the strength of\ncollaboration across our\nbusinesses all demonstrate\nhow we are empowering our\npeople to grow, innovate and\nsucceed together at Bunzl.”\n\nOUR 5 KEY PILLARS OF TRUST\n\n(no change from 2024)\n\n(no change from 2024)\n\nIntegrity, communication\nand competencies\n\n72%\n\n70%\n\n72%\n\n75%\n\n70%\n\nRespect\n\nSupport, collaboration and\nconsideration\n\n(+1pt from 2024)\n\n(+1pt from 2024)\n\n(no change from 2024*)\n\n(+1pt from 2024)\n\n(+1pt from 2024)\n\nPride\n\nIn your job, team and\ncompany\n\nCamaraderie\n\nFeeling of welcoming and\nbelonging\n\nFairness\n\nEquality, impartiality\nand justice\n\nCredibility\n\nCredibility\n\nRespect\n\nPride\n\n* \u00072024 score restated as 72%\n\nCamaraderie\n\nFairness\n\nOUR TOP RESULTS\n\n89%\n\n90%\n\nThis is a physically safe\nplace to work\n\nPeople here are\ntreated fairly regardless\nof their race\n\n92%\n\nPeople here are treated\nfairly regardless of their\nsexual orientation\n\n88%\n\nPeople here are treated\nfairly regardless of their\ngender\n\nREGIONAL RESULTS\n\nPeople are central to our business and\nthis year has been no exception. We have\nmade great progress by strengthening\nour internal culture, investing in talent\nand supporting well-being to ensure that\nwe remain a great place to work and a\ntrusted partner for our customers.\n\nNORTH\nAMERICA\n\nCONTINENTAL\nEUROPE\n\nUK &\nIRELAND\n\nLATIN\nAMERICA\n\nASIA\nPACIFIC\n\nTrust Index\n\nTrust Index\n\nTrust Index\n\nTrust Index\n\nTrust Index\n\nOverall\nPerception\n\nOverall\nPerception\n\nOverall\nPerception\n\nOverall\nPerception\n\nOverall\nPerception\n\n73%\n76%\n\n70%\n70%\n\n69%\n\n68%\n\n73%\n76%\n\n74%\n\n76%", "tables": [ [ [ "GREAT PLACE TO WORK SURVEY", "" ] ], [ [ "" ], [ "Diana Breeze, Director of Group Human Resources" ], [ "“ Our Great Place to Work results, the launch of our Unlimited Potential brand, and the strength of collaboration across our businesses all demonstrate how we are empowering our people to grow, innovate and succeed together at Bunzl.”" ] ], [ [ "OUR 5 KEY PILLARS OF TRUST", "" ], [ "Credibility", "Integrity, communication and competencies" ], [ "Respect", "Support, collaboration and consideration" ], [ "Pride", "In your job, team and company" ], [ "Camaraderie", "Feeling of welcoming and belonging" ], [ "Fairness", "Equality, impartiality and justice" ], [ "", "" ] ], [ [ "REGIONAL RESULTS", "", "", "", "" ], [ "NORTH AMERICA", "CONTINENTAL EUROPE", "UK & IRELAND", "LATIN AMERICA", "ASIA PACIFIC" ] ] ], "word_count": 436, "visual_charts": [ { "title": "Great Place to Work survey – key metrics and pillars", "type": "headline_metrics", "series": [ { "metric": "Trust Index", "value_percent": 71, "change": "no change from 2024" }, { "metric": "Overall Perception", "value_percent": 73, "change": "no change from 2024" }, { "metric": "Operating companies certified as Great Place to Work", "value_percent": 81, "change": "+5pts from 2024" }, { "metric": "Participation rate", "value_percent": 82, "change": "+1pt from 2024" }, { "metric": "Credibility", "value_percent": 72, "change": "+1pt from 2024" }, { "metric": "Respect", "value_percent": 70, "change": "+1pt from 2024" }, { "metric": "Pride", "value_percent": 72, "change": "no change from 2024 (2024 restated as 72%)" }, { "metric": "Camaraderie", "value_percent": 75, "change": "+1pt from 2024" }, { "metric": "Fairness", "value_percent": 70, "change": "+1pt from 2024" } ], "top_results": [ { "statement": "This is a physically safe place to work", "value_percent": 89 }, { "statement": "People here are treated fairly regardless of their race", "value_percent": 90 }, { "statement": "People here are treated fairly regardless of their sexual orientation", "value_percent": 92 }, { "statement": "People here are treated fairly regardless of their gender", "value_percent": 88 } ], "regional_results": [ { "region": "North America", "trust_index_percent": 73, "overall_perception_percent": 76 }, { "region": "Continental Europe", "trust_index_percent": 70, "overall_perception_percent": 70 }, { "region": "UK & Ireland", "trust_index_percent": 69, "overall_perception_percent": 68 }, { "region": "Latin America", "trust_index_percent": 73, "overall_perception_percent": 76 }, { "region": "Asia Pacific", "trust_index_percent": 74, "overall_perception_percent": 76 } ] } ] }, { "page_number": 42, "section": "Strategic Report", "subsection": "Our People", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 40", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 40\n\nOUR PEOPLE continued\n\nUnlimited Potential\n\n Q&A\nFollowing a review of our previous We Believe to make adoption easy. Senior leaders\nemployer brand, in 2025 we launched a bold new are actively embedding the brand into\nemployer brand – Unlimited Potential – capturing recruitment and engagement activities,\nthe real career opportunity, entrepreneurial spirit WITH DIANA BREEZE, DIRECTOR and operating companies are linking their\n websites to the updated Group website to help\nand global mobility that define life at Bunzl. OF GROUP HUMAN RESOURCES prospective colleagues understand the scale\nThe new brand builds on the Company’s long and opportunity of Bunzl. Early feedback has\n Q: WHAT DOES UNLIMITED POTENTIAL STAND FOR?\nstanding culture of growth and aims to move been very positive, with leaders noting that\n It is Bunzl’s promise of growth opportunity\nBunzl beyond ‘the biggest brand you’ve never the simplicity and inclusiveness of the\n and authentic employee experiences. It\nheard of’ with one clear promise – at Bunzl, the brand resonates more effectively and is\n reflects both personal and organisational\npotential for growth is truly unlimited. easily adaptable.\n development, emphasising that careers at\nThe phrase, originally one of the most popular Bunzl can progress quickly thanks to its flat,\n Q: HOW DOES UNLIMITED POTENTIAL ALIGN WITH\nlines from the We Believe campaign, now flexible structure and global reach. In a\n OUR BUSINESS STRATEGY?\nbecomes the core brand promise. competitive talent market, it sets us apart as\n The brand mirrors Bunzl’s business model: a\n having a defined employee value proposition.\nLearn more about the launch below in the Q&A global organisation with a strong acquisition\npanel on the right. Q: HOW WAS UNLIMITED POTENTIAL LAUNCHED? pipeline, presence across multiple industries,\n It was initially launched at Bunzl’s Global and emphasis on internal promotion. This\n Leadership Conference in May 2025, structure creates real opportunities for\n supported by a suite of creative assets employees to move across roles, sectors, and\n developed in collaboration with the Bunzl geographies, making the promise of Unlimited\n North America Marketing team. Access to Potential authentic and achievable.\n these assets across all regions is designed\n\n\n\n\n OUR UNLIMITED POTENTIAL EMPLOYEE\n BRAND REFLECTS:\n\n Fast, flexible career Opportunities\n progression in a across industries,\n flat, entrepreneurial roles and countries\n structure\n\n\n\n A business Authentic\n built on growth, employee\n both through experiences\n acquisitions and\n through people", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nOUR PEOPLE continued\nUnlimited Potential\nFollowing a review of our previous We Believe\nemployer brand, in 2025 we launched a bold new\nemployer brand – Unlimited Potential – capturing\nthe real career opportunity, entrepreneurial spirit\nand global mobility that define life at Bunzl.\nThe new brand builds on the Company’s long\nstanding culture of growth and aims to move\nBunzl beyond ‘the biggest brand you’ve never\nheard of’ with one clear promise – at Bunzl, the\npotential for growth is truly unlimited.\nThe phrase, originally one of the most popular\nlines from the We Believe campaign, now\nbecomes the core brand promise.\nLearn more about the launch below in the Q&A\npanel on the right.\n\nOUR UNLIMITED POTENTIAL EMPLOYEE\nBRAND REFLECTS:\nFast, flexible career\nprogression in a\nflat, entrepreneurial\nstructure\n\nOpportunities\nacross industries,\nroles and countries\n\nA business\nbuilt on growth,\nboth through\nacquisitions and\nthrough people\n\nAuthentic\nemployee\nexperiences\n\nQ&A\n\nWITH DIANA BREEZE, DIRECTOR\nOF GROUP HUMAN RESOURCES\nQ: WHAT DOES UNLIMITED POTENTIAL STAND FOR?\nIt is Bunzl’s promise of growth opportunity\nand authentic employee experiences. It\nreflects both personal and organisational\ndevelopment, emphasising that careers at\nBunzl can progress quickly thanks to its flat,\nflexible structure and global reach. In a\ncompetitive talent market, it sets us apart as\nhaving a defined employee value proposition.\nQ: HOW WAS UNLIMITED POTENTIAL LAUNCHED?\nIt was initially launched at Bunzl’s Global\nLeadership Conference in May 2025,\nsupported by a suite of creative assets\ndeveloped in collaboration with the Bunzl\nNorth America Marketing team. Access to\nthese assets across all regions is designed\n\nto make adoption easy. Senior leaders\nare actively embedding the brand into\nrecruitment and engagement activities,\nand operating companies are linking their\nwebsites to the updated Group website to help\nprospective colleagues understand the scale\nand opportunity of Bunzl. Early feedback has\nbeen very positive, with leaders noting that\nthe simplicity and inclusiveness of the\nbrand resonates more effectively and is\neasily adaptable.\nQ: HOW DOES UNLIMITED POTENTIAL ALIGN WITH\nOUR BUSINESS STRATEGY?\nThe brand mirrors Bunzl’s business model: a\nglobal organisation with a strong acquisition\npipeline, presence across multiple industries,\nand emphasis on internal promotion. This\nstructure creates real opportunities for\nemployees to move across roles, sectors, and\ngeographies, making the promise of Unlimited\nPotential authentic and achievable.\n\nAdditional Information\n\n40", "tables": [ [ [ "Q&A to make adoption easy. Senior leaders are actively embedding the brand into recruitment and engagement activities, WITH DIANA BREEZE, DIRECTOR and operating companies are linking their OF GROUP HUMAN RESOURCES websites to the updated Group website to help prospective colleagues understand the scale Q: WHAT DOES UNLIMITED POTENTIAL STAND FOR? and opportunity of Bunzl. Early feedback has It is Bunzl’s promise of growth opportunity been very positive, with leaders noting that and authentic employee experiences. It the simplicity and inclusiveness of the reflects both personal and organisational brand resonates more effectively and is development, emphasising that careers at easily adaptable. Bunzl can progress quickly thanks to its flat, Q: HOW DOES UNLIMITED POTENTIAL ALIGN WITH flexible structure and global reach. In a OUR BUSINESS STRATEGY? competitive talent market, it sets us apart as The brand mirrors Bunzl’s business model: a having a defined employee value proposition. global organisation with a strong acquisition Q: HOW WAS UNLIMITED POTENTIAL LAUNCHED? pipeline, presence across multiple industries, It was initially launched at Bunzl’s Global and emphasis on internal promotion. This Leadership Conference in May 2025, structure creates real opportunities for supported by a suite of creative assets employees to move across roles, sectors, and developed in collaboration with the Bunzl geographies, making the promise of Unlimited North America Marketing team. Access to Potential authentic and achievable. these assets across all regions is designed" ], [ "" ] ], [ [ "OUR UNLIMITED POTENTIAL EMPLOYEE BRAND REFLECTS:", "" ], [ "Fast, flexible career progression in a flat, entrepreneurial structure", "Opportunities across industries, roles and countries" ], [ "A business built on growth, both through acquisitions and through people", "Authentic employee experiences" ] ] ], "word_count": 395, "visual_charts": [] }, { "page_number": 43, "section": "Strategic Report", "subsection": "Our People", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 41", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 41\n\nOUR PEOPLE continued\n\nThe power of collaboration across a\ndecentralised organisation Bunzl’s Global Safety Forum – The event plays a crucial role in integrating\n newly acquired businesses, helping them\nAt Bunzl, decentralisation is one of our greatest\nstrengths. Each business operates close to its\n collaboration creating quickly connect with Bunzl’s global safety\ncustomers, with the agility and entrepreneurial commercial value network and adopt successful operating\n models. Presentations on sustainability,\nmindset needed to deliver tailored solutions.\n innovation and own brand development\nWhat makes us stand out, however, is the way Bunzl’s Global Safety Forum has become\n support faster go to market execution, while\nwe combine this local ownership with a strong a strategic engine for commercial growth,\n strategic initiatives – such as the launch of\nculture of collaboration. bringing together more than 120 leaders\n GLO Brands BV and the rollout of Adidas\n from over 25 countries for a focused day\nAcross our businesses, teams regularly share professional safety footwear – showcase\n of collaboration ahead of the A+A 2025\ninsights, innovations, and proven practices that opportunities for commercial expansion.\n Düsseldorf trade fair. By aligning global\nhelp us solve challenges faster and raise\n expertise, the Forum accelerates the Through strengthened supplier relationships\nperformance collectively. Whether through\n exchange of best practice and enables and global peer networks, the Forum\ncross business forums, operational networks,\n rapid adoption of proven initiatives enhances market insight, drives innovation\nor informal peer to peer connections, we learn\n across markets, strengthening Bunzl’s and supports Bunzl’s position as a leading\nfrom one another to continually improve.\n competitive position. partner in workplace safety.\nThis unique blend of local expertise and Group\nwide knowledge exchange allows us to stay\ncompetitive, unlock new opportunities, and\ndeliver more value for customers every day. Bunzl Continental Europe\nRead below about some of the ways we have\nachieved this in 2025.\n procurement sounding board\n – turning scale into\n Leadership Conference – commercial synergy\n empowering growth Bunzl Continental Europe’s\n Procurement Sounding Board (‘PSB’)\n Bunzl’s Global Leadership Conference is enabling decentralised businesses\n brought senior leaders together for four to unlock shared value by aligning spend\n intensive days of collaboration, learning across the region. Bringing together nine\n and strategic alignment. With a strong senior leaders, the PSB accelerates\n focus on people, customers, sustainability decision making, identifies synergies\n and technology, delegates explored new and strengthens commercial leverage\n ways to strengthen performance across – particularly in scalable categories\n the Group. Sessions highlighted where supplier consolidation and volume\n leadership development, emerging aggregation drive immediate gains. Since\n customer needs, and the commercial launching, it has already approved six\n value of sustainability and AI. Workshops synergy initiatives for 2026. As Damien\n on profitable growth, innovation and de Pompignan, BCE Purchasing Director\n acquisitions reinforced the importance of notes, ‘Speed is one of our greatest\n disciplined execution. The event fostered strengths—the PSB allows us to align\n meaningful connections, energising quickly and move into execution.’ The PSB\n leaders with fresh ideas and a renewed is also shaping a unified procurement\n commitment to delivering long‑term culture through shared tools and training.\n growth and strengthening Bunzl’s\n competitive edge.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\nOUR PEOPLE continued\nThe power of collaboration across a\ndecentralised organisation\nAt Bunzl, decentralisation is one of our greatest\nstrengths. Each business operates close to its\ncustomers, with the agility and entrepreneurial\nmindset needed to deliver tailored solutions.\nWhat makes us stand out, however, is the way\nwe combine this local ownership with a strong\nculture of collaboration.\nAcross our businesses, teams regularly share\ninsights, innovations, and proven practices that\nhelp us solve challenges faster and raise\nperformance collectively. Whether through\ncross business forums, operational networks,\nor informal peer to peer connections, we learn\nfrom one another to continually improve.\nThis unique blend of local expertise and Group\nwide knowledge exchange allows us to stay\ncompetitive, unlock new opportunities, and\ndeliver more value for customers every day.\nRead below about some of the ways we have\nachieved this in 2025.\n\nLeadership Conference –\nempowering growth\nBunzl’s Global Leadership Conference\nbrought senior leaders together for four\nintensive days of collaboration, learning\nand strategic alignment. With a strong\nfocus on people, customers, sustainability\nand technology, delegates explored new\nways to strengthen performance across\nthe Group. Sessions highlighted\nleadership development, emerging\ncustomer needs, and the commercial\nvalue of sustainability and AI. Workshops\non profitable growth, innovation and\nacquisitions reinforced the importance of\ndisciplined execution. The event fostered\nmeaningful connections, energising\nleaders with fresh ideas and a renewed\ncommitment to delivering long‑term\ngrowth and strengthening Bunzl’s\ncompetitive edge.\n\nBunzl’s Global Safety Forum –\ncollaboration creating\ncommercial value\nBunzl’s Global Safety Forum has become\na strategic engine for commercial growth,\nbringing together more than 120 leaders\nfrom over 25 countries for a focused day\nof collaboration ahead of the A+A 2025\nDüsseldorf trade fair. By aligning global\nexpertise, the Forum accelerates the\nexchange of best practice and enables\nrapid adoption of proven initiatives\nacross markets, strengthening Bunzl’s\ncompetitive position.\n\nThe event plays a crucial role in integrating\nnewly acquired businesses, helping them\nquickly connect with Bunzl’s global safety\nnetwork and adopt successful operating\nmodels. Presentations on sustainability,\ninnovation and own brand development\nsupport faster go to market execution, while\nstrategic initiatives – such as the launch of\nGLO Brands BV and the rollout of Adidas\nprofessional safety footwear – showcase\nopportunities for commercial expansion.\nThrough strengthened supplier relationships\nand global peer networks, the Forum\nenhances market insight, drives innovation\nand supports Bunzl’s position as a leading\npartner in workplace safety.\n\nBunzl Continental Europe\nprocurement sounding board\n– turning scale into\ncommercial synergy\nBunzl Continental Europe’s\nProcurement Sounding Board (‘PSB’)\nis enabling decentralised businesses\nto unlock shared value by aligning spend\nacross the region. Bringing together nine\nsenior leaders, the PSB accelerates\ndecision making, identifies synergies\nand strengthens commercial leverage\n– particularly in scalable categories\nwhere supplier consolidation and volume\naggregation drive immediate gains. Since\nlaunching, it has already approved six\nsynergy initiatives for 2026. As Damien\nde Pompignan, BCE Purchasing Director\nnotes, ‘Speed is one of our greatest\nstrengths—the PSB allows us to align\nquickly and move into execution.’ The PSB\nis also shaping a unified procurement\nculture through shared tools and training.\n\n41", "tables": [ [ [ "Bunzl’s Global Safety Forum – The event plays a crucial role in integrating newly acquired businesses, helping them collaboration creating quickly connect with Bunzl’s global safety commercial value network and adopt successful operating models. Presentations on sustainability, innovation and own brand development Bunzl’s Global Safety Forum has become support faster go to market execution, while a strategic engine for commercial growth, strategic initiatives – such as the launch of bringing together more than 120 leaders GLO Brands BV and the rollout of Adidas from over 25 countries for a focused day professional safety footwear – showcase of collaboration ahead of the A+A 2025 opportunities for commercial expansion. Düsseldorf trade fair. By aligning global expertise, the Forum accelerates the Through strengthened supplier relationships exchange of best practice and enables and global peer networks, the Forum rapid adoption of proven initiatives enhances market insight, drives innovation across markets, strengthening Bunzl’s and supports Bunzl’s position as a leading competitive position. partner in workplace safety.", "" ], [ "", "" ], [ "", "" ], [ "", "" ], [ "", "" ] ], [ [ "", "", "" ], [ "Bunzl Continental Europe procurement sounding board – turning scale into commercial synergy Bunzl Continental Europe’s Procurement Sounding Board (‘PSB’) is enabling decentralised businesses to unlock shared value by aligning spend across the region. Bringing together nine senior leaders, the PSB accelerates decision making, identifies synergies and strengthens commercial leverage – particularly in scalable categories where supplier consolidation and volume aggregation drive immediate gains. Since launching, it has already approved six synergy initiatives for 2026. As Damien de Pompignan, BCE Purchasing Director notes, ‘Speed is one of our greatest strengths—the PSB allows us to align quickly and move into execution.’ The PSB is also shaping a unified procurement culture through shared tools and training.", "rope ng board d (‘PSB’) sinesses gning spend ogether nine lerates ynergies l leverage egories n and volume e gains. Since roved six As Damien ing Director reatest s to align tion.’ The PSB curement and training.", "" ] ] ], "word_count": 523, "visual_charts": [] }, { "page_number": 44, "section": "Strategic Report", "subsection": "Sustainability", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 42", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 42\n\nSUSTAINABILITY\n\n\n Why this conversation matters Q: WHAT ARE CUSTOMERS\n One of the strengths of Bunzl’s decentralised CURRENTLY FOCUSING ON?\n model is that we see the full range of trends In some areas, like North America, customers\n and approaches customers are taking across are balancing sustainability with cost and\n the world. Our local sustainability teams are operational requirements. Their commitment\n intentionally close to local customers and to the subject is real, but our approach has to\n understand the issues that matter in each be practical. We’re focused on helping them\n market. That means we can respond quickly to anticipate regulatory changes and provide\n and tailor solutions to local needs, whether compliant products. That means clearer data\n that’s responding to regulatory changes, cost on product attributes, faster transition to\n pressures or sustainability priorities. compliant alternatives and offering guidance\n that reduces any risk before it becomes costly.\n This year our customers across the Group\n have asked us to help them navigate new We do have some very invested customers in\n complex regulations, identify compliant product North America particularly in regions where\n materials, provide high quality data and support sustainability legislation and consumer\n them to meet their targets. To dive deeper into sentiment is high (for example, Canada) and less\n how we have focused on customer engagement engaged customers in our other regions (for\n this year, our Group Head of Sustainability, example, Europe), but these are exceptions\n James Pitcher, shares his perspectives on the rather than general trends.\n\n\nQ&A\n trends shaping our markets and how Bunzl is In UK & Ireland, Europe, Australia and New\n supporting customers every day. Zealand, sustainability is part of everyday\n business. Most customers expect lower impact\nWITH JAMES PITCHER materials, better recyclability and solutions that\nGROUP HEAD OF SUSTAINABILITY support circularity. Many see sustainability as\n a brand differentiator and want credible options\n to support this ambition.\n\n Q: HOW WOULD YOU DESCRIBE CUSTOMER\n SENTIMENT TOWARD SUSTAINABILITY?\n\n“\u0007Our approach to sustainability is hard\n There has been a noticeable shift. A few years\n ago, sustainability targets were front and centre\n to many businesses marketing strategies,\n\n to match. If we keep making compliance driven by investor pressure and consumer\n expectations. Today, customers can be less\n\n simple and continue to provide the right vocal about those targets and recent trends like\n geopolitical uncertainty, supply chain disruption\n and cost inflation have pushed some businesses\n solutions, I’m confident it will be a driver to delay or scale back their ambitions.\n\n\n of growth for Bunzl.”\n But this doesn’t mean sustainability has\n dropped off the agenda, it’s just framed\n differently. Instead of ‘doing the right thing’ or\n solely responding to consumer demand, many\n businesses now see the subject as a driver of\n efficiency and risk management. Meeting the", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\n42\n\nSUSTAINABILITY\n\nWhy this conversation matters\nOne of the strengths of Bunzl’s decentralised\nmodel is that we see the full range of trends\nand approaches customers are taking across\nthe world. Our local sustainability teams are\nintentionally close to local customers and\nunderstand the issues that matter in each\nmarket. That means we can respond quickly\nand tailor solutions to local needs, whether\nthat’s responding to regulatory changes, cost\npressures or sustainability priorities.\n\nQ&A\n\nWITH JAMES PITCHER\nGROUP HEAD OF SUSTAINABILITY\n\n“\u0007Our approach to sustainability is hard\nto match. If we keep making compliance\nsimple and continue to provide the right\nsolutions, I’m confident it will be a driver\nof growth for Bunzl.”\n\nThis year our customers across the Group\nhave asked us to help them navigate new\ncomplex regulations, identify compliant product\nmaterials, provide high quality data and support\nthem to meet their targets. To dive deeper into\nhow we have focused on customer engagement\nthis year, our Group Head of Sustainability,\nJames Pitcher, shares his perspectives on the\ntrends shaping our markets and how Bunzl is\nsupporting customers every day.\n\nQ: WHAT ARE CUSTOMERS\nCURRENTLY FOCUSING ON?\nIn some areas, like North America, customers\nare balancing sustainability with cost and\noperational requirements. Their commitment\nto the subject is real, but our approach has to\nbe practical. We’re focused on helping them\nto anticipate regulatory changes and provide\ncompliant products. That means clearer data\non product attributes, faster transition to\ncompliant alternatives and offering guidance\nthat reduces any risk before it becomes costly.\nWe do have some very invested customers in\nNorth America particularly in regions where\nsustainability legislation and consumer\nsentiment is high (for example, Canada) and less\nengaged customers in our other regions (for\nexample, Europe), but these are exceptions\nrather than general trends.\nIn UK & Ireland, Europe, Australia and New\nZealand, sustainability is part of everyday\nbusiness. Most customers expect lower impact\nmaterials, better recyclability and solutions that\nsupport circularity. Many see sustainability as\na brand differentiator and want credible options\nto support this ambition.\nQ: HOW WOULD YOU DESCRIBE CUSTOMER\nSENTIMENT TOWARD SUSTAINABILITY?\nThere has been a noticeable shift. A few years\nago, sustainability targets were front and centre\nto many businesses marketing strategies,\ndriven by investor pressure and consumer\nexpectations. Today, customers can be less\nvocal about those targets and recent trends like\ngeopolitical uncertainty, supply chain disruption\nand cost inflation have pushed some businesses\nto delay or scale back their ambitions.\nBut this doesn’t mean sustainability has\ndropped off the agenda, it’s just framed\ndifferently. Instead of ‘doing the right thing’ or\nsolely responding to consumer demand, many\nbusinesses now see the subject as a driver of\nefficiency and risk management. Meeting the", "tables": [ [ [ "Bunzl plc Annual Report", "2025 Strategic Report Directors’ Report", "", "Financial St", "atements", "", "Additional Information", "", "4422" ], [ "", "", "", "", "", "", "", "", "" ], [ "SUSTAINABILITY", "", "", "", "", "", "", "", "" ], [ "", "", "", "", "", "", "", "", "" ], [ "", "", "Why this c One of the st model is that and approac the world. Ou intentionally", "onversatio rengths of Bun we see the ful hes customers r local sustain close to local c", "n matt zl’s decen l range of are takin ability tea ustomers", "ers tralised trends g across ms are and", "Q: WHAT ARE CUSTOME CURRENTLY FOCUSING In some areas, like No are balancing sustain operational requirem to the subject is real,", "RS ON? rth America, cu ability with cost ents. Their com but our approac", "stomers and mitment h has to" ], [ "", "", "understand t market. 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T on product attributes compliant alternative that reduces any risk", "used on helpin ry changes and hat means clea , faster transitio s and offering g before it becom", "g them provide rer data n to uidance es costly." ], [ "", "", "This year our have asked u complex regu materials, pr", "customers acr s to help them lations, identi ovide high qua", "oss the G navigate fy compli lity data a", "roup new ant product nd support", "We do have some ver North America partic sustainability legislati sentiment is high (for", "y invested custo ularly in regions on and consum example, Cana", "mers in where er da) and less" ], [ "", "", "them to mee how we have this year, our James Pitche trends shapi", "t their targets. focused on cu Group Head o r, shares his pe ng our markets", "To dive d stomer e f Sustaina rspective and how", "eeper into ngagement bility, s on the Bunzl is", "engaged customers in example, Europe), but rather than general tr In UK & Ireland, Europ", "our other regio these are exce ends. e, Australia and", "ns (for ptions New" ], [ "Q&A", "", "supporting c", "ustomers ever", "y day.", "", "Zealand, sustainabilit", "y is part of ever", "yday" ], [ "", "", "", "", "", "", "business. Most custo", "mers expect low", "er impact" ], [ "WITH JAMES PIT", "CHER", "", "", "", "", "materials, better recy", "clability and sol", "utions that" ], [ "GROUP HEAD OF", "SUSTAINABILITY", "", "", "", "", "support circularity. M", "any see sustain", "ability as" ], [ "", "", "", "", "", "", "a brand differentiator to support this ambiti", "and want credi on.", "ble options" ], [ "", "", "", "", "", "", "", "", "" ], [ "", "", "", "", "", "", "Q: HOW WOULD YOU DE", "SCRIBE CUSTOM", "ER" ], [ "", "", "", "", "", "", "SENTIMENT TOWARD S", "USTAINABILITY?", "" ], [ "", "", "", "", "", "", "There has been a noti", "ceable shift. A f", "ew years" ], [ "“ Our appro", "ach to sustainability is hard", "", "", "", "", "ago, sustainability tar to many businesses m", "gets were front arketing strate", "and centre gies," ], [ "to match.", "If we keep making compliance", "", "", "", "", "driven by investor pre", "ssure and cons", "umer" ], [ "", "", "", "", "", "", "expectations. Today, c", "ustomers can b", "e less" ], [ "", "", "", "", "", "", "vocal about those tar", "gets and recent", "trends like" ], [ "simple an", "d continue to provide the right", "", "", "", "", "geopolitical uncertain", "ty, supply chain", "disruption" ], [ "solutions,", "I’m confident it will be a driver", "", "", "", "", "and cost inflation hav to delay or scale back", "e pushed some their ambitions", "businesses ." ], [ "", "", "", "", "", "", "But this doesn’t mean", "sustainability h", "as" ], [ "of growth", "for Bunzl.”", "", "", "", "", "dropped off the agen", "da, it’s just fram", "ed" ], [ "", "", "", "", "", "", "differently. Instead of", "‘doing the right", "thing’ or" ], [ "", "", "", "", "", "", "solely responding to c", "onsumer dema", "nd, many" ], [ "", "", "", "", "", "", "businesses now see t", "he subject as a d", "river of" ], [ "", "", "", "", "", "", "efficiency and risk ma", "nagement. Mee", "ting the" ] ] ], "word_count": 466, "visual_charts": [] }, { "page_number": 45, "section": "Strategic Report", "subsection": "Sustainability", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 43", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 43\n\nSUSTAINABILITY continued\n\n\n\nrequirements of legislation, avoiding future Our scale is another advantage. We see what “\u0007\u0007At TRG, sustainability is\nfees, supply chain stability and staying ahead of\nfuture regulatory changes are all big motivators.\n works in different markets and share insights\n on how similar organisations are responding\n our most important goal,\nIn short, I feel sustainability has moved from in different regions. We also provide detailed and Bunzl has supported\nbeing a brand statement to being a practical\nbusiness strategy.\n packaging data; weight, material type and\n carbon footprint information. Lastly, unlike us from the start. Bunzl\nQ: WHERE IS LEGISLATION HAVING\n a consultancy, we don’t just advise, we supply own this area and we have\n the products customers need, including\nTHE BIGGEST IMPACT? competitively priced own brand options to lent heavily on them to\nSustainability legislation keeps coming and it\ncontinues to shape what customers need from\n make any transition easier.\n support our journey\nus. A few recent examples; in North America, Q: WHERE DO YOU SEE THE BIGGEST towards being carbon\nExtended Producer Responsibility (‘EPR’) is a OPPORTUNITIES AHEAD?\nnew compliance issue. States are moving at The biggest immediate opportunity is helping neutral by 2040.”\ndifferent speeds and with different rules, so customers meet the requirements of new\ncustomers face complexity in reporting, legislation with the data, advice and compliant Rob Beale\n \t\u0007\ntimelines and fees. Per- and Polyfluoroalkyl solutions they need. In addition, helping them Group Procurement Director\nSubstances (‘PFAS’) restrictions and Expanded meet their targets and improve their The Restaurant Group\nPolystyrene (‘EPS’) bans are also accelerating, operational efficiency is still central to what we (see case study on page 55)\nespecially in our foodservice and grocery do and it’s something customers really value.\nmarkets.\n We have a unique offer in this market, and\nIn Europe, the new EU Deforestation our approach to sustainability is hard to\nRegulations (‘EUDR’) require end to end match. If we keep making compliance simple\ntraceability and due diligence for relevant and continue to provide the right solutions,\ncommodities (for example, wood) covered by I’m confident it will continue to be a driver\nthe law including geolocation data and risk of growth for Bunzl.\nassessments to prove these products are\ndeforestation free. In Australia, new modern\nslavery reporting rules mean customers need\ndetailed information from our ethical auditing\nwork, data they’ve never had to request before.\n\nQ: WHAT ROLE DOES BUNZL PLAY IN HELPING\nCUSTOMERS NAVIGATE THESE MEASURES?\nWe take the complexity out of compliance.\nCustomers want to meet the requirements\nof new regulations without adding cost or\ndisrupting operations. As we work with a wide\nrange of suppliers and aren’t tied to one\nmaterial, we can give independent advice and\nhelp customers move quickly when legislation\nchanges. Our expert teams explain what the\nrules mean, check how they affect customers’\nproducts and offer practical, compliant\nalternatives that will work every day.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\n43\n\nSUSTAINABILITY continued\n\nrequirements of legislation, avoiding future\nfees, supply chain stability and staying ahead of\nfuture regulatory changes are all big motivators.\nIn short, I feel sustainability has moved from\nbeing a brand statement to being a practical\nbusiness strategy.\nQ: WHERE IS LEGISLATION HAVING\nTHE BIGGEST IMPACT?\nSustainability legislation keeps coming and it\ncontinues to shape what customers need from\nus. A few recent examples; in North America,\nExtended Producer Responsibility (‘EPR’) is a\nnew compliance issue. States are moving at\ndifferent speeds and with different rules, so\ncustomers face complexity in reporting,\ntimelines and fees. Per- and Polyfluoroalkyl\nSubstances (‘PFAS’) restrictions and Expanded\nPolystyrene (‘EPS’) bans are also accelerating,\nespecially in our foodservice and grocery\nmarkets.\nIn Europe, the new EU Deforestation\nRegulations (‘EUDR’) require end to end\ntraceability and due diligence for relevant\ncommodities (for example, wood) covered by\nthe law including geolocation data and risk\nassessments to prove these products are\ndeforestation free. In Australia, new modern\nslavery reporting rules mean customers need\ndetailed information from our ethical auditing\nwork, data they’ve never had to request before.\nQ: WHAT ROLE DOES BUNZL PLAY IN HELPING\nCUSTOMERS NAVIGATE THESE MEASURES?\nWe take the complexity out of compliance.\nCustomers want to meet the requirements\nof new regulations without adding cost or\ndisrupting operations. As we work with a wide\nrange of suppliers and aren’t tied to one\nmaterial, we can give independent advice and\nhelp customers move quickly when legislation\nchanges. Our expert teams explain what the\nrules mean, check how they affect customers’\nproducts and offer practical, compliant\nalternatives that will work every day.\n\nOur scale is another advantage. We see what\nworks in different markets and share insights\non how similar organisations are responding\nin different regions. We also provide detailed\npackaging data; weight, material type and\ncarbon footprint information. Lastly, unlike\na consultancy, we don’t just advise, we supply\nthe products customers need, including\ncompetitively priced own brand options to\nmake any transition easier.\nQ: WHERE DO YOU SEE THE BIGGEST\nOPPORTUNITIES AHEAD?\nThe biggest immediate opportunity is helping\ncustomers meet the requirements of new\nlegislation with the data, advice and compliant\nsolutions they need. In addition, helping them\nmeet their targets and improve their\noperational efficiency is still central to what we\ndo and it’s something customers really value.\nWe have a unique offer in this market, and\nour approach to sustainability is hard to\nmatch. If we keep making compliance simple\nand continue to provide the right solutions,\nI’m confident it will continue to be a driver\nof growth for Bunzl.\n\n“\u0007\u0007At TRG, sustainability is\nour most important goal,\nand Bunzl has supported\nus from the start. Bunzl\nown this area and we have\nlent heavily on them to\nsupport our journey\ntowards being carbon\nneutral by 2040.”\n\t\u0007\nRob Beale\n\nGroup Procurement Director\nThe Restaurant Group\n(see case study on page 55)", "tables": [ [ [ "requirements of legislation, avoiding future Our scale is another advantage. We see what fees, supply chain stability and staying ahead of works in different markets and share insights future regulatory changes are all big motivators. on how similar organisations are responding In short, I feel sustainability has moved from in different regions. We also provide detailed being a brand statement to being a practical packaging data; weight, material type and business strategy. carbon footprint information. Lastly, unlike a consultancy, we don’t just advise, we supply Q: WHERE IS LEGISLATION HAVING the products customers need, including THE BIGGEST IMPACT? competitively priced own brand options to Sustainability legislation keeps coming and it make any transition easier. continues to shape what customers need from us. A few recent examples; in North America, Q: WHERE DO YOU SEE THE BIGGEST Extended Producer Responsibility (‘EPR’) is a OPPORTUNITIES AHEAD? new compliance issue. States are moving at The biggest immediate opportunity is helping different speeds and with different rules, so customers meet the requirements of new customers face complexity in reporting, legislation with the data, advice and compliant timelines and fees. Per- and Polyfluoroalkyl solutions they need. In addition, helping them Substances (‘PFAS’) restrictions and Expanded meet their targets and improve their Polystyrene (‘EPS’) bans are also accelerating, operational efficiency is still central to what we especially in our foodservice and grocery do and it’s something customers really value. markets. We have a unique offer in this market, and In Europe, the new EU Deforestation our approach to sustainability is hard to Regulations (‘EUDR’) require end to end match. If we keep making compliance simple traceability and due diligence for relevant and continue to provide the right solutions, commodities (for example, wood) covered by I’m confident it will continue to be a driver the law including geolocation data and risk of growth for Bunzl. assessments to prove these products are deforestation free. In Australia, new modern slavery reporting rules mean customers need detailed information from our ethical auditing work, data they’ve never had to request before. Q: WHAT ROLE DOES BUNZL PLAY IN HELPING CUSTOMERS NAVIGATE THESE MEASURES? We take the complexity out of compliance. Customers want to meet the requirements of new regulations without adding cost or disrupting operations. As we work with a wide range of suppliers and aren’t tied to one material, we can give independent advice and help customers move quickly when legislation changes. Our expert teams explain what the rules mean, check how they affect customers’ products and offer practical, compliant alternatives that will work every day.", "", "", "" ], [ "", "", "", "" ] ] ], "word_count": 495, "visual_charts": [] }, { "page_number": 46, "section": "Strategic Report", "subsection": "Sustainability", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 44", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 44\n\nSUSTAINABILITY continued\n\n\nDelivering a differentiated These issues and the responses they require\n remain central to Bunzl’s strategy and purpose.\n potential customers as part of our efforts to\n strengthen how our sustainability expertise\n\nsustainability offer\n Our scale and position at the centre of and solutions can support growth. In those\n the distribution system means we see how conversations, one message has been consistent;\n sustainability challenges unfold long before customers need sustainability expertise and\n they reach a customer’s shop floor or kitchen. product solutions that are practical, developed\n Working across a wide range of sectors and with commercial considerations in mind and\n product categories provides us with early tailored to the challenges they face in their\n insight into material restrictions, complex own operations.\nIn 2025, extreme weather events, evolving environmental and social compliance obligations and changes in\n These discussions have shaped not only the\nresponsibility expectations and regulations, plus increased scrutiny customer expectations. Our role is to manage\n this complexity on behalf of our customers with\n solutions we delivered to customers this year,\n\nof corporate supply chains continued to shape the sustainability a focus on keeping their operations running\n but also the way this report is presented. As with\n our customer engagement, this sustainability\n smoothly, which is why meaningful, practical\nlandscape. These global pressures reinforce the need for engagement remains so important to\n update begins with what we call the Bunzl\n essentials and ends with our ability to supply\nbusinesses to build resilient operating models that support their our approach.\n tailored solutions, supported by data, expertise\ncustomers’ requirements while improving transparency and Sustainability has become an essential part of\n how we support our customers over the last six\n and industry insights.\n\nreducing emissions across value chains. years and we have shaped this year’s report to\n reflect that more clearly. In 2025, we took the\n details of our differentiated sustainability value\n proposition to more than 300 existing and\n\n\n\n\n OUR SUSTAINABILITY VALUE PROPOSITION\n\n\n Our tailored service-led model Sustainability ‘essentials’ that local competitors can’t match Tangible value for customers\n\n Sourcing Own brand Competitive • A\n \u0007 dvice and data tailored to their\n experts and and customer pricing Responsible sourcing Value-added sustainability business\n category specific Our industry leading ethical services for customers\n • T\n \u0007 he right products and materials\n specialists products auditing for the applications they and their\n customers need\n\n • A consultancy style service • O\n \u0007 wn brand provides a competitive\n One-stop- Digital and Analytical Taking action on climate route to more sustainable materials\n shop for all integrated support to change • Provided at no added cost\n for strategic partners • R\n \u0007 esponsibly sourced products that\n products in ordering improve protect customer reputation\n Our externally accredited\n single delivery solutions efficiencies • Expert teams from our\n carbon targets • R\n \u0007 emain compliant with existing or\n customers’ market sectors\n future product-related legislation\n • Data for reporting and\n On-time, Multiple Extensive Providing tailored solutions • A\n \u0007 lignment with customers’ climate and\n compliance\n in-full delivery delivery distribution Our material agnostic decarbonisation objectives\n • Proprietary tools for\n options network independent advice insights and analysis", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\n44\n\nSUSTAINABILITY continued\n\nDelivering a differentiated\nsustainability offer\nIn 2025, extreme weather events, evolving environmental and social\nresponsibility expectations and regulations, plus increased scrutiny\nof corporate supply chains continued to shape the sustainability\nlandscape. These global pressures reinforce the need for\nbusinesses to build resilient operating models that support their\ncustomers’ requirements while improving transparency and\nreducing emissions across value chains.\n\nThese issues and the responses they require\nremain central to Bunzl’s strategy and purpose.\nOur scale and position at the centre of\nthe distribution system means we see how\nsustainability challenges unfold long before\nthey reach a customer’s shop floor or kitchen.\nWorking across a wide range of sectors and\nproduct categories provides us with early\ninsight into material restrictions, complex\ncompliance obligations and changes in\ncustomer expectations. Our role is to manage\nthis complexity on behalf of our customers with\na focus on keeping their operations running\nsmoothly, which is why meaningful, practical\nengagement remains so important to\nour approach.\nSustainability has become an essential part of\nhow we support our customers over the last six\nyears and we have shaped this year’s report to\nreflect that more clearly. In 2025, we took the\ndetails of our differentiated sustainability value\nproposition to more than 300 existing and\n\npotential customers as part of our efforts to\nstrengthen how our sustainability expertise\nand solutions can support growth. In those\nconversations, one message has been consistent;\ncustomers need sustainability expertise and\nproduct solutions that are practical, developed\nwith commercial considerations in mind and\ntailored to the challenges they face in their\nown operations.\nThese discussions have shaped not only the\nsolutions we delivered to customers this year,\nbut also the way this report is presented. As with\nour customer engagement, this sustainability\nupdate begins with what we call the Bunzl\nessentials and ends with our ability to supply\ntailored solutions, supported by data, expertise\nand industry insights.\n\nOUR SUSTAINABILITY VALUE PROPOSITION\nOur tailored service-led model\n\nSustainability ‘essentials’ that local competitors can’t match\n\nSourcing\nexperts and\ncategory\nspecialists\n\nOwn brand\nand customer\nspecific\nproducts\n\nCompetitive\npricing\n\nOne-stopshop for all\nproducts in\nsingle delivery\n\nDigital and\nintegrated\nordering\nsolutions\n\nAnalytical\nsupport to\nimprove\nefficiencies\n\nOn-time,\nin-full delivery\n\nMultiple\ndelivery\noptions\n\nResponsible sourcing\nOur industry leading ethical\nauditing\n\nExtensive\ndistribution\nnetwork\n\nTaking action on climate\nchange\nOur externally accredited\ncarbon targets\nProviding tailored solutions\nOur material agnostic\nindependent advice\n\nValue-added sustainability\nservices for customers\n\n• A consultancy style service\n• Provided at no added cost\nfor strategic partners\n• Expert teams from our\ncustomers’ market sectors\n• Data for reporting and\ncompliance\n• Proprietary tools for\ninsights and analysis\n\nTangible value for customers\n• A\n\u0007 dvice and data tailored to their\nbusiness\n• T\n\u0007 he right products and materials\nfor the applications they and their\ncustomers need\n• O\n\u0007 wn brand provides a competitive\nroute to more sustainable materials\n• R\n\u0007 esponsibly sourced products that\nprotect customer reputation\n• R\n\u0007 emain compliant with existing or\nfuture product-related legislation\n• A\n\u0007 lignment with customers’ climate and\ndecarbonisation objectives", "tables": [ [ [ "OUR SUSTAINABILITY VALUE PROPOSITION" ], [ "" ], [ "Our tailored service-led model Sustainability ‘essentials’ that local competitors can’t match Tangible value for customers Sourcing Own brand Competitive • Advice and data tailored to their experts and and customer pricing Responsible sourcing Value-added sustainability business category specific Our industry leading ethical services for customers • The right products and materials specialists products auditing for the applications they and their customers need • Own brand provides a competitive • A consultancy style service One-stop- Digital and Analytical Taking action on climate route to more sustainable materials shop for all integrated support to change • Provided at no added cost • Responsibly sourced products that products in ordering improve for strategic partners Our externally accredited protect customer reputation single delivery solutions efficiencies • Expert teams from our carbon targets • Remain compliant with existing or customers’ market sectors future product-related legislation • Data for reporting and Providing tailored solutions • Alignment with customers’ climate and On-time, Multiple Extensive compliance in-full delivery delivery distribution Our material agnostic • Proprietary tools for decarbonisation objectives options network independent advice insights and analysis" ] ], [ [ "Value-added sustainability services for customers" ], [ "• A consultancy style service • Provided at no added cost for strategic partners • Expert teams from our customers’ market sectors • Data for reporting and compliance • Proprietary tools for insights and analysis" ] ] ], "word_count": 512, "visual_charts": [] }, { "page_number": 47, "section": "Strategic Report", "subsection": "Sustainability", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 45", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 45\n\nSUSTAINABILITY continued\n\n\nThe material issues that shape Our engagement work during 2025 has given us\n valuable insights into how customer expectations\n day to day operations and the product ranges\n they buy from us, and we have been working\n\nhow we support customers\n are changing and where new pressures are closely with them to identify lower impact and\n beginning to surface. Many customers are now compliant alternatives that perform reliably\n responding to new sustainability-related in real world conditions. Our expert teams,\n legislation, for example; the EPR schemes in supported by our sustainability value proposition,\n several US States, PFAS restrictions in the UK & are well placed to guide customers through these\n Ireland, mandatory supply chain due diligence law decisions and have been providing clear, practical\n in Europe and material recyclability expectations advice to help our key partners navigate this\nWe have completed several materiality assessments over the in Asia Pacific. rapidly evolving landscape.\nlast few years and these show that the issues our stakeholders These regulations are driving an increase in\n\ncare about most have remained consistent, with climate change the level of support customers need from us,\n particularly around accessing transparent,\nand the transition to more sustainable product solutions credible data and interpreting new and complex\n requirements. Customers also want to\ncontinuing to stand out as high priority areas. understand how these measures will affect their\n\n\n\n\n LEGISLATION IMPACTING CUSTOMERS ACROSS THE GROUP\n\n LEGISLATIVE MEASURE1 FOCUS AREAS MARKETS IMPACTED CHALLENGES FOR CUSTOMERS SUPPORT THEY RECEIVE FROM BUNZL\n\n EPR for packaging Data reporting and EU, UK, Canada, Australia, Packaging redesign requirements • Providing audit-grade packaging composition\n modulated fees charged New Zealand, several US and high compliance costs for less and weight data\n based on the materials in use states2, parts of Latin America3 recyclable materials • Dedicated customer reporting tools\n PFAS restrictions in food packaging Restrictions on chemicals EU, UK, Canada, Australia, Product reformulation and • Sourcing PFAS free foodservice and packaging\n applied to packaging products several US states2 substitution costs alternatives\n • Helping customers standardise products that\n meet requirements across geographies\n EU Deforestation Regulations Deforestation free EU Increased due diligence and\n supply chains traceability requirements • Support transition to lower risk materials,\n certified alternatives and products with lower\n Packaging & Packaging Waste Recyclability, waste reduction, EU Introduction of recycled content compliance costs\n Regulation (‘PPWR’) substances of concern thresholds, restrictions on • Work with suppliers to improve availability\n certain packaging formats and of origin and compliance data\n substances, increased costs for\n • Provide compliant alternatives to single use\n non compliant materials\n plastics (paper, fibre based, reusable and\n Single use plastics restrictions and Single use plastic bans, EU, UK, Canada, Australia, Withdrawal of restricted single compostable products)\n marketing guidelines recyclability and New Zealand, several US use items, high substitution costs, • Assist with removal or substitution\n environmental claims states2, parts of Latin America3 increased scrutiny and regulation of products that can no longer carry\n of recyclability and environmental environmental or recyclability claims\n labelling and claims\n\n1. Examples only, not an exhaustive list.\n2. ‘Several US states’ reflects established and emerging state level regimes (e.g. in California, Washington, New York, Minnesota).\n3. ‘Parts of Latin America’ reflects national EPR and single use plastics requirements in countries such as Chile and Brazil, which are developing at different rates.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\n45\n\nSUSTAINABILITY continued\n\nThe material issues that shape\nhow we support customers\nWe have completed several materiality assessments over the\nlast few years and these show that the issues our stakeholders\ncare about most have remained consistent, with climate change\nand the transition to more sustainable product solutions\ncontinuing to stand out as high priority areas.\n\nOur engagement work during 2025 has given us\nvaluable insights into how customer expectations\nare changing and where new pressures are\nbeginning to surface. Many customers are now\nresponding to new sustainability-related\nlegislation, for example; the EPR schemes in\nseveral US States, PFAS restrictions in the UK &\nIreland, mandatory supply chain due diligence law\nin Europe and material recyclability expectations\nin Asia Pacific.\n\nday to day operations and the product ranges\nthey buy from us, and we have been working\nclosely with them to identify lower impact and\ncompliant alternatives that perform reliably\nin real world conditions. Our expert teams,\nsupported by our sustainability value proposition,\nare well placed to guide customers through these\ndecisions and have been providing clear, practical\nadvice to help our key partners navigate this\nrapidly evolving landscape.\n\nThese regulations are driving an increase in\nthe level of support customers need from us,\nparticularly around accessing transparent,\ncredible data and interpreting new and complex\nrequirements. Customers also want to\nunderstand how these measures will affect their\n\nLEGISLATION IMPACTING CUSTOMERS ACROSS THE GROUP\nLEGISLATIVE MEASURE1\n\nFOCUS AREAS\n\nMARKETS IMPACTED\n\nCHALLENGES FOR CUSTOMERS\n\nSUPPORT THEY RECEIVE FROM BUNZL\n\nEPR for packaging\n\nData reporting and\nmodulated fees charged\nbased on the materials in use\n\nEU, UK, Canada, Australia,\nNew Zealand, several US\nstates2, parts of Latin America3\n\nPackaging redesign requirements\nand high compliance costs for less\nrecyclable materials\n\n• Providing audit-grade packaging composition\nand weight data\n\nRestrictions on chemicals\napplied to packaging products\n\nEU, UK, Canada, Australia,\nseveral US states2\n\nProduct reformulation and\nsubstitution costs\n\n• Sourcing PFAS free foodservice and packaging\nalternatives\n\nEU Deforestation Regulations\n\nDeforestation free\nsupply chains\n\nEU\n\nIncreased due diligence and\ntraceability requirements\n\nPackaging & Packaging Waste\nRegulation (‘PPWR’)\n\nRecyclability, waste reduction,\nsubstances of concern\n\nEU\n\nIntroduction of recycled content\nthresholds, restrictions on\ncertain packaging formats and\nsubstances, increased costs for\nnon compliant materials\n\nPFAS restrictions in food packaging\n\nSingle use plastics restrictions and\nmarketing guidelines\n\nSingle use plastic bans,\nrecyclability and\nenvironmental claims\n\nEU, UK, Canada, Australia,\nNew Zealand, several US\nstates2, parts of Latin America3\n\nWithdrawal of restricted single\nuse items, high substitution costs,\nincreased scrutiny and regulation\nof recyclability and environmental\nlabelling and claims\n\n1. Examples only, not an exhaustive list.\n2. ‘Several US states’ reflects established and emerging state level regimes (e.g. in California, Washington, New York, Minnesota).\n3. ‘Parts of Latin America’ reflects national EPR and single use plastics requirements in countries such as Chile and Brazil, which are developing at different rates.\n\n• Dedicated customer reporting tools\n\n• Helping customers standardise products that\nmeet requirements across geographies\n• Support transition to lower risk materials,\ncertified alternatives and products with lower\ncompliance costs\n• Work with suppliers to improve availability\nof origin and compliance data\n• Provide compliant alternatives to single use\nplastics (paper, fibre based, reusable and\ncompostable products)\n• Assist with removal or substitution\nof products that can no longer carry\nenvironmental or recyclability claims", "tables": [ [ [ "LEGISLATION IMPACTING CUSTOMERS ACROSS THE GROUP", "", "", "", "" ], [ "LEGISLATIVE MEASURE1", "FOCUS AREAS", "MARKETS IMPACTED", "CHALLENGES FOR CUSTOMERS", "SUPPORT THEY RECEIVE FROM BUNZL" ], [ "EPR for packaging", "Data reporting and modulated fees charged based on the materials in use", "EU, UK, Canada, Australia, Packaging redesign requirements New Zealand, several US and high compliance costs for less states2, parts of Latin America3 recyclable materials", "", "• Providing audit-grade packaging composition and weight data • Dedicated customer reporting tools • Sourcing PFAS free foodservice and packaging alternatives • Helping customers standardise products that meet requirements across geographies • Support transition to lower risk materials, certified alternatives and products with lower compliance costs • Work with suppliers to improve availability of origin and compliance data • Provide compliant alternatives to single use plastics (paper, fibre based, reusable and compostable products) • Assist with removal or substitution of products that can no longer carry environmental or recyclability claims" ], [ "PFAS restrictions in food packaging", "Restrictions on chemicals applied to packaging products", "EU, UK, Canada, Australia, Product reformulation and several US states2 substitution costs", "", "" ], [ "EU Deforestation Regulations", "Deforestation free supply chains", "EU Increased due diligence and traceability requirements", "", "" ], [ "Packaging & Packaging Waste Regulation (‘PPWR’)", "Recyclability, waste reduction, substances of concern", "EU Introduction of recycled content thresholds, restrictions on certain packaging formats and substances, increased costs for non compliant materials", "", "" ], [ "Single use plastics restrictions and marketing guidelines", "Single use plastic bans, recyclability and environmental claims", "EU, UK, Canada, Australia, Withdrawal of restricted single New Zealand, several US use items, high substitution costs, states2, parts of Latin America3 increased scrutiny and regulation of recyclability and environmental labelling and claims", "", "" ] ] ], "word_count": 558, "visual_charts": [] }, { "page_number": 48, "section": "Strategic Report", "subsection": "Sustainability", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 46", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 46\n\nSUSTAINABILITY continued\n Supporting long term packaging We delivered a comprehensive meat\n packaging guide covering global regulatory\nWhile regulatory change is a major driver of\ndemand, customers continue to show strong\n decisions with global category drivers, the different sustainability mandates\n\ninterest in other sustainability subjects. expertise across regions, packaging format and\n substrate comparisons, product performance\nResponsible sourcing remains a key focus, with and operational considerations. We also\nmany customers seeking reassurance that their In 2025, a major Canadian grocery retailer\n delivered a strategy presentation that set out\nsupply chains are free from modern slavery issues engaged Bunzl to help them navigate\n specific opportunities for substrate transition\nand that suppliers are aligned with high ethical accelerating regulatory change, rising\n (e.g. recycled Polyethylene terephthalate\nstandards. A proactive approach to tackling sustainability expectations, and evolving\n (‘rPET’) trays, mono material Modified\nclimate change is also a priority, as customers consumer demands in the meat packaging\n Atmosphere Packaging (‘MAP’), fibre based\nlook for partners who can help them reduce category. Their goal was to understand global\n options, etc.) and clear recommendations for\nemissions across their value chains, measure trends, compare packaging formats and\n how to sequence, pilot and accelerate without\nthe carbon footprint of products and improve prepare their protein packaging programme\n disrupting operations. The work gave the\ntheir operational efficiency. for the next decade. Bunzl brought together\n retailer a single point of reference for their\n a global team to share insights on regulation,\nThese themes continue to feature strongly in our decision making and a practical roadmap for\n regional retailer’s responses, different\nconversations with customers and reinforce why when they move towards alternative\n packaging formats, substrate transitions\nthey remain central to our approach and long products. It has since been used as a model\n already made in the industry and emerging\nterm investment. The table on the next page for similar category reviews with other\n product innovations.\nshows the material issues that we have high grocery customers.\ninfluence or operational control over and their\nposition in our value chain.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nSUSTAINABILITY continued\nWhile regulatory change is a major driver of\ndemand, customers continue to show strong\ninterest in other sustainability subjects.\nResponsible sourcing remains a key focus, with\nmany customers seeking reassurance that their\nsupply chains are free from modern slavery issues\nand that suppliers are aligned with high ethical\nstandards. A proactive approach to tackling\nclimate change is also a priority, as customers\nlook for partners who can help them reduce\nemissions across their value chains, measure\nthe carbon footprint of products and improve\ntheir operational efficiency.\nThese themes continue to feature strongly in our\nconversations with customers and reinforce why\nthey remain central to our approach and long\nterm investment. The table on the next page\nshows the material issues that we have high\ninfluence or operational control over and their\nposition in our value chain.\n\nStrategic Report\n\nDirectors’ Report\n\nSupporting long term packaging\ndecisions with global category\nexpertise\nIn 2025, a major Canadian grocery retailer\nengaged Bunzl to help them navigate\naccelerating regulatory change, rising\nsustainability expectations, and evolving\nconsumer demands in the meat packaging\ncategory. Their goal was to understand global\ntrends, compare packaging formats and\nprepare their protein packaging programme\nfor the next decade. Bunzl brought together\na global team to share insights on regulation,\nregional retailer’s responses, different\npackaging formats, substrate transitions\nalready made in the industry and emerging\nproduct innovations.\n\nFinancial Statements\n\nWe delivered a comprehensive meat\npackaging guide covering global regulatory\ndrivers, the different sustainability mandates\nacross regions, packaging format and\nsubstrate comparisons, product performance\nand operational considerations. We also\ndelivered a strategy presentation that set out\nspecific opportunities for substrate transition\n(e.g. recycled Polyethylene terephthalate\n(‘rPET’) trays, mono material Modified\nAtmosphere Packaging (‘MAP’), fibre based\noptions, etc.) and clear recommendations for\nhow to sequence, pilot and accelerate without\ndisrupting operations. The work gave the\nretailer a single point of reference for their\ndecision making and a practical roadmap for\nwhen they move towards alternative\nproducts. It has since been used as a model\nfor similar category reviews with other\ngrocery customers.\n\nAdditional Information\n\n46", "tables": [ [ [ "", "", "Supporting long term packaging We delivered a comprehensive meat packaging guide covering global regulatory decisions with global category drivers, the different sustainability mandates expertise across regions, packaging format and substrate comparisons, product performance and operational considerations. We also In 2025, a major Canadian grocery retailer delivered a strategy presentation that set out engaged Bunzl to help them navigate specific opportunities for substrate transition accelerating regulatory change, rising (e.g. recycled Polyethylene terephthalate sustainability expectations, and evolving (‘rPET’) trays, mono material Modified consumer demands in the meat packaging Atmosphere Packaging (‘MAP’), fibre based category. Their goal was to understand global options, etc.) and clear recommendations for trends, compare packaging formats and how to sequence, pilot and accelerate without prepare their protein packaging programme disrupting operations. The work gave the for the next decade. Bunzl brought together retailer a single point of reference for their a global team to share insights on regulation, decision making and a practical roadmap for regional retailer’s responses, different when they move towards alternative packaging formats, substrate transitions products. It has since been used as a model already made in the industry and emerging for similar category reviews with other product innovations. grocery customers.", "", "" ], [ "", "", "", "", "" ], [ "", "", "", "", "" ], [ "", "", "", "", "" ], [ "", "", "", "", "" ] ] ], "word_count": 349, "visual_charts": [] }, { "page_number": 49, "section": "Strategic Report", "subsection": "Sustainability", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 47", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 47\n\nSUSTAINABILITY continued\n\n\n MATERIAL IMPACT/ FINANCIAL\n TOPIC +/- WHY THIS IS MATERIAL TIMEFRAME MATERIALITY VALUE CHAIN STAGE SDG ALIGNMENT OUR ACTIONS\n\n Responsible By setting clear targets and applying industry leading ethical assessments and audits, Impact Upstream See pages 48-49\n sourcing Bunzl can improve working conditions across its supply chain. Financial\n\n\n\n Given its broad supplier network, Bunzl faces a risk of procuring goods or services Impact\n linked to human rights violations, including child labour and exploitation of\n marginalised communities.\n\n\n Investing in Bunzl aims to increase engagement and retention of skilled talents within the Company Impact Own operations See pages 39-41\n our workforce through training and development programmes, while creating and maintaining a\n diverse and inclusive workforce.\n\n\n Inadequate training may hinder talent attraction and retention, weak safety Impact\n management could increase workplace injuries, and limited Board diversity Financial\n may damage investor perceptions of inclusion.\n\n\n Taking action Bunzl aims to reduce product emissions by working with suppliers on science-based Impact Upstream See pages 50-52\n on climate targets and investing in energy efficiency and renewables across its operations. Financial Own operations\n change Downstream\n\n\n Value chain decarbonisation may be constrained by suppliers’ unwillingness or inability Impact\n to adopt low carbon practices or commit to Science Based Targets initiative (‘SBTi’) Financial\n aligned goals.\n\n\n Providing As a distributor, Bunzl is well positioned to support customers in achieving their Impact Upstream See pages 53-55\n tailored material targets and legislative requirements, capturing the related increase in demand Financial Own operations\n solutions for more sustainable materials. Downstream\n\n\n Rising demand for circular economy products and stricter regulation present risks Impact\n if Bunzl cannot support customers in transitioning their products. Financial\n\n\n\n Business Clear, Group wide policies and standards, including anti-bribery and a code of conduct, Impact Upstream See page 57\n conduct support ethical business practices and reduce compliance and reputational risks. Own operations\n Downstream\n\n\n Bunzl’s growing presence and sourcing in emerging markets may raise bribery and Impact\n corruption risks, with potential regulatory, legal and reputational consequences.\n\n\n\n\n Short term Medium term Long term", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\n47\n\nAdditional Information\n\nSUSTAINABILITY continued\nMATERIAL\nTOPIC\nResponsible\nsourcing\n\nInvesting in\nour workforce\n\nTaking action\non climate\nchange\n\nProviding\ntailored\nsolutions\n\nBusiness\nconduct\n\nShort term\n\n+/-\n\nWHY THIS IS MATERIAL\n\nTIMEFRAME\n\nIMPACT/ FINANCIAL\nMATERIALITY\n\nBy setting clear targets and applying industry leading ethical assessments and audits,\nBunzl can improve working conditions across its supply chain.\n\nImpact\nFinancial\n\nGiven its broad supplier network, Bunzl faces a risk of procuring goods or services\nlinked to human rights violations, including child labour and exploitation of\nmarginalised communities.\n\nImpact\n\nBunzl aims to increase engagement and retention of skilled talents within the Company\nthrough training and development programmes, while creating and maintaining a\ndiverse and inclusive workforce.\n\nImpact\n\nInadequate training may hinder talent attraction and retention, weak safety\nmanagement could increase workplace injuries, and limited Board diversity\nmay damage investor perceptions of inclusion.\n\nImpact\nFinancial\n\nBunzl aims to reduce product emissions by working with suppliers on science-based\ntargets and investing in energy efficiency and renewables across its operations.\n\nImpact\nFinancial\n\nValue chain decarbonisation may be constrained by suppliers’ unwillingness or inability\nto adopt low carbon practices or commit to Science Based Targets initiative (‘SBTi’)\naligned goals.\n\nImpact\nFinancial\n\nAs a distributor, Bunzl is well positioned to support customers in achieving their\nmaterial targets and legislative requirements, capturing the related increase in demand\nfor more sustainable materials.\n\nImpact\nFinancial\n\nRising demand for circular economy products and stricter regulation present risks\nif Bunzl cannot support customers in transitioning their products.\n\nImpact\nFinancial\n\nClear, Group wide policies and standards, including anti-bribery and a code of conduct,\nsupport ethical business practices and reduce compliance and reputational risks.\n\nImpact\n\nBunzl’s growing presence and sourcing in emerging markets may raise bribery and\ncorruption risks, with potential regulatory, legal and reputational consequences.\n\nImpact\n\nMedium term\n\nLong term\n\nVALUE CHAIN STAGE\n\nSDG ALIGNMENT\n\nOUR ACTIONS\n\nUpstream\n\nSee pages 48-49\n\nOwn operations\n\nSee pages 39-41\n\nUpstream\nOwn operations\nDownstream\n\nSee pages 50-52\n\nUpstream\nOwn operations\nDownstream\n\nSee pages 53-55\n\nUpstream\nOwn operations\nDownstream\n\nSee page 57", "tables": [ [ [ "MATERIAL TOPIC", "+/-", "WHY THIS IS MATERIAL", "TIMEFRAME", "IMPACT/ FINANCIAL MATERIALITY", "VALUE CHAIN STAGE", "SDG ALIGNMENT", "OUR ACTIONS" ], [ "Responsible sourcing", "", "By setting clear targets and applying industry leading ethical assessments and audits, Bunzl can improve working conditions across its supply chain.", "", "Impact Financial", "Upstream", "", "See pages 48-49" ], [ "", "", "Given its broad supplier network, Bunzl faces a risk of procuring goods or services linked to human rights violations, including child labour and exploitation of marginalised communities.", "", "Impact", "", "", "" ], [ "Investing in our workforce", "", "Bunzl aims to increase engagement and retention of skilled talents within the Company through training and development programmes, while creating and maintaining a diverse and inclusive workforce.", "", "Impact", "Own operations", "", "See pages 39-41" ], [ "", "", "Inadequate training may hinder talent attraction and retention, weak safety management could increase workplace injuries, and limited Board diversity may damage investor perceptions of inclusion.", "", "Impact Financial", "", "", "" ], [ "Taking action on climate change", "", "Bunzl aims to reduce product emissions by working with suppliers on science-based targets and investing in energy efficiency and renewables across its operations.", "", "Impact Financial", "Upstream Own operations Downstream", "", "See pages 50-52" ], [ "", "", "Value chain decarbonisation may be constrained by suppliers’ unwillingness or inability to adopt low carbon practices or commit to Science Based Targets initiative (‘SBTi’) aligned goals.", "", "Impact Financial", "", "", "" ], [ "Providing tailored solutions", "", "As a distributor, Bunzl is well positioned to support customers in achieving their material targets and legislative requirements, capturing the related increase in demand for more sustainable materials.", "", "Impact Financial", "Upstream Own operations Downstream", "", "See pages 53-55" ], [ "", "", "Rising demand for circular economy products and stricter regulation present risks if Bunzl cannot support customers in transitioning their products.", "", "Impact Financial", "", "", "" ], [ "Business conduct", "", "Clear, Group wide policies and standards, including anti-bribery and a code of conduct, support ethical business practices and reduce compliance and reputational risks.", "", "Impact", "Upstream Own operations Downstream", "", "See page 57" ], [ "", "", "Bunzl’s growing presence and sourcing in emerging markets may raise bribery and corruption risks, with potential regulatory, legal and reputational consequences.", "", "Impact", "", "", "" ] ] ], "word_count": 344, "visual_charts": [] }, { "page_number": 50, "section": "Strategic Report", "subsection": "Sustainability", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 48", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 48\n\nSUSTAINABILITY continued\n\n\nResponsible sourcing at Bunzl – our industry\nleading ethical auditing programme\n\nWhy this is important Why this matters to our customers\nThe way companies manage ethical and social Many of Bunzl’s customers operate in sectors Building trust with insights on\nrisks within their supply chains is under increasing exposed to high levels of public and regulatory\nscrutiny. Regulators, customers and investors scrutiny, including large retail, grocery, our ethical auditing work\nnow expect businesses to demonstrate effective foodservice and facilities management businesses\n One of our major mining customers, with\noversight of labour standards and sourcing serving thousands of consumers each day. The\n an annual spend of over AU$10 million,\npractices, supported by clear processes and products they source and place on the market\n wanted better visibility of sustainability\nevidence of action when issues arise. This shift form an important part of their brand proposition\n risks across their supply chain. We\nreflects the transition from voluntary, disclosure and any ethical issues within their supply chains\n completed a detailed self assessment\nbased expectations towards more formal due can result in significant reputational risks.\n questionnaire and mapped their supply\ndiligence and accountability requirements across\n When meeting with customers we highlight how chain to give a clear and structured\nmany markets.\n Bunzl’s responsible sourcing approach provides review of our supply chain, covering areas\nIn 2025, human rights violations remain a them with an additional layer of assurance. Our such as our sourcing practices, supplier\nsignificant global concern. The most recent global risk-based assessment and audit programme are engagement activity, risk management\nestimates suggest that around 50 million people designed to identify, prioritise and address ethical processes and governance. As part of this\nworldwide are living in modern slavery situations, risks within relevant parts of the supply chain, engagement, we also delivered a\nincluding approximately 28 million in forced particularly in higher risk countries and product comprehensive supply chain and ethical\nlabour conditions. Our recent risk assessment categories. This enables customers to source sourcing presentation covering our\nidentified that weaker regulatory oversight, labour products with greater confidence, knowing that modern slavery commitments, supplier\nprotections and transparency requirements in ethical risks are actively monitored and addressed auditing work and remediation activity.\nhigher risk sourcing locations can expose workers through direct engagement and remediation This strengthened trust and gave the A major US retailer’s procurement team\nin manufacturing environments to increased where required. customer greater confidence in our ability asked for a full overview of our responsible\nethical risks. This reinforces the need for robust to support their Environmental, Social sourcing work and greater visibility of our\n There has been a noticeable increase in\nauditing and remediation measures to manage and Governance (‘ESG’) goals. supplier remediation activity. We delivered\n customer interest in this area, reflecting how they\nthese suppliers effectively. a detailed presentation covering our\n are responding to new reporting requirements,\n increased stakeholder scrutiny and closer general sourcing standards, audit programme, risk\n attention to supply chain practices. Against this assessment processes and approach to\n backdrop, Bunzl’s well established responsible corrective actions. The customer also\n sourcing programme differentiates our offering requested to be notified and involved in\n within the distribution industry. The maturity of any future remediation efforts, working\n our approach positions us well to support in partnership with us. This engagement\n customers in meeting their governance and deepened their confidence in how we\n sustainability obligations, a capability customers manage ethical and supply chain risks\n consistently recognise in their feedback to us. to support and protect their well-known\n reputation.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\nSUSTAINABILITY continued\n\nResponsible sourcing at Bunzl – our industry\nleading ethical auditing programme\nWhy this is important\n\nWhy this matters to our customers\n\nThe way companies manage ethical and social\nrisks within their supply chains is under increasing\nscrutiny. Regulators, customers and investors\nnow expect businesses to demonstrate effective\noversight of labour standards and sourcing\npractices, supported by clear processes and\nevidence of action when issues arise. This shift\nreflects the transition from voluntary, disclosure\nbased expectations towards more formal due\ndiligence and accountability requirements across\nmany markets.\n\nMany of Bunzl’s customers operate in sectors\nexposed to high levels of public and regulatory\nscrutiny, including large retail, grocery,\nfoodservice and facilities management businesses\nserving thousands of consumers each day. The\nproducts they source and place on the market\nform an important part of their brand proposition\nand any ethical issues within their supply chains\ncan result in significant reputational risks.\n\nIn 2025, human rights violations remain a\nsignificant global concern. The most recent global\nestimates suggest that around 50 million people\nworldwide are living in modern slavery situations,\nincluding approximately 28 million in forced\nlabour conditions. Our recent risk assessment\nidentified that weaker regulatory oversight, labour\nprotections and transparency requirements in\nhigher risk sourcing locations can expose workers\nin manufacturing environments to increased\nethical risks. This reinforces the need for robust\nauditing and remediation measures to manage\nthese suppliers effectively.\n\nWhen meeting with customers we highlight how\nBunzl’s responsible sourcing approach provides\nthem with an additional layer of assurance. Our\nrisk-based assessment and audit programme are\ndesigned to identify, prioritise and address ethical\nrisks within relevant parts of the supply chain,\nparticularly in higher risk countries and product\ncategories. This enables customers to source\nproducts with greater confidence, knowing that\nethical risks are actively monitored and addressed\nthrough direct engagement and remediation\nwhere required.\nThere has been a noticeable increase in\ncustomer interest in this area, reflecting how they\nare responding to new reporting requirements,\nincreased stakeholder scrutiny and closer general\nattention to supply chain practices. Against this\nbackdrop, Bunzl’s well established responsible\nsourcing programme differentiates our offering\nwithin the distribution industry. The maturity of\nour approach positions us well to support\ncustomers in meeting their governance and\nsustainability obligations, a capability customers\nconsistently recognise in their feedback to us.\n\nBuilding trust with insights on\nour ethical auditing work\nOne of our major mining customers, with\nan annual spend of over AU$10 million,\nwanted better visibility of sustainability\nrisks across their supply chain. We\ncompleted a detailed self assessment\nquestionnaire and mapped their supply\nchain to give a clear and structured\nreview of our supply chain, covering areas\nsuch as our sourcing practices, supplier\nengagement activity, risk management\nprocesses and governance. As part of this\nengagement, we also delivered a\ncomprehensive supply chain and ethical\nsourcing presentation covering our\nmodern slavery commitments, supplier\nauditing work and remediation activity.\nThis strengthened trust and gave the\ncustomer greater confidence in our ability\nto support their Environmental, Social\nand Governance (‘ESG’) goals.\n\nA major US retailer’s procurement team\nasked for a full overview of our responsible\nsourcing work and greater visibility of our\nsupplier remediation activity. We delivered\na detailed presentation covering our\nsourcing standards, audit programme, risk\nassessment processes and approach to\ncorrective actions. The customer also\nrequested to be notified and involved in\nany future remediation efforts, working\nin partnership with us. This engagement\ndeepened their confidence in how we\nmanage ethical and supply chain risks\nto support and protect their well-known\nreputation.\n\n48", "tables": [ [ [ "", "", "" ], [ "", "", "" ], [ "Building trust with insights on our ethical auditing work One of our major mining customers, with an annual spend of over AU$10 million, wanted better visibility of sustainability risks across their supply chain. We completed a detailed self assessment questionnaire and mapped their supply chain to give a clear and structured review of our supply chain, covering areas such as our sourcing practices, supplier engagement activity, risk management processes and governance. As part of this engagement, we also delivered a comprehensive supply chain and ethical sourcing presentation covering our modern slavery commitments, supplier auditing work and remediation activity. This strengthened trust and gave the A major US retailer’s procurement team customer greater confidence in our ability asked for a full overview of our responsible to support their Environmental, Social sourcing work and greater visibility of our and Governance (‘ESG’) goals. supplier remediation activity. We delivered a detailed presentation covering our sourcing standards, audit programme, risk assessment processes and approach to corrective actions. The customer also requested to be notified and involved in any future remediation efforts, working in partnership with us. This engagement deepened their confidence in how we manage ethical and supply chain risks to support and protect their well-known reputation.", "", "" ], [ "", "", "team ponsible y of our elivered ur me, risk ch to lso ved in rking ement we isks nown" ], [ "", "", "" ] ] ], "word_count": 597, "visual_charts": [] }, { "page_number": 51, "section": "Strategic Report", "subsection": "Sustainability", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 49", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 49\n\nSUSTAINABILITY continued\n\nOur progress to date and next steps 93% of our spend in high risk regions is with\n assessed and compliant suppliers, achieving\nOver the past decade, we have completed\n the target we first set in 2021\nmore than 7,000 supplier assessments, using the\nrisk-based approach to assessment and auditing SINCE 2021\nthat we have applied across our supply chain for\nmore than 16 years. In 2025, we increased the\nproportion of high risk spend covered by our\nprogramme to more than 90%, achieving the\n 5,311 supplier assessments\n\n\ntarget we set in 2021.\nMost of Bunzl’s procurement spend is with\nsuppliers based in lower risk countries, with\na smaller proportion sourced from higher risk 437 suppliers underwent\n remediation efforts to\n bring them up to the\nlocations, including China, Pakistan, Vietnam\nand Malaysia. In addition to our long-established required standards\nauditing work in Asia, we continue to expand\n\n\n 89%\nthe coverage of our programme in other high corrective action rate for\nrisk sourcing locations, such as Mexico, Brazil suppliers requiring\nand Turkey. remediation\nThe achievement of our high risk spend target\nmeans c.97% of Bunzl’s total purchasing spend is\nin low risk regions or with assessed and compliant IN 2025\nsuppliers in high risk regions.\nFollowing the achievement of our target, we have\nused the findings from our recent supply chain\n 1,430 suppliers were assessed\n\n\nrisk assessment to shape how our ethical auditing\nprogramme will operate in 2026 and beyond.\n\n\n 98\nAlthough the assessment looked at a wide range suppliers required\nof ESG topics, it confirmed that modern slavery remediation\nand health & safety remain the most significant\nrisks in our supply chain, particularly in higher risk\ncountries. These insights are guiding how we\n\n\n 78\nupdate our policies and audits, prioritise supplier\n have completed their action\nassessments and audits and improve our\n plans to date with 16 still in\nremediation activities. The full details of our\n progress\nupdated programme will be set out in our 2025\nModern Slavery Act Statement, which is\npublished in May.\n\n 4 suppliers have been\n terminated where they failed\n to address various issues or\n make enough progress to\n meet our standards", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nSUSTAINABILITY continued\nOur progress to date and next steps\nOver the past decade, we have completed\nmore than 7,000 supplier assessments, using the\nrisk-based approach to assessment and auditing\nthat we have applied across our supply chain for\nmore than 16 years. In 2025, we increased the\nproportion of high risk spend covered by our\nprogramme to more than 90%, achieving the\ntarget we set in 2021.\nMost of Bunzl’s procurement spend is with\nsuppliers based in lower risk countries, with\na smaller proportion sourced from higher risk\nlocations, including China, Pakistan, Vietnam\nand Malaysia. In addition to our long-established\nauditing work in Asia, we continue to expand\nthe coverage of our programme in other high\nrisk sourcing locations, such as Mexico, Brazil\nand Turkey.\nThe achievement of our high risk spend target\nmeans c.97% of Bunzl’s total purchasing spend is\nin low risk regions or with assessed and compliant\nsuppliers in high risk regions.\nFollowing the achievement of our target, we have\nused the findings from our recent supply chain\nrisk assessment to shape how our ethical auditing\nprogramme will operate in 2026 and beyond.\nAlthough the assessment looked at a wide range\nof ESG topics, it confirmed that modern slavery\nand health & safety remain the most significant\nrisks in our supply chain, particularly in higher risk\ncountries. These insights are guiding how we\nupdate our policies and audits, prioritise supplier\nassessments and audits and improve our\nremediation activities. The full details of our\nupdated programme will be set out in our 2025\nModern Slavery Act Statement, which is\npublished in May.\n\n93% of our spend in high risk regions is with\nassessed and compliant suppliers, achieving\nthe target we first set in 2021\n\nSINCE 2021\n\n5,311\n437\n89%\n\nsupplier assessments\n\nsuppliers underwent\nremediation efforts to\nbring them up to the\nrequired standards\ncorrective action rate for\nsuppliers requiring\nremediation\n\nIN 2025\n\n1,430\n98\n78\n4\n\nsuppliers were assessed\n\nsuppliers required\nremediation\n\nhave completed their action\nplans to date with 16 still in\nprogress\n\nsuppliers have been\nterminated where they failed\nto address various issues or\nmake enough progress to\nmeet our standards\n\nFinancial Statements\n\nAdditional Information\n\n49", "tables": [ [ [ "SINCE 2021", "" ], [ "5,311", "supplier assessments" ], [ "437", "suppliers underwent remediation efforts to bring them up to the required standards" ], [ "89%", "corrective action rate for suppliers requiring remediation" ], [ "IN 2025", "" ], [ "1,430", "suppliers were assessed" ], [ "98", "suppliers required remediation" ], [ "78", "have completed their action plans to date with 16 still in progress" ], [ "4", "suppliers have been terminated where they failed to address various issues or make enough progress to meet our standards" ] ] ], "word_count": 370, "visual_charts": [] }, { "page_number": 52, "section": "Strategic Report", "subsection": "Sustainability", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 50", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 50\n\nSUSTAINABILITY continued\n A new tool to provide\nTaking action on climate change – our externally customers with product\n impact data\naccredited reduction targets We are piloting a new lifecycle\n assessment tool across five of our\n businesses to meet growing customer\n demand for carbon footprint information\n on Goods Not For Resale (‘GNFR’)\nWhy this is important take practical actions to reduce emissions and In some cases, customers are linking purchasing products in the UK & Ireland, Continental\nClimate change continues to influence how supply develop credible plans for the future. Our decisions directly to climate performance, Europe and Asia Pacific. The tool uses\nchains in the distribution industry operate, as approach is focused on reducing our emissions requesting credible emissions data and automated, activity-based modelling\nextreme weather events become more frequent (both direct and indirect), strengthening the improvement plans, or even carbon footprint to provide product level impact data,\nand new climate-related policy is introduced. resilience of our operating companies, responding information at individual product level. including carbon, water and waste.\nMore frequent extreme weather events can to legislative requirements and ensuring we are It gives us consistent, science-based\n A number of our customers are now linking their\ndisrupt the production, transportation and well placed to support our customers as results and helps us respond quickly\n procurement decisions to climate performance,\navailability of goods, while some governments expectations evolve. to customer requests for more detailed\n scoring suppliers on the targets they have and\nare strengthening climate policy and raising information on the carbon impact of\n Why this matters to our customers their ability to provide credible data in their\nexpectations around emissions disclosure and Request for Proposal (‘RFP’) activities. In the UK, products. By integrating this capability\n Our engagement has shown that approaches into our offer, we are strengthening our\naction. At the same time, investors, customers climate improvement plans have become a\n to climate action vary widely across Bunzl’s value proposition and ensuring\nand other stakeholders are looking for clearer prerequisite to win and retain government\n customer base, reflecting differences in customers have reliable, comparable\nevidence of how companies understand and tenders (typically >£5 million per year) and\n geography, market sector and the regulatory footprint data to support their reporting\nmanage climate-related risks. suppliers are required to publish a Carbon\n environments in which they operate. Some and decision making; see page 55.\nAs climate impacts and external expectations Reduction Plan and commit to Net Zero by 2050.\n customers have well developed targets and\ncontinue to rise, there is increasing focus on Across Europe, Green Public Procurement (‘GPP’)\n detailed reporting requirements, while others\nbusinesses’ ability to provide consistent data, activities are growing, with sustainability playing\n are at an earlier stage in their climate journey.\n a bigger role in how public contracts are awarded.\n In countries such as the Netherlands and France,\n tenders for distribution and service contracts\n Reducing the emissions increasingly favour lower emission delivery\n methods and stronger overall environmental\n associated with our deliveries performance alongside contract cost.\n Our customers also expect us to act within our\n As part of our sustainability partnership\n supply chains to reduce the emissions embedded\n with a major hotel customer in Australia,\n in the products and services they receive from us\n we identified practical opportunities to\n and to explore opportunities to improve the\n reduce the carbon emissions associated with\n operational efficiency of their deliveries. These\n their contract. By analysing order frequency\n expectations include considering how existing\n and delivery patterns, we found significant\n products can be substituted with lower carbon\n potential to improve efficiency and cut\n alternatives, working with suppliers to set carbon\n transport related emissions. We\n c.200 fewer deliveries and a c.50% reduction reduction targets, optimising ordering patterns\n recommended increasing the Minimum\n in delivery related emissions. This supported and deliveries to reduce emissions, and providing\n Order Value (‘MOV’) and introducing set\n the successful renewal of their agreement data to support customer reporting. Our well\n delivery days to support order consolidation.\n with Bunzl Australia and New Zealand and established approach to managing climate\n They adopted a revised MOV of AU$550,\n builds on our wider sustainability support impacts and risks helps customers meet their\n which is expected to reduce monthly order\n with single use plastic regulations and environmental objectives and is increasingly\n frequency by around 20%, equivalent to\n modern slavery risk management. recognised as a valuable part of our offering.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nSUSTAINABILITY continued\n\nTaking action on climate change – our externally\naccredited reduction targets\nWhy this is important\nClimate change continues to influence how supply\nchains in the distribution industry operate, as\nextreme weather events become more frequent\nand new climate-related policy is introduced.\nMore frequent extreme weather events can\ndisrupt the production, transportation and\navailability of goods, while some governments\nare strengthening climate policy and raising\nexpectations around emissions disclosure and\naction. At the same time, investors, customers\nand other stakeholders are looking for clearer\nevidence of how companies understand and\nmanage climate-related risks.\nAs climate impacts and external expectations\ncontinue to rise, there is increasing focus on\nbusinesses’ ability to provide consistent data,\n\ntake practical actions to reduce emissions and\ndevelop credible plans for the future. Our\napproach is focused on reducing our emissions\n(both direct and indirect), strengthening the\nresilience of our operating companies, responding\nto legislative requirements and ensuring we are\nwell placed to support our customers as\nexpectations evolve.\n\nWhy this matters to our customers\nOur engagement has shown that approaches\nto climate action vary widely across Bunzl’s\ncustomer base, reflecting differences in\ngeography, market sector and the regulatory\nenvironments in which they operate. Some\ncustomers have well developed targets and\ndetailed reporting requirements, while others\nare at an earlier stage in their climate journey.\n\nReducing the emissions\nassociated with our deliveries\nAs part of our sustainability partnership\nwith a major hotel customer in Australia,\nwe identified practical opportunities to\nreduce the carbon emissions associated with\ntheir contract. By analysing order frequency\nand delivery patterns, we found significant\npotential to improve efficiency and cut\ntransport related emissions. We\nrecommended increasing the Minimum\nOrder Value (‘MOV’) and introducing set\ndelivery days to support order consolidation.\nThey adopted a revised MOV of AU$550,\nwhich is expected to reduce monthly order\nfrequency by around 20%, equivalent to\n\nc.200 fewer deliveries and a c.50% reduction\nin delivery related emissions. This supported\nthe successful renewal of their agreement\nwith Bunzl Australia and New Zealand and\nbuilds on our wider sustainability support\nwith single use plastic regulations and\nmodern slavery risk management.\n\nIn some cases, customers are linking purchasing\ndecisions directly to climate performance,\nrequesting credible emissions data and\nimprovement plans, or even carbon footprint\ninformation at individual product level.\nA number of our customers are now linking their\nprocurement decisions to climate performance,\nscoring suppliers on the targets they have and\ntheir ability to provide credible data in their\nRequest for Proposal (‘RFP’) activities. In the UK,\nclimate improvement plans have become a\nprerequisite to win and retain government\ntenders (typically >£5 million per year) and\nsuppliers are required to publish a Carbon\nReduction Plan and commit to Net Zero by 2050.\nAcross Europe, Green Public Procurement (‘GPP’)\nactivities are growing, with sustainability playing\na bigger role in how public contracts are awarded.\nIn countries such as the Netherlands and France,\ntenders for distribution and service contracts\nincreasingly favour lower emission delivery\nmethods and stronger overall environmental\nperformance alongside contract cost.\nOur customers also expect us to act within our\nsupply chains to reduce the emissions embedded\nin the products and services they receive from us\nand to explore opportunities to improve the\noperational efficiency of their deliveries. These\nexpectations include considering how existing\nproducts can be substituted with lower carbon\nalternatives, working with suppliers to set carbon\nreduction targets, optimising ordering patterns\nand deliveries to reduce emissions, and providing\ndata to support customer reporting. Our well\nestablished approach to managing climate\nimpacts and risks helps customers meet their\nenvironmental objectives and is increasingly\nrecognised as a valuable part of our offering.\n\nAdditional Information\n\nA new tool to provide\ncustomers with product\nimpact data\nWe are piloting a new lifecycle\nassessment tool across five of our\nbusinesses to meet growing customer\ndemand for carbon footprint information\non Goods Not For Resale (‘GNFR’)\nproducts in the UK & Ireland, Continental\nEurope and Asia Pacific. The tool uses\nautomated, activity-based modelling\nto provide product level impact data,\nincluding carbon, water and waste.\nIt gives us consistent, science-based\nresults and helps us respond quickly\nto customer requests for more detailed\ninformation on the carbon impact of\nproducts. By integrating this capability\ninto our offer, we are strengthening our\nvalue proposition and ensuring\ncustomers have reliable, comparable\nfootprint data to support their reporting\nand decision making; see page 55.\n\n50", "tables": [ [ [ "A new tool to provide customers with product impact data We are piloting a new lifecycle assessment tool across five of our businesses to meet growing customer demand for carbon footprint information on Goods Not For Resale (‘GNFR’) products in the UK & Ireland, Continental Europe and Asia Pacific. The tool uses automated, activity-based modelling to provide product level impact data, including carbon, water and waste. It gives us consistent, science-based results and helps us respond quickly to customer requests for more detailed information on the carbon impact of products. By integrating this capability into our offer, we are strengthening our value proposition and ensuring customers have reliable, comparable footprint data to support their reporting and decision making; see page 55.", "", "" ], [ "", "", "" ], [ "", "", "" ] ], [ [ "", "Reducing the emiss associated with ou As part of our sustainabilit with a major hotel custom we identified practical opp reduce the carbon emissio their contract. By analysin and delivery patterns, we f potential to improve efficie transport related emission recommended increasing" ] ] ], "word_count": 737, "visual_charts": [] }, { "page_number": 53, "section": "Strategic Report", "subsection": "Sustainability", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 51", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 51\n\nSUSTAINABILITY continued\n\n Our progress to date and next steps Electricity related emissions reduced by 6%,\n Bunzl’s emissions breakdown We recognise the role that large organisations driven by efficiency improvements and a further\n must play in responding to climate change and increase in the procurement of renewable\n over recent years we have focused on translating electricity across the Group, which rose from\n Purchased goods Downstream 28% to 31% during the year. An update of the\n and services transport this responsibility into action across the Group.\n Our businesses have continued to implement carbon emission factors of electricity also\n 84% 1% practical initiatives to manage carbon emissions\n within our operations and supply chain alongside\n contributed to this reduction.\n We continued to equip our sites with solar panels.\n Upstream Product our regular assessments of longer term climate In 2025, the amount of electricity generated by\n Total emissions transport emissions risks and opportunities. rooftop solar installations nearly doubled.\n\n c.7.4m tCO2e 5% 1% Our business areas all have individual carbon Self-generated electricity accounted for 1.9%\n reduction roadmaps that are aligned to our scope of our total electricity consumption.\n 1 and 2 targets that reflect the differences in our These reductions were partially offset by an\n Operations and End-of-life operations, facilities and infrastructure in each overall increase in electricity consumption,\n workforce location. These roadmaps have all been linked to the continued uptake of electric and\n 3% 6% progressing well. Compared to 2019, our carbon\n efficiency has improved by 28%, with our absolute\n hybrid vehicles and the electrification of heating\n processes at site level. Electricity used for onsite\n emissions reduced by 18%. In 2025, our absolute electric vehicle charging accounted for\n emissions increased by 0.6% compared to 2024, approximately 2.5% of total electricity\n reflecting the impact of recent acquisitions. consumption in 2025. We continue to see rapid\n Excluding the impact of acquisitions, our growth in the use of fully electric passenger\n emissions decreased by 3.1%, demonstrating the vehicles across the Group, particularly in the\n Our targets Our performance continued progress our businesses have made. UK & Ireland and Continental Europe.\n In 2025, the reductions in emissions (excluding Our short term scope 1 and 2 roadmaps continue\n acquisitions) were driven by a continued focus to focus on technologies and solutions that are\n\n 18%\n SCOPE 1 & 2 on operational efficiency, renewable energy currently available and can be deployed at scale\n 27.5% absolute reduction (50% procurement and the use of lower carbon across our decentralised operating model. In\n more carbon efficient) by 2030 absolute reduction since 2019 fuels and technologies across our sites and parallel, we continue to trial emerging\n (28% more carbon efficient) vehicle fleet. technologies across the Group to support our\n Emissions associated with the operation of our longer term decarbonisation ambitions. As new\n commercial fleet make up approximately 51% solutions become viable, we will review and\n update our roadmaps to ensure our activities\n 44%\n of our total scope 1 and 2 emissions. In 2025,\n SCOPE 3 remain ambitious and aligned with our science-\n we significantly expanded the use of Hydrotreated\n 80% of suppliers by based targets. A summary of our key initiatives\n of suppliers by emissions Vegetable Oil (‘HVO’), a renewable, low carbon\n emissions have science-based and progress since our baseline year is provided\n have science-based targets biofuel that provides a sustainable alternative to\n targets by 2027 in the table on page 207. We also continue to\n fossil diesel. HVO is now in use at 18 sites across\n the Group, representing 6% of the diesel report on our climate change performance\n consumption of our commercial vehicle fleet. through our annual response to the Carbon\n OUR IMMEDIATE FOCUS AREAS\n Disclosure Project (‘CDP’). In 2025, we achieved\n While we have transitioned part of our smaller a CDP rating of B, reflecting continued\n NET ZERO commercial vehicles to electric alternatives, the improvements in our governance, data quality\n Net zero emissions\n ON TRACK\n transition of larger commercial vehicles remains and disclosure.\n including scope 3 by 2050 challenging due to vehicle availability, payload\n constraints and infrastructure requirements.\n We continue to monitor developments in the\n market and trial suitable solutions where feasible.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\n51\n\nSUSTAINABILITY continued\nOur progress to date and next steps\n\nBunzl’s emissions breakdown\nPurchased goods\nand services\n\nDownstream\ntransport\n\nUpstream\ntransport\n\nProduct\nemissions\n\n84%\nTotal emissions\n\nc.7.4m tCO2e\n\n5%\n\n1%\n\nOperations and\nworkforce\n\n3%\n\nOur targets\n\nEnd-of-life\n\n6%\n\nOur performance\n\nSCOPE 1 & 2\n\n27.5% absolute reduction (50%\nmore carbon efficient) by 2030\n\nSCOPE 3\n\n1%\n\n80% of suppliers by\nemissions have science-based\ntargets by 2027\n\n18%\n\nabsolute reduction since 2019\n(28% more carbon efficient)\n\n44%\n\nof suppliers by emissions\nhave science-based targets\n\nOUR IMMEDIATE FOCUS AREAS\n\nNET ZERO\n\nNet zero emissions\nincluding scope 3 by 2050\n\nON TRACK\n\nWe recognise the role that large organisations\nmust play in responding to climate change and\nover recent years we have focused on translating\nthis responsibility into action across the Group.\nOur businesses have continued to implement\npractical initiatives to manage carbon emissions\nwithin our operations and supply chain alongside\nour regular assessments of longer term climate\nrisks and opportunities.\nOur business areas all have individual carbon\nreduction roadmaps that are aligned to our scope\n1 and 2 targets that reflect the differences in our\noperations, facilities and infrastructure in each\nlocation. These roadmaps have all been\nprogressing well. Compared to 2019, our carbon\nefficiency has improved by 28%, with our absolute\nemissions reduced by 18%. In 2025, our absolute\nemissions increased by 0.6% compared to 2024,\nreflecting the impact of recent acquisitions.\nExcluding the impact of acquisitions, our\nemissions decreased by 3.1%, demonstrating the\ncontinued progress our businesses have made.\nIn 2025, the reductions in emissions (excluding\nacquisitions) were driven by a continued focus\non operational efficiency, renewable energy\nprocurement and the use of lower carbon\nfuels and technologies across our sites and\nvehicle fleet.\nEmissions associated with the operation of our\ncommercial fleet make up approximately 51%\nof our total scope 1 and 2 emissions. In 2025,\nwe significantly expanded the use of Hydrotreated\nVegetable Oil (‘HVO’), a renewable, low carbon\nbiofuel that provides a sustainable alternative to\nfossil diesel. HVO is now in use at 18 sites across\nthe Group, representing 6% of the diesel\nconsumption of our commercial vehicle fleet.\nWhile we have transitioned part of our smaller\ncommercial vehicles to electric alternatives, the\ntransition of larger commercial vehicles remains\nchallenging due to vehicle availability, payload\nconstraints and infrastructure requirements.\nWe continue to monitor developments in the\nmarket and trial suitable solutions where feasible.\n\nElectricity related emissions reduced by 6%,\ndriven by efficiency improvements and a further\nincrease in the procurement of renewable\nelectricity across the Group, which rose from\n28% to 31% during the year. An update of the\ncarbon emission factors of electricity also\ncontributed to this reduction.\nWe continued to equip our sites with solar panels.\nIn 2025, the amount of electricity generated by\nrooftop solar installations nearly doubled.\nSelf-generated electricity accounted for 1.9%\nof our total electricity consumption.\nThese reductions were partially offset by an\noverall increase in electricity consumption,\nlinked to the continued uptake of electric and\nhybrid vehicles and the electrification of heating\nprocesses at site level. Electricity used for onsite\nelectric vehicle charging accounted for\napproximately 2.5% of total electricity\nconsumption in 2025. We continue to see rapid\ngrowth in the use of fully electric passenger\nvehicles across the Group, particularly in the\nUK & Ireland and Continental Europe.\nOur short term scope 1 and 2 roadmaps continue\nto focus on technologies and solutions that are\ncurrently available and can be deployed at scale\nacross our decentralised operating model. In\nparallel, we continue to trial emerging\ntechnologies across the Group to support our\nlonger term decarbonisation ambitions. As new\nsolutions become viable, we will review and\nupdate our roadmaps to ensure our activities\nremain ambitious and aligned with our sciencebased targets. A summary of our key initiatives\nand progress since our baseline year is provided\nin the table on page 207. We also continue to\nreport on our climate change performance\nthrough our annual response to the Carbon\nDisclosure Project (‘CDP’). In 2025, we achieved\na CDP rating of B, reflecting continued\nimprovements in our governance, data quality\nand disclosure.", "tables": [ [ [ "OUR IMMEDIATE FOCUS AREAS" ], [ "" ] ] ], "word_count": 696, "visual_charts": [ { "title": "Bunzl's emissions breakdown (donut)", "type": "donut", "unit_note": "percent of total emissions; total emissions c.7.4m tCO2e", "series": [ { "category": "Purchased goods and services", "percent": 84 }, { "category": "Upstream transport", "percent": 5 }, { "category": "Operations and workforce", "percent": 3 }, { "category": "Downstream transport", "percent": 1 }, { "category": "Product emissions", "percent": 1 }, { "category": "End-of-life", "percent": 6 } ], "targets_and_performance": { "scope_1_2_target": "27.5% absolute reduction (50% more carbon efficient) by 2030", "scope_3_target": "80% of suppliers by emissions have science-based targets by 2027", "net_zero_target": "Net zero emissions including scope 3 by 2050 (on track)", "absolute_reduction_since_2019_percent": 18, "carbon_efficiency_improvement_since_2019_percent": 28, "suppliers_with_science_based_targets_percent": 44 } } ] }, { "page_number": 54, "section": "Strategic Report", "subsection": "Delivering a More Sustainable Business", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 52", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 52\n\nSUSTAINABILITY continued\n\n\n DELIVERING A MORE SUSTAINABLE BUSINESS\n D\n\n\n\n\n • Net zero transition plan • Revalidation of scope 1\n • Joined Business Ambition approved by SBTi and 2 targets by SBTi\n • Our emissions baseline year for 1.5°C initiative • Scope 3 supplier • Supplier engagement\n • Started coordinated action • Near term climate change engagement project fully target date • Scope 1 and\n across business areas targets approved by SBTi launched • Set new scope 3 target 2 target date\n\n\n 2009– 2030–\n 2019 2020 2021 2022 2023 2024 2025 2026 2027 2028 2029 2030\n 2019 2050\n\n • Scope 1 and 2 • First climate change risk • Climate Change • Renewed climate change • New scope 1 and 2\n emissions assessment Committee risk assessment targets\n calculated • Developed regional carbon established • Net zero plan delivery\n • Doubled the size roadmaps to support Group • CDP Rating B,\n of our business targets representing sector\n while emissions • Scope 3 emissions calculated leadership\n remained constant • Supplier engagement\n platform selected\n\n\n\nThe products we supply account for around to set them before our deadline. If the suppliers Reaching our scope 3 engagement target will be Our net zero transition plan was developed in\n84% of our total emissions and to address these who have said they will set targets follow through challenging but we will continue to make every line with the SBTi’s Net Zero Standard and was\nemissions, we have set an ambition for 80% on their commitment, our coverage would effort to achieve our 2027 ambition. With differing formally validated by the SBTi in 2024. Progress\nof suppliers by emissions to have compliant increase to c.75%. investor and consumer expectations across the towards net zero will require sustained action\nscience-based targets by the end of 2027. This regions where our suppliers operate, political and across our own operations, increased levels of\n To date around c.60 suppliers who have\ntarget was approved by the SBTi in 2022 and we regulatory differences, and factors outside our collaboration across the value chain and broader\n registered on our platform and answered our\nlaunched our supplier engagement programme control, there is a risk we may not reach the alignment at a global level. Coordinated political\n survey have told us they do not plan to set any\nthe following year. target. We are still committed to our programme action, supportive policy frameworks and\n carbon reduction targets. The vast majority of\n and believe that having a clear goal moves us consistent regulation will be critical to enable the\nSince launching our engagement programme, these are based in countries where climate policy,\n closer to our target than having no goal at all. pace and scale of change we need. Net zero is an\nover 550 suppliers have been onboarded onto government action and investor and consumer\n Over the next two years we will continue to important milestone for us, but our customers\nour software platform and we are using a demand for climate action is much less\n engage directly with suppliers, work through their care most about the immediate steps we are\ncombination of climate change surveys and public consistent. Some also operate in higher emission\n challenges with them, explain the business case taking in our operations and supply chain and\ndisclosures to track their progress. At year end, product categories (for example, carbon intensive\n for taking action and look at sensible ways to that is where we continue to focus our efforts.\n44% of suppliers by emissions have compliant raw materials used in the production of\n encourage progress. During 2025, we continued\ntargets, an increase of 11% when compared to disposable gloves, plastic bags and certain For more information on our climate change risk\n to engage our procurement teams across our\n2024. We are pleased with the progress that has foodservice products). Other smaller, lower- assessment work, net zero transition plan and\n decentralised organisation and held supplier\nbeen made in our supply chain and applaud the margin suppliers find the science-based target decarbonisation levers, please see pages 202 to\n engagement events in Canada and Vietnam.\norganisations who have set new targets. We have requirements too challenging and lack the 206 in the ESG Supporting Information section.\nalso used our surveys to understand whether resources, reliable data or prior experience to\nsuppliers who do not currently have targets plan make sufficient progress.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\n52\n\nAdditional Information\n\nSUSTAINABILITY continued\nD\nDELIVERING A MORE SUSTAINABLE BUSINESS\n\n2009–\n2019\n\n• Our emissions baseline year\n\n• Joined Business Ambition\nfor 1.5°C initiative\n\n• Started coordinated action\nacross business areas\n\n• Near term climate change\ntargets approved by SBTi\n\n2019\n\n• Scope 1 and 2\nemissions\ncalculated\n• Doubled the size\nof our business\nwhile emissions\nremained constant\n\n2020\n\n2021\n\n2022\n\n• First climate change risk\nassessment\n• Developed regional carbon\nroadmaps to support Group\ntargets\n• Scope 3 emissions calculated\n\nThe products we supply account for around\n84% of our total emissions and to address these\nemissions, we have set an ambition for 80%\nof suppliers by emissions to have compliant\nscience-based targets by the end of 2027. This\ntarget was approved by the SBTi in 2022 and we\nlaunched our supplier engagement programme\nthe following year.\nSince launching our engagement programme,\nover 550 suppliers have been onboarded onto\nour software platform and we are using a\ncombination of climate change surveys and public\ndisclosures to track their progress. At year end,\n44% of suppliers by emissions have compliant\ntargets, an increase of 11% when compared to\n2024. We are pleased with the progress that has\nbeen made in our supply chain and applaud the\norganisations who have set new targets. We have\nalso used our surveys to understand whether\nsuppliers who do not currently have targets plan\n\n2023\n\n• Net zero transition plan\napproved by SBTi\n\n• Revalidation of scope 1\nand 2 targets by SBTi\n\n• Scope 3 supplier\nengagement project fully\nlaunched\n\n• Set new scope 3 target\n\n2024\n\n2025\n\n• Climate Change\nCommittee\nestablished\n\n2026\n\n• Supplier engagement\ntarget date\n\n2027\n\n2028\n\n• Renewed climate change\nrisk assessment\n\n• Scope 1 and\n2 target date\n\n2029\n\n2030\n\n2030–\n2050\n\n• New scope 1 and 2\ntargets\n• Net zero plan delivery\n\n• CDP Rating B,\nrepresenting sector\nleadership\n• Supplier engagement\nplatform selected\n\nto set them before our deadline. If the suppliers\nwho have said they will set targets follow through\non their commitment, our coverage would\nincrease to c.75%.\nTo date around c.60 suppliers who have\nregistered on our platform and answered our\nsurvey have told us they do not plan to set any\ncarbon reduction targets. The vast majority of\nthese are based in countries where climate policy,\ngovernment action and investor and consumer\ndemand for climate action is much less\nconsistent. Some also operate in higher emission\nproduct categories (for example, carbon intensive\nraw materials used in the production of\ndisposable gloves, plastic bags and certain\nfoodservice products). Other smaller, lowermargin suppliers find the science-based target\nrequirements too challenging and lack the\nresources, reliable data or prior experience to\nmake sufficient progress.\n\nReaching our scope 3 engagement target will be\nchallenging but we will continue to make every\neffort to achieve our 2027 ambition. With differing\ninvestor and consumer expectations across the\nregions where our suppliers operate, political and\nregulatory differences, and factors outside our\ncontrol, there is a risk we may not reach the\ntarget. We are still committed to our programme\nand believe that having a clear goal moves us\ncloser to our target than having no goal at all.\nOver the next two years we will continue to\nengage directly with suppliers, work through their\nchallenges with them, explain the business case\nfor taking action and look at sensible ways to\nencourage progress. During 2025, we continued\nto engage our procurement teams across our\ndecentralised organisation and held supplier\nengagement events in Canada and Vietnam.\n\nOur net zero transition plan was developed in\nline with the SBTi’s Net Zero Standard and was\nformally validated by the SBTi in 2024. Progress\ntowards net zero will require sustained action\nacross our own operations, increased levels of\ncollaboration across the value chain and broader\nalignment at a global level. Coordinated political\naction, supportive policy frameworks and\nconsistent regulation will be critical to enable the\npace and scale of change we need. Net zero is an\nimportant milestone for us, but our customers\ncare most about the immediate steps we are\ntaking in our operations and supply chain and\nthat is where we continue to focus our efforts.\nFor more information on our climate change risk\nassessment work, net zero transition plan and\ndecarbonisation levers, please see pages 202 to\n206 in the ESG Supporting Information section.", "tables": [ [ [ "DDELIVERING A MORE SUSTAINABLE BUSINESS" ], [ "• Net zero transition plan • Revalidation of scope 1 • Joined Business Ambition approved by SBTi and 2 targets by SBTi • Our emissions baseline year for 1.5°C initiative • Scope 3 supplier • Supplier engagement • Started coordinated action • Near term climate change engagement project fully target date • Scope 1 and across business areas targets approved by SBTi launched • Set new scope 3 target 2 target date 2009– 2030– 2019 2020 2021 2022 2023 2024 2025 2026 2027 2028 2029 2030 2019 2050 • Scope 1 and 2 • First climate change risk • Climate Change • Renewed climate change • New scope 1 and 2 emissions assessment Committee risk assessment targets calculated • Developed regional carbon established • Net zero plan delivery • Doubled the size roadmaps to support Group • CDP Rating B, of our business targets representing sector while emissions • Scope 3 emissions calculated leadership remained constant • Supplier engagement platform selected" ] ], [ [ "", "2 2", "009– 20 019", "19 20", "20 20", "21 20", "22", "2023", "2024", "2025", "2026" ] ] ], "word_count": 739, "visual_charts": [] }, { "page_number": 55, "section": "Strategic Report", "subsection": "Delivering a More Sustainable Business", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 53", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 53\n\nSUSTAINABILITY continued\n\n\nProviding tailored solutions – composition and recycled content, so knowing\n exactly which materials are in use and in what\n The practical takeaway is clear; customers\n need credible packaging data, decision making\n\nour material agnostic position\n quantities, now matters for legal compliance, supported by expert advice and the flexibility\n cost planning and product availability across to adjust the products they use as requirements\n all regions. evolve market by market. Without this, they could\n face higher costs, operational disruption and the\n Customers also need to make packaging decisions\n risk of falling behind competitors who move\n that will not create problems later on. Introducing\n sooner. Fortunately, Bunzl has the data, expertise\n lightweight plastic materials may reduce fees but\n and practical solutions to help customers\nWhy this is important Why this matters to our customers these could compromise brand goals or future\n navigate this complexity and much of our\n regulatory compliance. This growing data and\nGovernments around the world are tightening Against this backdrop, customers are reassessing engagement work this year has focused on\n decision making complexity means some\npackaging regulations, changing materials in the packaging and products they use. They want supporting them through these challenges while\n companies can delay making changes, waiting\nuse, setting new reporting requirements and options that comply with local legislation but still also broadening their understanding of the full\n until rules are finalised, which reduces the\nintroducing labelling restrictions. New legislation work well in their operations and at the right range of services we provide.\n amount of time they have to act, increasing\nis being introduced at pace and with different cost. Many of these options are more recyclable,\n procurement risk and raising the likelihood\nrequirements in different markets this creates a but no single material fits every need and\n of regulatory penalties or costly rework.\ncomplex environment for businesses to navigate. customer requirements can change quickly\nThese policies are designed to reduce waste, as legislation develops.\nimprove recycling rates and move towards more\ncircular systems, but global circularity is still falling\n Packaging rules are evolving at pace, and many Helping customers to navigate\n customers are now responsible for producing\nand recycling infrastructure remains fragmented.\n accurate data, reporting it correctly and paying new packaging regulations\nAt the same time, wider environmental pressures the fees associated with the materials they use.\nare increasing, with rising waste volumes, limited In North America, seven states have introduced The Bunzl North America Sustainability\nrecycling capacity and slow infrastructure EPR programmes with different definitions, team hosted an EPR for packaging producers’\ndevelopment meaning many countries are timelines and reporting formats, which means event in Chicago. Thirteen customers from\nstruggling to close the loop on packaging. businesses must track the packaging they place eight companies attended, alongside Bunzl\nProducers are being asked to use more recycled on the market and report materials and weights leaders. The programme included three\ncontent, to design for recyclability and cut the to the state approved Producer Responsibility conference sessions and a dedicated\noverall impact of the materials they choose, Organization (‘PRO’). As customers increasingly presentation on Bunzl’s value proposition\neven though the supply of recycled material is expect this data from their suppliers to meet their and how we support customers to navigate\noften tight and collection systems vary by region. own compliance obligations, this new legislation EPR and wider sustainable product\nThese challenges are prompting a shift towards represents a significant challenge for distributors legislation. A potential new agricultural\nmaterials that align well to existing recycling who are not used to capturing information at this customer has subsequently expressed\ninfrastructure and away from materials that level of detail. When data is missing or incomplete, interest in working with Bunzl on sustainable\nare harder to treat or recover. As expectations decisions are delayed and compliance risks product alternatives, citing our proactive\ncontinue to rise, businesses need reliable increase. Smaller grocers and restaurant chains approach and expertise. In addition, an\ninformation and flexible options to keep pace often face greater financial exposure because alliance of foodservice distributors invited\n Bunzl to join its EPR advisory council This reduced the retailers’ EPR fees and BRS are\nwith these changes. their operating margins are tighter, while larger\n following the event. now working with their supply chain to explore\n brands can more readily absorb the added cost.\n opportunities to further reduce plastic content\n At the same time, material bans and restrictions As part of a joint sustainability roadmap across the range which will improve recyclability\n continue to be introduced in our other markets detailing opportunities to improve and offer additional EPR fee mitigation. This is\n and impact what can be used in the foodservice packaging for a large grocery retailer, one initiative of many and BRS continues to\n and grocery sectors. Governments in the UK & Bunzl Retail Supplies (‘BRS’) identified collaborate with customers and suppliers to\n Ireland, Continental Europe, Canada, Australia and the potential to re-engineer some of identify improvements that increase\n New Zealand are tightening rules on single use their products to reduce weight while sustainability and offer commercial benefits.\n products, labelling, recyclability, chemical maintaining product performance.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\n53\n\nSUSTAINABILITY continued\n\nProviding tailored solutions –\nour material agnostic position\nWhy this is important\n\nWhy this matters to our customers\n\nGovernments around the world are tightening\npackaging regulations, changing materials in\nuse, setting new reporting requirements and\nintroducing labelling restrictions. New legislation\nis being introduced at pace and with different\nrequirements in different markets this creates a\ncomplex environment for businesses to navigate.\nThese policies are designed to reduce waste,\nimprove recycling rates and move towards more\ncircular systems, but global circularity is still falling\nand recycling infrastructure remains fragmented.\n\nAgainst this backdrop, customers are reassessing\nthe packaging and products they use. They want\noptions that comply with local legislation but still\nwork well in their operations and at the right\ncost. Many of these options are more recyclable,\nbut no single material fits every need and\ncustomer requirements can change quickly\nas legislation develops.\n\nAt the same time, wider environmental pressures\nare increasing, with rising waste volumes, limited\nrecycling capacity and slow infrastructure\ndevelopment meaning many countries are\nstruggling to close the loop on packaging.\nProducers are being asked to use more recycled\ncontent, to design for recyclability and cut the\noverall impact of the materials they choose,\neven though the supply of recycled material is\noften tight and collection systems vary by region.\nThese challenges are prompting a shift towards\nmaterials that align well to existing recycling\ninfrastructure and away from materials that\nare harder to treat or recover. As expectations\ncontinue to rise, businesses need reliable\ninformation and flexible options to keep pace\nwith these changes.\n\ncomposition and recycled content, so knowing\nexactly which materials are in use and in what\nquantities, now matters for legal compliance,\ncost planning and product availability across\nall regions.\nCustomers also need to make packaging decisions\nthat will not create problems later on. Introducing\nlightweight plastic materials may reduce fees but\nthese could compromise brand goals or future\nregulatory compliance. This growing data and\ndecision making complexity means some\ncompanies can delay making changes, waiting\nuntil rules are finalised, which reduces the\namount of time they have to act, increasing\nprocurement risk and raising the likelihood\nof regulatory penalties or costly rework.\n\nPackaging rules are evolving at pace, and many\ncustomers are now responsible for producing\naccurate data, reporting it correctly and paying\nthe fees associated with the materials they use.\nIn North America, seven states have introduced\nEPR programmes with different definitions,\ntimelines and reporting formats, which means\nbusinesses must track the packaging they place\non the market and report materials and weights\nto the state approved Producer Responsibility\nOrganization (‘PRO’). As customers increasingly\nexpect this data from their suppliers to meet their\nown compliance obligations, this new legislation\nrepresents a significant challenge for distributors\nwho are not used to capturing information at this\nlevel of detail. When data is missing or incomplete,\ndecisions are delayed and compliance risks\nincrease. Smaller grocers and restaurant chains\noften face greater financial exposure because\ntheir operating margins are tighter, while larger\nbrands can more readily absorb the added cost.\n\nHelping customers to navigate\nnew packaging regulations\n\nAt the same time, material bans and restrictions\ncontinue to be introduced in our other markets\nand impact what can be used in the foodservice\nand grocery sectors. Governments in the UK &\nIreland, Continental Europe, Canada, Australia and\nNew Zealand are tightening rules on single use\nproducts, labelling, recyclability, chemical\n\nAs part of a joint sustainability roadmap\ndetailing opportunities to improve\npackaging for a large grocery retailer,\nBunzl Retail Supplies (‘BRS’) identified\nthe potential to re-engineer some of\ntheir products to reduce weight while\nmaintaining product performance.\n\nThe Bunzl North America Sustainability\nteam hosted an EPR for packaging producers’\nevent in Chicago. Thirteen customers from\neight companies attended, alongside Bunzl\nleaders. The programme included three\nconference sessions and a dedicated\npresentation on Bunzl’s value proposition\nand how we support customers to navigate\nEPR and wider sustainable product\nlegislation. A potential new agricultural\ncustomer has subsequently expressed\ninterest in working with Bunzl on sustainable\nproduct alternatives, citing our proactive\napproach and expertise. In addition, an\nalliance of foodservice distributors invited\nBunzl to join its EPR advisory council\nfollowing the event.\n\nThe practical takeaway is clear; customers\nneed credible packaging data, decision making\nsupported by expert advice and the flexibility\nto adjust the products they use as requirements\nevolve market by market. Without this, they could\nface higher costs, operational disruption and the\nrisk of falling behind competitors who move\nsooner. Fortunately, Bunzl has the data, expertise\nand practical solutions to help customers\nnavigate this complexity and much of our\nengagement work this year has focused on\nsupporting them through these challenges while\nalso broadening their understanding of the full\nrange of services we provide.\n\nThis reduced the retailers’ EPR fees and BRS are\nnow working with their supply chain to explore\nopportunities to further reduce plastic content\nacross the range which will improve recyclability\nand offer additional EPR fee mitigation. This is\none initiative of many and BRS continues to\ncollaborate with customers and suppliers to\nidentify improvements that increase\nsustainability and offer commercial benefits.", "tables": [ [ [ "Helping customers to navigate new packaging regulations The Bunzl North America Sustainability team hosted an EPR for packaging producers’ event in Chicago. Thirteen customers from eight companies attended, alongside Bunzl leaders. The programme included three conference sessions and a dedicated presentation on Bunzl’s value proposition and how we support customers to navigate EPR and wider sustainable product legislation. A potential new agricultural customer has subsequently expressed interest in working with Bunzl on sustainable product alternatives, citing our proactive approach and expertise. In addition, an alliance of foodservice distributors invited Bunzl to join its EPR advisory council This reduced the retailers’ EPR fees and BRS are following the event. now working with their supply chain to explore opportunities to further reduce plastic content As part of a joint sustainability roadmap across the range which will improve recyclability detailing opportunities to improve and offer additional EPR fee mitigation. This is packaging for a large grocery retailer, one initiative of many and BRS continues to Bunzl Retail Supplies (‘BRS’) identified collaborate with customers and suppliers to the potential to re-engineer some of identify improvements that increase their products to reduce weight while sustainability and offer commercial benefits. maintaining product performance.", "", "" ], [ "", "sustainable product otential new agricultural subsequently expressed king with Bunzl on sustainable atives, citing our proactive expertise. In addition, an dservice distributors invited s EPR advisory council This reduced the retailers’ EPR fees and BRS are event. now working with their supply chain to explore opportunities to further reduce plastic content int sustainability roadmap across the range which will improve recyclability rtunities to improve and offer additional EPR fee mitigation. This is a large grocery retailer, one initiative of many and BRS continues to upplies (‘BRS’) identified collaborate with customers and suppliers to o re-engineer some of identify improvements that increase to reduce weight while sustainability and offer commercial benefits. roduct performance.", "" ], [ "", "", "" ] ] ], "word_count": 863, "visual_charts": [] }, { "page_number": 56, "section": "Strategic Report", "subsection": "Delivering a More Sustainable Business", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 54", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 54\n\nSUSTAINABILITY continued\n\nOur progress to date and next steps We begin each meeting by introducing the where Bunzl operating companies have helped In addition to continuing our customer\n broader business of Bunzl, as many customers address challenges for similar customers. engagement in 2026, there will be a greater focus\nIn 2025, our businesses continued to support\n work with a single operating company and are not on supporting sales teams so they are more\ncustomers in transitioning to packaging products Meetings conclude with an open discussion\n fully aware of the wider Group, the breadth of our aware of Bunzl’s sustainability offer, understand\nmade from alternative materials and these about the customer’s challenges, priorities and\n offer, or how we support organisations like theirs how it can help customers and know who to\nsolutions accounted for c.58% of total packaging ambitions. Where customers are responding\n across multiple countries and regions. We use contact internally for additional support when\nsales across the Group. The Group continues to to legislation or working to deliver sustainability\n this to demonstrate the value of Bunzl’s scale needed. Sales teams are not expected to become\nhave very limited exposure c.1% to single use targets, this leads to practical conversations and\n and experience and how it translates into sustainability experts. The aim is to help them\nplastic consumables facing regulation, where agreed next steps, with work carried out after the\n local support. start relevant conversations with customers,\nsome volume reduction is expected. Overall, meeting to provide insights and options. These generate leads and build interest that can then\na high proportion of Group revenue c.87% is In 2025, this approach helped a customer who may include alternative products and materials be supported by our specialist teams.\ngenerated from non-packaging products or from works with one of our operating companies that meet legislative requirements, ways to\npackaging made from alternative materials. in Continental Europe to understand our wider reduce compliance costs and changes to ordering\n capabilities. We met with them to discuss our patterns to drive down emissions. These actions\nBunzl’s ability to offer a wide range of solutions,\n sustainability value proposition and used the support customers’ objectives while also driving\nbacked by clear data and practical advice, helps\n conversation to showcase the breadth of the commercial value for our businesses. Examples\ncustomers facing increasing regulatory and\n Bunzl offer across different categories and from our engagement in 2025 are shown\noperational pressures and respond to them with\n countries. This led to an invitation to take part in throughout this section and on page 55.\nconfidence. We have identified these changes\n a new Request for Proposal (‘RFP’), which we went\nearly, recognised the pressure they would place\n on to win, securing c.€2 million in new business.\non businesses in our market sectors and\ndeveloped regional engagement plans to show We then outline Bunzl’s sustainability strategy,\nhow we can help, while also highlighting the including the materiality work used to identify Only 1% of revenue generated from consumables facing regulation\nbroader sustainability work we are doing across the issues our customers have told us matter\nthe Group. Our proactive engagement with 331 the most. In a distribution sector where much\nexisting and potential customers in 2025 was is similar, we show how Bunzl differentiates itself Non-packaging Packaging with an\ndesigned to achieve four objectives: products important purpose\n through value-added sustainability services that\n go beyond standard product supply activities £8.3bn (70%*) £0.4bn (3%*)\n 1 To increase stickiness by reminding\n long standing large accounts of the\n sustainability support and benefits they\n and are not widely offered by competitors.\n A core part of this discussion is what we refer Packaging and Consumables facing\n to as the Bunzl essentials; the sustainability products made from regulation\n receive from Bunzl (our value add)\n £0.1bn (1%*)\n capabilities that are distinctive for a business of alternative materials\n\n £2.0bn (17% ) *\n 2\n our scale and position in the sector. These include\n To grow share of wallet with existing\n our industry leading responsible sourcing\n customers, moving spend away from\n programme, externally accredited climate change\n less prepared or less sustainable\n targets and a material agnostic position Consumables likely\n competitors to transition\n supported by sustainable own brand solutions\n designed to help customers respond to regulation\n £1.0bn (9%*)\n 3 To target and win new customers with\n public sustainability commitments or\n in regions with stronger regulations,\n in a more cost-effective way.\n We then describe our sustainability value\n *\t\u0007These figures do not include revenue from 2025 acquisitions (see Note 9 to the consolidated financial statements on\n page 156).\n especially large accounts not currently proposition, showing how we provide the data\n Packaging refers to packaging and other products within the foodservice, grocery and retail sectors which are facing legislation\n served by Bunzl our customers need, the industry expertise to or consumer pressure. We continue to exercise judgement to allocate the sales in 2025 to non-packaging products and the four\n cut through complexity and the practical product\n\n 4\n packaging categories shown, which are taken at a point in time in the context of rapidly changing legislation and changes in\n To use sustainability as a strategic entry solutions that help meet targets or manage products. Consumer demand for packaging and products made from alternative materials continues to drive our commitment\n point to secure meetings and showcase legislative impact. This is supported by relevant to lead the transition to products and solutions that support a low carbon and more circular economy. More information on our\n the wider capabilities of Bunzl in case studies and insights from other markets\n packaging categories, and limitations with respect to the product data and related disclosures, are set out in the ESG\n Supporting Information section on page 200.\n partnership with our sales teams", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\n54\n\nSUSTAINABILITY continued\nOur progress to date and next steps\nIn 2025, our businesses continued to support\ncustomers in transitioning to packaging products\nmade from alternative materials and these\nsolutions accounted for c.58% of total packaging\nsales across the Group. The Group continues to\nhave very limited exposure c.1% to single use\nplastic consumables facing regulation, where\nsome volume reduction is expected. Overall,\na high proportion of Group revenue c.87% is\ngenerated from non-packaging products or from\npackaging made from alternative materials.\nBunzl’s ability to offer a wide range of solutions,\nbacked by clear data and practical advice, helps\ncustomers facing increasing regulatory and\noperational pressures and respond to them with\nconfidence. We have identified these changes\nearly, recognised the pressure they would place\non businesses in our market sectors and\ndeveloped regional engagement plans to show\nhow we can help, while also highlighting the\nbroader sustainability work we are doing across\nthe Group. Our proactive engagement with 331\nexisting and potential customers in 2025 was\ndesigned to achieve four objectives:\n\n1\n2\n3\n4\n\nTo increase stickiness by reminding\nlong standing large accounts of the\nsustainability support and benefits they\nreceive from Bunzl (our value add)\nTo grow share of wallet with existing\ncustomers, moving spend away from\nless prepared or less sustainable\ncompetitors\nTo target and win new customers with\npublic sustainability commitments or\nin regions with stronger regulations,\nespecially large accounts not currently\nserved by Bunzl\nTo use sustainability as a strategic entry\npoint to secure meetings and showcase\nthe wider capabilities of Bunzl in\npartnership with our sales teams\n\nWe begin each meeting by introducing the\nbroader business of Bunzl, as many customers\nwork with a single operating company and are not\nfully aware of the wider Group, the breadth of our\noffer, or how we support organisations like theirs\nacross multiple countries and regions. We use\nthis to demonstrate the value of Bunzl’s scale\nand experience and how it translates into\nlocal support.\nIn 2025, this approach helped a customer who\nworks with one of our operating companies\nin Continental Europe to understand our wider\ncapabilities. We met with them to discuss our\nsustainability value proposition and used the\nconversation to showcase the breadth of the\nBunzl offer across different categories and\ncountries. This led to an invitation to take part in\na new Request for Proposal (‘RFP’), which we went\non to win, securing c.€2 million in new business.\nWe then outline Bunzl’s sustainability strategy,\nincluding the materiality work used to identify\nthe issues our customers have told us matter\nthe most. In a distribution sector where much\nis similar, we show how Bunzl differentiates itself\nthrough value-added sustainability services that\ngo beyond standard product supply activities\nand are not widely offered by competitors.\nA core part of this discussion is what we refer\nto as the Bunzl essentials; the sustainability\ncapabilities that are distinctive for a business of\nour scale and position in the sector. These include\nour industry leading responsible sourcing\nprogramme, externally accredited climate change\ntargets and a material agnostic position\nsupported by sustainable own brand solutions\ndesigned to help customers respond to regulation\nin a more cost-effective way.\nWe then describe our sustainability value\nproposition, showing how we provide the data\nour customers need, the industry expertise to\ncut through complexity and the practical product\nsolutions that help meet targets or manage\nlegislative impact. This is supported by relevant\ncase studies and insights from other markets\n\nwhere Bunzl operating companies have helped\naddress challenges for similar customers.\nMeetings conclude with an open discussion\nabout the customer’s challenges, priorities and\nambitions. Where customers are responding\nto legislation or working to deliver sustainability\ntargets, this leads to practical conversations and\nagreed next steps, with work carried out after the\nmeeting to provide insights and options. These\nmay include alternative products and materials\nthat meet legislative requirements, ways to\nreduce compliance costs and changes to ordering\npatterns to drive down emissions. These actions\nsupport customers’ objectives while also driving\ncommercial value for our businesses. Examples\nfrom our engagement in 2025 are shown\nthroughout this section and on page 55.\n\nIn addition to continuing our customer\nengagement in 2026, there will be a greater focus\non supporting sales teams so they are more\naware of Bunzl’s sustainability offer, understand\nhow it can help customers and know who to\ncontact internally for additional support when\nneeded. Sales teams are not expected to become\nsustainability experts. The aim is to help them\nstart relevant conversations with customers,\ngenerate leads and build interest that can then\nbe supported by our specialist teams.\n\nOnly 1% of revenue generated from consumables facing regulation\nNon-packaging\nproducts\n\nPackaging with an\nimportant purpose\n\nPackaging and\nproducts made from\nalternative materials\n\nConsumables facing\nregulation\n\n£8.3bn (70%*)\n£2.0bn (17% )\n*\n\n£0.4bn (3%*)\n£0.1bn (1%*)\n\nConsumables likely\nto transition\n\n£1.0bn (9%*)\n*\t\u0007These figures do not include revenue from 2025 acquisitions (see Note 9 to the consolidated financial statements on\npage 156).\nPackaging refers to packaging and other products within the foodservice, grocery and retail sectors which are facing legislation\nor consumer pressure. We continue to exercise judgement to allocate the sales in 2025 to non-packaging products and the four\npackaging categories shown, which are taken at a point in time in the context of rapidly changing legislation and changes in\nproducts. Consumer demand for packaging and products made from alternative materials continues to drive our commitment\nto lead the transition to products and solutions that support a low carbon and more circular economy. More information on our\npackaging categories, and limitations with respect to the product data and related disclosures, are set out in the ESG\nSupporting Information section on page 200.", "tables": [ [ [ "1", "To increase stickiness by reminding long standing large accounts of the sustainability support and benefits they receive from Bunzl (our value add)" ], [ "2", "To grow share of wallet with existing customers, moving spend away from less prepared or less sustainable competitors" ], [ "3", "To target and win new customers with public sustainability commitments or in regions with stronger regulations, especially large accounts not currently served by Bunzl" ], [ "4", "To use sustainability as a strategic entry point to secure meetings and showcase the wider capabilities of Bunzl in partnership with our sales teams" ] ] ], "word_count": 961, "visual_charts": [] }, { "page_number": 57, "section": "Strategic Report", "subsection": "Delivering a More Sustainable Business", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 55", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 55\n\nSUSTAINABILITY continued\n\n\nHOW OUR SUSTAINABILITY ENGAGEMENT AND VALUE PROPOSITION DRIVES CUSTOMER RETENTION AND LONG TERM GROWTH\n\n We strengthened our partnership with\n 4\n HMSHost supporting their transition to\n more sustainable packaging, providing proactive\n guidance on evolving regulations and Life Cycle\n Assessments (‘LCA’) to inform product choices,\n which contributed to a 20% sales increase across\n the Netherlands and Germany.\n A key milestone was achieving 100% electric\n 2 deliveries at Schiphol Airport through certified\n 3 4 transport partners, significantly reducing logistics\n 5 related emissions. Tailored innovations and close\n collaboration enabled HMSHost to meet its\n 1 sustainability goals while maintaining compliance\n across markets.\n Bunzl continued to expand its multi-country\n 5\n partnership with ISS, one of our most\n strategically significant customers with contracts\n in Spain, Belgium, the Netherlands, Norway and\n now Finland.\n We successfully renewed our contract in Spain and\n secured a major new tender in Finland. A critical\n differentiator in both wins was Bunzl’s ability to\n provide LCA data for all sourced products, an\n 6 increasingly essential requirement in competitive\n bids. By delivering robust sustainability insights,\n we enabled ISS to make more informed\n procurement decisions.\n We supported a key customer in the services\n 6\n and facilities management sector, to shift\n their workwear range from traditional soft plastic\n packaging to a paper based alternative.\n A large retail customer serving buyers for Guardsman Safety Solutions secured a Bunzl Catering Supplies (‘BCS’) secured We also provided sustainability reporting that\n 1 2 3\n the restaurant sector purchased more competitive tender to supply PPE to GIST a six year extension to its long standing quantified the reduction in soft plastic achieved. This\nthan 400,000 cases of Bunzl’s own brand with sustainability a key aspect of the decision partnership with The Restaurant Group (‘TRG’). gave their category team clear, data driven visibility\nEcoSystems products, totalling over $15 million making process. Building on a decade as Wagamama’s principal of packaging impacts and helped them communicate\nin sales. Guardsman differentiated its offer by designing supplier, the renewed agreement reflects tangible outcomes internally. This transparency\nEcoSystems stood out for its wide range across bespoke workwear made entirely from recycled consistently high service standards, operational differentiated us from other suppliers and\nseveral categories, consistent appearance and content, replacing the customer’s previous non- resilience and a shared ambition across the strengthened the relationship with sales rising by\ndesigns developed with emerging sustainability recycled range. Since the new £1 million contract partnership. As part of the extended contract, around 50% as a result.\nlegislation in mind. In addition, the branded and began, further initiatives include a successful PPE Bunzl is working closely with TRG, in particular the\ncoded inner packs within each case support small laundering and recycling pilot, and trial of a new Wagamama brand, to support their sustainability\nquantity sales, aligning well with the purchasing Klever Xchange XD cutting knife that will not only objectives, including lifecycle assessments on\npatterns of this retailer’s customers. protect the worker but also reduce the number of selected high volume products.\n single use knives used at sites.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\nSUSTAINABILITY continued\nHOW OUR SUSTAINABILITY ENGAGEMENT AND VALUE PROPOSITION DRIVES CUSTOMER RETENTION AND LONG TERM GROWTH\nWe strengthened our partnership with\nHMSHost supporting their transition to\nmore sustainable packaging, providing proactive\nguidance on evolving regulations and Life Cycle\nAssessments (‘LCA’) to inform product choices,\nwhich contributed to a 20% sales increase across\nthe Netherlands and Germany.\nA key milestone was achieving 100% electric\ndeliveries at Schiphol Airport through certified\ntransport partners, significantly reducing logistics\nrelated emissions. Tailored innovations and close\ncollaboration enabled HMSHost to meet its\nsustainability goals while maintaining compliance\nacross markets.\n\n4\n\n2\n3\n\n5\n\n4\n\n1\n\nBunzl continued to expand its multi-country\npartnership with ISS, one of our most\nstrategically significant customers with contracts\nin Spain, Belgium, the Netherlands, Norway and\nnow Finland.\nWe successfully renewed our contract in Spain and\nsecured a major new tender in Finland. A critical\ndifferentiator in both wins was Bunzl’s ability to\nprovide LCA data for all sourced products, an\nincreasingly essential requirement in competitive\nbids. By delivering robust sustainability insights,\nwe enabled ISS to make more informed\nprocurement decisions.\n\n5\n\n6\n\nWe supported a key customer in the services\nand facilities management sector, to shift\ntheir workwear range from traditional soft plastic\npackaging to a paper based alternative.\nWe also provided sustainability reporting that\nquantified the reduction in soft plastic achieved. This\ngave their category team clear, data driven visibility\nof packaging impacts and helped them communicate\ntangible outcomes internally. This transparency\ndifferentiated us from other suppliers and\nstrengthened the relationship with sales rising by\naround 50% as a result.\n\n6\n\nA large retail customer serving buyers for\nthe restaurant sector purchased more\nthan 400,000 cases of Bunzl’s own brand\nEcoSystems products, totalling over $15 million\nin sales.\nEcoSystems stood out for its wide range across\nseveral categories, consistent appearance and\ndesigns developed with emerging sustainability\nlegislation in mind. In addition, the branded and\ncoded inner packs within each case support small\nquantity sales, aligning well with the purchasing\npatterns of this retailer’s customers.\n\n1\n\nGuardsman Safety Solutions secured a\ncompetitive tender to supply PPE to GIST\nwith sustainability a key aspect of the decision\nmaking process.\nGuardsman differentiated its offer by designing\nbespoke workwear made entirely from recycled\ncontent, replacing the customer’s previous nonrecycled range. Since the new £1 million contract\nbegan, further initiatives include a successful PPE\nlaundering and recycling pilot, and trial of a new\nKlever Xchange XD cutting knife that will not only\nprotect the worker but also reduce the number of\nsingle use knives used at sites.\n\n2\n\nBunzl Catering Supplies (‘BCS’) secured\na six year extension to its long standing\npartnership with The Restaurant Group (‘TRG’).\nBuilding on a decade as Wagamama’s principal\nsupplier, the renewed agreement reflects\nconsistently high service standards, operational\nresilience and a shared ambition across the\npartnership. As part of the extended contract,\nBunzl is working closely with TRG, in particular the\nWagamama brand, to support their sustainability\nobjectives, including lifecycle assessments on\nselected high volume products.\n\n3\n\n55", "tables": [ [ [ "HOW OUR SUSTAINABILITY ENGAGEMENT AND VALUE PROPOSITION DRIVES CUSTOMER RETENTION AND LONG TERM GROWTH" ], [ "We strengthened our partnership with 4 HMSHost supporting their transition to more sustainable packaging, providing proactive guidance on evolving regulations and Life Cycle Assessments (‘LCA’) to inform product choices, which contributed to a 20% sales increase across the Netherlands and Germany. A key milestone was achieving 100% electric 2 deliveries at Schiphol Airport through certified 3 4 transport partners, significantly reducing logistics 5 related emissions. Tailored innovations and close collaboration enabled HMSHost to meet its 1 sustainability goals while maintaining compliance across markets. Bunzl continued to expand its multi-country 5 partnership with ISS, one of our most strategically significant customers with contracts in Spain, Belgium, the Netherlands, Norway and now Finland. We successfully renewed our contract in Spain and secured a major new tender in Finland. A critical differentiator in both wins was Bunzl’s ability to provide LCA data for all sourced products, an 6 increasingly essential requirement in competitive bids. By delivering robust sustainability insights, we enabled ISS to make more informed procurement decisions. We supported a key customer in the services 6 and facilities management sector, to shift their workwear range from traditional soft plastic packaging to a paper based alternative. 1 A large retail customer serving buyers for 2 Guardsman Safety Solutions secured a 3 Bunzl Catering Supplies (‘BCS’) secured We also provided sustainability reporting that the restaurant sector purchased more competitive tender to supply PPE to GIST a six year extension to its long standing quantified the reduction in soft plastic achieved. This than 400,000 cases of Bunzl’s own brand with sustainability a key aspect of the decision partnership with The Restaurant Group (‘TRG’). gave their category team clear, data driven visibility EcoSystems products, totalling over $15 million making process. Building on a decade as Wagamama’s principal of packaging impacts and helped them communicate in sales. Guardsman differentiated its offer by designing supplier, the renewed agreement reflects tangible outcomes internally. This transparency EcoSystems stood out for its wide range across bespoke workwear made entirely from recycled consistently high service standards, operational differentiated us from other suppliers and several categories, consistent appearance and content, replacing the customer’s previous non- resilience and a shared ambition across the strengthened the relationship with sales rising by designs developed with emerging sustainability recycled range. Since the new £1 million contract partnership. As part of the extended contract, around 50% as a result. legislation in mind. In addition, the branded and began, further initiatives include a successful PPE Bunzl is working closely with TRG, in particular the coded inner packs within each case support small laundering and recycling pilot, and trial of a new Wagamama brand, to support their sustainability quantity sales, aligning well with the purchasing Klever Xchange XD cutting knife that will not only objectives, including lifecycle assessments on patterns of this retailer’s customers. protect the worker but also reduce the number of selected high volume products. single use knives used at sites." ] ] ], "word_count": 514, "visual_charts": [] }, { "page_number": 58, "section": "Strategic Report", "subsection": "Delivering a More Sustainable Business", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 56", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 56\n\nSUSTAINABILITY continued\n\n\nInvesting in a diverse workforce By accepting and embracing their diversity,\n and removing any perceived or real barriers to\n engagement, we will create a positive working\n We have also continued to identify opportunities\n at regional and local level to improve our\n employer value proposition, reputation as an\n environment for all employees and grow the inclusive employer and encourage minority group\nThere are clear and compelling reasons for our operating companies skills and capabilities we need. participation. These activities included holding\nto continue to focus on improving the inclusivity of their teams. Gender representation in our leadership teams\n regional listening groups to ensure that under\n represented voices continue to be heard by our\nInclusive teams are shown to be more innovative and adaptable and remains a key focus for our operating companies\n and during the year, we were pleased to maintain\n senior leadership team; supporting the expansion\n\na broader range of perspectives supports better decision making 25% women in these positions, exceeding our\n of the reverse mentoring programme launched\n in 2024; and using insights from the Great Place\n minimum target of 20%. In 2025 we continued a\nwhich will help our businesses to grow and remain competitive. number of activities designed to strengthen the\n to Work survey to inform actions for under\n represented groups more broadly. We also\n pipeline of female talent and improve\n continue to ensure that there is at least one\n engagement, including:\nOur Great Place to Work survey results show how believe that measurable progress starts with Director from a minority ethnic background\nan inclusive culture also supports employee the creation of an inclusive culture in which our • continuing development, mentoring and on the Board.\nengagement and satisfaction (see page 39), which c.27,000 colleagues feel a sense of belonging sponsorship activities to prepare female\n colleagues for leadership roles, while ensuring In 2026 we will continue to focus on building\nin turn helps to reduce turnover and attract and are able to contribute fully at work.\n that identified high potential female employees a truly inclusive culture by further enhancing\ntalent. In addition, as our customers and investors\n As shown on pages 40 and 41, we are committed have development plans in place; the ways in which we provide a voice for our\nplace increasing importance on ESG\n to focusing our employment procedures and colleagues, irrespective of demographic or\nconsiderations, businesses that prioritise • continuing to use insights from the Great Place\n practices around maximising the potential of each background. In addition to annual scrutiny of,\ninclusion and belonging are more likely to build to Work survey to inform action plans aimed at\n individual. We believe this is best achieved by and action planning on, the Great Place to Work\ntrust and long term relationships. improving female employee engagement; and\n developing our employees’ talents, while results, we will look to provide more ongoing\nWe recognise that establishing common recognising their different cultures, perspectives • continuing to expand the Inspiring Women in channels of communication. These may include\nobjectives across a decentralised and diversified and experiences. The creation of an inclusive Bunzl networks and other regional and local broadening our employee resource groups and\nGroup such as Bunzl is challenging. However, we culture goes beyond simply treating people fairly. female focused resource groups. creating more regular listening forums.\n\n\n\n\n PROGRESS IN DIVERSITY, EQUITY AND INCLUSION\n\n\n OUR COMMITMENT GENDER DIVERSITY WOMEN IN LEADERSHIP TOTAL WORKFORCE AGE PROFILE\n\n Continue to closely monitor the MALE 2024 2025\n\n 60%\n representation of women in senior 1\n roles (Board and Executive Committee) Under 30 19% 19%\n\n +1% 25%\n and endeavour to improve the number\n of women at the levels below the FEMALE 30–39 25% 25%\n leadership team.\n We will ensure that Bunzl has an\n vs 2024\n 40% 1 NO CHANGE\n ON 2024 40–54 36% 36%\n inclusive culture where everyone,\n irrespective of background, can Over 55 20% 20%\n thrive and build their careers.\n 1. Gender diversity at Group-level 2.\t\u0007Senior leadership group defined as the c.540 leaders that Increase Decrease No change\n receive share awards as part of their remuneration", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\n56\n\nAdditional Information\n\nSUSTAINABILITY continued\n\nInvesting in a diverse workforce\n\nBy accepting and embracing their diversity,\nand removing any perceived or real barriers to\nengagement, we will create a positive working\nenvironment for all employees and grow the\nskills and capabilities we need.\n\nThere are clear and compelling reasons for our operating companies\nto continue to focus on improving the inclusivity of their teams.\nInclusive teams are shown to be more innovative and adaptable and\na broader range of perspectives supports better decision making\nwhich will help our businesses to grow and remain competitive.\nOur Great Place to Work survey results show how\nan inclusive culture also supports employee\nengagement and satisfaction (see page 39), which\nin turn helps to reduce turnover and attract\ntalent. In addition, as our customers and investors\nplace increasing importance on ESG\nconsiderations, businesses that prioritise\ninclusion and belonging are more likely to build\ntrust and long term relationships.\nWe recognise that establishing common\nobjectives across a decentralised and diversified\nGroup such as Bunzl is challenging. However, we\n\nGender representation in our leadership teams\nremains a key focus for our operating companies\nand during the year, we were pleased to maintain\n25% women in these positions, exceeding our\nminimum target of 20%. In 2025 we continued a\nnumber of activities designed to strengthen the\npipeline of female talent and improve\nengagement, including:\n\nbelieve that measurable progress starts with\nthe creation of an inclusive culture in which our\nc.27,000 colleagues feel a sense of belonging\nand are able to contribute fully at work.\nAs shown on pages 40 and 41, we are committed\nto focusing our employment procedures and\npractices around maximising the potential of each\nindividual. We believe this is best achieved by\ndeveloping our employees’ talents, while\nrecognising their different cultures, perspectives\nand experiences. The creation of an inclusive\nculture goes beyond simply treating people fairly.\n\n• continuing development, mentoring and\nsponsorship activities to prepare female\ncolleagues for leadership roles, while ensuring\nthat identified high potential female employees\nhave development plans in place;\n• continuing to use insights from the Great Place\nto Work survey to inform action plans aimed at\nimproving female employee engagement; and\n• continuing to expand the Inspiring Women in\nBunzl networks and other regional and local\nfemale focused resource groups.\n\nWe have also continued to identify opportunities\nat regional and local level to improve our\nemployer value proposition, reputation as an\ninclusive employer and encourage minority group\nparticipation. These activities included holding\nregional listening groups to ensure that under\nrepresented voices continue to be heard by our\nsenior leadership team; supporting the expansion\nof the reverse mentoring programme launched\nin 2024; and using insights from the Great Place\nto Work survey to inform actions for under\nrepresented groups more broadly. We also\ncontinue to ensure that there is at least one\nDirector from a minority ethnic background\non the Board.\nIn 2026 we will continue to focus on building\na truly inclusive culture by further enhancing\nthe ways in which we provide a voice for our\ncolleagues, irrespective of demographic or\nbackground. In addition to annual scrutiny of,\nand action planning on, the Great Place to Work\nresults, we will look to provide more ongoing\nchannels of communication. These may include\nbroadening our employee resource groups and\ncreating more regular listening forums.\n\nPROGRESS IN DIVERSITY, EQUITY AND INCLUSION\nOUR COMMITMENT\nContinue to closely monitor the\nrepresentation of women in senior\nroles (Board and Executive Committee)\nand endeavour to improve the number\nof women at the levels below the\nleadership team.\n\nGENDER DIVERSITY\n\nWOMEN IN LEADERSHIP\n\nTOTAL WORKFORCE AGE PROFILE\n\nMALE\n\n60%\n\n1\n\n+1%\nvs 2024\n\nWe will ensure that Bunzl has an\ninclusive culture where everyone,\nirrespective of background, can\nthrive and build their careers.\n1. Gender diversity at Group-level\n\nFEMALE\n\n40%\n\n1\n\n25%\n\nNO CHANGE\nON 2024\n\n2.\t\u0007Senior leadership group defined as the c.540 leaders that\nreceive share awards as part of their remuneration\n\n2024\n\n2025\n\nUnder 30\n\n19%\n\n19%\n\n30–39\n\n25%\n\n25%\n\n40–54\n\n36%\n\n36%\n\nOver 55\n\n20%\n\n20%\n\nIncrease\n\nDecrease\n\nNo change", "tables": [ [ [ "PROGRESS IN DIVERSITY, EQUITY AND INCLUSION" ], [ "OUR COMMITMENT GENDER DIVERSITY WOMEN IN LEADERSHIP TOTAL WORKFORCE AGE PROFILE Continue to closely monitor the MALE 2024 2025 representation of women in senior 60%1 roles (Board and Executive Committee) Under 30 19% 19% and endeavour to improve the number +1% 25% of women at the levels below the FEMALE 30–39 25% 25% leadership team. vs 2024 40%1 NO CHANGE We will ensure that Bunzl has an ON 2024 40–54 36% 36% inclusive culture where everyone, irrespective of background, can Over 55 20% 20% thrive and build their careers. 1. Gender diversity at Group-level 2. S enior leadership group defined as the c.540 leaders that Increase Decrease No change receive share awards as part of their remuneration" ] ] ], "word_count": 687, "visual_charts": [ { "title": "Progress in diversity, equity and inclusion", "type": "mixed", "gender_diversity": { "male_percent": 60, "female_percent": 40, "change_vs_2024": "+1% vs 2024", "note": "Gender diversity at Group level" }, "women_in_leadership_percent": 25, "women_in_leadership_change": "no change on 2024", "total_workforce_age_profile": [ { "band": "Under 30", "y2024_percent": 19, "y2025_percent": 19, "trend": "no change" }, { "band": "30–39", "y2024_percent": 25, "y2025_percent": 25, "trend": "no change" }, { "band": "40–54", "y2024_percent": 36, "y2025_percent": 36, "trend": "no change" }, { "band": "Over 55", "y2024_percent": 20, "y2025_percent": 20, "trend": "no change" } ] } ] }, { "page_number": 59, "section": "Strategic Report", "subsection": "Delivering a More Sustainable Business", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 57", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 57\n\nSUSTAINABILITY continued\n\n\nGovernance OUR SUSTAINABILITY GOVERNANCE STRUCTURE\n\nOur governance structure supports effective delivery of our\nsustainability strategy, strengthens decision making and helps\nBunzl respond to evolving expectations from customers,\nregulators and stakeholders Board\n\nOver the last six years we have developed a The Environment & Climate Change Committee\nrobust governance framework that gives clear oversees the implementation of our regional\noversight of the environmental and social topics carbon roadmaps and meets four times a year\nmost relevant to our business. It enables the with representation from all business areas.\ntracking of trends, risks and opportunities and During 2025, the Committee reviewed progress\nhelps ensure our commitments are delivered against our environmental objectives and\nconsistently across our decentralised operations. monitored initiatives to reduce scope 1 and 2\n emissions across the Group, including renewable Board Sustainability Committee\nNow in its fourth year, the Board Sustainability\n energy procurement, alternative fuels and the\nCommittee provides strategic oversight of Bunzl’s\n transition of commercial vehicles (see page 51 for\nsustainability opportunities and risks, further\n further detail).\nstrengthening the Board’s understanding of this\nimportant area. The Committee met three times The Supply Chain Committee is responsible\nin 2025 and assessed progress against our annual for strengthening processes that identify Group Sustainability Committee\nsustainability KPIs at each meeting. It also opportunities and mitigate risks across our global\nreviewed a number of key projects delivered over supply chain, ensuring compliance with regulatory\nthe past 12–18 months, including our supply chain requirements as a minimum. In 2025, the\nrisk assessment project, customer engagement Committee worked to redesign our ethical\nplans and climate change roadmaps. Updates auditing programme, manage the collection of\non major projects, emerging trends and legislative data required to calculate scope 3 emissions\nchanges will continue to be brought to the and monitored the progress of our supplier\nCommittee throughout 2026. engagement programme. Environment & Climate Supply Chain Health & Safety\n Change Committee Committee Committee\nOur Group Sustainability Committee, chaired The Health & Safety Committee evaluates the\nby the CEO and attended by members of the key health & safety risks across the Group and\nExecutive team, provides cross functional develops, reviews and monitors relevant policies,\nleadership and ensures that Bunzl maintains standards and controls. During 2025, the\nan ambitious sustainability programme. The Committee oversaw the delivery of a safety\nCommittee meets quarterly to set targets, culture survey across a selected number of sites.\nmonitor performance and support the work The findings provided insights into the range and\nof the sustainability teams across our business maturity of safety cultures across the Group and Business areas and operating company responsibilities\nareas. In 2025, it reviewed progress against our identified opportunities for further enhancement.\ntargets, received regular updates on key projects In addition, the Committee oversaw the (including regional sustainability forums, local sustainability\nand considered the implications of new development of a Group-wide safety training governance meetings, product and packaging groups)\nreporting requirements. matrix and a training compliance monitoring\n programme. These initiatives support the Group’s\n accident reduction programme.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\n57\n\nAdditional Information\n\nSUSTAINABILITY continued\n\nGovernance\n\nOUR SUSTAINABILITY GOVERNANCE STRUCTURE\n\nOur governance structure supports effective delivery of our\nsustainability strategy, strengthens decision making and helps\nBunzl respond to evolving expectations from customers,\nregulators and stakeholders\nOver the last six years we have developed a\nrobust governance framework that gives clear\noversight of the environmental and social topics\nmost relevant to our business. It enables the\ntracking of trends, risks and opportunities and\nhelps ensure our commitments are delivered\nconsistently across our decentralised operations.\nNow in its fourth year, the Board Sustainability\nCommittee provides strategic oversight of Bunzl’s\nsustainability opportunities and risks, further\nstrengthening the Board’s understanding of this\nimportant area. The Committee met three times\nin 2025 and assessed progress against our annual\nsustainability KPIs at each meeting. It also\nreviewed a number of key projects delivered over\nthe past 12–18 months, including our supply chain\nrisk assessment project, customer engagement\nplans and climate change roadmaps. Updates\non major projects, emerging trends and legislative\nchanges will continue to be brought to the\nCommittee throughout 2026.\nOur Group Sustainability Committee, chaired\nby the CEO and attended by members of the\nExecutive team, provides cross functional\nleadership and ensures that Bunzl maintains\nan ambitious sustainability programme. The\nCommittee meets quarterly to set targets,\nmonitor performance and support the work\nof the sustainability teams across our business\nareas. In 2025, it reviewed progress against our\ntargets, received regular updates on key projects\nand considered the implications of new\nreporting requirements.\n\nThe Environment & Climate Change Committee\noversees the implementation of our regional\ncarbon roadmaps and meets four times a year\nwith representation from all business areas.\nDuring 2025, the Committee reviewed progress\nagainst our environmental objectives and\nmonitored initiatives to reduce scope 1 and 2\nemissions across the Group, including renewable\nenergy procurement, alternative fuels and the\ntransition of commercial vehicles (see page 51 for\nfurther detail).\nThe Supply Chain Committee is responsible\nfor strengthening processes that identify\nopportunities and mitigate risks across our global\nsupply chain, ensuring compliance with regulatory\nrequirements as a minimum. In 2025, the\nCommittee worked to redesign our ethical\nauditing programme, manage the collection of\ndata required to calculate scope 3 emissions\nand monitored the progress of our supplier\nengagement programme.\nThe Health & Safety Committee evaluates the\nkey health & safety risks across the Group and\ndevelops, reviews and monitors relevant policies,\nstandards and controls. During 2025, the\nCommittee oversaw the delivery of a safety\nculture survey across a selected number of sites.\nThe findings provided insights into the range and\nmaturity of safety cultures across the Group and\nidentified opportunities for further enhancement.\nIn addition, the Committee oversaw the\ndevelopment of a Group-wide safety training\nmatrix and a training compliance monitoring\nprogramme. These initiatives support the Group’s\naccident reduction programme.\n\nBoard\n\nBoard Sustainability Committee\n\nGroup Sustainability Committee\n\nEnvironment & Climate\nChange Committee\n\nSupply Chain\nCommittee\n\nHealth & Safety\nCommittee\n\nBusiness areas and operating company responsibilities\n(including regional sustainability forums, local sustainability\ngovernance meetings, product and packaging groups)", "tables": [ [ [ "OUR SUSTAINABILITY GOVERNANCE STRUCTURE" ], [ "Board Board Sustainability Committee Group Sustainability Committee Environment & Climate Supply Chain Health & Safety Change Committee Committee Committee Business areas and operating company responsibilities (including regional sustainability forums, local sustainability governance meetings, product and packaging groups)" ] ] ], "word_count": 513, "visual_charts": [] }, { "page_number": 60, "section": "Strategic Report", "subsection": "Task Force on Climate-related Financial Disclosures", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 58", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 58\n\nTASK FORCE ON CLIMATE‑RELATED FINANCIAL DISCLOSURES\n\nTCFD INDEX TOPIC\n DISCLOSURE\n SUMMARY DISCLOSURE BUNZL RESPONSE\n Governance Disclose the a) D\n \u0007 escribe the Board’s oversight of climate- Sustainability report: page 57\n organisation’s related risks and opportunities. Governance report: pages 85–86, 88, 93, 107–108\n governance around\n climate-related risks b) \u0007Describe management’s role in assessing Sustainability report: page 57\n and opportunities. and managing climate-related risks and Governance report: pages 85 and 86, 88, 93, 107–108\n opportunities.\nThe Taskforce on Climate-related ESG supporting information: pages 202–207\n\nFinancial Disclosures (‘TCFD’) Strategy Disclose the actual a) D\n \u0007 escribe the climate-related risks and Principal risks: page 72\n and potential opportunities the organisation has identified\nhas developed a climate-related impacts of climate- over the short, medium and long term.\n ESG supporting information: page 202–207\n\nfinancial risk disclosure framework related risks and\n opportunities on the b) \u0007Describe the impact of climate-related risks Sustainability report: page 50\nfor companies to provide organisation’s and opportunities on the organisation’s\n businesses, strategy, and financial planning.\n Principal risks: page 72\n businesses, strategy\ninformation to investors, lenders, and financial\n ESG supporting information: pages 202–207\n\ninsurers and other stakeholders. planning. c) D\n \u0007 escribe the resilience of the organisation’s\n strategy, taking into consideration different\n ESG supporting information: pages 202–207\n\nWe value open, honest, and continuous climate-related scenarios including a 2°C or\ncommunication to ensure our business decisions lower temperature scenario.\nreflect and benefit all of our stakeholders.\n Risk Disclose how the a) D\n \u0007 escribe the organisation’s processes for Principal risks: pages 64–68, 72\nMaintaining two-way relationships with our key management organisation identifying and assessing climate-related risks. ESG supporting information: pages 202–207\nstakeholder groups, enables us to understand identifies, assesses\ntheir views and objectives. With this and manages b) \u0007Describe the organisation’s processes for Sustainability report: page 50\nunderstanding, the Board is able to factor the climate-related risks. managing climate-related risks. Principal risks: pages 64–68, 72\npotential impact of decisions on each stakeholder\n ESG supporting information: pages 202–207\ngroup into the Company’s strategic decision\nmaking and consider their needs and interests in c) D\n \u0007 escribe how processes for identifying, Principal risks: pages 64–68, 72\nline with section 172 of the Companies Act 2006. assessing and managing climate-related risks ESG supporting information: pages 202–207\n are integrated into the organisation’s overall\n risk management.\n\n Metrics and Disclose the metrics a) D\n \u0007 isclose the metrics used by the organisation Key performance indicators: page 38\n targets and targets used to to assess climate-related risks and Sustainability report: pages 51–52\n assess and manage opportunities in line with its strategy and\n ESG supporting information: pages 208–209\n relevant climate- risk management process.\n related risks and\n opportunities. b) \u0007Disclose scope 1, scope 2, and, if appropriate, Key performance indicators: page 38\n scope 3 greenhouse gas (‘GHG’) emissions Sustainability report: pages 51–52\n and the related risks.\n ESG supporting information: pages 208–209\n\n c) D\n \u0007 escribe the targets used by the Key performance indicators: page 38\n organisation to manage climate-related Sustainability report: pages 51–52\n risks and opportunities and performance\n ESG supporting information: pages 208–209\n against targets.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\nTASK FORCE ON CLIMATE‑RELATED FINANCIAL DISCLOSURES\n\nTCFD INDEX\n\nTOPIC\nGovernance\n\nThe Taskforce on Climate-related\nFinancial Disclosures (‘TCFD’)\nhas developed a climate-related\nfinancial risk disclosure framework\nfor companies to provide\ninformation to investors, lenders,\ninsurers and other stakeholders.\nWe value open, honest, and continuous\ncommunication to ensure our business decisions\nreflect and benefit all of our stakeholders.\nMaintaining two-way relationships with our key\nstakeholder groups, enables us to understand\ntheir views and objectives. With this\nunderstanding, the Board is able to factor the\npotential impact of decisions on each stakeholder\ngroup into the Company’s strategic decision\nmaking and consider their needs and interests in\nline with section 172 of the Companies Act 2006.\n\nStrategy\n\nRisk\nmanagement\n\nDISCLOSURE\nSUMMARY\nDisclose the\norganisation’s\ngovernance around\nclimate-related risks\nand opportunities.\n\nDisclose the actual\nand potential\nimpacts of climaterelated risks and\nopportunities on the\norganisation’s\nbusinesses, strategy\nand financial\nplanning.\n\nDisclose how the\norganisation\nidentifies, assesses\nand manages\nclimate-related risks.\n\nDISCLOSURE\n\nBUNZL RESPONSE\n\na) D\n\u0007 escribe the Board’s oversight of climaterelated risks and opportunities.\n\nGovernance report: pages 85–86, 88, 93, 107–108\n\nb) \u0007Describe management’s role in assessing\nand managing climate-related risks and\nopportunities.\n\nSustainability report: page 57\nSustainability report: page 57\nGovernance report: pages 85 and 86, 88, 93, 107–108\nESG supporting information: pages 202–207\nPrincipal risks: page 72\n\na) D\n\u0007 escribe the climate-related risks and\nopportunities the organisation has identified\nover the short, medium and long term.\n\nESG supporting information: page 202–207\n\nb) \u0007Describe the impact of climate-related risks\nand opportunities on the organisation’s\nbusinesses, strategy, and financial planning.\n\nPrincipal risks: page 72\n\nc) D\n\u0007 escribe the resilience of the organisation’s\nstrategy, taking into consideration different\nclimate-related scenarios including a 2°C or\nlower temperature scenario.\na) D\n\u0007 escribe the organisation’s processes for\nidentifying and assessing climate-related risks.\nb) \u0007Describe the organisation’s processes for\nmanaging climate-related risks.\n\nSustainability report: page 50\nESG supporting information: pages 202–207\nESG supporting information: pages 202–207\n\nPrincipal risks: pages 64–68, 72\nESG supporting information: pages 202–207\nSustainability report: page 50\nPrincipal risks: pages 64–68, 72\nESG supporting information: pages 202–207\n\nMetrics and\ntargets\n\nDisclose the metrics\nand targets used to\nassess and manage\nrelevant climaterelated risks and\nopportunities.\n\nPrincipal risks: pages 64–68, 72\n\nc) D\n\u0007 escribe how processes for identifying,\nassessing and managing climate-related risks\nare integrated into the organisation’s overall\nrisk management.\n\nESG supporting information: pages 202–207\n\na) D\n\u0007 isclose the metrics used by the organisation\nto assess climate-related risks and\nopportunities in line with its strategy and\nrisk management process.\n\nSustainability report: pages 51–52\n\nKey performance indicators: page 38\nESG supporting information: pages 208–209\nKey performance indicators: page 38\n\nb) \u0007Disclose scope 1, scope 2, and, if appropriate,\nscope 3 greenhouse gas (‘GHG’) emissions\nand the related risks.\n\nSustainability report: pages 51–52\n\nc) D\n\u0007 escribe the targets used by the\norganisation to manage climate-related\nrisks and opportunities and performance\nagainst targets.\n\nSustainability report: pages 51–52\n\nESG supporting information: pages 208–209\nKey performance indicators: page 38\nESG supporting information: pages 208–209\n\n58", "tables": [ [ [ "TOPIC", "DISCLOSURE SUMMARY", "DISCLOSURE", "BUNZL RESPONSE" ], [ "Governance", "Disclose the organisation’s governance around climate-related risks and opportunities.", "a) D escribe the Board’s oversight of climate- related risks and opportunities.", "" ], [ "", "", "b) D escribe management’s role in assessing and managing climate-related risks and opportunities.", "" ], [ "Strategy", "Disclose the actual and potential impacts of climate- related risks and opportunities on the organisation’s businesses, strategy and financial planning.", "a) D escribe the climate-related risks and opportunities the organisation has identified over the short, medium and long term.", "" ], [ "", "", "b) D escribe the impact of climate-related risks and opportunities on the organisation’s businesses, strategy, and financial planning.", "" ], [ "", "", "c) D escribe the resilience of the organisation’s strategy, taking into consideration different climate-related scenarios including a 2°C or lower temperature scenario.", "" ], [ "Risk management", "Disclose how the organisation identifies, assesses and manages climate-related risks.", "a) D escribe the organisation’s processes for identifying and assessing climate-related risks.", "" ], [ "", "", "b) D escribe the organisation’s processes for managing climate-related risks.", "" ], [ "", "", "c) D escribe how processes for identifying, assessing and managing climate-related risks are integrated into the organisation’s overall risk management.", "" ], [ "Metrics and targets", "Disclose the metrics and targets used to assess and manage relevant climate- related risks and opportunities.", "a) D isclose the metrics used by the organisation to assess climate-related risks and opportunities in line with its strategy and risk management process.", "" ], [ "", "", "b) D isclose scope 1, scope 2, and, if appropriate, scope 3 greenhouse gas (‘GHG’) emissions and the related risks.", "" ], [ "", "", "c) D escribe the targets used by the organisation to manage climate-related risks and opportunities and performance against targets.", "" ] ] ], "word_count": 503, "visual_charts": [] }, { "page_number": 61, "section": "Strategic Report", "subsection": "Non-financial and Sustainability Information Statement", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 59", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 59\n\nNON-FINANCIAL AND SUSTAINABILITY INFORMATION STATEMENT\n\nNFSIS REPORTING\n REQUIREMENT DESCRIPTION RELEVANT POLICIES AND STANDARDS\n FURTHER\n INFORMATION\n Social matters Developing Our Supplier Code of Conduct, Global Supply Chain Solutions team and partnership with supply Read more on\n responsible chain assurance expert, LRQA, are some of the measures we take to ensure that products are pages 48–49\n supply chains sourced responsibly and that adequate standards are maintained throughout our supply chains.\n Promoting a Our values underly the way we conduct our business and ensure that all of our colleagues are Read more on\n healthy corporate working towards the common goal of creating long term sustainable value for the benefit of all page 79\n culture stakeholders.\nIn accordance with sections 414CA Business Our Business Code of Conduct and Code of Conduct Policy ensure that all business is conducted Read more on\nand 414CB of the Companies Act standards of\n behaviour\n according to rigorous ethical, professional and legal standards. page 210\n\n2006, including the amendments Employees Encouraging Where employees have concerns relating to failures to adhere to standards, they can report such Read more on\nmade by the Companies (Strategic employees to raise\n matters of concern\n concerns on a confidential and anonymous basis using our ‘Speak Up’ Policy. page 210\n\nReport) (Climate-related Financial Investing in our Our updated Inclusion & Belonging Policy was reviewed and approved in 2025 and ensures that Read more on\nDisclosure) Regulations 2022, the people and a\n diverse workforce\n employees are treated fairly and equally and that diversity is embraced. We also offer extensive\n learning and development opportunities to equip employees with the skills and experience they\n pages 39–41, 56\n\nadjacent information sets out how need to succeed and grow in their roles.\n\nwe comply with each reporting Providing our\n employees with\n The Bunzl Health & Safety Policy ensures that high standards of health & safety are maintained\n throughout the business. Incidents are monitored and reported to the Board periodically, which\n Read more on\n page 210\nrequirement and where further a safe working enables the Board to take action when necessary.\n environment\ninformation can be found. Human rights, Prevention of Our Anti-Bribery and Corruption Policy outlines the behaviour and principles required of Read more on\nA description of our business model can be found anti-corruption bribery, corruption employees to prevent any form of bribery or corruption. Additionally, we have a Fraud Policy in page 90\n and anti-bribery and fraud place, we conduct a rigorous Fraud Risk Assessment annually and the Board regularly receives\non pages 14 and 15.\n and considers whistleblowing updates.\nWhere principal risks have been identified in Promoting ethical Our Supplier Code of Conduct defines the principles and standards that we expect suppliers to Read more on\nrelation to any of the matters listed, these can supply chains understand and adhere to. This is supported by our industry-leading sourcing and auditing pages 48–49\nbe found on pages 64 to 72. operation in Shanghai, which works in partnership with suppliers in high risk regions to ensure\n the highest standards of product quality and respect for human rights in our supply chain.\nOur non-financial key performance indicators\nare set out on page 38. Approach to Approved by the Board this year, our Modern Slavery Statement sets out the steps that we take to Read more on\n human rights and ensure, as far as possible, that slavery and human trafficking do not exist in our supply chain or page 48\nFind out more in our policy hub on our modern slavery any part of our business.\nwebsite: www.bunzl.com Environmental Taking action on We are supporting the recommendations made by the Task Force on Climate-related Financial Read more on\n matters climate change Disclosures. Our near-term emission reduction targets were approved by the SBTi in 2022. Our page 50–52\n net zero transition plan was developed in line with the SBTi’s Net Zero Standard and was validated\n by the SBTi in 2024.\n Reducing our Our Environment Policy promotes the efficient use of resources and energy in our supply chain Read more on\n impact on the and ensures a Group wide commitment to continual improvement and compliance with pages 50–55\n environment environmental legislation and regulations.\n Providing Our material footprint tools help customers understand the carbon impact of the products they Read more on\n sustainable source, helping us to work with them to find sustainable solutions that are better suited to a more pages 53–55\n solutions circular economy.\n Environmental Our sustainability governance structure enables the Company to identify, assess and manage Read more on\n risks and climate-related risks and opportunities, analyse the resilience of our business model and strategy, pages 57, 202–207\n opportunities set targets to manage climate-related risks and to disclose against the TCFD recommendations\n and the Companies (Strategic Report) (Climate-related Financial Disclosure) Regulations 2022.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\n59\n\nAdditional Information\n\nNON-FINANCIAL AND SUSTAINABILITY INFORMATION STATEMENT\n\nNFSIS\n\nREPORTING\nREQUIREMENT DESCRIPTION\nSocial matters\n\nIn accordance with sections 414CA\nand 414CB of the Companies Act\n2006, including the amendments\nmade by the Companies (Strategic\nReport) (Climate-related Financial\nDisclosure) Regulations 2022, the\nadjacent information sets out how\nwe comply with each reporting\nrequirement and where further\ninformation can be found.\nA description of our business model can be found\non pages 14 and 15.\n\nEmployees\n\nHuman rights,\nanti-corruption\nand anti-bribery\n\nWhere principal risks have been identified in\nrelation to any of the matters listed, these can\nbe found on pages 64 to 72.\nOur non-financial key performance indicators\nare set out on page 38.\nFind out more in our policy hub on our\nwebsite: www.bunzl.com\n\nEnvironmental\nmatters\n\nRELEVANT POLICIES AND STANDARDS\n\nFURTHER\nINFORMATION\n\nDeveloping\nresponsible\nsupply chains\n\nOur Supplier Code of Conduct, Global Supply Chain Solutions team and partnership with supply\nchain assurance expert, LRQA, are some of the measures we take to ensure that products are\nsourced responsibly and that adequate standards are maintained throughout our supply chains.\n\nRead more on\n\nPromoting a\nhealthy corporate\nculture\n\nOur values underly the way we conduct our business and ensure that all of our colleagues are\nworking towards the common goal of creating long term sustainable value for the benefit of all\nstakeholders.\n\nRead more on\n\nBusiness\nstandards of\nbehaviour\n\nOur Business Code of Conduct and Code of Conduct Policy ensure that all business is conducted\naccording to rigorous ethical, professional and legal standards.\n\nRead more on\n\nEncouraging\nemployees to raise\nmatters of concern\n\nWhere employees have concerns relating to failures to adhere to standards, they can report such\nconcerns on a confidential and anonymous basis using our ‘Speak Up’ Policy.\n\nRead more on\n\nInvesting in our\npeople and a\ndiverse workforce\n\nOur updated Inclusion & Belonging Policy was reviewed and approved in 2025 and ensures that\nemployees are treated fairly and equally and that diversity is embraced. We also offer extensive\nlearning and development opportunities to equip employees with the skills and experience they\nneed to succeed and grow in their roles.\n\nRead more on\n\nProviding our\nemployees with\na safe working\nenvironment\n\nThe Bunzl Health & Safety Policy ensures that high standards of health & safety are maintained\nthroughout the business. Incidents are monitored and reported to the Board periodically, which\nenables the Board to take action when necessary.\n\nRead more on\n\nPrevention of\nbribery, corruption\nand fraud\n\nOur Anti-Bribery and Corruption Policy outlines the behaviour and principles required of\nemployees to prevent any form of bribery or corruption. Additionally, we have a Fraud Policy in\nplace, we conduct a rigorous Fraud Risk Assessment annually and the Board regularly receives\nand considers whistleblowing updates.\n\nRead more on\n\nPromoting ethical\nsupply chains\n\nOur Supplier Code of Conduct defines the principles and standards that we expect suppliers to\nunderstand and adhere to. This is supported by our industry-leading sourcing and auditing\noperation in Shanghai, which works in partnership with suppliers in high risk regions to ensure\nthe highest standards of product quality and respect for human rights in our supply chain.\n\nRead more on\n\nApproach to\nhuman rights and\nmodern slavery\n\nApproved by the Board this year, our Modern Slavery Statement sets out the steps that we take to\nensure, as far as possible, that slavery and human trafficking do not exist in our supply chain or\nany part of our business.\n\nRead more on\n\nTaking action on\nclimate change\n\nWe are supporting the recommendations made by the Task Force on Climate-related Financial\nDisclosures. Our near-term emission reduction targets were approved by the SBTi in 2022. Our\nnet zero transition plan was developed in line with the SBTi’s Net Zero Standard and was validated\nby the SBTi in 2024.\n\nRead more on\n\nReducing our\nimpact on the\nenvironment\n\nOur Environment Policy promotes the efficient use of resources and energy in our supply chain\nand ensures a Group wide commitment to continual improvement and compliance with\nenvironmental legislation and regulations.\n\nRead more on\n\nProviding\nsustainable\nsolutions\n\nOur material footprint tools help customers understand the carbon impact of the products they\nsource, helping us to work with them to find sustainable solutions that are better suited to a more\ncircular economy.\n\nRead more on\n\nEnvironmental\nrisks and\nopportunities\n\nOur sustainability governance structure enables the Company to identify, assess and manage\nclimate-related risks and opportunities, analyse the resilience of our business model and strategy,\nset targets to manage climate-related risks and to disclose against the TCFD recommendations\nand the Companies (Strategic Report) (Climate-related Financial Disclosure) Regulations 2022.\n\nRead more on\n\npages 48–49\n\npage 79\n\npage 210\n\npage 210\n\npages 39–41, 56\n\npage 210\n\npage 90\n\npages 48–49\n\npage 48\n\npage 50–52\n\npages 50–55\n\npages 53–55\n\npages 57, 202–207", "tables": [ [ [ "REPORTING REQUIREMENT", "DESCRIPTION", "RELEVANT POLICIES AND STANDARDS", "FURTHER INFORMATION" ], [ "Social matters", "Developing responsible supply chains", "Our Supplier Code of Conduct, Global Supply Chain Solutions team and partnership with supply chain assurance expert, LRQA, are some of the measures we take to ensure that products are sourced responsibly and that adequate standards are maintained throughout our supply chains.", "Read more on pages 48–49" ], [ "", "Promoting a healthy corporate culture", "Our values underly the way we conduct our business and ensure that all of our colleagues are working towards the common goal of creating long term sustainable value for the benefit of all stakeholders.", "Read more on page 79" ], [ "", "Business standards of behaviour", "Our Business Code of Conduct and Code of Conduct Policy ensure that all business is conducted according to rigorous ethical, professional and legal standards.", "Read more on page 210" ], [ "Employees", "Encouraging employees to raise matters of concern", "Where employees have concerns relating to failures to adhere to standards, they can report such concerns on a confidential and anonymous basis using our ‘Speak Up’ Policy.", "Read more on page 210" ], [ "", "Investing in our people and a diverse workforce", "Our updated Inclusion & Belonging Policy was reviewed and approved in 2025 and ensures that employees are treated fairly and equally and that diversity is embraced. We also offer extensive learning and development opportunities to equip employees with the skills and experience they need to succeed and grow in their roles.", "Read more on pages 39–41, 56" ], [ "", "Providing our employees with a safe working environment", "The Bunzl Health & Safety Policy ensures that high standards of health & safety are maintained throughout the business. Incidents are monitored and reported to the Board periodically, which enables the Board to take action when necessary.", "Read more on page 210" ], [ "Human rights, anti-corruption and anti-bribery", "Prevention of bribery, corruption and fraud", "Our Anti-Bribery and Corruption Policy outlines the behaviour and principles required of employees to prevent any form of bribery or corruption. Additionally, we have a Fraud Policy in place, we conduct a rigorous Fraud Risk Assessment annually and the Board regularly receives and considers whistleblowing updates.", "Read more on page 90" ], [ "", "Promoting ethical supply chains", "Our Supplier Code of Conduct defines the principles and standards that we expect suppliers to understand and adhere to. This is supported by our industry-leading sourcing and auditing operation in Shanghai, which works in partnership with suppliers in high risk regions to ensure the highest standards of product quality and respect for human rights in our supply chain.", "Read more on pages 48–49" ], [ "", "Approach to human rights and modern slavery", "Approved by the Board this year, our Modern Slavery Statement sets out the steps that we take to ensure, as far as possible, that slavery and human trafficking do not exist in our supply chain or any part of our business.", "Read more on page 48" ], [ "Environmental matters", "Taking action on climate change", "We are supporting the recommendations made by the Task Force on Climate-related Financial Disclosures. Our near-term emission reduction targets were approved by the SBTi in 2022. Our net zero transition plan was developed in line with the SBTi’s Net Zero Standard and was validated by the SBTi in 2024.", "Read more on page 50–52" ], [ "", "Reducing our impact on the environment", "Our Environment Policy promotes the efficient use of resources and energy in our supply chain and ensures a Group wide commitment to continual improvement and compliance with environmental legislation and regulations.", "Read more on pages 50–55" ], [ "", "Providing sustainable solutions", "Our material footprint tools help customers understand the carbon impact of the products they source, helping us to work with them to find sustainable solutions that are better suited to a more circular economy.", "Read more on pages 53–55" ], [ "", "Environmental risks and opportunities", "Our sustainability governance structure enables the Company to identify, assess and manage climate-related risks and opportunities, analyse the resilience of our business model and strategy, set targets to manage climate-related risks and to disclose against the TCFD recommendations and the Companies (Strategic Report) (Climate-related Financial Disclosure) Regulations 2022.", "Read more on pages 57, 202–207" ] ] ], "word_count": 804, "visual_charts": [] }, { "page_number": 62, "section": "Strategic Report", "subsection": "Section 172(1) Statement", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 60", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 60\n\nSECTION 172(1) STATEMENT\n\nConsidering the interests\nof all our stakeholders to\ncreate sustainable value\nRegular engagement with our\nstakeholders is vital for achieving\nsustainable long term success.\nWe value open, honest, and continuous\ncommunication to ensure our business decisions\nreflect and benefit all of our stakeholders.\n SECTION 172(1)\nMaintaining reciprocal, two-way relationships with\nour principal stakeholder groups as identified on\npages 61 to 63, enables us to understand their The Board of directors of Bunzl plc promotes the success of the Company for\nperspectives and objectives. With this insight, the\nBoard incorporates the potential impact of the benefit of its members as a whole, having sufficient regard to:\ndecisions on each stakeholder group into the\nCompany’s strategic decision making and, in\n The likely consequences The impact of the Company’s operations The interests of the Company’s employees\naccordance with section 172(1) of the Companies\n of any decision in the long term on the community and the environment • Diversity, equity and inclusion:\nAct 2006, considers their needs and interests.\n • Acquisitions: page 19 • Carbon emissions: pages 208 to 209 page 56\nStakeholder engagement is undertaken through\n • Company purpose: page 16 • Community investment: page 212 • Employment policies: page 134\na variety of channels, with key examples set out\non the pages that follow. • Our business model: pages 14 to 15 • Non-financial and sustainability information • Employee engagement\n • Our strategy: pages 16 to 20 statement: page 59 statement: page 82\nThese channels are subject to continual review,\n • Shareholder returns: page 2 • Sustainability: pages 42 to 57 • Our people: pages 39 to 41\nand the Board is satisfied that they remained\neffective throughout 2025. • Capital allocation: page 35 • TCFD disclosures: page 58\n\nEngagement primarily occurs at the operational\nlevel and is reported to the Board regularly by The Company maintaining a reputation The need to foster the Company’s business The need to act fairly as between members\nsenior management. The Board engages directly for high standards of business conduct relationships with suppliers, customers of the Company\nwhen appropriate and on material matters. • Audit Committee report: pages 97 to 106 and others • Shareholder engagement: pages 81 to 82\n See our ‘Policy hub’ at www.bunzl.com to\nIn its deliberations, the Board must on occasion • Culture and values: page 79 • The Company’s Annual General Meeting\n access:\nbalance the competing interests of different • Non-financial and sustainability (‘AGM’): page 133\nstakeholder groups. In such circumstances, the information statement: page 59 • Bunzl Anti-Bribery and Corruption Policy • Investor roadshows: page 62\nBoard always aims to ensure that those affected • Whistleblowing: page 210 • Business Code of Conduct Policy • Bunzl insight series – spotlight on\nare treated fairly. • Bunzl Ethical Sourcing Policy acquisitions\n • Fraud policy: page 59\n • Modern Slavery Statement\n • Supplier Code of Conduct", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\nSECTION 172(1) STATEMENT\n\nConsidering the interests\nof all our stakeholders to\ncreate sustainable value\nRegular engagement with our\nstakeholders is vital for achieving\nsustainable long term success.\nWe value open, honest, and continuous\ncommunication to ensure our business decisions\nreflect and benefit all of our stakeholders.\nMaintaining reciprocal, two-way relationships with\nour principal stakeholder groups as identified on\npages 61 to 63, enables us to understand their\nperspectives and objectives. With this insight, the\nBoard incorporates the potential impact of\ndecisions on each stakeholder group into the\nCompany’s strategic decision making and, in\naccordance with section 172(1) of the Companies\nAct 2006, considers their needs and interests.\nStakeholder engagement is undertaken through\na variety of channels, with key examples set out\non the pages that follow.\nThese channels are subject to continual review,\nand the Board is satisfied that they remained\neffective throughout 2025.\nEngagement primarily occurs at the operational\nlevel and is reported to the Board regularly by\nsenior management. The Board engages directly\nwhen appropriate and on material matters.\nIn its deliberations, the Board must on occasion\nbalance the competing interests of different\nstakeholder groups. In such circumstances, the\nBoard always aims to ensure that those affected\nare treated fairly.\n\nSECTION 172(1)\n\nThe Board of directors of Bunzl plc promotes the success of the Company for\nthe benefit of its members as a whole, having sufficient regard to:\nThe interests of the Company’s employees\n\nThe likely consequences\nof any decision in the long term\n\nThe impact of the Company’s operations\non the community and the environment\n\n• Acquisitions: page 19\n\n• Carbon emissions: pages 208 to 209\n\n• Diversity, equity and inclusion:\npage 56\n\n• Company purpose: page 16\n\n• Community investment: page 212\n\n• Employment policies: page 134\n\n• Our business model: pages 14 to 15\n\n• Non-financial and sustainability information\nstatement: page 59\n\n• Employee engagement\nstatement: page 82\n\n• Sustainability: pages 42 to 57\n\n• Our people: pages 39 to 41\n\n• Our strategy: pages 16 to 20\n• Shareholder returns: page 2\n• Capital allocation: page 35\n\n• TCFD disclosures: page 58\n\nThe Company maintaining a reputation\nfor high standards of business conduct\n\nThe need to foster the Company’s business\nrelationships with suppliers, customers\nand others\nSee our ‘Policy hub’ at www.bunzl.com to\naccess:\n\nThe need to act fairly as between members\nof the Company\n\n• Bunzl Anti-Bribery and Corruption Policy\n\n• Investor roadshows: page 62\n\n• Audit Committee report: pages 97 to 106\n• Culture and values: page 79\n• Non-financial and sustainability\ninformation statement: page 59\n• Whistleblowing: page 210\n• Fraud policy: page 59\n\n• Business Code of Conduct Policy\n• Bunzl Ethical Sourcing Policy\n• Modern Slavery Statement\n• Supplier Code of Conduct\n\n• Shareholder engagement: pages 81 to 82\n• The Company’s Annual General Meeting\n(‘AGM’): page 133\n• Bunzl insight series – spotlight on\nacquisitions\n\n60", "tables": [ [ [ "", "", "", "", "", "", "", "", "", "" ], [ "", "", "", "", "", "", "", "", "", "" ], [ "SECTION 172(1)", "", "", "", "", "", "", "", "", "" ], [ "", "The Board of directors of Bunzl plc promotes the success of the Company for the benefit of its members as a whole, having sufficient regard to:", "", "", "", "", "", "", "", "" ], [ "", "The likely consequences of any decision in the long term • Acquisitions: page 19 • Company purpose: page 16 • Our business model: pages 14 to 15 • Our strategy: pages 16 to 20 • Shareholder returns: page 2 • Capital allocation: page 35", "", "", "", "The impact of the Company’s operations on the community and the environment • Carbon emissions: pages 208 to 209 • Community investment: page 212 • Non-financial and sustainability information statement: page 59 • Sustainability: pages 42 to 57 • TCFD disclosures: page 58", "", "The interests of the Company’s employees • Diversity, equity and inclusion: page 56 • Employment policies: page 134 • Employee engagement statement: page 82 • Our people: pages 39 to 41", "", "" ], [ "", "The Company maintaining a reputation for high standards of business conduct • Audit Committee report: pages 97 to 106 • Culture and values: page 79 • Non-financial and sustainability information statement: page 59 • Whistleblowing: page 210 • Fraud policy: page 59", "", "", "", "The need to foster the Company’s business relationships with suppliers, customers and others See our ‘Policy hub’ at www.bunzl.com to access: • Bunzl Anti-Bribery and Corruption Policy • Business Code of Conduct Policy • Bunzl Ethical Sourcing Policy • Modern Slavery Statement • Supplier Code of Conduct", "", "The need to act fairly as between members of the Company • Shareholder engagement: pages 81 to 82 • The Company’s Annual General Meeting (‘AGM’): page 133 • Investor roadshows: page 62 • Bunzl insight series – spotlight on acquisitions", "", "" ] ] ], "word_count": 492, "visual_charts": [] }, { "page_number": 63, "section": "Strategic Report", "subsection": "Section 172(1) Statement", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 61", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 61\n\nSECTION 172(1) STATEMENT continued\n\n How we engage\n CUSTOMERS Our customer relationships are akin to Case study: driving social value\n partnerships. We maintain frequent two-way\n through innovation: Purposeful\n76%\n dialogue with customers to enhance our\n understanding of their business needs and\n ambitions, which enables us to provide them\n Providers Programme\n with a truly tailored service. By running dedicated\nof customer orders processed digitally\n innovation sessions with large customers, Bunzl Cleaning & Hygiene\n proactively seeking feedback and having Supplies’ Purposeful Providers\nc.30%\n discussions about customer insights at Board\n level, we are able to place the needs of customers Programme (the ‘PPP’) is a\nown brand penetration\n at the heart of our business and adapt our\n strategy accordingly.\n supplier initiative in the UK that future. The PPP even encourages Bunzl’s\n own branches and teams to channel some\n\n Outcomes of engagement\n embeds social and sustainable internal spending to social enterprise\n vendors, ensuring that ethical purchasing\nRelevance to strategy Engagement in 2025 has shown again that value into the Company’s starts at home. This approach creates\nCustomers are central to Bunzl’s purpose of sustainability is of great importance to our\n customers. As such, we continue to develop\n supply chain. measurable social value as everyday\n business purchases support enterprises\nproviding essential business solutions around\nthe world, and Bunzl’s strategy is established our sustainability offering and our engagement Launched two years ago, the PPP partners with clear social or environmental missions.\nto achieve this purpose while creating long term mechanisms with customers to ensure that our with mission-driven social enterprises and Through the PPP, Bunzl’s customers can\nvalue for the benefit of stakeholders as a whole. sustainability solutions are tailored to their highlights their products to Bunzl’s easily incorporate social value driven\nA key tenet of our strategy is organic growth; needs. The outcomes of this programme have customers. By integrating these suppliers products into their own operations,\nexpanding by developing our business with also informed the Board’s sustainability agenda, into our procurement network, Bunzl effectively scaling up community impact\ncurrent customers and gaining new business which has led to an exciting new exercise to amplifies their impact and demonstrates and sustainability gains across the supply\nwith additional customers. bring sustainability into frontline sales, to further how business can be a force for good on the chain. Every client order of a PPP highlighted\n establish sustainability as a priority at all levels journey towards an inclusive, sustainable product contributes to causes such as\nConcerns and interests of the business.\n reforestation, waste reduction or\n• Customised digital solutions employment for those in need, without\n• Sustainable product expertise, support and any extra effort by the customer.\n sourcing\n The PPP represents a strategic innovation\n• Transitioning products to alternative materials in supply chain management, through which\n• Innovative product solutions Bunzl leverages its global scale and\n• Competitive prices purchasing power to accelerate the growth\n of social enterprises, enabling both the\n• On-time and in-full delivery\n Company and its customers to deliver\n• Access to customer service and sales social and environmental value through\n• Enhanced operational efficiency everyday business.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\nSECTION 172(1) STATEMENT continued\nCUSTOMERS\n\n76%\n\nof customer orders processed digitally\n\nc.30%\n\nown brand penetration\n\nRelevance to strategy\nCustomers are central to Bunzl’s purpose of\nproviding essential business solutions around\nthe world, and Bunzl’s strategy is established\nto achieve this purpose while creating long term\nvalue for the benefit of stakeholders as a whole.\nA key tenet of our strategy is organic growth;\nexpanding by developing our business with\ncurrent customers and gaining new business\nwith additional customers.\n\nConcerns and interests\n• Customised digital solutions\n• Sustainable product expertise, support and\nsourcing\n• Transitioning products to alternative materials\n• Innovative product solutions\n• Competitive prices\n• On-time and in-full delivery\n• Access to customer service and sales\n• Enhanced operational efficiency\n\nHow we engage\nOur customer relationships are akin to\npartnerships. We maintain frequent two-way\ndialogue with customers to enhance our\nunderstanding of their business needs and\nambitions, which enables us to provide them\nwith a truly tailored service. By running dedicated\ninnovation sessions with large customers,\nproactively seeking feedback and having\ndiscussions about customer insights at Board\nlevel, we are able to place the needs of customers\nat the heart of our business and adapt our\nstrategy accordingly.\n\nOutcomes of engagement\nEngagement in 2025 has shown again that\nsustainability is of great importance to our\ncustomers. As such, we continue to develop\nour sustainability offering and our engagement\nmechanisms with customers to ensure that our\nsustainability solutions are tailored to their\nneeds. The outcomes of this programme have\nalso informed the Board’s sustainability agenda,\nwhich has led to an exciting new exercise to\nbring sustainability into frontline sales, to further\nestablish sustainability as a priority at all levels\nof the business.\n\nCase study: driving social value\nthrough innovation: Purposeful\nProviders Programme\nBunzl Cleaning & Hygiene\nSupplies’ Purposeful Providers\nProgramme (the ‘PPP’) is a\nsupplier initiative in the UK that\nembeds social and sustainable\nvalue into the Company’s\nsupply chain.\nLaunched two years ago, the PPP partners\nwith mission-driven social enterprises and\nhighlights their products to Bunzl’s\ncustomers. By integrating these suppliers\ninto our procurement network, Bunzl\namplifies their impact and demonstrates\nhow business can be a force for good on the\njourney towards an inclusive, sustainable\n\nfuture. The PPP even encourages Bunzl’s\nown branches and teams to channel some\ninternal spending to social enterprise\nvendors, ensuring that ethical purchasing\nstarts at home. This approach creates\nmeasurable social value as everyday\nbusiness purchases support enterprises\nwith clear social or environmental missions.\nThrough the PPP, Bunzl’s customers can\neasily incorporate social value driven\nproducts into their own operations,\neffectively scaling up community impact\nand sustainability gains across the supply\nchain. Every client order of a PPP highlighted\nproduct contributes to causes such as\nreforestation, waste reduction or\nemployment for those in need, without\nany extra effort by the customer.\nThe PPP represents a strategic innovation\nin supply chain management, through which\nBunzl leverages its global scale and\npurchasing power to accelerate the growth\nof social enterprises, enabling both the\nCompany and its customers to deliver\nsocial and environmental value through\neveryday business.\n\n61", "tables": [ [ [ "CUSTOMERS", "" ] ], [ [ "", "", "Case study: driving social value through innovation: Purposeful Providers Programme Bunzl Cleaning & Hygiene Supplies’ Purposeful Providers Programme (the ‘PPP’) is a supplier initiative in the UK that future. The PPP even encourages Bunzl’s own branches and teams to channel some embeds social and sustainable internal spending to social enterprise vendors, ensuring that ethical purchasing value into the Company’s starts at home. This approach creates supply chain. measurable social value as everyday business purchases support enterprises Launched two years ago, the PPP partners with clear social or environmental missions. with mission-driven social enterprises and Through the PPP, Bunzl’s customers can highlights their products to Bunzl’s easily incorporate social value driven customers. By integrating these suppliers products into their own operations, into our procurement network, Bunzl effectively scaling up community impact amplifies their impact and demonstrates and sustainability gains across the supply how business can be a force for good on the chain. Every client order of a PPP highlighted journey towards an inclusive, sustainable product contributes to causes such as reforestation, waste reduction or employment for those in need, without any extra effort by the customer. The PPP represents a strategic innovation in supply chain management, through which Bunzl leverages its global scale and purchasing power to accelerate the growth of social enterprises, enabling both the Company and its customers to deliver social and environmental value through everyday business." ], [ "", "", "" ], [ "", "", "" ] ] ], "word_count": 526, "visual_charts": [] }, { "page_number": 64, "section": "Strategic Report", "subsection": "Section 172(1) Statement", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 62", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 62\n\nSECTION 172(1) STATEMENT continued\n\n In addition, indirect engagement took place in a setting that provides greater context to the\n EMPLOYEES through regular team briefings and Board wider operations of the business. SHAREHOLDERS\n consideration of our 2025 Great Place to\n Engagement carried out by the CEO contributes\n Work survey.\n\n\nc.27,000\n to his understanding of the views of the wider Relevance to strategy\n Outcomes of engagement workforce, which he subsequently utilises when\n Maintaining shareholder support by building\n working with the Board.\n Site visits conducted by both the Board and the meaningful relationships is key to Bunzl’s strategy,\nemployees CEO provided an opportunity to engage directly The outcome of Bunzl’s 2025 Great Place to Work as our shareholders influence the long term\n with Bunzl employees at all levels in their place survey is detailed on page 39. direction and governance framework of the\n\n\n71%\n of work, allowing for meaningful engagement Company. Frequent dialogue keeps the Company\n informed as to the concerns and interests of our\n investors and allows the Company to respond,\n grow and perform better.\ntrust index score in our Great Place to Work survey\n NED listening sessions Concerns and interests\nRelevance to strategy To gain insight into the 2025 employee • Financial performance\n experience, six of our non-executive • Shareholder returns\nBunzl has c.27,000 employees worldwide. Bunzl’s\n directors participated in listening sessions,\nemployees represent our biggest opportunity and • Capital allocation\n speaking directly with employees from the\nare the focus of the business. Recruiting, retaining • Resilience\n Asia Pacific, Continental Europe, Latin\nand developing the best talent is key to Bunzl’s\n America, North America and UK & Ireland • Environmental, social and governance matters\nstrategy as it shapes our culture and ensures that\n business areas. These sessions facilitated • Executive remuneration\nevery person pulls in the same direction to\n direct engagement between the non-\nachieve Bunzl’s purpose. • Strategic priorities\n executive directors and Bunzl employees\n across all levels of the Group, on topics such • Leadership and succession planning\nConcerns and interests\n as employee training and communications\n• Fair remuneration How we engage\n• Sharing in the Company’s success\n CEO listening sessions across businesses. This direct engagement\n by non-executive directors with employees Over 2025, a number of meetings took place\n• Fair policies and practices In 2025, the CEO, alongside the Director allows for more constructive discussion at between investors and Board members, including\n• Talent development and career progression of Group HR, held a fifth annual listening Board level, and, where relevant, helps the the Senior Independent Director. Bunzl engages\n session with female employees and Board to further inform its decisions. in dialogue with major shareholders throughout\n• A safe and inclusive working environment\n employees from ethnically diverse the year at regular meetings and investor\n• Good communications Both the CEO and NED listening sessions\n backgrounds from across the Group. roadshows, the outcomes of which are reported\n remain instrumental methods of\n• Having a positive impact on the community Bunzl’s CEO listening sessions enable to the Board. More broadly, Bunzl updates\n engagement with the workforce and provide\n and the environment direct engagement between the CEO and shareholders on trading performance six times\n Board members with a breadth of views\n employees, which is used to review progress a year and encourages attendance at the AGM.\n from across the business, which in turn\nHow we engage against the Company’s diversity objectives,\n inform future Board decisions and gain\n prompts more informed and considered Outcomes of engagement\nThe Board carried out direct engagement with decision making from the highest level.\nemployees during 2025 through mechanisms further insight into the results of the Great The Board ensures there are mechanisms in\nsuch as site visits, meetings with young talent Place to Work survey. Further information on the themes identified place to facilitate shareholder engagement and,\ngroups and CEO and non-executive director from both sessions, including outcomes of over 2025, this engagement provided a wealth\n Key themes identified from employee of constructive feedback which the Board used\nlistening sessions (see more on these in the box these discussions, can be found on page 81.\n feedback during the session include role to help steer management and formulate\nto the right). models and inclusive leadership, frontline Company strategy.\nParticular highlights from 2025 include site visits and early-stage leadership development\nat the Irudek facilities in Spain and at Nisbets in and progress, communication and To read more about engagement between the\nBristol, United Kingdom. development support. Board and shareholders, as well as the outcomes\n of shareholder engagement, see pages 81 and 82.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\n62\n\nSECTION 172(1) STATEMENT continued\nEMPLOYEES\n\nc.27,000\nemployees\n\n71%\n\nIn addition, indirect engagement took place\nthrough regular team briefings and Board\nconsideration of our 2025 Great Place to\nWork survey.\n\nOutcomes of engagement\nSite visits conducted by both the Board and the\nCEO provided an opportunity to engage directly\nwith Bunzl employees at all levels in their place\nof work, allowing for meaningful engagement\n\nin a setting that provides greater context to the\nwider operations of the business.\nEngagement carried out by the CEO contributes\nto his understanding of the views of the wider\nworkforce, which he subsequently utilises when\nworking with the Board.\nThe outcome of Bunzl’s 2025 Great Place to Work\nsurvey is detailed on page 39.\n\ntrust index score in our Great Place to Work survey\n\nNED listening sessions\n\nRelevance to strategy\n\nTo gain insight into the 2025 employee\nexperience, six of our non-executive\ndirectors participated in listening sessions,\nspeaking directly with employees from the\nAsia Pacific, Continental Europe, Latin\nAmerica, North America and UK & Ireland\nbusiness areas. These sessions facilitated\ndirect engagement between the nonexecutive directors and Bunzl employees\nacross all levels of the Group, on topics such\nas employee training and communications\nacross businesses. This direct engagement\nby non-executive directors with employees\nallows for more constructive discussion at\nBoard level, and, where relevant, helps the\nBoard to further inform its decisions.\n\nBunzl has c.27,000 employees worldwide. Bunzl’s\nemployees represent our biggest opportunity and\nare the focus of the business. Recruiting, retaining\nand developing the best talent is key to Bunzl’s\nstrategy as it shapes our culture and ensures that\nevery person pulls in the same direction to\nachieve Bunzl’s purpose.\n\nConcerns and interests\n• Fair remuneration\n• Sharing in the Company’s success\n• Fair policies and practices\n• Talent development and career progression\n• A safe and inclusive working environment\n• Good communications\n• Having a positive impact on the community\nand the environment\n\nHow we engage\nThe Board carried out direct engagement with\nemployees during 2025 through mechanisms\nsuch as site visits, meetings with young talent\ngroups and CEO and non-executive director\nlistening sessions (see more on these in the box\nto the right).\nParticular highlights from 2025 include site visits\nat the Irudek facilities in Spain and at Nisbets in\nBristol, United Kingdom.\n\nCEO listening sessions\nIn 2025, the CEO, alongside the Director\nof Group HR, held a fifth annual listening\nsession with female employees and\nemployees from ethnically diverse\nbackgrounds from across the Group.\nBunzl’s CEO listening sessions enable\ndirect engagement between the CEO and\nemployees, which is used to review progress\nagainst the Company’s diversity objectives,\ninform future Board decisions and gain\nfurther insight into the results of the Great\nPlace to Work survey.\nKey themes identified from employee\nfeedback during the session include role\nmodels and inclusive leadership, frontline\nand early-stage leadership development\nand progress, communication and\ndevelopment support.\n\nBoth the CEO and NED listening sessions\nremain instrumental methods of\nengagement with the workforce and provide\nBoard members with a breadth of views\nfrom across the business, which in turn\nprompts more informed and considered\ndecision making from the highest level.\nFurther information on the themes identified\nfrom both sessions, including outcomes of\nthese discussions, can be found on page 81.\n\nSHAREHOLDERS\nRelevance to strategy\nMaintaining shareholder support by building\nmeaningful relationships is key to Bunzl’s strategy,\nas our shareholders influence the long term\ndirection and governance framework of the\nCompany. Frequent dialogue keeps the Company\ninformed as to the concerns and interests of our\ninvestors and allows the Company to respond,\ngrow and perform better.\n\nConcerns and interests\n• Financial performance\n• Shareholder returns\n• Capital allocation\n• Resilience\n• Environmental, social and governance matters\n• Executive remuneration\n• Strategic priorities\n• Leadership and succession planning\n\nHow we engage\nOver 2025, a number of meetings took place\nbetween investors and Board members, including\nthe Senior Independent Director. Bunzl engages\nin dialogue with major shareholders throughout\nthe year at regular meetings and investor\nroadshows, the outcomes of which are reported\nto the Board. More broadly, Bunzl updates\nshareholders on trading performance six times\na year and encourages attendance at the AGM.\n\nOutcomes of engagement\nThe Board ensures there are mechanisms in\nplace to facilitate shareholder engagement and,\nover 2025, this engagement provided a wealth\nof constructive feedback which the Board used\nto help steer management and formulate\nCompany strategy.\nTo read more about engagement between the\nBoard and shareholders, as well as the outcomes\nof shareholder engagement, see pages 81 and 82.", "tables": [ [ [ "EMPLOYEES", "" ] ], [ [ "SHAREHOLDERS", "" ] ] ], "word_count": 768, "visual_charts": [] }, { "page_number": 65, "section": "Strategic Report", "subsection": "Section 172(1) Statement", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 63", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 63\n\nSECTION 172(1) STATEMENT continued\n\n Concerns and interests\n SUPPLIERS • Ethical supply chains ENVIRONMENT & COMMUNITY\n • Reliable partnerships\n\n\n1,430 28%\n • On-time payment\n • Mutual trust\n • Improving environmental impacts\nsuppliers were assessed in 2025 more carbon efficient since 2019\n\n How we engage\n\n44% c.£1.3 million\n Engagement with suppliers takes place primarily\n at operational level, with management providing\n frequent updates on our supplier engagement\nof suppliers* by emissions currently have science-based programme to the Board Sustainability donated to charitable causes during 2025\ntargets in place Committee, which subsequently reports to the\n*\t\u0007Suppliers that are covered by our scope 3 supplier Board. One area of continued focus in 2025 was\n engagement target. engaging suppliers on the requirement to set Relevance to strategy\n science-based emissions targets by 2027. In Sustainability is core to Bunzl’s strategy and\n addition, we operate a rigorous supplier long term success. Our culture of continuous\nRelevance to strategy onboarding and audit operation in line with improvement drives the determination to set\nBuilding strong and trusted partnerships with Bunzl’s Supplier Code of Conduct and compliance and meet ambitious climate-related targets.\nsuppliers is fundamental to our business model. with this is monitored by our Global Supply Chain Bunzl’s decentralised business relies on local How we engage\nOur suppliers are our partners, and collaboration Solutions and business area teams. For more suppliers, recruiting local talent and Supported by the Board Sustainability Committee,\nenables Bunzl to maintain resilient supply chains, information on our responsible sourcing process, championing local businesses. Giving back the Board defines the Company’s sustainability\ndrive ambitious business solutions and provide see pages 48 to 49. to the community is core to Bunzl’s values strategy and oversees its implementation by way\ncustomers with access to products that meet and the Company participated in a range of of updates from management. The Company\ntheir individual needs, with the reassurance that Outcomes of engagement community initiatives throughout the year. maintains dialogue with environmental agencies\nthey have been ethically sourced. We continue to work with our suppliers to achieve and educates customers, employees and\n our scope 3 emissions target and 44% of our Concerns and interests suppliers on sustainable practices in line with\n suppliers* by emissions currently have science- • Ambitious climate targets best practice and local laws. To benefit the wider\n based targets in place, aligned to the Science • Science-backed commitments community, Bunzl supports the communities\n Purposeful Providers Based Targets initiative (‘SBTi’). To read about our\n • Clear roadmap to net zero\n where our employees live and work and\n encourages fundraising activities which are\n Programme: Serious Tissue work to build a low carbon supplier network, see\n pages 50 to 52. Further outcomes of engagement • Ethical supply chains championed by our businesses and their\n with Bunzl’s suppliers and the results of supplier • Local support employees locally.\n Serious Tissue is a standout partner in the\n audits undertaken during the year can be found • Community investment\n PPP, supplying 100% recycled toilet tissue\n on pages 48 to 49.\n Outcomes of engagement\n with a powerful environmental mission to • Cost of living crisis During 2025, we made strong progress in\n combat deforestation. For every sale,\n mapping our material ESG themes to our value\n Serious Tissue funds the planting of trees,\n chain. To read more, see our material issues\n directly contributing to global\n overview on page 47. To support our community,\n reforestation efforts. Their commitment\n we worked with long-standing charity partners on\n to sustainability and circular economy\n environmental projects and Bunzl donated a total\n principles exemplifies how everyday\n of c.£1.3 million to charitable causes during 2025.\n products can drive meaningful\n More information detailing our charitable\n environmental impact.\n contributions and initiatives during the year can\n be found on page 212.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\n63\n\nSECTION 172(1) STATEMENT continued\nSUPPLIERS\n\n1,430\n\nsuppliers were assessed in 2025\n\n44%\n\nof suppliers* by emissions currently have science-based\ntargets in place\n*\t\u0007Suppliers that are covered by our scope 3 supplier\nengagement target.\n\nRelevance to strategy\nBuilding strong and trusted partnerships with\nsuppliers is fundamental to our business model.\nOur suppliers are our partners, and collaboration\nenables Bunzl to maintain resilient supply chains,\ndrive ambitious business solutions and provide\ncustomers with access to products that meet\ntheir individual needs, with the reassurance that\nthey have been ethically sourced.\n\nPurposeful Providers\nProgramme: Serious Tissue\nSerious Tissue is a standout partner in the\nPPP, supplying 100% recycled toilet tissue\nwith a powerful environmental mission to\ncombat deforestation. For every sale,\nSerious Tissue funds the planting of trees,\ndirectly contributing to global\nreforestation efforts. Their commitment\nto sustainability and circular economy\nprinciples exemplifies how everyday\nproducts can drive meaningful\nenvironmental impact.\n\nConcerns and interests\n• Ethical supply chains\n• Reliable partnerships\n• On-time payment\n• Mutual trust\n• Improving environmental impacts\n\nHow we engage\nEngagement with suppliers takes place primarily\nat operational level, with management providing\nfrequent updates on our supplier engagement\nprogramme to the Board Sustainability\nCommittee, which subsequently reports to the\nBoard. One area of continued focus in 2025 was\nengaging suppliers on the requirement to set\nscience-based emissions targets by 2027. In\naddition, we operate a rigorous supplier\nonboarding and audit operation in line with\nBunzl’s Supplier Code of Conduct and compliance\nwith this is monitored by our Global Supply Chain\nSolutions and business area teams. For more\ninformation on our responsible sourcing process,\nsee pages 48 to 49.\n\nOutcomes of engagement\nWe continue to work with our suppliers to achieve\nour scope 3 emissions target and 44% of our\nsuppliers* by emissions currently have sciencebased targets in place, aligned to the Science\nBased Targets initiative (‘SBTi’). To read about our\nwork to build a low carbon supplier network, see\npages 50 to 52. Further outcomes of engagement\nwith Bunzl’s suppliers and the results of supplier\naudits undertaken during the year can be found\non pages 48 to 49.\n\nENVIRONMENT & COMMUNITY\n\n28%\n\nmore carbon efficient since 2019\n\nc.£1.3 million\ndonated to charitable causes during 2025\n\nRelevance to strategy\nSustainability is core to Bunzl’s strategy and\nlong term success. Our culture of continuous\nimprovement drives the determination to set\nand meet ambitious climate-related targets.\nBunzl’s decentralised business relies on local\nsuppliers, recruiting local talent and\nchampioning local businesses. Giving back\nto the community is core to Bunzl’s values\nand the Company participated in a range of\ncommunity initiatives throughout the year.\n\nConcerns and interests\n• Ambitious climate targets\n• Science-backed commitments\n• Clear roadmap to net zero\n• Ethical supply chains\n• Local support\n• Community investment\n• Cost of living crisis\n\nHow we engage\nSupported by the Board Sustainability Committee,\nthe Board defines the Company’s sustainability\nstrategy and oversees its implementation by way\nof updates from management. The Company\nmaintains dialogue with environmental agencies\nand educates customers, employees and\nsuppliers on sustainable practices in line with\nbest practice and local laws. To benefit the wider\ncommunity, Bunzl supports the communities\nwhere our employees live and work and\nencourages fundraising activities which are\nchampioned by our businesses and their\nemployees locally.\n\nOutcomes of engagement\nDuring 2025, we made strong progress in\nmapping our material ESG themes to our value\nchain. To read more, see our material issues\noverview on page 47. To support our community,\nwe worked with long-standing charity partners on\nenvironmental projects and Bunzl donated a total\nof c.£1.3 million to charitable causes during 2025.\nMore information detailing our charitable\ncontributions and initiatives during the year can\nbe found on page 212.", "tables": [ [ [ "SUPPLIERS", "" ] ], [ [ "ENVIRONMENT & COMMUNITY", "" ] ], [ [ "Purposeful Providers Programme: Serious Tissue Serious Tissue is a standout partner in the PPP, supplying 100% recycled toilet tissue with a powerful environmental mission to combat deforestation. For every sale, Serious Tissue funds the planting of trees, directly contributing to global reforestation efforts. Their commitment to sustainability and circular economy principles exemplifies how everyday products can drive meaningful environmental impact.", "" ], [ "", "ng of trees, mitment onomy yday" ] ] ], "word_count": 631, "visual_charts": [] }, { "page_number": 66, "section": "Strategic Report", "subsection": "Principal Risks and Uncertainties", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 64", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 64\n\nPRINCIPAL RISKS AND UNCERTAINTIES\n\nA robust approach to risk management\n\n\nBunzl operates in six core market sectors in 33 countries which exposes it to risks and\nuncertainties. The Group sees the management of risk, both positive and negative, as\ncritical to achieving its strategic objectives.\n\n RISK ASSESSMENT\n\n\n\n 1 Risk\n identification 2 Inherent risk\n assessment 3 Risk response\n and residual risk\n assessment 1\n Identify\n • The businesses, business • The inherent impact and • The relevant mitigating\n area, the Executive Committee probability of risks are activities and controls are\n and the Board consider, evaluated before considering evaluated for each risk.\n identify and document risks the effect of any mitigating\n • The residual risk is assessed\n Risk\n in a consistent way within the activities:\n assuming that the mitigating management\n categories of strategic,\n operational and financial risks.\n – impact is assessed based\n on a defined range of\n actions and internal controls\n operate as intended in an\n 3 2\n Respond Assess\n • This includes current risks as business continuity, health effective way.\n well as emerging risks which & safety, environmental,\n • If necessary, to bring the\n also need to be assessed and regulatory, reputational\n residual risk within Bunzl’s risk\n carefully monitored. and financial criteria; and\n appetite, enhancements to\n – probability is assessed as risk mitigation activities and\n remote, unlikely, possible controls are considered until\n or probable. the residual risk is reduced to\n an acceptable level.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\n64\n\nAdditional Information\n\nPRINCIPAL RISKS AND UNCERTAINTIES\n\nA robust approach to risk management\nBunzl operates in six core market sectors in 33 countries which exposes it to risks and\nuncertainties. The Group sees the management of risk, both positive and negative, as\ncritical to achieving its strategic objectives.\nRISK ASSESSMENT\n\n1 Risk\nidentification\n• The businesses, business\narea, the Executive Committee\nand the Board consider,\nidentify and document risks\nin a consistent way within the\ncategories of strategic,\noperational and financial risks.\n• This includes current risks as\nwell as emerging risks which\nalso need to be assessed and\ncarefully monitored.\n\nrisk\n2 Inherent\nassessment\n• The inherent impact and\nprobability of risks are\nevaluated before considering\nthe effect of any mitigating\nactivities:\n– impact is assessed based\non a defined range of\nbusiness continuity, health\n& safety, environmental,\nregulatory, reputational\nand financial criteria; and\n– probability is assessed as\nremote, unlikely, possible\nor probable.\n\nresponse\n3 Risk\nand residual risk\n\n1\n\nassessment\n\nIdentify\n\n• The relevant mitigating\nactivities and controls are\nevaluated for each risk.\n• The residual risk is assessed\nassuming that the mitigating\nactions and internal controls\noperate as intended in an\neffective way.\n• If necessary, to bring the\nresidual risk within Bunzl’s risk\nappetite, enhancements to\nrisk mitigation activities and\ncontrols are considered until\nthe residual risk is reduced to\nan acceptable level.\n\n3\n\nRespond\n\nRisk\nmanagement\n\n2\n\nAssess", "tables": [ [ [ "Bunzl operates in six core market sectors in 33 countries which exposes it to risks and uncertainties. The Group sees the management of risk, both positive and negative, as critical to achieving its strategic objectives. RISK ASSESSMENT 1 Risk 2 Inherent risk 3 Risk response identification assessment and residual risk 1 assessment Identify • The businesses, business • The inherent impact and • The relevant mitigating area, the Executive Committee probability of risks are activities and controls are and the Board consider, evaluated before considering evaluated for each risk. Risk identify and document risks the effect of any mitigating • The residual risk is assessed in a consistent way within the activities: management assuming that the mitigating categories of strategic, 3 2 – impact is assessed based actions and internal controls operational and financial risks. on a defined range of operate as intended in an Respond Assess • This includes current risks as business continuity, health effective way. well as emerging risks which & safety, environmental, • If necessary, to bring the also need to be assessed and regulatory, reputational residual risk within Bunzl’s risk carefully monitored. and financial criteria; and appetite, enhancements to – probability is assessed as risk mitigation activities and remote, unlikely, possible controls are considered until or probable. the residual risk is reduced to an acceptable level.", "" ], [ "", "" ] ], [ [ "", "RISK ASSESSMENT", "", "", "", "", "", "", "", "" ], [ "", "1", "Risk identification", "", "2", "Inherent risk assessment", "", "3", "Risk response and residual risk assessment", "" ] ] ], "word_count": 246, "visual_charts": [] }, { "page_number": 67, "section": "Strategic Report", "subsection": "Principal Risks and Uncertainties", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 65", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 65\n\nPRINCIPAL RISKS AND UNCERTAINTIES continued\n\nRisk management process\nTo deliver the Group’s strategic objectives RISK MANAGEMENT\nsuccessfully, and provide value for shareholders\nand other stakeholders, it is critical that Bunzl The Board Executive Committee Business area management\nmaintains an effective process for the Establishes the nature and extent of risk the Holds regular meetings with business area The Group’s decentralised management\nmanagement of risk. The Company has a risk Group is willing to accept (its ‘risk appetite’) in management to discuss strategic, operational structure allows for the establishment of\nmanagement policy which ensures that a pursuit of Bunzl’s strategic objectives. Bunzl’s and financial issues and ensures policies and clear ownership of risk identification and\nconsistent process is followed by every business risk appetite is the degree to which the Group procedures are in place to identify and management at the business area level\nand business area as well as the Executive is prepared to accept risk in pursuit of its manage the principal risks affecting each within the framework of Bunzl’s risk\nCommittee and ultimately the Board, firstly to objectives. The appetite for risk varies of the Group’s businesses. Business area management policy.\nassess and then subsequently to manage both depending on the category of risk being management present risk assessments to\ncurrent and emerging risks. These interrelated considered (business continuity, health & the Executive Committee annually, focusing Business management\naspects of the Group’s risk management policy safety, environment, regulatory, reputation on the key risks in their region, processes Businesses, with the support of business\nare explained below*. Additional details are also and financial) and is not constant. It varies they have in place to identify risk and any area management, implement and monitor\nprovided on the key risk management activities depending on external factors (such as areas of heightened concern or any emerging the effectiveness of controls, policies and\nundertaken during 2025. economic conditions or other changes in risks for the future. procedures designed to manage risk.\n circumstances beyond Bunzl’s control) as\n Considers the evolving risk landscape,\n well as internal factors (such as resource\n including reviewing the results of the risk\n constraints or any changes in priorities or\n assessment process and assessing the\n strategic direction). When making decisions,\n sufficiency of risk mitigation activities for\n including approving or establishing policies,\n current risks as well as the threats and\n the Board is effectively considering whether\n opportunities from emerging risks.\n the Group is taking too much risk or\n insufficient risk as compared to Bunzl’s\n inherent risk appetite.\n Performs a robust assessment of the Group’s\n risks through a biannual review of the Group’s\n risk register, focusing on the evolving risk\n landscape, emerging risks and those risks\n considered to be significant by management\n and the Executive Committee.\n Continuously monitors and oversees the\n Group’s risk management and internal\n controls processes and procedures.\n\n The Audit Committee\n Reviews the process for the management\n of risk, including the risk assessment and\n risk response, and its effectiveness.\n Directs and oversees internal audit’s activities\n*\t\u0007The ‘Risk management and internal control’ section of the and reviews the results of assurance over\n Corporate governance report on pages 90 to 91 includes controls and risk mitigation activities.\n further information on the specific procedures designed\n to identify, manage and mitigate risks which could have a\n material impact on the Group’s business, financial condition\n or results of operations and for monitoring the Company’s risk\n management and internal control systems.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\nPRINCIPAL RISKS AND UNCERTAINTIES continued\nRisk management process\nTo deliver the Group’s strategic objectives\nsuccessfully, and provide value for shareholders\nand other stakeholders, it is critical that Bunzl\nmaintains an effective process for the\nmanagement of risk. The Company has a risk\nmanagement policy which ensures that a\nconsistent process is followed by every business\nand business area as well as the Executive\nCommittee and ultimately the Board, firstly to\nassess and then subsequently to manage both\ncurrent and emerging risks. These interrelated\naspects of the Group’s risk management policy\nare explained below*. Additional details are also\nprovided on the key risk management activities\nundertaken during 2025.\n\nRISK MANAGEMENT\nThe Board\n\nExecutive Committee\n\nBusiness area management\n\nEstablishes the nature and extent of risk the\nGroup is willing to accept (its ‘risk appetite’) in\npursuit of Bunzl’s strategic objectives. Bunzl’s\nrisk appetite is the degree to which the Group\nis prepared to accept risk in pursuit of its\nobjectives. The appetite for risk varies\ndepending on the category of risk being\nconsidered (business continuity, health &\nsafety, environment, regulatory, reputation\nand financial) and is not constant. It varies\ndepending on external factors (such as\neconomic conditions or other changes in\ncircumstances beyond Bunzl’s control) as\nwell as internal factors (such as resource\nconstraints or any changes in priorities or\nstrategic direction). When making decisions,\nincluding approving or establishing policies,\nthe Board is effectively considering whether\nthe Group is taking too much risk or\ninsufficient risk as compared to Bunzl’s\ninherent risk appetite.\n\nHolds regular meetings with business area\nmanagement to discuss strategic, operational\nand financial issues and ensures policies and\nprocedures are in place to identify and\nmanage the principal risks affecting each\nof the Group’s businesses. Business area\nmanagement present risk assessments to\nthe Executive Committee annually, focusing\non the key risks in their region, processes\nthey have in place to identify risk and any\nareas of heightened concern or any emerging\nrisks for the future.\n\nThe Group’s decentralised management\nstructure allows for the establishment of\nclear ownership of risk identification and\nmanagement at the business area level\nwithin the framework of Bunzl’s risk\nmanagement policy.\n\nPerforms a robust assessment of the Group’s\nrisks through a biannual review of the Group’s\nrisk register, focusing on the evolving risk\nlandscape, emerging risks and those risks\nconsidered to be significant by management\nand the Executive Committee.\nContinuously monitors and oversees the\nGroup’s risk management and internal\ncontrols processes and procedures.\n\nThe Audit Committee\nReviews the process for the management\nof risk, including the risk assessment and\nrisk response, and its effectiveness.\n*\t\u0007The ‘Risk management and internal control’ section of the\nCorporate governance report on pages 90 to 91 includes\nfurther information on the specific procedures designed\nto identify, manage and mitigate risks which could have a\nmaterial impact on the Group’s business, financial condition\nor results of operations and for monitoring the Company’s risk\nmanagement and internal control systems.\n\nDirects and oversees internal audit’s activities\nand reviews the results of assurance over\ncontrols and risk mitigation activities.\n\nConsiders the evolving risk landscape,\nincluding reviewing the results of the risk\nassessment process and assessing the\nsufficiency of risk mitigation activities for\ncurrent risks as well as the threats and\nopportunities from emerging risks.\n\nBusiness management\nBusinesses, with the support of business\narea management, implement and monitor\nthe effectiveness of controls, policies and\nprocedures designed to manage risk.\n\n65", "tables": [ [ [ "RISK MANAGEMENT" ], [ "The Board Executive Committee Business area management Establishes the nature and extent of risk the Holds regular meetings with business area The Group’s decentralised management Group is willing to accept (its ‘risk appetite’) in management to discuss strategic, operational structure allows for the establishment of pursuit of Bunzl’s strategic objectives. Bunzl’s and financial issues and ensures policies and clear ownership of risk identification and risk appetite is the degree to which the Group procedures are in place to identify and management at the business area level is prepared to accept risk in pursuit of its manage the principal risks affecting each within the framework of Bunzl’s risk objectives. The appetite for risk varies of the Group’s businesses. Business area management policy. depending on the category of risk being management present risk assessments to Business management considered (business continuity, health & the Executive Committee annually, focusing safety, environment, regulatory, reputation on the key risks in their region, processes Businesses, with the support of business and financial) and is not constant. It varies they have in place to identify risk and any area management, implement and monitor depending on external factors (such as areas of heightened concern or any emerging the effectiveness of controls, policies and economic conditions or other changes in risks for the future. procedures designed to manage risk. circumstances beyond Bunzl’s control) as Considers the evolving risk landscape, well as internal factors (such as resource including reviewing the results of the risk constraints or any changes in priorities or assessment process and assessing the strategic direction). When making decisions, sufficiency of risk mitigation activities for including approving or establishing policies, current risks as well as the threats and the Board is effectively considering whether opportunities from emerging risks. the Group is taking too much risk or insufficient risk as compared to Bunzl’s inherent risk appetite. Performs a robust assessment of the Group’s risks through a biannual review of the Group’s risk register, focusing on the evolving risk landscape, emerging risks and those risks considered to be significant by management and the Executive Committee. Continuously monitors and oversees the Group’s risk management and internal controls processes and procedures. The Audit Committee Reviews the process for the management of risk, including the risk assessment and risk response, and its effectiveness. Directs and oversees internal audit’s activities and reviews the results of assurance over controls and risk mitigation activities." ] ] ], "word_count": 580, "visual_charts": [] }, { "page_number": 68, "section": "Strategic Report", "subsection": "Principal Risks and Uncertainties", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 66", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 66\n\nPRINCIPAL RISKS AND UNCERTAINTIES continued\n\nPrincipal risks and uncertainties Although not considered by the Board to be a New principal risk One such risk is geopolitical instability; with\nThe Group operates in six core market sectors specific principal risk in its own right, many of the Following the impact in 2025 associated with operations in 33 countries, the increasing\nin 33 countries which exposes it to risks and risks referred to below could themselves be the change programme in the Group’s largest complexity of international relations and\nuncertainties, many of which are not fully within impacted by the economic environment prevailing business in North America, the Group has economics necessitates that Bunzl regularly\nthe Group’s control. The risks summarised below in the Group’s markets from time to time. included an additional principal risk relating to reviews and updates its strategy to mitigate\nrepresent the principal risks and uncertainties major change programme execution. The potential impact and uncertainty from geopolitical\n The risks are presented by category of risk\nfaced by the Group, being those which are business primarily services foodservice and developments. The effects of global conflicts;\n (Strategic, Operational and Financial) and are not\nmaterial to the development, performance, grocery customers and its operating performance shifting political ideologies, possibly leading to\n presented in order of probability or impact. The\nposition or future prospects of the Group, and during the course of a major change programme changes in legislation and regulation; and\n relevant component of the Group’s strategy that\nthe steps taken to mitigate such risks. However, has materially impacted the Group’s results in relations between countries are all monitored\n each risk impacts is also noted:\nthese risks do not comprise all of the risks that 2025. Subsequently, a series of actions were through Bunzl’s emerging risk process and are\nthe Group may face and accordingly this summary Organic growth taken to improve performance (i.e. leadership considered during principal risk assessments\nis not intended to be exhaustive. changes to focus on commercial agility and to drive any coordinated responses that may\n Acquisition growth\n operational excellence, empowering the local be required. Failure to supply and deliver the\nIn addition, the Group’s financial performance is Operating model improvements required volumes could adversely impact\n management and delivering margin benefits\npartially dependent on general global economic revenue, profit, and customer relationships.\n Sustainability through further own brand launches, in addition\nconditions, the deterioration of which could have The Board will continue to monitor this risk and\n to accelerating cost saving initiatives).\nan adverse effect on the Group’s business and the impact on operations and any other\nresults of operations. Monitoring risks uncertainties that may impact Bunzl’s operations.\n The Board reviews each risk and assesses The directors confirm that they have carried out a\n the gross impact, applying the hypothetical robust assessment of the principal and emerging\n assumption that there are no mitigating controls risks facing the Group, including those that would\n in place, the net impact after mitigating controls threaten its business model, future performance,\n and the probability to set the Group’s mitigation solvency or liquidity.\n priorities. The register of principal risks and\n uncertainties was updated during the year\n following review by the Executive Committee\n and approval by the Board.\n\n Emerging risks\n The Board closely monitors all emerging risks that\n have the potential to increase in significance and\n affect the performance of the Group and its\n ability to meet its strategic objectives. This\n knowledge-sharing and horizon-scanning seeks\n to identify potential risks and emerging trends,\n looking through various risk lenses and over a\n future time horizon. In addition to the principal\n risks faced by the Group, there are risks which\n are more uncertain in nature and difficult to\n assess or that have the potential to develop\n and increase in severity over time.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\n66\n\nPRINCIPAL RISKS AND UNCERTAINTIES continued\nPrincipal risks and uncertainties\nThe Group operates in six core market sectors\nin 33 countries which exposes it to risks and\nuncertainties, many of which are not fully within\nthe Group’s control. The risks summarised below\nrepresent the principal risks and uncertainties\nfaced by the Group, being those which are\nmaterial to the development, performance,\nposition or future prospects of the Group, and\nthe steps taken to mitigate such risks. However,\nthese risks do not comprise all of the risks that\nthe Group may face and accordingly this summary\nis not intended to be exhaustive.\nIn addition, the Group’s financial performance is\npartially dependent on general global economic\nconditions, the deterioration of which could have\nan adverse effect on the Group’s business and\nresults of operations.\n\nAlthough not considered by the Board to be a\nspecific principal risk in its own right, many of the\nrisks referred to below could themselves be\nimpacted by the economic environment prevailing\nin the Group’s markets from time to time.\nThe risks are presented by category of risk\n(Strategic, Operational and Financial) and are not\npresented in order of probability or impact. The\nrelevant component of the Group’s strategy that\neach risk impacts is also noted:\nOrganic growth\nAcquisition growth\nOperating model improvements\nSustainability\n\nNew principal risk\nFollowing the impact in 2025 associated with\nthe change programme in the Group’s largest\nbusiness in North America, the Group has\nincluded an additional principal risk relating to\nmajor change programme execution. The\nbusiness primarily services foodservice and\ngrocery customers and its operating performance\nduring the course of a major change programme\nhas materially impacted the Group’s results in\n2025. Subsequently, a series of actions were\ntaken to improve performance (i.e. leadership\nchanges to focus on commercial agility and\noperational excellence, empowering the local\nmanagement and delivering margin benefits\nthrough further own brand launches, in addition\nto accelerating cost saving initiatives).\n\nMonitoring risks\nThe Board reviews each risk and assesses\nthe gross impact, applying the hypothetical\nassumption that there are no mitigating controls\nin place, the net impact after mitigating controls\nand the probability to set the Group’s mitigation\npriorities. The register of principal risks and\nuncertainties was updated during the year\nfollowing review by the Executive Committee\nand approval by the Board.\n\nEmerging risks\nThe Board closely monitors all emerging risks that\nhave the potential to increase in significance and\naffect the performance of the Group and its\nability to meet its strategic objectives. This\nknowledge-sharing and horizon-scanning seeks\nto identify potential risks and emerging trends,\nlooking through various risk lenses and over a\nfuture time horizon. In addition to the principal\nrisks faced by the Group, there are risks which\nare more uncertain in nature and difficult to\nassess or that have the potential to develop\nand increase in severity over time.\n\nOne such risk is geopolitical instability; with\noperations in 33 countries, the increasing\ncomplexity of international relations and\neconomics necessitates that Bunzl regularly\nreviews and updates its strategy to mitigate\npotential impact and uncertainty from geopolitical\ndevelopments. The effects of global conflicts;\nshifting political ideologies, possibly leading to\nchanges in legislation and regulation; and\nrelations between countries are all monitored\nthrough Bunzl’s emerging risk process and are\nconsidered during principal risk assessments\nto drive any coordinated responses that may\nbe required. Failure to supply and deliver the\nrequired volumes could adversely impact\nrevenue, profit, and customer relationships.\nThe Board will continue to monitor this risk and\nthe impact on operations and any other\nuncertainties that may impact Bunzl’s operations.\nThe directors confirm that they have carried out a\nrobust assessment of the principal and emerging\nrisks facing the Group, including those that would\nthreaten its business model, future performance,\nsolvency or liquidity.", "tables": [ [ [ "Bunzl plc Annual Rep", "ort 20", "25", "Strategic Rep", "ort", "Directors’", "Report", "Finan", "cial Statements", "", "Additional Inform", "a", "tion", "66" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "PRINCIPAL RISK", "S AN", "D UNCERTAINTIES conti", "nued", "", "", "", "", "", "", "", "", "", "" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "Principal risks The Group operates in 33 countries whic uncertainties, many the Group’s control. represent the princi faced by the Group, material to the deve position or future pr the steps taken to m", "and in six h exp of wh The ri pal ris being lopme ospec itigat", "uncertainties core market sectors oses it to risks and ich are not fully within sks summarised below ks and uncertainties those which are nt, performance, ts of the Group, and e such risks. However,", "Although not specific princ risks referred impacted by t in the Group’ The risks are (Strategic, Op presented in relevant com each risk imp", "considered b ipal risk in its to below cou he economic s markets fro presented by erational and order of prob ponent of the acts is also no", "y the Board to be a own right, many of ld themselves be environment prev m time to time. category of risk Financial) and are ability or impact. T Group’s strategy t ted:", "the ailing not he hat", "New principal ris Following the impact in the change programme business in North Ame included an additional major change program business primarily serv grocery customers and during the course of a has materially impacted", "k 2025 associated w in the Group’s larg rica, the Group has principal risk relatin me execution. The ices foodservice an its operating perfo major change progr the Group’s resul", "ith est g to d rmance amme ts in", "One such risk is operations in 33 complexity of int economics nece reviews and upd potential impact developments. T shifting political changes in legisl relations betwee", "ge c e ss at a h id at n", "opolitical instabi ountries, the incr rnational relation itates that Bunzl es its strategy to nd uncertainty fr e effects of globa eologies, possibl ion and regulatio countries are all", "lity; with easing s and regularly mitigate om geopolitica l conflicts; y leading to n; and monitored" ], [ "these risks do not c the Group may face is not intended to b In addition, the Gro partially dependent conditions, the dete an adverse effect on results of operation", "ompri and a e exha up’s fin on ge riorati the G s.", "se all of the risks that ccordingly this summary ustive. ancial performance is neral global economic on of which could have roup’s business and", "Organic Acquisiti Operati Sustaina", "growth on growth ng model impr bility", "ovements", "", "2025. Subsequently, a s taken to improve perfo changes to focus on co operational excellence, management and deliv through further own br to accelerating cost sav Monitoring risks", "eries of actions we rmance (i.e. leader mmercial agility an empowering the lo ering margin benefi and launches, in a ing initiatives).", "re ship d cal ts ddition", "through Bunzl’s considered duri to drive any coo be required. Fail required volume revenue, profit, The Board will c the impact on o uncertainties th", "e ng rd ur s an on pe at", "merging risk proc principal risk ass inated responses e to supply and d could adversely i d customer relati tinue to monitor rations and any o may impact Bunz", "ess and are essments that may eliver the mpact onships. this risk and ther l’s operations" ], [ "", "", "", "", "", "", "", "The Board reviews each", "risk and assesses", "", "The directors co", "n", "firm that they hav", "e carried out a" ], [ "", "", "", "", "", "", "", "the gross impact, apply", "ing the hypothetic", "al", "robust assessm", "en", "t of the principal", "and emerging" ], [ "", "", "", "", "", "", "", "assumption that there", "are no mitigating c", "ontrols", "risks facing the", "Gr", "oup, including th", "ose that would" ], [ "", "", "", "", "", "", "", "in place, the net impact", "after mitigating co", "ntrols", "threaten its busi", "n", "ess model, future", "performance," ], [ "", "", "", "", "", "", "", "and the probability to s", "et the Group’s miti", "gation", "solvency or liqui", "di", "ty.", "" ], [ "", "", "", "", "", "", "", "priorities. The register", "of principal risks an", "d", "", "", "", "" ], [ "", "", "", "", "", "", "", "uncertainties was upda", "ted during the yea", "r", "", "", "", "" ], [ "", "", "", "", "", "", "", "following review by the", "Executive Committ", "ee", "", "", "", "" ], [ "", "", "", "", "", "", "", "and approval by the Bo", "ard.", "", "", "", "", "" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "", "", "", "", "", "", "", "Emerging risks", "", "", "", "", "", "" ], [ "", "", "", "", "", "", "", "The Board closely moni", "tors all emerging ri", "sks that", "", "", "", "" ], [ "", "", "", "", "", "", "", "have the potential to in", "crease in significan", "ce and", "", "", "", "" ], [ "", "", "", "", "", "", "", "affect the performance", "of the Group and i", "ts", "", "", "", "" ], [ "", "", "", "", "", "", "", "ability to meet its strate", "gic objectives. This", "", "", "", "", "" ], [ "", "", "", "", "", "", "", "knowledge-sharing and", "horizon-scanning", "seeks", "", "", "", "" ], [ "", "", "", "", "", "", "", "to identify potential risk", "s and emerging tre", "nds,", "", "", "", "" ], [ "", "", "", "", "", "", "", "looking through various", "risk lenses and ov", "er a", "", "", "", "" ], [ "", "", "", "", "", "", "", "future time horizon. In", "addition to the prin", "cipal", "", "", "", "" ], [ "", "", "", "", "", "", "", "risks faced by the Grou", "p, there are risks w", "hich", "", "", "", "" ], [ "", "", "", "", "", "", "", "are more uncertain in n", "ature and difficult", "to", "", "", "", "" ], [ "", "", "", "", "", "", "", "assess or that have the", "potential to develo", "p", "", "", "", "" ], [ "", "", "", "", "", "", "", "and increase in severity", "over time.", "", "", "", "", "" ] ] ], "word_count": 639, "visual_charts": [] }, { "page_number": 69, "section": "Strategic Report", "subsection": "Principal Risks and Uncertainties", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 67", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 67\n\nPRINCIPAL RISKS AND UNCERTAINTIES continued\n\n\n PRINCIPAL RISKS DESCRIPTION OF RISK AND HOW IT MIGHT\n FACING THE GROUP AFFECT THE GROUP’S PROSPECTS HOW THE RISK IS MANAGED DEVELOPMENTS IN 2025\n STRATEGIC RISKS\n\n 1. Competitive pressures • The Group operates in highly competitive markets • The Group’s geographic and market sector • Execution challenges related to a change in the\n Revenue and profits are and faces price competition from international, diversification allow it to withstand shifts in demand, operating model of our largest operating company,\n reduced as the Group loses national, regional and local companies in the while this global scale across many markets also Bunzl North America Distribution, alongside a\n a customer or lowers prices countries and markets in which it operates. enables the Group to provide the broadest possible challenging macroeconomic environment resulted\n due to competitive pressures • Unforeseen changes in the competitive landscape range of customer specific solutions to suit their in wallet share loss within its foodservice customer\n Risk owner: could also occur, such as an existing competitor exacting needs. base. The business has been focused on actions to\n CEO and business or new market entrant introducing disruptive • The Group maintains high service levels and close improve performance and has seen business wins\n area heads technologies or changes in routes to market. contact with its customers to ensure that their needs in the second half of 2025.\n Change to risk level: • Customers, especially large or growing customers, are being met satisfactorily. This includes continuing • Continental Europe has strengthened its focus on\n could exert pressure on the Group’s selling prices, to invest in e-commerce and digital platforms to new business pipeline management and delivery\n Included in viability further enhance its service offering to customers. of incremental cost savings against a challenging\n statement: Yes thereby reducing its margins, switch to a competitor\n or ultimately choose to deal directly with suppliers. • The Group maintains strong relationships with macroeconomic backdrop.\n • Any of these competitive pressures could lead to a a variety of different suppliers, thereby enabling • The Group continued to invest in technology\n loss of market share and a reduction in the Group’s the Group to offer a broad range of products to to streamline customers’ experience.\n revenue and profits. its customers, including own brand products, in • The Group continued to develop its sustainable\n a consolidated one-stop-shop offering at product assortment, supported by own brand\n competitive prices. ranges, and tools to assist customers in meeting\n • The Group has a layered governance structure their sustainability goals.\n that includes strategic planning and budget reviews,\n retrospective commercial analysis, digital KPI\n reporting, forecasting, and regular CFO updates to\n the Board ensuring early identification and effective\n response to the flagged risks.\n\n 2. Financial collapse of • An unexpected insolvency of either a large customer • The Group monitors significant developments in • In 2025, the Group did not encounter material\n either a large customer or a significant number of small customers could relationships with key customers, including credit insolvencies of either a large customer or a\n and/or a significant lead to a sudden reduction in revenue and profits, checks and limits set for each customer. significant number of smaller customers. However,\n number of small customers including the cost of impairing any irrecoverable • Delegation of authority limits mean that there is this remains a significant risk given the potential for\n Revenue and profits are receivables balances, as well as operating margin oversight of all material customer contracts at global economic downturn.\n reduced as the Group loses erosion due to under-used capacity. business area and local level. • In 2025, provisions relating to the Group’s credit\n customers • The Group’s revenue and profits may be affected as exposure from customers remained broadly\n Risk owner: well as receivables and inventory (if customer specific unchanged.\n CEO and business area heads inventory is held).\n Change to risk level:\n Included in viability\n statement: Yes\n\n\n\n\n Organic growth Acquisition growth Operating model improvements Sustainability", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\nPRINCIPAL RISKS AND UNCERTAINTIES continued\nPRINCIPAL RISKS\nFACING THE GROUP\n\nDESCRIPTION OF RISK AND HOW IT MIGHT\nAFFECT THE GROUP’S PROSPECTS\n\nHOW THE RISK IS MANAGED\n\nDEVELOPMENTS IN 2025\n\n• The Group’s geographic and market sector\ndiversification allow it to withstand shifts in demand,\nwhile this global scale across many markets also\nenables the Group to provide the broadest possible\nrange of customer specific solutions to suit their\nexacting needs.\n\n• Execution challenges related to a change in the\noperating model of our largest operating company,\nBunzl North America Distribution, alongside a\nchallenging macroeconomic environment resulted\nin wallet share loss within its foodservice customer\nbase. The business has been focused on actions to\nimprove performance and has seen business wins\nin the second half of 2025.\n\nSTRATEGIC RISKS\n1. Competitive pressures\nRevenue and profits are\nreduced as the Group loses\na customer or lowers prices\ndue to competitive pressures\nRisk owner:\nCEO and business\narea heads\n\n• The Group operates in highly competitive markets\nand faces price competition from international,\nnational, regional and local companies in the\ncountries and markets in which it operates.\n• Unforeseen changes in the competitive landscape\ncould also occur, such as an existing competitor\nor new market entrant introducing disruptive\ntechnologies or changes in routes to market.\n• Customers, especially large or growing customers,\ncould exert pressure on the Group’s selling prices,\nthereby reducing its margins, switch to a competitor\nor ultimately choose to deal directly with suppliers.\n\nChange to risk level:\nIncluded in viability\nstatement: Yes\n\n• Any of these competitive pressures could lead to a\nloss of market share and a reduction in the Group’s\nrevenue and profits.\n\n• The Group maintains high service levels and close\ncontact with its customers to ensure that their needs\nare being met satisfactorily. This includes continuing\nto invest in e-commerce and digital platforms to\nfurther enhance its service offering to customers.\n• The Group maintains strong relationships with\na variety of different suppliers, thereby enabling\nthe Group to offer a broad range of products to\nits customers, including own brand products, in\na consolidated one-stop-shop offering at\ncompetitive prices.\n• The Group has a layered governance structure\nthat includes strategic planning and budget reviews,\nretrospective commercial analysis, digital KPI\nreporting, forecasting, and regular CFO updates to\nthe Board ensuring early identification and effective\nresponse to the flagged risks.\n\n2. Financial collapse of\neither a large customer\nand/or a significant\nnumber of small customers\nRevenue and profits are\nreduced as the Group loses\ncustomers\nRisk owner:\nCEO and business area heads\n\n• An unexpected insolvency of either a large customer\nor a significant number of small customers could\nlead to a sudden reduction in revenue and profits,\nincluding the cost of impairing any irrecoverable\nreceivables balances, as well as operating margin\nerosion due to under-used capacity.\n• The Group’s revenue and profits may be affected as\nwell as receivables and inventory (if customer specific\ninventory is held).\n\n• The Group monitors significant developments in\nrelationships with key customers, including credit\nchecks and limits set for each customer.\n• Delegation of authority limits mean that there is\noversight of all material customer contracts at\nbusiness area and local level.\n\nChange to risk level:\nIncluded in viability\nstatement: Yes\n\nOrganic growth\n\nAcquisition growth\n\nOperating model improvements\n\nSustainability\n\n• Continental Europe has strengthened its focus on\nnew business pipeline management and delivery\nof incremental cost savings against a challenging\nmacroeconomic backdrop.\n• The Group continued to invest in technology\nto streamline customers’ experience.\n• The Group continued to develop its sustainable\nproduct assortment, supported by own brand\nranges, and tools to assist customers in meeting\ntheir sustainability goals.\n\n• In 2025, the Group did not encounter material\ninsolvencies of either a large customer or a\nsignificant number of smaller customers. However,\nthis remains a significant risk given the potential for\nglobal economic downturn.\n• In 2025, provisions relating to the Group’s credit\nexposure from customers remained broadly\nunchanged.\n\n67", "tables": [ [ [ "RINCIPAL RISKS ACING THE GROUP", "DESCRIPTION OF RISK AND HOW IT MIGHT AFFECT THE GROUP’S PROSPECTS", "HOW THE RISK IS MANAGED", "DEVELOPMENTS IN 2025" ], [ "TRATEGIC RISKS", "", "", "" ], [ ". Competitive pressures evenue and profits are educed as the Group loses customer or lowers prices ue to competitive pressures isk owner: EO and business rea heads hange to risk level: ncluded in viability tatement: Yes", "• The Group operates in highly competitive markets and faces price competition from international, national, regional and local companies in the countries and markets in which it operates. • Unforeseen changes in the competitive landscape could also occur, such as an existing competitor or new market entrant introducing disruptive technologies or changes in routes to market. • Customers, especially large or growing customers, could exert pressure on the Group’s selling prices, thereby reducing its margins, switch to a competitor or ultimately choose to deal directly with suppliers. • Any of these competitive pressures could lead to a loss of market share and a reduction in the Group’s revenue and profits.", "• The Group’s geographic and market sector diversification allow it to withstand shifts in demand, while this global scale across many markets also enables the Group to provide the broadest possible range of customer specific solutions to suit their exacting needs. • The Group maintains high service levels and close contact with its customers to ensure that their needs are being met satisfactorily. This includes continuing to invest in e-commerce and digital platforms to further enhance its service offering to customers. • The Group maintains strong relationships with a variety of different suppliers, thereby enabling the Group to offer a broad range of products to its customers, including own brand products, in a consolidated one-stop-shop offering at competitive prices. • The Group has a layered governance structure that includes strategic planning and budget reviews, retrospective commercial analysis, digital KPI reporting, forecasting, and regular CFO updates to the Board ensuring early identification and effective response to the flagged risks.", "• Execution challenges related to a change in the operating model of our largest operating company, Bunzl North America Distribution, alongside a challenging macroeconomic environment resulted in wallet share loss within its foodservice customer base. The business has been focused on actions to improve performance and has seen business wins in the second half of 2025. • Continental Europe has strengthened its focus on new business pipeline management and delivery of incremental cost savings against a challenging macroeconomic backdrop. • The Group continued to invest in technology to streamline customers’ experience. • The Group continued to develop its sustainable product assortment, supported by own brand ranges, and tools to assist customers in meeting their sustainability goals." ], [ ". Financial collapse of ither a large customer nd/or a significant umber of small customers evenue and profits are educed as the Group loses ustomers isk owner: EO and business area heads hange to risk level: ncluded in viability tatement: Yes", "• An unexpected insolvency of either a large customer or a significant number of small customers could lead to a sudden reduction in revenue and profits, including the cost of impairing any irrecoverable receivables balances, as well as operating margin erosion due to under-used capacity. • The Group’s revenue and profits may be affected as well as receivables and inventory (if customer specific inventory is held).", "• The Group monitors significant developments in relationships with key customers, including credit checks and limits set for each customer. • Delegation of authority limits mean that there is oversight of all material customer contracts at business area and local level.", "• In 2025, the Group did not encounter material insolvencies of either a large customer or a significant number of smaller customers. However, this remains a significant risk given the potential for global economic downturn. • In 2025, provisions relating to the Group’s credit exposure from customers remained broadly unchanged." ] ] ], "word_count": 673, "visual_charts": [] }, { "page_number": 70, "section": "Strategic Report", "subsection": "Principal Risks and Uncertainties", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 68", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 68\n\nPRINCIPAL RISKS AND UNCERTAINTIES continued\n\n\n PRINCIPAL RISKS DESCRIPTION OF RISK AND HOW IT MIGHT\n FACING THE GROUP AFFECT THE GROUP’S PROSPECTS HOW THE RISK IS MANAGED DEVELOPMENTS IN 2025\n STRATEGIC RISKS\n\n 3. Product cost deflation • In the event of a reduction in the cost of products • The Group uses its considerable experience in • The pricing impact was broadly stable across the\n Revenue and profits are bought by the Group, due to suppliers passing on sourcing and selling products to manage prices Group over 2025, although some businesses\n reduced due to the Group’s lower commodity prices (such as plastic or paper) during periods of deflation in order to minimise continued to be impacted by deflation, such as our\n need to pass on cost price or other price reductions, lower trade tariffs and/or the impact on profits. cleaning & hygiene businesses in France, reflective\n reductions foreign currency fluctuations, coupled with actions • Focus on the Group’s own brand products, together of a post Covid-19 normalisation of pricing, and\n Risk owner: of competitors or customers, indexed or cost plus with the reinforcement of the Group’s service and a weak economy.\n CEO and business contracts may require the Group to pass on such product offering to customers, helps to minimise\n area heads cost reductions to customers, resulting in a the impact of price deflation.\n reduction in the Group’s revenue and profits.\n Change to risk level: • The Group continually looks at ways to improve\n • Operating profits may also be lower due to the productivity and implement other efficiency\n Included in viability above factors if operating costs are not reduced\n statement: Yes measures to manage and, where possible, reduce\n commensurate with the reduction in revenue. its operating costs.\n\n\n\n\n 4. Cost inflation • Significant or unexpected cost increases by • The Group sources its products from a number of • The Group experienced significant product cost\n Profits are reduced due to suppliers, due to the pass through of higher different suppliers based in different countries so inflation in recent years. Selling prices to customers\n the Group’s inability to pass commodity prices (such as plastic or paper) or other that it is not dependent on any one source of supply were continually evaluated to ensure that\n on product or operating cost price increases, higher trade tariffs and/or foreign for any particular product, or overly exposed to a profitability levels were at least maintained. Overall,\n increases currency fluctuations, could adversely impact profits particular country changing trade tariffs, and can the Group was very successful in passing on product\n Risk owner: if the Group is unable to pass on such product cost purchase products at the most competitive prices. cost inflation.\n CEO and business increases to customers. • The majority of the Group’s transactions are • The Group’s ongoing focus on own brand product\n area heads • Operating profits may also be lower due to the above carried out in the functional currencies of the development is an important tool for discussions\n Change to risk level: factors if selling prices are not increased Group’s operations, but for foreign currency with customers about price increases.\n commensurate with the increases in operating costs. transactions some forward purchasing of foreign • Operating cost inflation, overall, was more typical\n Included in viability currencies is used to reduce the impact of short\n statement: Yes over the year, with wage inflation across the US, UK &\n term currency volatility. Ireland and Continental Europe being at normalised\n • The Group will, where possible, pass on price levels, which we expect to remain the case in 2026.\n increases from its suppliers to its customers. • Property cost inflation, linked to lease renewals,\n • The Group continually looks at ways to improve moderated from recent high levels and fuel and\n productivity and implement other efficiency freight inflation was moderate and supported by the\n measures to manage and, where possible, reduce annualisation of prior year contract retendering in\n its operating costs. North America.\n • Operating cost growth was partially supported by\n cost actions taken, such as restructuring projects\n and warehouse consolidations and relocations.\n\n\n Organic growth Acquisition growth Operating model improvements Sustainability", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\n68\n\nPRINCIPAL RISKS AND UNCERTAINTIES continued\nPRINCIPAL RISKS\nFACING THE GROUP\n\nDESCRIPTION OF RISK AND HOW IT MIGHT\nAFFECT THE GROUP’S PROSPECTS\n\nHOW THE RISK IS MANAGED\n\nDEVELOPMENTS IN 2025\n\n• The Group uses its considerable experience in\nsourcing and selling products to manage prices\nduring periods of deflation in order to minimise\nthe impact on profits.\n\n• The pricing impact was broadly stable across the\nGroup over 2025, although some businesses\ncontinued to be impacted by deflation, such as our\ncleaning & hygiene businesses in France, reflective\nof a post Covid-19 normalisation of pricing, and\na weak economy.\n\nSTRATEGIC RISKS\n3. Product cost deflation\nRevenue and profits are\nreduced due to the Group’s\nneed to pass on cost price\nreductions\nRisk owner:\nCEO and business\narea heads\nChange to risk level:\n\n• Operating profits may also be lower due to the\nabove factors if operating costs are not reduced\ncommensurate with the reduction in revenue.\n\nIncluded in viability\nstatement: Yes\n\n4. Cost inflation\nProfits are reduced due to\nthe Group’s inability to pass\non product or operating cost\nincreases\nRisk owner:\nCEO and business\narea heads\nChange to risk level:\nIncluded in viability\nstatement: Yes\n\n• In the event of a reduction in the cost of products\nbought by the Group, due to suppliers passing on\nlower commodity prices (such as plastic or paper)\nor other price reductions, lower trade tariffs and/or\nforeign currency fluctuations, coupled with actions\nof competitors or customers, indexed or cost plus\ncontracts may require the Group to pass on such\ncost reductions to customers, resulting in a\nreduction in the Group’s revenue and profits.\n\n• Significant or unexpected cost increases by\nsuppliers, due to the pass through of higher\ncommodity prices (such as plastic or paper) or other\nprice increases, higher trade tariffs and/or foreign\ncurrency fluctuations, could adversely impact profits\nif the Group is unable to pass on such product cost\nincreases to customers.\n• Operating profits may also be lower due to the above\nfactors if selling prices are not increased\ncommensurate with the increases in operating costs.\n\n• Focus on the Group’s own brand products, together\nwith the reinforcement of the Group’s service and\nproduct offering to customers, helps to minimise\nthe impact of price deflation.\n• The Group continually looks at ways to improve\nproductivity and implement other efficiency\nmeasures to manage and, where possible, reduce\nits operating costs.\n\n• The Group sources its products from a number of\ndifferent suppliers based in different countries so\nthat it is not dependent on any one source of supply\nfor any particular product, or overly exposed to a\nparticular country changing trade tariffs, and can\npurchase products at the most competitive prices.\n\n• The Group experienced significant product cost\ninflation in recent years. Selling prices to customers\nwere continually evaluated to ensure that\nprofitability levels were at least maintained. Overall,\nthe Group was very successful in passing on product\ncost inflation.\n\n• The majority of the Group’s transactions are\ncarried out in the functional currencies of the\nGroup’s operations, but for foreign currency\ntransactions some forward purchasing of foreign\ncurrencies is used to reduce the impact of short\nterm currency volatility.\n\n• The Group’s ongoing focus on own brand product\ndevelopment is an important tool for discussions\nwith customers about price increases.\n\n• The Group will, where possible, pass on price\nincreases from its suppliers to its customers.\n• The Group continually looks at ways to improve\nproductivity and implement other efficiency\nmeasures to manage and, where possible, reduce\nits operating costs.\n\n• Operating cost inflation, overall, was more typical\nover the year, with wage inflation across the US, UK &\nIreland and Continental Europe being at normalised\nlevels, which we expect to remain the case in 2026.\n• Property cost inflation, linked to lease renewals,\nmoderated from recent high levels and fuel and\nfreight inflation was moderate and supported by the\nannualisation of prior year contract retendering in\nNorth America.\n• Operating cost growth was partially supported by\ncost actions taken, such as restructuring projects\nand warehouse consolidations and relocations.\n\nOrganic growth\n\nAcquisition growth\n\nOperating model improvements\n\nSustainability", "tables": [ [ [ "RINCIPAL RISKS ACING THE GROUP", "DESCRIPTION OF RISK AND HOW IT MIGHT AFFECT THE GROUP’S PROSPECTS", "HOW THE RISK IS MANAGED", "DEVELOPMENTS IN 2025" ], [ "TRATEGIC RISKS", "", "", "" ], [ ". Product cost deflation evenue and profits are educed due to the Group’s eed to pass on cost price eductions isk owner: EO and business rea heads hange to risk level: ncluded in viability tatement: Yes", "• In the event of a reduction in the cost of products bought by the Group, due to suppliers passing on lower commodity prices (such as plastic or paper) or other price reductions, lower trade tariffs and/or foreign currency fluctuations, coupled with actions of competitors or customers, indexed or cost plus contracts may require the Group to pass on such cost reductions to customers, resulting in a reduction in the Group’s revenue and profits. • Operating profits may also be lower due to the above factors if operating costs are not reduced commensurate with the reduction in revenue.", "• The Group uses its considerable experience in sourcing and selling products to manage prices during periods of deflation in order to minimise the impact on profits. • Focus on the Group’s own brand products, together with the reinforcement of the Group’s service and product offering to customers, helps to minimise the impact of price deflation. • The Group continually looks at ways to improve productivity and implement other efficiency measures to manage and, where possible, reduce its operating costs.", "• The pricing impact was broadly stable across the Group over 2025, although some businesses continued to be impacted by deflation, such as our cleaning & hygiene businesses in France, reflective of a post Covid-19 normalisation of pricing, and a weak economy." ], [ ". Cost inflation rofits are reduced due to he Group’s inability to pass n product or operating cost ncreases isk owner: EO and business rea heads hange to risk level: ncluded in viability tatement: Yes", "• Significant or unexpected cost increases by suppliers, due to the pass through of higher commodity prices (such as plastic or paper) or other price increases, higher trade tariffs and/or foreign currency fluctuations, could adversely impact profits if the Group is unable to pass on such product cost increases to customers. • Operating profits may also be lower due to the above factors if selling prices are not increased commensurate with the increases in operating costs.", "• The Group sources its products from a number of different suppliers based in different countries so that it is not dependent on any one source of supply for any particular product, or overly exposed to a particular country changing trade tariffs, and can purchase products at the most competitive prices. • The majority of the Group’s transactions are carried out in the functional currencies of the Group’s operations, but for foreign currency transactions some forward purchasing of foreign currencies is used to reduce the impact of short term currency volatility. • The Group will, where possible, pass on price increases from its suppliers to its customers. • The Group continually looks at ways to improve productivity and implement other efficiency measures to manage and, where possible, reduce its operating costs.", "• The Group experienced significant product cost inflation in recent years. Selling prices to customers were continually evaluated to ensure that profitability levels were at least maintained. Overall, the Group was very successful in passing on product cost inflation. • The Group’s ongoing focus on own brand product development is an important tool for discussions with customers about price increases. • Operating cost inflation, overall, was more typical over the year, with wage inflation across the US, UK & Ireland and Continental Europe being at normalised levels, which we expect to remain the case in 2026. • Property cost inflation, linked to lease renewals, moderated from recent high levels and fuel and freight inflation was moderate and supported by the annualisation of prior year contract retendering in North America. • Operating cost growth was partially supported by cost actions taken, such as restructuring projects and warehouse consolidations and relocations." ] ] ], "word_count": 701, "visual_charts": [] }, { "page_number": 71, "section": "Strategic Report", "subsection": "Principal Risks and Uncertainties", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 69", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 69\n\nPRINCIPAL RISKS AND UNCERTAINTIES continued\n\n\n PRINCIPAL RISKS DESCRIPTION OF RISK AND HOW IT MIGHT\n FACING THE GROUP AFFECT THE GROUP’S PROSPECTS HOW THE RISK IS MANAGED DEVELOPMENTS IN 2025\n STRATEGIC RISKS\n\n 5. Inability to make further • Acquisitions are a key component of the Group’s • The Group maintains a large acquisition database • The acquisition pipeline is closely monitored with\n acquisitions growth strategy and one of the key sources of the which continues to grow with targets identified by continued research of any available opportunities\n Profit growth is reduced from Group’s competitive advantage, having completed managers of current Bunzl businesses, research for investment.\n the Group’s inability to acquire 237 acquisitions since 2004. undertaken by the Group’s dedicated and • During 2025, the Group’s committed acquisition\n new companies • Insufficient acquisition opportunities, through a lack experienced in-house corporate development team spend was £132 million and the pipeline\n Risk owner: of availability of suitable companies to acquire or and information received from banking and remains active.\n CEO and business an unwillingness of business owners to sell their corporate finance contacts.\n area heads companies to Bunzl, could adversely impact future • The Group has a strong track record of successfully\n Change to risk level: profit growth. making acquisitions. At the same time, the Group\n maintains a decentralised management structure\n Included in viability which facilitates a strong entrepreneurial culture\n statement: Yes and encourages former owners to remain within the\n Group after acquisition, which in turn encourages\n other companies to consider selling to Bunzl.\n\n\n 6. Unsuccessful acquisition • Inadequate pre-acquisition due diligence related to • The Group has established processes and • The acquisition pipeline is reviewed by the Executive\n Profits are reduced, including a target company and its market, or an economic procedures for detailed pre-acquisition due diligence Committee, and for any new significant acquisitions\n by an impairment charge, due decline shortly after an acquisition, could lead to the related to acquisition targets and the post- that are proposed, the Board reviews the potential\n to an unsuccessful acquisition Group paying more for a company than its fair value. acquisition integration thereof. acquisition in detail.\n or acquisition integration • Furthermore, the loss of key people or customers, • The Group’s acquisition strategy is to focus on those • The CEO and CFO review the performance of all\n Risk owner: exaggerated by inadequate post-acquisition businesses which operate in sectors where it has or acquisitions with business area management teams\n CEO and business integration of the business, could in turn result in can develop competitive advantage and which have on a quarterly basis.\n area heads underperformance of the acquired company good growth opportunities. • Internal Audit reviews acquisitions on average within\n Change to risk level: compared to pre-acquisition expectations which • The Group endeavours to maximise the performance 18 months of the sale.\n could lead to lower profits as well as a need to record of its acquisitions through the recruitment and\n Included in viability an impairment charge against any associated • The Board reviews performance of recent\n statement: Yes retention of high quality and appropriately acquisitions annually. In 2025, the Board reviewed\n intangible assets. incentivised management combined with effective the principal acquisitions made in 2023 and noted\n strategic planning, investment in resources and that in aggregate they outperformed acquisition\n infrastructure and regular reviews of performance case expectations.\n by both business area and Group management.\n • Defined delegation of authority limits provide robust\n oversight of all acquisition thresholds and associated\n requirements.\n\n\n Organic growth Acquisition growth Operating model improvements Sustainability", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\n69\n\nPRINCIPAL RISKS AND UNCERTAINTIES continued\nPRINCIPAL RISKS\nFACING THE GROUP\n\nDESCRIPTION OF RISK AND HOW IT MIGHT\nAFFECT THE GROUP’S PROSPECTS\n\nHOW THE RISK IS MANAGED\n\nDEVELOPMENTS IN 2025\n\n• The Group maintains a large acquisition database\nwhich continues to grow with targets identified by\nmanagers of current Bunzl businesses, research\nundertaken by the Group’s dedicated and\nexperienced in-house corporate development team\nand information received from banking and\ncorporate finance contacts.\n\n• The acquisition pipeline is closely monitored with\ncontinued research of any available opportunities\nfor investment.\n\nSTRATEGIC RISKS\n5. Inability to make further\nacquisitions\nProfit growth is reduced from\nthe Group’s inability to acquire\nnew companies\nRisk owner:\nCEO and business\narea heads\nChange to risk level:\n\n• Acquisitions are a key component of the Group’s\ngrowth strategy and one of the key sources of the\nGroup’s competitive advantage, having completed\n237 acquisitions since 2004.\n• Insufficient acquisition opportunities, through a lack\nof availability of suitable companies to acquire or\nan unwillingness of business owners to sell their\ncompanies to Bunzl, could adversely impact future\nprofit growth.\n\nIncluded in viability\nstatement: Yes\n\n6. Unsuccessful acquisition\nProfits are reduced, including\nby an impairment charge, due\nto an unsuccessful acquisition\nor acquisition integration\nRisk owner:\nCEO and business\narea heads\nChange to risk level:\nIncluded in viability\nstatement: Yes\n\n• The Group has a strong track record of successfully\nmaking acquisitions. At the same time, the Group\nmaintains a decentralised management structure\nwhich facilitates a strong entrepreneurial culture\nand encourages former owners to remain within the\nGroup after acquisition, which in turn encourages\nother companies to consider selling to Bunzl.\n\n• Inadequate pre-acquisition due diligence related to\na target company and its market, or an economic\ndecline shortly after an acquisition, could lead to the\nGroup paying more for a company than its fair value.\n\n• The Group has established processes and\nprocedures for detailed pre-acquisition due diligence\nrelated to acquisition targets and the postacquisition integration thereof.\n\n• The acquisition pipeline is reviewed by the Executive\nCommittee, and for any new significant acquisitions\nthat are proposed, the Board reviews the potential\nacquisition in detail.\n\n• Furthermore, the loss of key people or customers,\nexaggerated by inadequate post-acquisition\nintegration of the business, could in turn result in\nunderperformance of the acquired company\ncompared to pre-acquisition expectations which\ncould lead to lower profits as well as a need to record\nan impairment charge against any associated\nintangible assets.\n\n• The Group’s acquisition strategy is to focus on those\nbusinesses which operate in sectors where it has or\ncan develop competitive advantage and which have\ngood growth opportunities.\n\n• The CEO and CFO review the performance of all\nacquisitions with business area management teams\non a quarterly basis.\n\n• The Group endeavours to maximise the performance\nof its acquisitions through the recruitment and\nretention of high quality and appropriately\nincentivised management combined with effective\nstrategic planning, investment in resources and\ninfrastructure and regular reviews of performance\nby both business area and Group management.\n• Defined delegation of authority limits provide robust\noversight of all acquisition thresholds and associated\nrequirements.\n\nOrganic growth\n\n• During 2025, the Group’s committed acquisition\nspend was £132 million and the pipeline\nremains active.\n\nAcquisition growth\n\nOperating model improvements\n\nSustainability\n\n• Internal Audit reviews acquisitions on average within\n18 months of the sale.\n• The Board reviews performance of recent\nacquisitions annually. In 2025, the Board reviewed\nthe principal acquisitions made in 2023 and noted\nthat in aggregate they outperformed acquisition\ncase expectations.", "tables": [ [ [ "PRINCIPAL RISKS ACING THE GROUP", "DESCRIPTION OF RISK AND HOW IT MIGHT AFFECT THE GROUP’S PROSPECTS", "HOW THE RISK IS MANAGED", "DEVELOPMENTS IN 2025" ], [ "TRATEGIC RISKS", "", "", "" ], [ ". Inability to make further cquisitions rofit growth is reduced from he Group’s inability to acquire ew companies isk owner: EO and business rea heads hange to risk level: ncluded in viability tatement: Yes", "• Acquisitions are a key component of the Group’s growth strategy and one of the key sources of the Group’s competitive advantage, having completed 237 acquisitions since 2004. • Insufficient acquisition opportunities, through a lack of availability of suitable companies to acquire or an unwillingness of business owners to sell their companies to Bunzl, could adversely impact future profit growth.", "• The Group maintains a large acquisition database which continues to grow with targets identified by managers of current Bunzl businesses, research undertaken by the Group’s dedicated and experienced in-house corporate development team and information received from banking and corporate finance contacts. • The Group has a strong track record of successfully making acquisitions. At the same time, the Group maintains a decentralised management structure which facilitates a strong entrepreneurial culture and encourages former owners to remain within the Group after acquisition, which in turn encourages other companies to consider selling to Bunzl.", "• The acquisition pipeline is closely monitored with continued research of any available opportunities for investment. • During 2025, the Group’s committed acquisition spend was £132 million and the pipeline remains active." ], [ ". Unsuccessful acquisition rofits are reduced, including y an impairment charge, due o an unsuccessful acquisition r acquisition integration isk owner: EO and business rea heads hange to risk level: ncluded in viability tatement: Yes", "• Inadequate pre-acquisition due diligence related to a target company and its market, or an economic decline shortly after an acquisition, could lead to the Group paying more for a company than its fair value. • Furthermore, the loss of key people or customers, exaggerated by inadequate post-acquisition integration of the business, could in turn result in underperformance of the acquired company compared to pre-acquisition expectations which could lead to lower profits as well as a need to record an impairment charge against any associated intangible assets.", "• The Group has established processes and procedures for detailed pre-acquisition due diligence related to acquisition targets and the post- acquisition integration thereof. • The Group’s acquisition strategy is to focus on those businesses which operate in sectors where it has or can develop competitive advantage and which have good growth opportunities. • The Group endeavours to maximise the performance of its acquisitions through the recruitment and retention of high quality and appropriately incentivised management combined with effective strategic planning, investment in resources and infrastructure and regular reviews of performance by both business area and Group management. • Defined delegation of authority limits provide robust oversight of all acquisition thresholds and associated requirements.", "• The acquisition pipeline is reviewed by the Executive Committee, and for any new significant acquisitions that are proposed, the Board reviews the potential acquisition in detail. • The CEO and CFO review the performance of all acquisitions with business area management teams on a quarterly basis. • Internal Audit reviews acquisitions on average within 18 months of the sale. • The Board reviews performance of recent acquisitions annually. In 2025, the Board reviewed the principal acquisitions made in 2023 and noted that in aggregate they outperformed acquisition case expectations." ] ] ], "word_count": 598, "visual_charts": [] }, { "page_number": 72, "section": "Strategic Report", "subsection": "Principal Risks and Uncertainties", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 70", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 70\n\nPRINCIPAL RISKS AND UNCERTAINTIES continued\n\n\n PRINCIPAL RISKS DESCRIPTION OF RISK AND HOW IT MIGHT\n FACING THE GROUP AFFECT THE GROUP’S PROSPECTS HOW THE RISK IS MANAGED DEVELOPMENTS IN 2025\n STRATEGIC RISKS\n\n 7. Sustainability driven • New legislation introduced outside Europe and the • Bunzl is well-positioned to support its customers • The majority of the Group’s businesses in the retail,\n market changes UK in countries where Bunzl operates mirrors (and with the legislative complexity due to its material foodservice and grocery sectors now employ\n Revenue and profits are in some cases goes further than) the legislation agnostic position and network strength allowing it material footprint tools that explain how legislation\n reduced due to the Group’s previously introduced in Europe and the UK. The to deliver the right products across large multi-site will impact the products and packaging a customer\n inability to offer sustainable scope of new legislation tends to cover a wider customer operations. uses, while promoting the alternatives we have in\n products in response to range of products than that previously introduced. • Bunzl’s scale and unique position at the centre of our ranges.\n changes in legislation, Legislation related to packaging still remains the supply chain, supported by expert sustainability • There has been a degree of price sensitivity in our\n consumer preferences or extremely fragmented across different regions. managers, gives the Group an opportunity to provide customer sectors driven by general inflationary\n the competitive environment • The introduction of Extended Producer customers with advice about alternative products trends and the higher cost of products made from\n Risk owner: Responsibility ‘EPR’ is a new consideration for the which are recyclable, compostable, biodegradable alternative materials is a concern for customers.\n CEO and business Group and our customers. EPR is being introduced or reusable. These trends have the potential to slow transition,\n area heads in the UK, EU, Australia, Canada and seven US States • EPR will incentivise customers to specify more but the introduction of new legislation with high\n Change to risk level: (extending to 18). EPR is legislation that aims to make recyclable products to avoid high modulation fees. compliance costs (e.g. EPR) will likely cause\n all organisations in a value chain responsible for the This should further drive transition to alternative organisations to accelerate their replacement of\n Included in viability cost of the collection, management, and recycling of non-recyclable/less recyclable products.\n statement: Yes products that are well suited to the circular economy.\n packaging. It applies modulation fees based on • The introduction of new EPR rules place higher\n packaging recyclability where non-recyclable • The Group has access to an extensive supply chain\n of product and packaging manufacturers who are financial and operational obligations on businesses\n materials will incur extremely high compliance costs. for the end-of-life management of packaging,\n innovating the range of products they produce to\n • Consumer sentiment and customer targets are likely satisfy the increased focus on sustainability. This creating strong incentives to move away from\n to lead to a reduction in demand for single use means the Group can offer the broadest possible non-recyclable or hard-to-recycle materials. As\n plastic-based products that the Group sells, while range of products whether in response to legislative compliance costs rise and reporting requirements\n simultaneously increasing demand for renewable, changes, consumer preference driven changes or become more stringent, customers are increasingly\n recyclable, or reusable alternatives. a desire to offer market-leading products to the prioritising solutions that minimise liability under\n • The Group’s revenue and profits could be reduced Group’s customers. EPR frameworks. This shift is re-focusing attention\n if it is unable to offer packaging and products made on our alternative material ranges (including own\n • The Group has access to the proprietary data on brand) and reinforcing the importance of proactive\n from alternative materials that will replace products the packaging and products our customers need.\n that cannot be sold due to legislation, or products engagement through our sustainability tools and\n That coupled with the Group’s detailed product advisory services.\n where demand is lower due to changes in consumer knowledge and data on customer product usage,\n preferences, for example a move to more reusable ensures that the Group is well-positioned to be able • The Group has continued to strengthen its expert\n packaging. to support its customers in shaping and achieving sustainability teams who train customers on\n their sustainability strategies. incoming legislation, hold customer forums where\n they showcase the latest products and support\n customers to report effectively against their goals.\n Our teams have engaged over 300 key customers\n this year to reinforce our sustainability value\n proposition and demonstrate how we can help\n with their objectives.\n • The Group continued to expand and introduce\n new ranges of own brand products made from\n alternative materials.\n\n\n Organic growth Acquisition growth Operating model improvements Sustainability", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\nPRINCIPAL RISKS AND UNCERTAINTIES continued\nPRINCIPAL RISKS\nFACING THE GROUP\n\nDESCRIPTION OF RISK AND HOW IT MIGHT\nAFFECT THE GROUP’S PROSPECTS\n\nHOW THE RISK IS MANAGED\n\nDEVELOPMENTS IN 2025\n\n• Bunzl is well-positioned to support its customers\nwith the legislative complexity due to its material\nagnostic position and network strength allowing it\nto deliver the right products across large multi-site\ncustomer operations.\n\n• The majority of the Group’s businesses in the retail,\nfoodservice and grocery sectors now employ\nmaterial footprint tools that explain how legislation\nwill impact the products and packaging a customer\nuses, while promoting the alternatives we have in\nour ranges.\n\nSTRATEGIC RISKS\n7. Sustainability driven\nmarket changes\nRevenue and profits are\nreduced due to the Group’s\ninability to offer sustainable\nproducts in response to\nchanges in legislation,\nconsumer preferences or\nthe competitive environment\nRisk owner:\nCEO and business\narea heads\nChange to risk level:\nIncluded in viability\nstatement: Yes\n\n• New legislation introduced outside Europe and the\nUK in countries where Bunzl operates mirrors (and\nin some cases goes further than) the legislation\npreviously introduced in Europe and the UK. The\nscope of new legislation tends to cover a wider\nrange of products than that previously introduced.\nLegislation related to packaging still remains\nextremely fragmented across different regions.\n• The introduction of Extended Producer\nResponsibility ‘EPR’ is a new consideration for the\nGroup and our customers. EPR is being introduced\nin the UK, EU, Australia, Canada and seven US States\n(extending to 18). EPR is legislation that aims to make\nall organisations in a value chain responsible for the\ncost of the collection, management, and recycling of\npackaging. It applies modulation fees based on\npackaging recyclability where non-recyclable\nmaterials will incur extremely high compliance costs.\n• Consumer sentiment and customer targets are likely\nto lead to a reduction in demand for single use\nplastic-based products that the Group sells, while\nsimultaneously increasing demand for renewable,\nrecyclable, or reusable alternatives.\n• The Group’s revenue and profits could be reduced\nif it is unable to offer packaging and products made\nfrom alternative materials that will replace products\nthat cannot be sold due to legislation, or products\nwhere demand is lower due to changes in consumer\npreferences, for example a move to more reusable\npackaging.\n\n• Bunzl’s scale and unique position at the centre of\nthe supply chain, supported by expert sustainability\nmanagers, gives the Group an opportunity to provide\ncustomers with advice about alternative products\nwhich are recyclable, compostable, biodegradable\nor reusable.\n• EPR will incentivise customers to specify more\nrecyclable products to avoid high modulation fees.\nThis should further drive transition to alternative\nproducts that are well suited to the circular economy.\n• The Group has access to an extensive supply chain\nof product and packaging manufacturers who are\ninnovating the range of products they produce to\nsatisfy the increased focus on sustainability. This\nmeans the Group can offer the broadest possible\nrange of products whether in response to legislative\nchanges, consumer preference driven changes or\na desire to offer market-leading products to the\nGroup’s customers.\n• The Group has access to the proprietary data on\nthe packaging and products our customers need.\nThat coupled with the Group’s detailed product\nknowledge and data on customer product usage,\nensures that the Group is well-positioned to be able\nto support its customers in shaping and achieving\ntheir sustainability strategies.\n\n• There has been a degree of price sensitivity in our\ncustomer sectors driven by general inflationary\ntrends and the higher cost of products made from\nalternative materials is a concern for customers.\nThese trends have the potential to slow transition,\nbut the introduction of new legislation with high\ncompliance costs (e.g. EPR) will likely cause\norganisations to accelerate their replacement of\nnon-recyclable/less recyclable products.\n• The introduction of new EPR rules place higher\nfinancial and operational obligations on businesses\nfor the end-of-life management of packaging,\ncreating strong incentives to move away from\nnon-recyclable or hard-to-recycle materials. As\ncompliance costs rise and reporting requirements\nbecome more stringent, customers are increasingly\nprioritising solutions that minimise liability under\nEPR frameworks. This shift is re-focusing attention\non our alternative material ranges (including own\nbrand) and reinforcing the importance of proactive\nengagement through our sustainability tools and\nadvisory services.\n• The Group has continued to strengthen its expert\nsustainability teams who train customers on\nincoming legislation, hold customer forums where\nthey showcase the latest products and support\ncustomers to report effectively against their goals.\nOur teams have engaged over 300 key customers\nthis year to reinforce our sustainability value\nproposition and demonstrate how we can help\nwith their objectives.\n• The Group continued to expand and introduce\nnew ranges of own brand products made from\nalternative materials.\n\nOrganic growth\n\nAcquisition growth\n\nOperating model improvements\n\nSustainability\n\n70", "tables": [ [ [ "PRINCIPAL RISKS FACING THE GROUP", "DESCRIPTION OF RISK AND HOW IT MIGHT AFFECT THE GROUP’S PROSPECTS", "HOW THE RISK IS MANAGED", "DEVELOPMENTS IN 2025" ], [ "TRATEGIC RISKS", "", "", "" ], [ ". Sustainability driven market changes evenue and profits are educed due to the Group’s nability to offer sustainable roducts in response to hanges in legislation, onsumer preferences or he competitive environment Risk owner: CEO and business rea heads Change to risk level: ncluded in viability tatement: Yes", "• New legislation introduced outside Europe and the UK in countries where Bunzl operates mirrors (and in some cases goes further than) the legislation previously introduced in Europe and the UK. The scope of new legislation tends to cover a wider range of products than that previously introduced. Legislation related to packaging still remains extremely fragmented across different regions. • The introduction of Extended Producer Responsibility ‘EPR’ is a new consideration for the Group and our customers. EPR is being introduced in the UK, EU, Australia, Canada and seven US States (extending to 18). EPR is legislation that aims to make all organisations in a value chain responsible for the cost of the collection, management, and recycling of packaging. It applies modulation fees based on packaging recyclability where non-recyclable materials will incur extremely high compliance costs. • Consumer sentiment and customer targets are likely to lead to a reduction in demand for single use plastic-based products that the Group sells, while simultaneously increasing demand for renewable, recyclable, or reusable alternatives. • The Group’s revenue and profits could be reduced if it is unable to offer packaging and products made from alternative materials that will replace products that cannot be sold due to legislation, or products where demand is lower due to changes in consumer preferences, for example a move to more reusable packaging.", "• Bunzl is well-positioned to support its customers with the legislative complexity due to its material agnostic position and network strength allowing it to deliver the right products across large multi-site customer operations. • Bunzl’s scale and unique position at the centre of the supply chain, supported by expert sustainability managers, gives the Group an opportunity to provide customers with advice about alternative products which are recyclable, compostable, biodegradable or reusable. • EPR will incentivise customers to specify more recyclable products to avoid high modulation fees. This should further drive transition to alternative products that are well suited to the circular economy. • The Group has access to an extensive supply chain of product and packaging manufacturers who are innovating the range of products they produce to satisfy the increased focus on sustainability. This means the Group can offer the broadest possible range of products whether in response to legislative changes, consumer preference driven changes or a desire to offer market-leading products to the Group’s customers. • The Group has access to the proprietary data on the packaging and products our customers need. That coupled with the Group’s detailed product knowledge and data on customer product usage, ensures that the Group is well-positioned to be able to support its customers in shaping and achieving their sustainability strategies.", "• The majority of the Group’s businesses in the retail, foodservice and grocery sectors now employ material footprint tools that explain how legislation will impact the products and packaging a customer uses, while promoting the alternatives we have in our ranges. • There has been a degree of price sensitivity in our customer sectors driven by general inflationary trends and the higher cost of products made from alternative materials is a concern for customers. These trends have the potential to slow transition, but the introduction of new legislation with high compliance costs (e.g. EPR) will likely cause organisations to accelerate their replacement of non-recyclable/less recyclable products. • The introduction of new EPR rules place higher financial and operational obligations on businesses for the end-of-life management of packaging, creating strong incentives to move away from non-recyclable or hard-to-recycle materials. As compliance costs rise and reporting requirements become more stringent, customers are increasingly prioritising solutions that minimise liability under EPR frameworks. This shift is re-focusing attention on our alternative material ranges (including own brand) and reinforcing the importance of proactive engagement through our sustainability tools and advisory services. • The Group has continued to strengthen its expert sustainability teams who train customers on incoming legislation, hold customer forums where they showcase the latest products and support customers to report effectively against their goals. Our teams have engaged over 300 key customers this year to reinforce our sustainability value proposition and demonstrate how we can help with their objectives. • The Group continued to expand and introduce new ranges of own brand products made from alternative materials." ] ] ], "word_count": 805, "visual_charts": [] }, { "page_number": 73, "section": "Strategic Report", "subsection": "Principal Risks and Uncertainties", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 71", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 71\n\nPRINCIPAL RISKS AND UNCERTAINTIES continued\n\n\n PRINCIPAL RISKS DESCRIPTION OF RISK AND HOW IT MIGHT\n FACING THE GROUP AFFECT THE GROUP’S PROSPECTS HOW THE RISK IS MANAGED DEVELOPMENTS IN 2025\n OPERATIONAL RISKS\n\n 8. Cyber security failure • The frequency, sophistication and impact of • Concurrent with the Group’s IT investments, the • The Group continued to improve cyber security and\n Revenue and profits are cyber-attacks on businesses are rising at the same Group is continuing to improve information data privacy governance, architecture, and controls,\n reduced as the Group is time as Bunzl is increasing its connectivity with security policies and controls to improve its ability along with increasing awareness of both cyber\n unable to operate and third parties and its digital footprint through to govern, monitor, prevent, detect and respond security and data privacy across the Group.\n serve its customers’ needs acquisition and investment in e-commerce platforms, to cyber threats. • We continue to invest in modern cyber security\n due to being impacted by AI initiatives, and efficiency enhancing IT systems. • There is a global Information Security Programme technologies that address current and emerging\n a cyber-attack • Weak cyber defences, both now and in the future, which applies a risk-based framework of mandatory threats while improving operational processes\n Risk owner: through a failure to keep up with increasing cyber and enhanced controls tailored to each business. and procedures.\n CIO risks and insufficient IT disaster recovery planning There is a central team for strategy and governance, • The Group focused on improving cyber security\n Change to risk level: and testing, could increase the likelihood and supported by embedded Information Security controls, acquisition due diligence, and enhancing\n severity of a cyber-attack leading to business professionals across business areas aligned to the the security posture of recently acquired companies.\n Included in viability disruption, data loss, reputational damage and loss Bunzl operating model.\n statement: Yes of customers and/or a fine under applicable data • Cyber security awareness campaigns have been\n protection legislation. deployed across all regions to enhance the\n knowledge of Bunzl personnel and their resilience\n to phishing attacks.\n • IT disaster recovery and incident management plans,\n which would be implemented in the event of any\n such failure, are in place and periodically tested.\n\n\n 9. Major change • If a major change programme is not delivered in • All major change initiatives are regularly reviewed • During 2025, this risk was elevated and added as\n programme execution line with expectations, a business unit or group of by the business area heads in conjunction with a new principal risk, reflecting the issues associated\n Revenue and profits are business units may suffer service interruptions, the Group CEO. with the change programme in the Group’s largest\n reduced due to unsuccessful cost overruns, or efficiency losses. This can adversely • Steering committees are established to monitor business in North America, which primarily services\n execution of a major change affect customer and supplier confidence and Group progress of major change programmes. foodservice and grocery customers.\n programme profitability, especially if the issue occurs in a material • In the Group’s largest business in North America, a\n business. Bunzl has a limited number of individual • Business area reviews, including people with relevant\n Risk owner: experience from across the Group, provide the first series of actions were taken to improve performance\n CEO and business area heads businesses that are material at the Group level. (e.g. leadership changes to focus on commercial\n line of defence.\n Change to risk level: agility and operational excellence, empowering the\n New risk local management and delivering margin benefits\n through further own brand launches, in addition to\n Included in viability accelerating cost saving initiatives).\n statement: Yes\n\n\n\n\n Organic growth Acquisition growth Operating model improvements Sustainability", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\n71\n\nPRINCIPAL RISKS AND UNCERTAINTIES continued\nPRINCIPAL RISKS\nFACING THE GROUP\n\nDESCRIPTION OF RISK AND HOW IT MIGHT\nAFFECT THE GROUP’S PROSPECTS\n\nHOW THE RISK IS MANAGED\n\nDEVELOPMENTS IN 2025\n\n• Concurrent with the Group’s IT investments, the\nGroup is continuing to improve information\nsecurity policies and controls to improve its ability\nto govern, monitor, prevent, detect and respond\nto cyber threats.\n\n• The Group continued to improve cyber security and\ndata privacy governance, architecture, and controls,\nalong with increasing awareness of both cyber\nsecurity and data privacy across the Group.\n\nOPERATIONAL RISKS\n8. Cyber security failure\nRevenue and profits are\nreduced as the Group is\nunable to operate and\nserve its customers’ needs\ndue to being impacted by\na cyber-attack\nRisk owner:\nCIO\nChange to risk level:\nIncluded in viability\nstatement: Yes\n\n• The frequency, sophistication and impact of\ncyber-attacks on businesses are rising at the same\ntime as Bunzl is increasing its connectivity with\nthird parties and its digital footprint through\nacquisition and investment in e-commerce platforms,\nAI initiatives, and efficiency enhancing IT systems.\n• Weak cyber defences, both now and in the future,\nthrough a failure to keep up with increasing cyber\nrisks and insufficient IT disaster recovery planning\nand testing, could increase the likelihood and\nseverity of a cyber-attack leading to business\ndisruption, data loss, reputational damage and loss\nof customers and/or a fine under applicable data\nprotection legislation.\n\n• There is a global Information Security Programme\nwhich applies a risk-based framework of mandatory\nand enhanced controls tailored to each business.\nThere is a central team for strategy and governance,\nsupported by embedded Information Security\nprofessionals across business areas aligned to the\nBunzl operating model.\n\n• We continue to invest in modern cyber security\ntechnologies that address current and emerging\nthreats while improving operational processes\nand procedures.\n• The Group focused on improving cyber security\ncontrols, acquisition due diligence, and enhancing\nthe security posture of recently acquired companies.\n\n• Cyber security awareness campaigns have been\ndeployed across all regions to enhance the\nknowledge of Bunzl personnel and their resilience\nto phishing attacks.\n• IT disaster recovery and incident management plans,\nwhich would be implemented in the event of any\nsuch failure, are in place and periodically tested.\n\n9. Major change\nprogramme execution\nRevenue and profits are\nreduced due to unsuccessful\nexecution of a major change\nprogramme\nRisk owner:\nCEO and business area heads\n\n• If a major change programme is not delivered in\nline with expectations, a business unit or group of\nbusiness units may suffer service interruptions,\ncost overruns, or efficiency losses. This can adversely\naffect customer and supplier confidence and Group\nprofitability, especially if the issue occurs in a material\nbusiness. Bunzl has a limited number of individual\nbusinesses that are material at the Group level.\n\nChange to risk level:\nNew risk\n\n• All major change initiatives are regularly reviewed\nby the business area heads in conjunction with\nthe Group CEO.\n• Steering committees are established to monitor\nprogress of major change programmes.\n• Business area reviews, including people with relevant\nexperience from across the Group, provide the first\nline of defence.\n\nIncluded in viability\nstatement: Yes\n\nOrganic growth\n\nAcquisition growth\n\nOperating model improvements\n\nSustainability\n\n• During 2025, this risk was elevated and added as\na new principal risk, reflecting the issues associated\nwith the change programme in the Group’s largest\nbusiness in North America, which primarily services\nfoodservice and grocery customers.\n• In the Group’s largest business in North America, a\nseries of actions were taken to improve performance\n(e.g. leadership changes to focus on commercial\nagility and operational excellence, empowering the\nlocal management and delivering margin benefits\nthrough further own brand launches, in addition to\naccelerating cost saving initiatives).", "tables": [ [ [ "RINCIPAL RISKS ACING THE GROUP", "DESCRIPTION OF RISK AND HOW IT MIGHT AFFECT THE GROUP’S PROSPECTS", "HOW THE RISK IS MANAGED", "DEVELOPMENTS IN 2025" ], [ "PERATIONAL RISKS", "", "", "" ], [ ". Cyber security failure evenue and profits are educed as the Group is nable to operate and erve its customers’ needs ue to being impacted by cyber-attack isk owner: IO hange to risk level: ncluded in viability tatement: Yes", "• The frequency, sophistication and impact of cyber-attacks on businesses are rising at the same time as Bunzl is increasing its connectivity with third parties and its digital footprint through acquisition and investment in e-commerce platforms, AI initiatives, and efficiency enhancing IT systems. • Weak cyber defences, both now and in the future, through a failure to keep up with increasing cyber risks and insufficient IT disaster recovery planning and testing, could increase the likelihood and severity of a cyber-attack leading to business disruption, data loss, reputational damage and loss of customers and/or a fine under applicable data protection legislation.", "• Concurrent with the Group’s IT investments, the Group is continuing to improve information security policies and controls to improve its ability to govern, monitor, prevent, detect and respond to cyber threats. • There is a global Information Security Programme which applies a risk-based framework of mandatory and enhanced controls tailored to each business. There is a central team for strategy and governance, supported by embedded Information Security professionals across business areas aligned to the Bunzl operating model. • Cyber security awareness campaigns have been deployed across all regions to enhance the knowledge of Bunzl personnel and their resilience to phishing attacks. • IT disaster recovery and incident management plans, which would be implemented in the event of any such failure, are in place and periodically tested.", "• The Group continued to improve cyber security and data privacy governance, architecture, and controls, along with increasing awareness of both cyber security and data privacy across the Group. • We continue to invest in modern cyber security technologies that address current and emerging threats while improving operational processes and procedures. • The Group focused on improving cyber security controls, acquisition due diligence, and enhancing the security posture of recently acquired companies." ], [ ". Major change rogramme execution evenue and profits are educed due to unsuccessful xecution of a major change rogramme isk owner: EO and business area heads hange to risk level: ew risk ncluded in viability tatement: Yes", "• If a major change programme is not delivered in line with expectations, a business unit or group of business units may suffer service interruptions, cost overruns, or efficiency losses. This can adversely affect customer and supplier confidence and Group profitability, especially if the issue occurs in a material business. Bunzl has a limited number of individual businesses that are material at the Group level.", "• All major change initiatives are regularly reviewed by the business area heads in conjunction with the Group CEO. • Steering committees are established to monitor progress of major change programmes. • Business area reviews, including people with relevant experience from across the Group, provide the first line of defence.", "• During 2025, this risk was elevated and added as a new principal risk, reflecting the issues associated with the change programme in the Group’s largest business in North America, which primarily services foodservice and grocery customers. • In the Group’s largest business in North America, a series of actions were taken to improve performance (e.g. leadership changes to focus on commercial agility and operational excellence, empowering the local management and delivering margin benefits through further own brand launches, in addition to accelerating cost saving initiatives)." ] ] ], "word_count": 631, "visual_charts": [] }, { "page_number": 74, "section": "Strategic Report", "subsection": "Principal Risks and Uncertainties", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 72", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 72\n\nPRINCIPAL RISKS AND UNCERTAINTIES continued\n\n\n PRINCIPAL RISKS DESCRIPTION OF RISK AND HOW IT MIGHT\n FACING THE GROUP AFFECT THE GROUP’S PROSPECTS HOW THE RISK IS MANAGED DEVELOPMENTS IN 2025\n FINANCIAL RISKS\n\n 10. Availability of funding • Insufficient liquidity in financial markets could lead to • The Group arranges a mixture of borrowings from • During 2025, the Group refinanced c.£930 million\n Insufficient liquidity in financial banks and institutions being unwilling to lend to the different sources. of bilateral revolving credit facilities with £1,250\n markets leading to insolvency Group, resulting in the Group being unable to obtain • The Group continually monitors net debt and million of new revolving credit facilities maturing in\n Risk owner: necessary funds when required to repay maturing forecast cash flows to ensure that it will be able to 2030 (comprising a £950 million syndicated facility\n CFO borrowings, thereby reducing the cash available to meet its financial obligations as they fall due and that and £300 million of bilateral facilities). The\n meet its trading obligations, make acquisitions and sufficient facilities are in place to meet the Group’s Group also launched a US commercial paper\n Change to risk level: pay dividends. programme alongside its existing euro-commercial\n requirements in the short, medium and long term.\n Included in viability paper programme which diversifies short term\n statement: Yes funding sources.\n • The Group refinanced c.£470 million of maturing long\n term debt with two £250 million Eurobonds in the\n capital markets, with maturities in 2031 and 2036.\n\n 11. Climate change • Certain markets and regions are affected by extreme • Bunzl’s supply chain flexibility and lack of fixed • In 2024, we undertook a comprehensive review and\n Change in temperature and weather (e.g. suppliers and customers in areas manufacturing assets provide operational resilience enhancement of our climate risk assessment,\n climate conditions that causes impacted by wildfires and flooding) which could to the physical impacts of climate change. Our encompassing both our operations and supply chain.\n business disruption and impact our commercial strategy. established business continuity planning has helped After a thorough analysis of climate models from the\n economic loss for the Group • Failing to align with our customers’ sustainability to ensure continued service to customers in case of NGFS, IEA, and IPCC, we selected the NGFS model\n Risk owner: ambitions could lead to reputational damage and weather-related disruptions, such as hurricanes in (Phase 4) for its versatility in evaluating both\n CEO and business area heads loss of sales. North America and the wildfires in Australia. transition and physical risks. We adopted three\n • Setting emissions reduction targets and tracking distinct scenarios (Orderly (net zero by 2050),\n Change to risk level: • The Group may face increased indirect costs from Disorderly (delayed transition), and Hot House World\n carbon intensive products where carbon prices progress through our Climate Change Committee to\n Included in viability decarbonise our operations and those of the supply (current policies)) to represent a range of potential\n statement: Yes increase and no suitable substitute materials exist. climate trajectories and their respective impacts on\n chain helps to ensure our activities meet or exceed\n customer expectations. Bunzl. Additionally, we updated our financial impact\n assessment, which has led us to the conclusion that\n • The ability to pass through any increased costs of there was no material change to our risk level.\n products in our supply chain (for example, due to\n carbon pricing mechanisms) to our customers. • In 2025, we considered the output of the\n comprehensive exercise completed in the prior year\n • Bunzl assesses and monitors the impact of climate and concluded that there was no change to our risk\n change on GDP at the global level, including the assessment, which is expressed as a percentage of\n impact of carbon pricing on total supply chain carbon PBITA and is therefore not impacted by changes in\n dioxide emissions, and the trajectory of the absolute PBITA forecasts.\n reduction of carbon emissions over time based on\n data from the Network for Greening the Financial\n System ‘NGFS’.\n\n Organic growth Acquisition growth Operating model improvements Sustainability", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\n72\n\nPRINCIPAL RISKS AND UNCERTAINTIES continued\nPRINCIPAL RISKS\nFACING THE GROUP\n\nDESCRIPTION OF RISK AND HOW IT MIGHT\nAFFECT THE GROUP’S PROSPECTS\n\nHOW THE RISK IS MANAGED\n\nDEVELOPMENTS IN 2025\n\n• The Group arranges a mixture of borrowings from\ndifferent sources.\n\n• During 2025, the Group refinanced c.£930 million\nof bilateral revolving credit facilities with £1,250\nmillion of new revolving credit facilities maturing in\n2030 (comprising a £950 million syndicated facility\nand £300 million of bilateral facilities). The\nGroup also launched a US commercial paper\nprogramme alongside its existing euro-commercial\npaper programme which diversifies short term\nfunding sources.\n\nFINANCIAL RISKS\n10. Availability of funding\nInsufficient liquidity in financial\nmarkets leading to insolvency\nRisk owner:\nCFO\nChange to risk level:\nIncluded in viability\nstatement: Yes\n\n• Insufficient liquidity in financial markets could lead to\nbanks and institutions being unwilling to lend to the\nGroup, resulting in the Group being unable to obtain\nnecessary funds when required to repay maturing\nborrowings, thereby reducing the cash available to\nmeet its trading obligations, make acquisitions and\npay dividends.\n\n• The Group continually monitors net debt and\nforecast cash flows to ensure that it will be able to\nmeet its financial obligations as they fall due and that\nsufficient facilities are in place to meet the Group’s\nrequirements in the short, medium and long term.\n\n• The Group refinanced c.£470 million of maturing long\nterm debt with two £250 million Eurobonds in the\ncapital markets, with maturities in 2031 and 2036.\n11. Climate change\nChange in temperature and\nclimate conditions that causes\nbusiness disruption and\neconomic loss for the Group\nRisk owner:\nCEO and business area heads\nChange to risk level:\nIncluded in viability\nstatement: Yes\n\n• Certain markets and regions are affected by extreme\nweather (e.g. suppliers and customers in areas\nimpacted by wildfires and flooding) which could\nimpact our commercial strategy.\n• Failing to align with our customers’ sustainability\nambitions could lead to reputational damage and\nloss of sales.\n• The Group may face increased indirect costs from\ncarbon intensive products where carbon prices\nincrease and no suitable substitute materials exist.\n\n• Bunzl’s supply chain flexibility and lack of fixed\nmanufacturing assets provide operational resilience\nto the physical impacts of climate change. Our\nestablished business continuity planning has helped\nto ensure continued service to customers in case of\nweather-related disruptions, such as hurricanes in\nNorth America and the wildfires in Australia.\n• Setting emissions reduction targets and tracking\nprogress through our Climate Change Committee to\ndecarbonise our operations and those of the supply\nchain helps to ensure our activities meet or exceed\ncustomer expectations.\n• The ability to pass through any increased costs of\nproducts in our supply chain (for example, due to\ncarbon pricing mechanisms) to our customers.\n• Bunzl assesses and monitors the impact of climate\nchange on GDP at the global level, including the\nimpact of carbon pricing on total supply chain carbon\ndioxide emissions, and the trajectory of the\nreduction of carbon emissions over time based on\ndata from the Network for Greening the Financial\nSystem ‘NGFS’.\n\nOrganic growth\n\nAcquisition growth\n\nOperating model improvements\n\nSustainability\n\n• In 2024, we undertook a comprehensive review and\nenhancement of our climate risk assessment,\nencompassing both our operations and supply chain.\nAfter a thorough analysis of climate models from the\nNGFS, IEA, and IPCC, we selected the NGFS model\n(Phase 4) for its versatility in evaluating both\ntransition and physical risks. We adopted three\ndistinct scenarios (Orderly (net zero by 2050),\nDisorderly (delayed transition), and Hot House World\n(current policies)) to represent a range of potential\nclimate trajectories and their respective impacts on\nBunzl. Additionally, we updated our financial impact\nassessment, which has led us to the conclusion that\nthere was no material change to our risk level.\n• In 2025, we considered the output of the\ncomprehensive exercise completed in the prior year\nand concluded that there was no change to our risk\nassessment, which is expressed as a percentage of\nPBITA and is therefore not impacted by changes in\nabsolute PBITA forecasts.", "tables": [ [ [ "RINCIPAL RISKS ACING THE GROUP", "DESCRIPTION OF RISK AND HOW IT MIGHT AFFECT THE GROUP’S PROSPECTS", "HOW THE RISK IS MANAGED", "DEVELOPMENTS IN 2025" ], [ "INANCIAL RISKS", "", "", "" ], [ "0. Availability of funding nsufficient liquidity in financial arkets leading to insolvency isk owner: FO hange to risk level: ncluded in viability tatement: Yes", "• Insufficient liquidity in financial markets could lead to banks and institutions being unwilling to lend to the Group, resulting in the Group being unable to obtain necessary funds when required to repay maturing borrowings, thereby reducing the cash available to meet its trading obligations, make acquisitions and pay dividends.", "• The Group arranges a mixture of borrowings from different sources. • The Group continually monitors net debt and forecast cash flows to ensure that it will be able to meet its financial obligations as they fall due and that sufficient facilities are in place to meet the Group’s requirements in the short, medium and long term.", "• During 2025, the Group refinanced c.£930 million of bilateral revolving credit facilities with £1,250 million of new revolving credit facilities maturing in 2030 (comprising a £950 million syndicated facility and £300 million of bilateral facilities). The Group also launched a US commercial paper programme alongside its existing euro-commercial paper programme which diversifies short term funding sources. • The Group refinanced c.£470 million of maturing long term debt with two £250 million Eurobonds in the capital markets, with maturities in 2031 and 2036." ], [ "1. Climate change hange in temperature and limate conditions that causes usiness disruption and conomic loss for the Group isk owner: EO and business area heads hange to risk level: ncluded in viability tatement: Yes", "• Certain markets and regions are affected by extreme weather (e.g. suppliers and customers in areas impacted by wildfires and flooding) which could impact our commercial strategy. • Failing to align with our customers’ sustainability ambitions could lead to reputational damage and loss of sales. • The Group may face increased indirect costs from carbon intensive products where carbon prices increase and no suitable substitute materials exist.", "• Bunzl’s supply chain flexibility and lack of fixed manufacturing assets provide operational resilience to the physical impacts of climate change. Our established business continuity planning has helped to ensure continued service to customers in case of weather-related disruptions, such as hurricanes in North America and the wildfires in Australia. • Setting emissions reduction targets and tracking progress through our Climate Change Committee to decarbonise our operations and those of the supply chain helps to ensure our activities meet or exceed customer expectations. • The ability to pass through any increased costs of products in our supply chain (for example, due to carbon pricing mechanisms) to our customers. • Bunzl assesses and monitors the impact of climate change on GDP at the global level, including the impact of carbon pricing on total supply chain carbon dioxide emissions, and the trajectory of the reduction of carbon emissions over time based on data from the Network for Greening the Financial System ‘NGFS’.", "• In 2024, we undertook a comprehensive review and enhancement of our climate risk assessment, encompassing both our operations and supply chain. After a thorough analysis of climate models from the NGFS, IEA, and IPCC, we selected the NGFS model (Phase 4) for its versatility in evaluating both transition and physical risks. We adopted three distinct scenarios (Orderly (net zero by 2050), Disorderly (delayed transition), and Hot House World (current policies)) to represent a range of potential climate trajectories and their respective impacts on Bunzl. Additionally, we updated our financial impact assessment, which has led us to the conclusion that there was no material change to our risk level. • In 2025, we considered the output of the comprehensive exercise completed in the prior year and concluded that there was no change to our risk assessment, which is expressed as a percentage of PBITA and is therefore not impacted by changes in absolute PBITA forecasts." ] ] ], "word_count": 685, "visual_charts": [] }, { "page_number": 75, "section": "Strategic Report", "subsection": "Viability Statement", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 73", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 73\n\nVIABILITY STATEMENT\n\nAssessment of the prospects of the With regard to the time frame specifically, the The resilience of the Group to a range of possible In all scenarios it has been assumed, based on\nCompany and its viability statement directors considered the above factors as well scenarios, in particular the impact on key financial past experience and all current indicators, that\n as the Group’s strategic planning process. ratios and its ongoing compliance with financial the Company will be able to refinance its banking\nIn accordance with provision 31 of the Corporate\n Comprehensive budgets are prepared annually covenants, was factored into the directors’ facilities and US private placement notes as and\nGovernance Code, the directors set out below\n by the business areas and approved by the Board. considerations through two severe but plausible when they mature. In the two severe but plausible\nhow they have assessed the prospects of the\n Strategic plans focusing on two years beyond the downside scenarios against the Group’s current downside scenarios it was found that the Group\nCompany, over what period the prospects have\n forecast for the current year are also prepared base case financial projections. The base case was resilient and in particular it remained in\nbeen assessed and the Company’s formal\n annually and reviewed by the Board. While the financial projections start with the Group’s 2026 compliance with the relevant financial covenants.\nviability statement.\n directors have no reason to believe the Company Budget and look ahead over the three year The conditions required to create the reverse\nThe context for and period over will not be viable over a longer period, given the assessment period to include an expected level of stress tests were so severe that they were\n inherent uncertainty involved, the period over organic growth and acquisition activity. These two considered to be implausible.\nwhich the prospects of the Company\n which the directors consider it possible to form severe but plausible downside scenarios included\nhave been assessed a reasonable expectation as to the Group’s the following:\n The directors consider that the severe but\n plausible downside scenarios based assessment\nTo consider the prospects of the Company and longer term viability is the three year period to • the impact of the crystallisation of the principal of the Company’s prospects, building on the\ndetermine an appropriate time frame for the 31 December 2028. risks to the Group’s organic growth resulting in results of the robust assessment of the principal\npurpose of making a statement on the Company’s a 15% reduction in adjusted operating profit\nlonger term viability, the directors have taken into How the prospects of the Company and a drop to 80% in the cash conversion;\n risks to the business and the financial implications\n of them materialising, confirms the resilience of\naccount various factors including the nature of and its longer term viability have • the impact of the crystallisation of the principal the Group to severe but plausible downside\nthe Company’s business, its business model and been assessed risks to the Group’s organic growth as above, scenarios and provides a reasonable basis on\nstrategy and the existing planning periods. together with the impact of the crystallisation\n In making a viability statement, the directors which to conclude on its longer term viability.\nIn particular: are required to consider the Company’s ability of the principal risks to the Group’s\n• Bunzl has a geographically balanced and to meet its liabilities as they fall due, taking into acquisition growth (15% p.a. decline in the Confirmation of longer\n account the Company’s current position and post-acquisition PBITA performance of term viability\n diversified business portfolio operating in acquisitions made in 2026, 2027 and 2028),\n 33 countries; principal risks. The Company has significant In accordance with the provisions of the\n without mitigating actions.\n financial resources including committed and Corporate Governance Code, the directors have\n• the Company operates across six core,\n uncommitted banking facilities, US private In addition, the Group has carried out reverse\n fragmented market sectors, many of which are taken account of the Group’s current position and\n placement notes and senior bonds, further details stress tests against the base case financial\n growing and resilient to challenging economic principal risks and uncertainties referred to above\n of which are set out in Note 18 to the consolidated projections to determine the conditions that\n conditions; and in assessing the prospects of the Company and\n financial statements. As a result, the directors would result in a breach of financial covenants.\n• the business model and strategy minimise the they have a reasonable expectation that the\n believe that the Company is well placed to In order for a breach of covenants to occur during\n volatility of the Company’s results, enabling Company will be able to continue in operation\n manage its business risks successfully. the three year assessment period the Group\n Bunzl to deliver consistently good results with and meet its liabilities as they fall due over the\n would need to experience a reduction in EBITDA\n high returns on capital and cash conversion. three year period to 31 December 2028.\n of over 40% compared to the base case or an\n increase in net debt of over 195%.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\n73\n\nVIABILITY STATEMENT\nAssessment of the prospects of the\nCompany and its viability statement\nIn accordance with provision 31 of the Corporate\nGovernance Code, the directors set out below\nhow they have assessed the prospects of the\nCompany, over what period the prospects have\nbeen assessed and the Company’s formal\nviability statement.\n\nThe context for and period over\nwhich the prospects of the Company\nhave been assessed\nTo consider the prospects of the Company and\ndetermine an appropriate time frame for the\npurpose of making a statement on the Company’s\nlonger term viability, the directors have taken into\naccount various factors including the nature of\nthe Company’s business, its business model and\nstrategy and the existing planning periods.\nIn particular:\n• Bunzl has a geographically balanced and\ndiversified business portfolio operating in\n33 countries;\n• the Company operates across six core,\nfragmented market sectors, many of which are\ngrowing and resilient to challenging economic\nconditions; and\n• the business model and strategy minimise the\nvolatility of the Company’s results, enabling\nBunzl to deliver consistently good results with\nhigh returns on capital and cash conversion.\n\nWith regard to the time frame specifically, the\ndirectors considered the above factors as well\nas the Group’s strategic planning process.\nComprehensive budgets are prepared annually\nby the business areas and approved by the Board.\nStrategic plans focusing on two years beyond the\nforecast for the current year are also prepared\nannually and reviewed by the Board. While the\ndirectors have no reason to believe the Company\nwill not be viable over a longer period, given the\ninherent uncertainty involved, the period over\nwhich the directors consider it possible to form\na reasonable expectation as to the Group’s\nlonger term viability is the three year period to\n31 December 2028.\n\nHow the prospects of the Company\nand its longer term viability have\nbeen assessed\nIn making a viability statement, the directors\nare required to consider the Company’s ability\nto meet its liabilities as they fall due, taking into\naccount the Company’s current position and\nprincipal risks. The Company has significant\nfinancial resources including committed and\nuncommitted banking facilities, US private\nplacement notes and senior bonds, further details\nof which are set out in Note 18 to the consolidated\nfinancial statements. As a result, the directors\nbelieve that the Company is well placed to\nmanage its business risks successfully.\n\nThe resilience of the Group to a range of possible\nscenarios, in particular the impact on key financial\nratios and its ongoing compliance with financial\ncovenants, was factored into the directors’\nconsiderations through two severe but plausible\ndownside scenarios against the Group’s current\nbase case financial projections. The base case\nfinancial projections start with the Group’s 2026\nBudget and look ahead over the three year\nassessment period to include an expected level of\norganic growth and acquisition activity. These two\nsevere but plausible downside scenarios included\nthe following:\n• the impact of the crystallisation of the principal\nrisks to the Group’s organic growth resulting in\na 15% reduction in adjusted operating profit\nand a drop to 80% in the cash conversion;\n• the impact of the crystallisation of the principal\nrisks to the Group’s organic growth as above,\ntogether with the impact of the crystallisation\nof the principal risks to the Group’s\nacquisition growth (15% p.a. decline in the\npost-acquisition PBITA performance of\nacquisitions made in 2026, 2027 and 2028),\nwithout mitigating actions.\nIn addition, the Group has carried out reverse\nstress tests against the base case financial\nprojections to determine the conditions that\nwould result in a breach of financial covenants.\nIn order for a breach of covenants to occur during\nthe three year assessment period the Group\nwould need to experience a reduction in EBITDA\nof over 40% compared to the base case or an\nincrease in net debt of over 195%.\n\nIn all scenarios it has been assumed, based on\npast experience and all current indicators, that\nthe Company will be able to refinance its banking\nfacilities and US private placement notes as and\nwhen they mature. In the two severe but plausible\ndownside scenarios it was found that the Group\nwas resilient and in particular it remained in\ncompliance with the relevant financial covenants.\nThe conditions required to create the reverse\nstress tests were so severe that they were\nconsidered to be implausible.\nThe directors consider that the severe but\nplausible downside scenarios based assessment\nof the Company’s prospects, building on the\nresults of the robust assessment of the principal\nrisks to the business and the financial implications\nof them materialising, confirms the resilience of\nthe Group to severe but plausible downside\nscenarios and provides a reasonable basis on\nwhich to conclude on its longer term viability.\n\nConfirmation of longer\nterm viability\nIn accordance with the provisions of the\nCorporate Governance Code, the directors have\ntaken account of the Group’s current position and\nprincipal risks and uncertainties referred to above\nin assessing the prospects of the Company and\nthey have a reasonable expectation that the\nCompany will be able to continue in operation\nand meet its liabilities as they fall due over the\nthree year period to 31 December 2028.", "tables": [ [ [ "Bunzl plc Annual", "Report 2025", "", "", "Strategic Report", "", "", "Directors’ Report", "", "Fina", "ncial Stateme", "nts", "", "Additional Informatio", "n", "7733" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "VIABILITY S", "TATEME", "NT", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "Assessment", "of the pr", "ospects", "of the", "With regard to the t", "ime frame", "speci", "fically, the", "The resilience of", "the G", "roup to a ra", "nge", "of possible", "In all scenarios it has", "been assumed,", "based on" ], [ "Company an In accordance wi Governance Cod how they have as", "d its viab th provision e, the direct sessed the", "ility sta 31 of the C ors set out prospects", "tement orporate below of the", "directors considere as the Group’s stra Comprehensive bu by the business are Strategic plans focu", "d the abov tegic plann dgets are p as and app sing on tw", "e fact ing pr repar roved o year", "ors as well ocess. ed annually by the Board. s beyond the", "scenarios, in par ratios and its on covenants, was f considerations t downside scena", "ticula going actor hroug rios ag", "r the impact compliance ed into the d h two severe ainst the Gr", "on with irec bu oup", "key financial financial tors’ t plausible ’s current", "past experience and the Company will be facilities and US priv when they mature. I downside scenarios", "all current indic able to refinance ate placement no n the two severe it was found that", "ators, that its banking tes as and but plausible the Group" ], [ "Company, over w been assessed a viability stateme The context which the pr have been a To consider the p determine an ap purpose of maki", "hat period t nd the Com nt. for and p ospects ssessed rospects of propriate ti ng a statem", "he prospe pany’s form eriod o of the C the Comp me frame f ent on the", "cts have al ver ompany any and or the Company’s", "forecast for the cur annually and review directors have no r will not be viable ov inherent uncertaint which the directors a reasonable expec longer term viabilit 31 December 2028", "rent year a ed by the eason to b er a longer y involved, consider i tation as t y is the thre .", "re als Board elieve perio the p t poss o the e yea", "o prepared . While the the Company d, given the eriod over ible to form Group’s r period to", "base case financ financial project Budget and look assessment per organic growth severe but plaus the following: • the impact of risks to the Gr a 15% reducti", "ial pro ions s ahea iod to and ac ible d the cr oup’s on in a", "jections. Th tart with the d over the th include an e quisition act ownside sce ystallisation organic gro djusted ope", "e ba Gro ree xpe ivit nari of t wth rati", "se case up’s 2026 year cted level of y. These two os included he principal resulting in ng profit", "was resilient and in p compliance with the The conditions requi stress tests were so considered to be im The directors consid plausible downside s of the Company’s pr results of the robust", "articular it rema relevant financia red to create the severe that they plausible. er that the sever cenarios based ospects, building assessment of t", "ined in l covenants. reverse were e but assessment on the he principal" ], [ "longer term viabi account various f the Company’s b strategy and the In particular: • Bunzl has a ge diversified bus 33 countries; • the Company o fragmented m", "lity, the dire actors inclu usiness, its existing pla ographically iness portfo perates acr arket sector", "ctors have ding the na business m nning perio balanced lio operati oss six cor s, many of", "taken into ture of odel and ds. and ng in e, which are", "How the prosp and its longer been assessed In making a viability are required to con to meet its liabilitie account the Compa principal risks. The financial resources uncommitted bank", "ects of term vi statemen sider the C s as they fa ny’s curre Company including c ing facilitie", "the abili t, the ompa ll due nt pos has sig ommi s, US", "Company ty have directors ny’s ability , taking into ition and nificant tted and private", "and a drop to • the impact of risks to the Gr together with of the princip acquisition gr post-acquisiti acquisitions m without mitiga In addition, the stress tests agai", "80% i the cr oup’s the im al risks owth ( on PBI ade i ting a Group nst th", "n the cash co ystallisation organic gro pact of the to the Grou 15% p.a. dec TA performa n 2026, 2027 ctions. has carried e base case", "nve of t wth crys p’s line nce an out fina", "rsion; he principal as above, tallisation in the of d 2028), reverse ncial", "risks to the business of them materialisin the Group to severe scenarios and provid which to conclude o Confirmation o term viability In accordance with t Corporate Governan taken account of the", "and the financia g, confirms the re but plausible do es a reasonable n its longer term f longer he provisions of t ce Code, the dire Group’s current", "l implications silience of wnside basis on viability. he ctors have position and" ], [ "growing and re conditions; an • the business m volatility of the Bunzl to delive high returns o", "silient to ch d odel and st Company’s r consistent n capital an", "allenging e rategy min results, en ly good res d cash conv", "conomic imise the abling ults with ersion.", "placement notes an of which are set ou financial statement believe that the Co manage its busines", "d senior b t in Note 18 s. As a resu mpany is w s risks suc", "onds, to th lt, the ell pla cessfu", "further details e consolidated directors ced to lly.", "projections to d would result in a In order for a br the three year a would need to e of over 40% com", "etermi breac each o ssess xperie pared", "ne the cond h of financia f covenants ment period nce a reduc to the base", "itio l co to o the tion cas", "ns that venants. ccur during Group in EBITDA e or an", "principal risks and u in assessing the pro they have a reasona Company will be abl and meet its liabilitie three year period to", "ncertainties refer spects of the Co ble expectation t e to continue in o s as they fall due 31 December 20", "red to above mpany and hat the peration over the 28." ], [ "", "", "", "", "", "", "", "", "increase in net d", "ebt of", "over 195%.", "", "", "", "", "" ] ] ], "word_count": 870, "visual_charts": [] }, { "page_number": 76, "section": "Directors' Report", "subsection": "Corporate Governance – Chairman's Introduction", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 74", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 74\n\nCHAIRMAN’S INTRODUCTION\n\n Introduction from Peter Ventress, increasing to 56% following Lloyd’s departure.\n This milestone reflects our ongoing commitment\n Chairman of the Board to diversity and inclusion. Following a planned\n handover, Julia succeeded Lloyd as Chair of the\n On behalf of the Board, I confirm that, for the year Audit Committee, bringing extensive financial\n ended 31 December 2025, the Company complied and regulatory expertise to the role. Additional\n in full with all applicable provisions of the Financial information on the diversity of the Board and\n Reporting Council’s (‘FRC’) UK Corporate Julia’s and Daniela’s inductions can be found\n Governance Code 2024 (the ‘Code’). The Board in the Nomination Committee report.\n has consistently applied the principles of the\n Code, maintaining a robust and transparent Governance and leadership continuity were\n governance framework aligned with best practice. further strengthened during the year through\n my re-appointment for a third three year term\n The Board considers effective governance to be\n and Pam Kirby’s for a second three year term.\n fundamental to disciplined decision making and\n to the long term resilience of the Group. The Board remains committed to continuous\n Recognising the challenges experienced during improvement in its effectiveness. In 2025, a\n the year, the Board gave significant attention in performance review of the Board and its\n 2025 to the issues identified, particularly in North Committees was undertaken, with assistance\n America, and their implications for the Company from an independent external service provider,\n and its stakeholders. The Board focused on Lintstock. The review concluded that the Board\n understanding the root causes and overseeing and its Committees continue to operate\n the decisive actions taken by management to effectively and identified several priorities for\n Peter Ventress, Chairman address the issues and reduce the risk of the year ahead, including talent and succession\n recurrence. The Board will continue to monitor planning, supporting organic growth and\n progress closely and remains committed to rebuilding investor confidence. Further detail on\n\n “\u0007The Board considers effective safeguarding the resilience of the Group and\n delivering long term sustainable value for the\n the performance review can be found on page 89.\n Engagement with stakeholders remains integral\n\n governance to be fundamental\n benefit of all stakeholders.\n to the Board’s governance approach. During the\n In fulfilling its stewardship responsibilities, the year, the directors and management engaged\n\n to disciplined decision making Board also spent considerable time on capital\n allocation, risk management, reporting and\n disclosure, funding resilience, and leadership\n directly with stakeholders through one-to-one\n meetings, supplier roadshows, employee listening\n sessions and reverse mentoring, ensuring a broad\n and to the long term resilience continuity, particularly in the context of ongoing\n macroeconomic uncertainty. In addition, the\n range of perspectives continues to inform Board\n decision making.\n\n of the Group.” Board actively prepared for the implementation\n of Provision 29 of the 2024 Code, ensuring the\n The Board remains committed to the highest\n standards of corporate governance and\n Company is well positioned to meet its enhanced\n stewardship, and I look forward to welcoming\n requirements. Further details on this work are set\n shareholders to the Company’s AGM in 2026.\n out in the Audit Committee report on page 103.\n At the Company’s Annual General Meeting (‘AGM’) Peter Ventress\n on 23 April 2025, Lloyd Pitchford retired as a Chairman\n non-executive director and as Chair of the Audit 2 March 2026\n Committee. On behalf of the Board, I thank Lloyd\n for his wise counsel and independent advice. The\n appointments of Daniela Barone Soares and Julia\n Wilson in December 2024 enabled the Board to\n achieve gender parity, with female representation", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\n74\n\nCHAIRMAN’S INTRODUCTION\n\nIntroduction from Peter Ventress,\nChairman of the Board\nOn behalf of the Board, I confirm that, for the year\nended 31 December 2025, the Company complied\nin full with all applicable provisions of the Financial\nReporting Council’s (‘FRC’) UK Corporate\nGovernance Code 2024 (the ‘Code’). The Board\nhas consistently applied the principles of the\nCode, maintaining a robust and transparent\ngovernance framework aligned with best practice.\n\nPeter Ventress, Chairman\n\n“\u0007The Board considers effective\ngovernance to be fundamental\nto disciplined decision making\nand to the long term resilience\nof the Group.”\n\nThe Board considers effective governance to be\nfundamental to disciplined decision making and\nto the long term resilience of the Group.\nRecognising the challenges experienced during\nthe year, the Board gave significant attention in\n2025 to the issues identified, particularly in North\nAmerica, and their implications for the Company\nand its stakeholders. The Board focused on\nunderstanding the root causes and overseeing\nthe decisive actions taken by management to\naddress the issues and reduce the risk of\nrecurrence. The Board will continue to monitor\nprogress closely and remains committed to\nsafeguarding the resilience of the Group and\ndelivering long term sustainable value for the\nbenefit of all stakeholders.\nIn fulfilling its stewardship responsibilities, the\nBoard also spent considerable time on capital\nallocation, risk management, reporting and\ndisclosure, funding resilience, and leadership\ncontinuity, particularly in the context of ongoing\nmacroeconomic uncertainty. In addition, the\nBoard actively prepared for the implementation\nof Provision 29 of the 2024 Code, ensuring the\nCompany is well positioned to meet its enhanced\nrequirements. Further details on this work are set\nout in the Audit Committee report on page 103.\nAt the Company’s Annual General Meeting (‘AGM’)\non 23 April 2025, Lloyd Pitchford retired as a\nnon-executive director and as Chair of the Audit\nCommittee. On behalf of the Board, I thank Lloyd\nfor his wise counsel and independent advice. The\nappointments of Daniela Barone Soares and Julia\nWilson in December 2024 enabled the Board to\nachieve gender parity, with female representation\n\nincreasing to 56% following Lloyd’s departure.\nThis milestone reflects our ongoing commitment\nto diversity and inclusion. Following a planned\nhandover, Julia succeeded Lloyd as Chair of the\nAudit Committee, bringing extensive financial\nand regulatory expertise to the role. Additional\ninformation on the diversity of the Board and\nJulia’s and Daniela’s inductions can be found\nin the Nomination Committee report.\nGovernance and leadership continuity were\nfurther strengthened during the year through\nmy re-appointment for a third three year term\nand Pam Kirby’s for a second three year term.\nThe Board remains committed to continuous\nimprovement in its effectiveness. In 2025, a\nperformance review of the Board and its\nCommittees was undertaken, with assistance\nfrom an independent external service provider,\nLintstock. The review concluded that the Board\nand its Committees continue to operate\neffectively and identified several priorities for\nthe year ahead, including talent and succession\nplanning, supporting organic growth and\nrebuilding investor confidence. Further detail on\nthe performance review can be found on page 89.\nEngagement with stakeholders remains integral\nto the Board’s governance approach. During the\nyear, the directors and management engaged\ndirectly with stakeholders through one-to-one\nmeetings, supplier roadshows, employee listening\nsessions and reverse mentoring, ensuring a broad\nrange of perspectives continues to inform Board\ndecision making.\nThe Board remains committed to the highest\nstandards of corporate governance and\nstewardship, and I look forward to welcoming\nshareholders to the Company’s AGM in 2026.\nPeter Ventress\nChairman\n2 March 2026", "tables": [ [ [ "", "" ], [ "", "" ], [ "", "Peter Ventress, Chairman" ], [ "", "“ The Board considers effective governance to be fundamental to disciplined decision making and to the long term resilience of the Group.”" ] ] ], "word_count": 592, "visual_charts": [] }, { "page_number": 77, "section": "Directors' Report", "subsection": "Corporate Governance Statement", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 75", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 75\n\nCORPORATE GOVERNANCE STATEMENT\n\nThis Corporate Governance Statement, as\n BOARD LEADERSHIP AND COMPANY PURPOSE Relevant section of the Annual Report Page(s)\nrequired by the UK Financial Conduct Authority’s\nDisclosure Guidance and Transparency Rule A. Effective Board Biographies of the Board of directors 76 and 77\n(‘DTR’) 7.2, together with the rest of the Corporate\n B. Purpose, values and strategy Our purpose, values and strategy 16 to 20\ngovernance report and the Committee reports,\nforms part of the Directors’ report and has been Culture How the Board monitors culture 79\nprepared in accordance with the principles of the C. Board decisions and outcomes Risk management and internal controls 90 and 91\n2024 Code. A copy of the Code can be found on 97 to 106\nthe FRC’s website, www.frc.org.uk.\n D. Effective engagement with stakeholders Section 172(1) statement 60 to 63\n• For the year ended 31 December 2025, the\n Company has complied in full with the E. Workforce policies consistent with Company values Section 172(1) statement 60 to 63\n requirements of the Code. Engagement with shareholders\n• Pursuant to DTR 7.2.6, information required to Employee engagement statement 82\n be disclosed on the structure of the Company’s\n Other statutory information 133 to 135\n securities can be found on page 169.\n• Information on our Board and Committee DIVISION OF RESPONSIBILITIES Relevant section of the Annual Report Page(s)\n Diversity Policy, required to be disclosed\n F. Role of the Chair Board roles and responsibilities 87\n pursuant to DTR 7.2.8A, can be found on page\n 94 and the Policy itself can be found on the G. Board independence Nomination Committee report 92 to 96\n Company’s website, www.bunzl.com. H. Board attendance and time commitments Board attendance table 88\n I. Board policies Governance framework 86\n COMPOSITION, SUCCESSION AND EVALUATION Relevant section of the Annual Report Page(s)\n J. Appointment procedure Nomination Committee report 95\n Succession plans Nomination Committee report 94\n K. Composition of the Board and its Committees Biographies of the Board of directors 76 and 77\n Tenure of directors Board tenure chart 94\n L. Evaluation Board evaluation and priorities identified 89\n AUDIT, RISK AND INTERNAL CONTROLS Relevant section of the Annual Report Page(s)\n\n M. Audit Committee role Audit Committee report 99\n External audit Audit Committee report 104 to 106\n N. Fair, balanced, understandable report Fair, balanced and understandable statement 91\n O. Internal controls framework Audit Committee report 102\n Principal and emerging risks Principal risks and uncertainties 64 to 72\n REMUNERATION Relevant section of the Annual Report Page(s)\n P. Remuneration policy and practices Remuneration Committee report 110 to 132\n Q. Development of executive remuneration policy Remuneration Committee report 110 to 132\n R. Independent judgement and discretion Remuneration Committee report 110 to 132", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\n75\n\nCORPORATE GOVERNANCE STATEMENT\nThis Corporate Governance Statement, as\nrequired by the UK Financial Conduct Authority’s\nDisclosure Guidance and Transparency Rule\n(‘DTR’) 7.2, together with the rest of the Corporate\ngovernance report and the Committee reports,\nforms part of the Directors’ report and has been\nprepared in accordance with the principles of the\n2024 Code. A copy of the Code can be found on\nthe FRC’s website, www.frc.org.uk.\n• For the year ended 31 December 2025, the\nCompany has complied in full with the\nrequirements of the Code.\n\nBOARD LEADERSHIP AND COMPANY PURPOSE\n\nRelevant section of the Annual Report\n\nPage(s)\n\nA.\n\nBiographies of the Board of directors\n\n76 and 77\n\nB.\nC.\n\nEffective Board\nPurpose, values and strategy\n\nOur purpose, values and strategy\n\n16 to 20\n\nCulture\n\nHow the Board monitors culture\n\n79\n\nBoard decisions and outcomes\n\nRisk management and internal controls\n\nD.\n\nEffective engagement with stakeholders\n\nSection 172(1) statement\n\n60 to 63\n\nE.\n\nWorkforce policies consistent with Company values\nEngagement with shareholders\n\nSection 172(1) statement\n\n60 to 63\n\n• Pursuant to DTR 7.2.6, information required to\nbe disclosed on the structure of the Company’s\nsecurities can be found on page 169.\n• Information on our Board and Committee\nDiversity Policy, required to be disclosed\npursuant to DTR 7.2.8A, can be found on page\n94 and the Policy itself can be found on the\nCompany’s website, www.bunzl.com.\n\n90 and 91\n97 to 106\n\nEmployee engagement statement\nOther statutory information\nDIVISION OF RESPONSIBILITIES\n\nRelevant section of the Annual Report\n\n82\n133 to 135\nPage(s)\n\nF.\n\nRole of the Chair\n\nBoard roles and responsibilities\n\n87\n\nG.\n\nBoard independence\n\nNomination Committee report\n\n92 to 96\n\nH.\n\nBoard attendance and time commitments\n\nBoard attendance table\n\n88\n\nI.\n\nBoard policies\n\nGovernance framework\n\n86\n\nCOMPOSITION, SUCCESSION AND EVALUATION\n\nRelevant section of the Annual Report\n\nJ.\n\nAppointment procedure\n\nNomination Committee report\n\nSuccession plans\n\nNomination Committee report\n\nK.\n\nComposition of the Board and its Committees\n\nBiographies of the Board of directors\n\nTenure of directors\n\nBoard tenure chart\n\n94\n\nL.\n\nEvaluation\n\nBoard evaluation and priorities identified\n\n89\n\nPage(s)\n95\n94\n76 and 77\n\nAUDIT, RISK AND INTERNAL CONTROLS\n\nRelevant section of the Annual Report\n\nM. Audit Committee role\n\nAudit Committee report\n\n99\n104 to 106\n\nPage(s)\n\nExternal audit\n\nAudit Committee report\n\nN.\n\nFair, balanced, understandable report\n\nFair, balanced and understandable statement\n\n91\n\nO.\n\nInternal controls framework\n\nAudit Committee report\n\n102\n\nPrincipal risks and uncertainties\n\n64 to 72\n\nREMUNERATION\n\nPrincipal and emerging risks\n\nRelevant section of the Annual Report\n\nPage(s)\n\nP.\n\nRemuneration Committee report\n\nRemuneration policy and practices\n\n110 to 132\n\nQ.\n\nDevelopment of executive remuneration policy\n\nRemuneration Committee report\n\n110 to 132\n\nR.\n\nIndependent judgement and discretion\n\nRemuneration Committee report\n\n110 to 132", "tables": [ [ [ "BOARD LEADERSHIP AND COMPANY PURPOSE", "", "Relevant section of the Annual Report", "Page(s)" ], [ "A.", "Effective Board", "", "" ], [ "B.", "Purpose, values and strategy", "", "" ], [ "", "Culture", "", "" ], [ "C.", "Board decisions and outcomes", "", "" ], [ "D.", "Effective engagement with stakeholders", "", "" ], [ "E.", "Workforce policies consistent with Company values Engagement with shareholders", "", "" ], [ "", "", "", "" ], [ "", "", "", "" ], [ "DIVISION OF RESPONSIBILITIES", "", "Relevant section of the Annual Report", "Page(s)" ], [ "F.", "Role of the Chair", "", "" ], [ "G.", "Board independence", "", "" ], [ "H.", "Board attendance and time commitments", "", "" ], [ "I.", "Board policies", "", "" ], [ "COMPOSITION, SUCCESSION AND EVALUATION", "", "Relevant section of the Annual Report", "Page(s)" ], [ "J.", "Appointment procedure", "", "" ], [ "", "Succession plans", "", "" ], [ "K.", "Composition of the Board and its Committees", "", "" ], [ "", "Tenure of directors", "", "" ], [ "L.", "Evaluation", "", "" ], [ "AUDIT, RISK AND INTERNAL CONTROLS", "", "Relevant section of the Annual Report", "Page(s)" ], [ "M.", "Audit Committee role", "", "" ], [ "", "External audit", "", "" ], [ "N.", "Fair, balanced, understandable report", "", "" ], [ "O.", "Internal controls framework", "", "" ], [ "", "Principal and emerging risks", "", "" ], [ "REMUNERATION", "", "Relevant section of the Annual Report", "Page(s)" ], [ "P.", "Remuneration policy and practices", "", "" ], [ "Q.", "Development of executive remuneration policy", "", "" ], [ "R.", "Independent judgement and discretion", "", "" ] ] ], "word_count": 457, "visual_charts": [] }, { "page_number": 78, "section": "Directors' Report", "subsection": "Board Leadership and Company Purpose", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 76", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 76\n\nBOARD LEADERSHIP AND COMPANY PURPOSE\nBOARD OF DIRECTORS\n\n1. Peter Ventress 2. Frank Van Zanten THE RIGHT BALANCE OF\nChairman Chief Executive Officer SKILLS AND EXPERIENCE\nAppointment: Chairman of the Board since April\n2020, having been appointed Chairman designate in\n Appointment: Chief Executive Officer since April\n 2016, having been appointed as an executive director\n Our experienced Board is\nJune 2019. Chair of the Nomination Committee and in February 2016. committed to leading by\nBoard Sustainability Committee.\n Experience: Frank joined Bunzl in 1994, when example to demonstrate\nExperience: Peter was formerly Chairman of Galliford Bunzl acquired his family owned business in the\nTry Holdings plc and a non-executive director of Netherlands and he subsequently assumed Bunzl’s strong corporate\nPremier Farnell plc, Staples Solutions NV and Softcat responsibility for several businesses in other\nplc. He was Chief Executive Officer of Berendsen plc countries. In 2002, he became Chief Executive values and culture.\nfrom 2010 to 2016, prior to which he held several Officer of Pont Meyer NV, a listed company in the\nsenior executive roles, including International Netherlands, before rejoining Bunzl in 2005 as the As at 31 December 2025, the\nPresident of Staples Inc and Chief Executive Officer\nof Corporate Express NV, a Dutch quoted company\n Managing Director of the Continental Europe\n business area. He is a member of the Supervisory Board was made up of nine\nwhich was subsequently acquired by Staples. Peter\nis currently Chairman of Howden Joinery Group plc.\n Board of Koninklijke Ahold Delhaize N.V. directors comprising a\nSkills and contribution to the Board: Peter has a\n Skills and contribution to the Board: Frank has\n extensive knowledge and experience of our business,\n Chairman, a Chief Executive\nstrong track record as both an executive and acquired over years of dedicated commitment to the Officer, a Chief Financial\nnon-executive director of numerous international Company. He has an outstanding track record of\ndistribution businesses, bringing valuable knowledge implementing the Company’s purpose-led strategy, Officer and six non‑executive\nand experience to the Board. His leadership ability,\ngained through previous experience as the\n fostering growth by developing and expanding the\n Group both organically and through acquisitions. directors, including a Senior\nChairman of other similarly complex businesses,\ncultivates a culture of constructive debate and Committees: None Independent Director.\nchallenge on the Board. 2 1\nCommittees:\n\n3. Richard Howes 4. Pam Kirby\nChief Financial Officer Senior Independent Director\nAppointment: Chief Financial Officer and a Appointment: Senior Independent Director since\nmember of the Board since January 2020, having April 2024, having been appointed as a non-executive\nbeen appointed Chief Financial Officer designate director in August 2022.\nin September 2019.\n Experience: Pam was formerly Chief Executive\nExperience: Richard qualified as a Chartered Officer of Quintiles Transnational Corporation,\nAccountant with Ernst & Young before moving to the having previously held senior executive positions at\ninvestment bank Dresdner Kleinwort Benson. During AstraZeneca PLC and F. Hoffmann-La Roche Ltd. She\nhis career he has held several senior positions at was also previously a non-executive director of DCC\nGeest plc and Bakkavor Group plc, including that of plc, Hikma Pharmaceuticals PLC and Reckitt\nChief Financial Officer of Bakkavor Group. He was Benckiser Group PLC, and has held positions as\nChief Financial Officer of Coats Group plc between Senior Independent Director of Victrex and as a\n2012 and 2016 and prior to joining Bunzl was Chief member of the Supervisory Board of AkzoNobel N.V.\nFinancial Officer of Inchcape plc. He is currently a\nnon-executive director of Smiths Group plc and Skills and contribution to the Board: Pam has\nchairs their Audit & Risk Committee. significant knowledge and expertise in global\n businesses, having worked in several international\nSkills and contribution to the Board: Richard brings roles for over 30 years. Through her executive and\na wealth of experience to the Board, gained across non-executive roles, she brings a wealth of\nseveral sectors, having led finance functions at international distribution, strategic and UK listed\nseveral international public companies and having company experience to the Board.\nworked for multi-site businesses with substantial\nglobal footprints. He brings broad financial expertise Committees:\nand commercial skills which are invaluable to his role\non the Board and in leading Bunzl’s Finance, Tax, and 3 4\nTreasury functions.\nCommittees: None", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\n76\n\nAdditional Information\n\nBOARD LEADERSHIP AND COMPANY PURPOSE\nBOARD OF DIRECTORS\n1. Peter Ventress\nChairman\n\n2. Frank Van Zanten\nChief Executive Officer\n\nAppointment: Chairman of the Board since April\n2020, having been appointed Chairman designate in\nJune 2019. Chair of the Nomination Committee and\nBoard Sustainability Committee.\n\nAppointment: Chief Executive Officer since April\n2016, having been appointed as an executive director\nin February 2016.\n\nExperience: Peter was formerly Chairman of Galliford\nTry Holdings plc and a non-executive director of\nPremier Farnell plc, Staples Solutions NV and Softcat\nplc. He was Chief Executive Officer of Berendsen plc\nfrom 2010 to 2016, prior to which he held several\nsenior executive roles, including International\nPresident of Staples Inc and Chief Executive Officer\nof Corporate Express NV, a Dutch quoted company\nwhich was subsequently acquired by Staples. Peter\nis currently Chairman of Howden Joinery Group plc.\nSkills and contribution to the Board: Peter has a\nstrong track record as both an executive and\nnon-executive director of numerous international\ndistribution businesses, bringing valuable knowledge\nand experience to the Board. His leadership ability,\ngained through previous experience as the\nChairman of other similarly complex businesses,\ncultivates a culture of constructive debate and\nchallenge on the Board.\n\nExperience: Frank joined Bunzl in 1994, when\nBunzl acquired his family owned business in the\nNetherlands and he subsequently assumed\nresponsibility for several businesses in other\ncountries. In 2002, he became Chief Executive\nOfficer of Pont Meyer NV, a listed company in the\nNetherlands, before rejoining Bunzl in 2005 as the\nManaging Director of the Continental Europe\nbusiness area. He is a member of the Supervisory\nBoard of Koninklijke Ahold Delhaize N.V.\nSkills and contribution to the Board: Frank has\nextensive knowledge and experience of our business,\nacquired over years of dedicated commitment to the\nCompany. He has an outstanding track record of\nimplementing the Company’s purpose-led strategy,\nfostering growth by developing and expanding the\nGroup both organically and through acquisitions.\nCommittees: None\n\nTHE RIGHT BALANCE OF\nSKILLS AND EXPERIENCE\n\nOur experienced Board is\ncommitted to leading by\nexample to demonstrate\nBunzl’s strong corporate\nvalues and culture.\nAs at 31 December 2025, the\nBoard was made up of nine\ndirectors comprising a\nChairman, a Chief Executive\nOfficer, a Chief Financial\nOfficer and six non‑executive\ndirectors, including a Senior\nIndependent Director.\n2\n\n1\n\nCommittees:\n\n3. Richard Howes\nChief Financial Officer\n\n4. Pam Kirby\nSenior Independent Director\n\nAppointment: Chief Financial Officer and a\nmember of the Board since January 2020, having\nbeen appointed Chief Financial Officer designate\nin September 2019.\n\nAppointment: Senior Independent Director since\nApril 2024, having been appointed as a non-executive\ndirector in August 2022.\n\nExperience: Richard qualified as a Chartered\nAccountant with Ernst & Young before moving to the\ninvestment bank Dresdner Kleinwort Benson. During\nhis career he has held several senior positions at\nGeest plc and Bakkavor Group plc, including that of\nChief Financial Officer of Bakkavor Group. He was\nChief Financial Officer of Coats Group plc between\n2012 and 2016 and prior to joining Bunzl was Chief\nFinancial Officer of Inchcape plc. He is currently a\nnon-executive director of Smiths Group plc and\nchairs their Audit & Risk Committee.\nSkills and contribution to the Board: Richard brings\na wealth of experience to the Board, gained across\nseveral sectors, having led finance functions at\nseveral international public companies and having\nworked for multi-site businesses with substantial\nglobal footprints. He brings broad financial expertise\nand commercial skills which are invaluable to his role\non the Board and in leading Bunzl’s Finance, Tax, and\nTreasury functions.\nCommittees: None\n\nExperience: Pam was formerly Chief Executive\nOfficer of Quintiles Transnational Corporation,\nhaving previously held senior executive positions at\nAstraZeneca PLC and F. Hoffmann-La Roche Ltd. She\nwas also previously a non-executive director of DCC\nplc, Hikma Pharmaceuticals PLC and Reckitt\nBenckiser Group PLC, and has held positions as\nSenior Independent Director of Victrex and as a\nmember of the Supervisory Board of AkzoNobel N.V.\nSkills and contribution to the Board: Pam has\nsignificant knowledge and expertise in global\nbusinesses, having worked in several international\nroles for over 30 years. Through her executive and\nnon-executive roles, she brings a wealth of\ninternational distribution, strategic and UK listed\ncompany experience to the Board.\nCommittees:\n\n3\n\n4", "tables": [ [ [ "1. Peter Ventress 2. Frank Van Zanten THE RIGHT BALANCE OF Chairman Chief Executive Officer SKILLS AND EXPERIENCE Appointment: Chairman of the Board since April Appointment: Chief Executive Officer since April Our experienced Board is 2020, having been appointed Chairman designate in 2016, having been appointed as an executive director June 2019. Chair of the Nomination Committee and in February 2016. committed to leading by Board Sustainability Committee. Experience: Frank joined Bunzl in 1994, when example to demonstrate Experience: Peter was formerly Chairman of Galliford Bunzl acquired his family owned business in the Bunzl’s strong corporate Try Holdings plc and a non-executive director of Netherlands and he subsequently assumed Premier Farnell plc, Staples Solutions NV and Softcat responsibility for several businesses in other values and culture. plc. He was Chief Executive Officer of Berendsen plc countries. In 2002, he became Chief Executive from 2010 to 2016, prior to which he held several Officer of Pont Meyer NV, a listed company in the As at 31 December 2025, the senior executive roles, including International Netherlands, before rejoining Bunzl in 2005 as the President of Staples Inc and Chief Executive Officer Managing Director of the Continental Europe Board was made up of nine of Corporate Express NV, a Dutch quoted company business area. He is a member of the Supervisory which was subsequently acquired by Staples. Peter Board of Koninklijke Ahold Delhaize N.V. directors comprising a is currently Chairman of Howden Joinery Group plc. Skills and contribution to the Board: Frank has Chairman, a Chief Executive Skills and contribution to the Board: Peter has a extensive knowledge and experience of our business, strong track record as both an executive and acquired over years of dedicated commitment to the Officer, a Chief Financial non-executive director of numerous international Company. He has an outstanding track record of Officer and six non-executive distribution businesses, bringing valuable knowledge implementing the Company’s purpose-led strategy, and experience to the Board. His leadership ability, fostering growth by developing and expanding the directors, including a Senior gained through previous experience as the Group both organically and through acquisitions. Chairman of other similarly complex businesses, Independent Director. cultivates a culture of constructive debate and Committees: None challenge on the Board. 2 1 Committees: 3. Richard Howes 4. Pam Kirby Chief Financial Officer Senior Independent Director Appointment: Chief Financial Officer and a Appointment: Senior Independent Director since member of the Board since January 2020, having April 2024, having been appointed as a non-executive been appointed Chief Financial Officer designate director in August 2022. in September 2019. Experience: Pam was formerly Chief Executive Experience: Richard qualified as a Chartered Officer of Quintiles Transnational Corporation, Accountant with Ernst & Young before moving to the having previously held senior executive positions at investment bank Dresdner Kleinwort Benson. During AstraZeneca PLC and F. Hoffmann-La Roche Ltd. She his career he has held several senior positions at was also previously a non-executive director of DCC Geest plc and Bakkavor Group plc, including that of plc, Hikma Pharmaceuticals PLC and Reckitt Chief Financial Officer of Bakkavor Group. He was Benckiser Group PLC, and has held positions as Chief Financial Officer of Coats Group plc between Senior Independent Director of Victrex and as a 2012 and 2016 and prior to joining Bunzl was Chief member of the Supervisory Board of AkzoNobel N.V. Financial Officer of Inchcape plc. He is currently a non-executive director of Smiths Group plc and Skills and contribution to the Board: Pam has chairs their Audit & Risk Committee. significant knowledge and expertise in global businesses, having worked in several international Skills and contribution to the Board: Richard brings roles for over 30 years. Through her executive and a wealth of experience to the Board, gained across non-executive roles, she brings a wealth of several sectors, having led finance functions at international distribution, strategic and UK listed several international public companies and having company experience to the Board. worked for multi-site businesses with substantial global footprints. He brings broad financial expertise Committees: and commercial skills which are invaluable to his role on the Board and in leading Bunzl’s Finance, Tax, and 3 4 Treasury functions. Committees: None", "" ], [ "", "" ] ], [ [ "TH SKI Our co exa Bu val As Bo dire Ch Off Off dire Ind", "E RIGHT BALAN LLS AND EXPE experienced B mmitted to lead mple to demo nzl’s strong cor ues and culture at 31 Decembe ard was made ctors compris airman, a Chief icer, a Chief Fin icer and six no ctors, includin ependent Direc", "CE OF RIENCE oard is ing by nstrate porate . r 2025, the up of nine ing a Executive ancial n-executive g a Senior tor.", "" ], [ "", "", "", "" ], [ "", "", "", "" ] ] ], "word_count": 713, "visual_charts": [] }, { "page_number": 79, "section": "Directors' Report", "subsection": "Board Leadership and Company Purpose", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 77", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 77\n\nBOARD LEADERSHIP AND COMPANY PURPOSE continued\nBOARD OF DIRECTORS continued\n 5. Vin Murria OBE 6. Daniela Barone Soares OBE 7. Julia Wilson\n Non-executive director Non-executive director Non-executive director\n Appointment: Non-executive director since Appointment: Non-executive director since Appointment: Non-executive director since\n June 2020. December 2024. December 2024 and Chair of the Audit\n Experience: Formerly Chief Executive Officer Experience: Daniela was formerly Chief Executive Committee.\n of Computer Software Group plc from 2002 until Officer of Snowball Impact Management Limited Experience: Julia was formerly Group Finance\n 2007, Vin subsequently founded and was Chief and prior to this was Chief Executive Officer of Director of 3i Group plc from 2008 to 2022, prior\n Executive Officer of Advanced Computer Software Granito Group from 2017 to 2019. She was Chief to which she held several senior finance related\n Group plc from 2008 until 2015. She was Executive Officer at Impetus from 2006 to 2015, roles at Cable & Wireless, latterly as Group\n appointed OBE in 2018 for services to the digital and Executive Chair of Gove Digital between 2016 Director of Corporate Finance. She was appointed\n economy and is Chair of AdvancedAdvT Limited. and 2020. She has served on various commercial, as a non-executive director at Legal & General\n non-profit and advisory boards during her career, Group PLC in 2011, was Chair of the Audit\n Skills and contribution to the Board: Vin has including InterContinental Hotels Group PLC, Committee from 2013 to 2016 and was Senior\n over 25 years of experience working in the digital Halma plc, Evora S.A. and the UK National Advisory Independent Director from 2016 to 2021. She\n and technology sectors, which is valuable given Board to the G8 Social Impact Investment also previously served as the Chair of the 100\n the Company is continually expanding and Taskforce. She is presently a non-executive Group of FTSE Finance Directors. She is currently\n developing its digital and technological director of Tribe Impact Capital LLP. a non-executive director and Chair of the Audit\n capabilities. Vin’s background of developing Committee of Barclays PLC.\n highly successful growth strategies is especially Skills and contribution to the Board: Daniela\n pertinent to the Board. brings deep and wide-ranging ESG related Skills and contribution to the Board: Julia’s\n experience, which is an area of great strategic significant board and executive-level strategic\n Committees: importance for Bunzl, and the Board benefits and financial leadership experience are key\n greatly from her extensive knowledge of how capabilities for the Board as the Company\n technology drives change. She is a leading global continues to grow and develop. Her wealth\n executive, with broad experience across key of finance and UK regulatory expertise make\n international geographies in which Bunzl her particularly well suited to the role of\n operates, which further strengthens the Board’s Audit Committee Chair, and the Board and\n 5 6 7 geographical expertise. Committees benefit greatly from her deep\n technical knowledge.\n Committees:\n 6 9 Committees:\n 8. Stephan Nanninga 9. Jacky Simmonds\n Non-executive director Non-executive director\n Appointment: Non-executive director since Appointment: Non-executive director since\n May 2017. March 2023 and Chair of the Remuneration\n Experience: After holding several positions Committee.\n with Sonepar and Royal Dutch Shell, Stephan Experience: Jacky was formerly Chief People\n subsequently became Managing Director, Officer at VEON Ltd (a Nasdaq listed digital\n Distribution Europe of CRH plc in 1999. He then services company), prior to which she held a\n joined the Board of SHV Holdings NV in 2007, number of senior positions, including Group\n where he was initially responsible for the Makro Director of People at easyJet plc and Chief Human\n and Dyas businesses, before becoming Chief Resources Officer of TUI Group, where she sat\n Executive in 2014, a position he held until 2016. on the Supervisory Board of TUI Deutschland,\n He is a member of the Supervisory Boards of GmbH. She was also a non-executive director\n CM.com and Cabka N.V. and a non-executive of Ferguson plc from 2014 until 2022 and is\n director of IMCD N.V. presently Chief People Officer of Experian plc.\n Skills and contribution to the Board: The Board Skills and contribution to the Board: The Board\n benefits from Stephan’s extensive international benefits from Jacky’s extensive knowledge and\n experience, which he has gained across a range experience in human capital management,\n of businesses operating in the distribution and including employee engagement,\n service sectors. He has solid executive experience transformational change, board and leadership Committee membership\n which informs his contributions to the Board and succession planning, employee relations and\n its Committees. talent management. Her international and listed \u0007 udit\n A\n company experience, coupled with her extensive \u0007Remuneration\n Committees: \u0007Nomination\n HR acumen, enhance the capabilities of the Board\n \u0007Board Sustainability\n 8 9 and its Committees.\n \u0007Independent director\n Committees: \u0007Denotes Chairman", "text_reading_order": "Bunzl plc Annual Report 2025\n\nDirectors’ Report\n\nStrategic Report\n\nFinancial Statements\n\nAdditional Information\n\n77\n\nBOARD LEADERSHIP AND COMPANY PURPOSE continued\nBOARD OF DIRECTORS continued\n5. Vin Murria OBE\nNon-executive director\n\n6. Daniela Barone Soares OBE\nNon-executive director\n\n7. Julia Wilson\nNon-executive director\n\nAppointment: Non-executive director since\nJune 2020.\nExperience: Formerly Chief Executive Officer\nof Computer Software Group plc from 2002 until\n2007, Vin subsequently founded and was Chief\nExecutive Officer of Advanced Computer Software\nGroup plc from 2008 until 2015. She was\nappointed OBE in 2018 for services to the digital\neconomy and is Chair of AdvancedAdvT Limited.\n\nAppointment: Non-executive director since\nDecember 2024.\nExperience: Daniela was formerly Chief Executive\nOfficer of Snowball Impact Management Limited\nand prior to this was Chief Executive Officer of\nGranito Group from 2017 to 2019. She was Chief\nExecutive Officer at Impetus from 2006 to 2015,\nand Executive Chair of Gove Digital between 2016\nand 2020. She has served on various commercial,\nnon-profit and advisory boards during her career,\nincluding InterContinental Hotels Group PLC,\nHalma plc, Evora S.A. and the UK National Advisory\nBoard to the G8 Social Impact Investment\nTaskforce. She is presently a non-executive\ndirector of Tribe Impact Capital LLP.\n\nAppointment: Non-executive director since\nDecember 2024 and Chair of the Audit\nCommittee.\nExperience: Julia was formerly Group Finance\nDirector of 3i Group plc from 2008 to 2022, prior\nto which she held several senior finance related\nroles at Cable & Wireless, latterly as Group\nDirector of Corporate Finance. She was appointed\nas a non-executive director at Legal & General\nGroup PLC in 2011, was Chair of the Audit\nCommittee from 2013 to 2016 and was Senior\nIndependent Director from 2016 to 2021. She\nalso previously served as the Chair of the 100\nGroup of FTSE Finance Directors. She is currently\na non-executive director and Chair of the Audit\nCommittee of Barclays PLC.\n\nSkills and contribution to the Board: Vin has\nover 25 years of experience working in the digital\nand technology sectors, which is valuable given\nthe Company is continually expanding and\ndeveloping its digital and technological\ncapabilities. Vin’s background of developing\nhighly successful growth strategies is especially\npertinent to the Board.\nCommittees:\n\n5\n\n6\n\n7\n\nSkills and contribution to the Board: Daniela\nbrings deep and wide-ranging ESG related\nexperience, which is an area of great strategic\nimportance for Bunzl, and the Board benefits\ngreatly from her extensive knowledge of how\ntechnology drives change. She is a leading global\nexecutive, with broad experience across key\ninternational geographies in which Bunzl\noperates, which further strengthens the Board’s\ngeographical expertise.\nCommittees:\n\n6\n\n9\n\n8. Stephan Nanninga\nNon-executive director\n\n9. Jacky Simmonds\nNon-executive director\n\nAppointment: Non-executive director since\nMay 2017.\nExperience: After holding several positions\nwith Sonepar and Royal Dutch Shell, Stephan\nsubsequently became Managing Director,\nDistribution Europe of CRH plc in 1999. He then\njoined the Board of SHV Holdings NV in 2007,\nwhere he was initially responsible for the Makro\nand Dyas businesses, before becoming Chief\nExecutive in 2014, a position he held until 2016.\nHe is a member of the Supervisory Boards of\nCM.com and Cabka N.V. and a non-executive\ndirector of IMCD N.V.\n\nAppointment: Non-executive director since\nMarch 2023 and Chair of the Remuneration\nCommittee.\nExperience: Jacky was formerly Chief People\nOfficer at VEON Ltd (a Nasdaq listed digital\nservices company), prior to which she held a\nnumber of senior positions, including Group\nDirector of People at easyJet plc and Chief Human\nResources Officer of TUI Group, where she sat\non the Supervisory Board of TUI Deutschland,\nGmbH. She was also a non-executive director\nof Ferguson plc from 2014 until 2022 and is\npresently Chief People Officer of Experian plc.\n\nSkills and contribution to the Board: The Board\nbenefits from Stephan’s extensive international\nexperience, which he has gained across a range\nof businesses operating in the distribution and\nservice sectors. He has solid executive experience\nwhich informs his contributions to the Board and\nits Committees.\n\nSkills and contribution to the Board: The Board\nbenefits from Jacky’s extensive knowledge and\nexperience in human capital management,\nincluding employee engagement,\ntransformational change, board and leadership\nsuccession planning, employee relations and\ntalent management. Her international and listed\ncompany experience, coupled with her extensive\nHR acumen, enhance the capabilities of the Board\nand its Committees.\n\nCommittees:\n\n8\n\n9\n\nCommittees:\n\nSkills and contribution to the Board: Julia’s\nsignificant board and executive-level strategic\nand financial leadership experience are key\ncapabilities for the Board as the Company\ncontinues to grow and develop. Her wealth\nof finance and UK regulatory expertise make\nher particularly well suited to the role of\nAudit Committee Chair, and the Board and\nCommittees benefit greatly from her deep\ntechnical knowledge.\nCommittees:\n\nCommittee membership\n\u0007 udit\nA\n\u0007Remuneration\n\u0007Nomination\n\u0007Board Sustainability\n\u0007Independent director\n\u0007Denotes Chairman", "tables": [ [ [ "5 6 7" ], [ "6 9 8 9" ] ] ], "word_count": 787, "visual_charts": [] }, { "page_number": 80, "section": "Directors' Report", "subsection": "Corporate Governance Report", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 78", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 78\n\nCORPORATE GOVERNANCE REPORT\n\nMatters reserved for the Board\nThe topics outlined below include some of the KNOWLEDGE SHARING, UPSKILLING AND CONTINUAL DEVELOPMENT\nmatters which are required to be brought to the\nBoard for consideration:\n The Board understands the importance of knowledge sharing, upskilling and continual\nShareholders\n• Matters requiring shareholder approval development; therefore, senior management, members of different corporate functions\n• Circulars and significant shareholder and external parties are frequently invited to attend meetings to present to the Board\n communications\n on their respective areas of expertise, aiding better decision making.\nCapital allocation and structure\n• Significant capital expenditure/disposals\n• Significant business acquisitions/disposals\n• Material changes to the Group’s capital\n structure HR function Legal function and Corporate External advisers Tax, treasury and\n• Major property leases Employee engagement, Company Secretariat development team Legal, compliance, finance functions\n• Material increases in borrowing and loan health & safety, Legal, regulatory, M&A, strategy and remuneration, Tax, treasury and\n facilities corporate responsibility, governance, shareholder due diligence shareholder finance\n human rights, diversity, engagement and share engagement, investor\nPolicies and statements equity and inclusion, plans relations, internal\n• Material Group policies, statements and major and remuneration controls and IT security\n changes thereto, for example:\n – Tax Strategy;\n – Treasury Policy;\n – Modern Slavery Statement;\n – Inclusion and Belonging Policy; and\n – Risk Appetite.\nPeople and leadership\n• Appointment/removal of directors and\n Company Secretary THE BOARD\n• Non-executive directors’ remuneration\n• Executive directors’ remuneration\n• Board Committee constitution and terms\n of reference Investor relations and IT and information Internal audit Local management Sustainability team\n communications team security function function, external Regional and Environmental, social\nStrategy and management\n Investor relations, Information/cyber auditors, and Internal commercial sectors, and governance,\n• The Group’s strategic aims and objectives\n stakeholder security, internal Controls team market knowledge, regulatory knowledge,\n• Annual budget and strategic plan engagement and controls and digital Audit, assurance, risk supply chains and supply chains, product\n external/internal strategy management and stakeholder sourcing and corporate\nFinancial reporting, risk and controls\n communications controls engagement responsibility\n• Financial results and announcements relating\n thereto\n• Final and interim dividends\n• Auditor appointment/removal\n• Risk management and internal controls", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\nCORPORATE GOVERNANCE REPORT\nMatters reserved for the Board\nThe topics outlined below include some of the\nmatters which are required to be brought to the\nBoard for consideration:\nShareholders\n• Matters requiring shareholder approval\n• Circulars and significant shareholder\ncommunications\nCapital allocation and structure\n• Significant capital expenditure/disposals\n\nKNOWLEDGE SHARING, UPSKILLING AND CONTINUAL DEVELOPMENT\n\nThe Board understands the importance of knowledge sharing, upskilling and continual\ndevelopment; therefore, senior management, members of different corporate functions\nand external parties are frequently invited to attend meetings to present to the Board\non their respective areas of expertise, aiding better decision making.\n\n• Significant business acquisitions/disposals\n• Material changes to the Group’s capital\nstructure\n• Major property leases\n• Material increases in borrowing and loan\nfacilities\nPolicies and statements\n• Material Group policies, statements and major\nchanges thereto, for example:\n\nHR function\nEmployee engagement,\nhealth & safety,\ncorporate responsibility,\nhuman rights, diversity,\nequity and inclusion,\nand remuneration\n\nLegal function and\nCompany Secretariat\nLegal, regulatory,\ngovernance, shareholder\nengagement and share\nplans\n\nCorporate\ndevelopment team\nM&A, strategy and\ndue diligence\n\nExternal advisers\nLegal, compliance,\nremuneration,\nshareholder\nengagement, investor\nrelations, internal\ncontrols and IT security\n\nTax, treasury and\nfinance functions\nTax, treasury and\nfinance\n\nLocal management\nRegional and\ncommercial sectors,\nmarket knowledge,\nsupply chains and\nstakeholder\nengagement\n\nSustainability team\nEnvironmental, social\nand governance,\nregulatory knowledge,\nsupply chains, product\nsourcing and corporate\nresponsibility\n\n– Tax Strategy;\n– Treasury Policy;\n– Modern Slavery Statement;\n– Inclusion and Belonging Policy; and\n– Risk Appetite.\nPeople and leadership\n• Appointment/removal of directors and\nCompany Secretary\n\nTHE BOARD\n\n• Non-executive directors’ remuneration\n• Executive directors’ remuneration\n• Board Committee constitution and terms\nof reference\nStrategy and management\n• The Group’s strategic aims and objectives\n• Annual budget and strategic plan\nFinancial reporting, risk and controls\n• Financial results and announcements relating\nthereto\n• Final and interim dividends\n• Auditor appointment/removal\n• Risk management and internal controls\n\nInvestor relations and\ncommunications team\nInvestor relations,\nstakeholder\nengagement and\nexternal/internal\ncommunications\n\nIT and information\nsecurity function\nInformation/cyber\nsecurity, internal\ncontrols and digital\nstrategy\n\nInternal audit\nfunction, external\nauditors, and Internal\nControls team\nAudit, assurance, risk\nmanagement and\ncontrols\n\n78", "tables": [ [ [ "KNOWLEDGE SHARING, UPSKILLING AND CONTINUAL DEVELOPMENT" ], [ "The Board understands the importance of knowledge sharing, upskilling and continual development; therefore, senior management, members of different corporate functions and external parties are frequently invited to attend meetings to present to the Board on their respective areas of expertise, aiding better decision making. HR function Legal function and Corporate External advisers Tax, treasury and Employee engagement, Company Secretariat development team Legal, compliance, finance functions health & safety, Legal, regulatory, M&A, strategy and remuneration, Tax, treasury and corporate responsibility, governance, shareholder due diligence shareholder finance human rights, diversity, engagement and share engagement, investor equity and inclusion, plans relations, internal and remuneration controls and IT security THE BOARD Investor relations and IT and information Internal audit Local management Sustainability team communications team security function function, external Regional and Environmental, social Investor relations, Information/cyber auditors, and Internal commercial sectors, and governance, stakeholder security, internal Controls team market knowledge, regulatory knowledge, engagement and controls and digital Audit, assurance, risk supply chains and supply chains, product external/internal strategy management and stakeholder sourcing and corporate communications controls engagement responsibility" ] ], [ [ "", "", "THE B", "OARD", "", "" ] ] ], "word_count": 367, "visual_charts": [] }, { "page_number": 81, "section": "Directors' Report", "subsection": "Corporate Governance Report", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 79", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 79\n\nCORPORATE GOVERNANCE REPORT continued\n\nPurpose, values and culture\nBunzl’s purpose is to deliver essential business THE COMPANY’S VALUES ARE AT THE CENTRE OF OUR CULTURE …\nsolutions around the world and create long term\nsustainable value for the benefit of all\nstakeholders. It is the responsibility of the Board RELIABILITY HUMILITY TRANSPARENCY RESPONSIVENESS\nto set the purpose, values and strategy of the IN ACTION IN ACTION IN ACTION IN ACTION\nCompany and ensure that these align with the\n Bunzl’s network, digital Bunzl’s corporate charity Bunzl’s honest culture engenders Bunzl’s own and exclusive brand\ndesired culture.\n capabilities, and sustainable programme supports educational confidence in the Company and offering, expertise, and close\nIn order to achieve the Company’s purpose, the products, enable us to become a programmes and environmental Bunzl aims to be as transparent as customer relationships allow the\nBoard recognises the importance of a healthy reliable partner to our customers, projects related to recycling, litter possible in its reporting. Company to respond to specific\ncorporate culture where employees can reach driving long term customer prevention, clean-up and waste customer needs.\n Read about our assurance\ntheir full potential and everyone is working relationships. management infrastructure.\n framework on page 90. Read about our relationship with\ntowards a common goal. Bunzl has a unique and\n Read about supporting customers Read about our charitable Wegmans on page 17.\nvalued entrepreneurial culture which is critical to\n with sustainability commitments initiatives on page 212.\ndelivering the Company’s strategy and is enabled\n on page 61.\nby its decentralised structure and a focus on\ndeveloping local talent. The Board ensures that\nthe culture of Bunzl is well communicated and\nembedded throughout the organisation,\nconsistently measured and sustained.\nOur championed values are at the centre of our … WHICH GUIDE AND INFORM DECISION MAKING FOR OUR BOARD AND BOARD COMMITTEES\ncorporate culture and underly the way we\nconduct our business. Bunzl’s strong culture is\na key source of competitive advantage and helps NOMINATION AUDIT BOARD SUSTAINABILITY REMUNERATION\nthe Group to attract and retain the best talent. COMMITTEE COMMITTEE COMMITTEE COMMITTEE\n\n Actively manages the composition Ensures the integrity and Provides recommendations to the Monitors executive remuneration,\n of the Board and the pipeline of transparency of the Group’s Board on the Group’s the gender pay gap and CEO pay\n diverse talent, embracing a financial and narrative reporting sustainability strategy, endorsing a ratio, to ensure that remuneration\n representative Board and inclusive and promotes the transparent culture of continuous aligns with Bunzl’s values and\n culture for all employees to thrive. risk-focused culture within which improvement. culture and encourages the\n the Company operates. Company’s desired behaviours.\n See pages 92 to 96. See pages 107 to 109.\n See pages 97 to 106. See pages 110 to 132.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\nCORPORATE GOVERNANCE REPORT continued\nPurpose, values and culture\nBunzl’s purpose is to deliver essential business\nsolutions around the world and create long term\nsustainable value for the benefit of all\nstakeholders. It is the responsibility of the Board\nto set the purpose, values and strategy of the\nCompany and ensure that these align with the\ndesired culture.\nIn order to achieve the Company’s purpose, the\nBoard recognises the importance of a healthy\ncorporate culture where employees can reach\ntheir full potential and everyone is working\ntowards a common goal. Bunzl has a unique and\nvalued entrepreneurial culture which is critical to\ndelivering the Company’s strategy and is enabled\nby its decentralised structure and a focus on\ndeveloping local talent. The Board ensures that\nthe culture of Bunzl is well communicated and\nembedded throughout the organisation,\nconsistently measured and sustained.\nOur championed values are at the centre of our\ncorporate culture and underly the way we\nconduct our business. Bunzl’s strong culture is\na key source of competitive advantage and helps\nthe Group to attract and retain the best talent.\n\nTHE COMPANY’S VALUES ARE AT THE CENTRE OF OUR CULTURE …\nRELIABILITY\nIN ACTION\n\nHUMILITY\nIN ACTION\n\nTRANSPARENCY\nIN ACTION\n\nRESPONSIVENESS\nIN ACTION\n\nBunzl’s network, digital\ncapabilities, and sustainable\nproducts, enable us to become a\nreliable partner to our customers,\ndriving long term customer\nrelationships.\n\nBunzl’s corporate charity\nprogramme supports educational\nprogrammes and environmental\nprojects related to recycling, litter\nprevention, clean-up and waste\nmanagement infrastructure.\n\nBunzl’s honest culture engenders\nconfidence in the Company and\nBunzl aims to be as transparent as\npossible in its reporting.\n\nBunzl’s own and exclusive brand\noffering, expertise, and close\ncustomer relationships allow the\nCompany to respond to specific\ncustomer needs.\n\nRead about supporting customers\nwith sustainability commitments\non page 61.\n\nRead about our charitable\ninitiatives on page 212.\n\nRead about our assurance\nframework on page 90.\n\nRead about our relationship with\nWegmans on page 17.\n\n… WHICH GUIDE AND INFORM DECISION MAKING FOR OUR BOARD AND BOARD COMMITTEES\nNOMINATION\nCOMMITTEE\n\nAUDIT\nCOMMITTEE\n\nBOARD SUSTAINABILITY\nCOMMITTEE\n\nREMUNERATION\nCOMMITTEE\n\nActively manages the composition\nof the Board and the pipeline of\ndiverse talent, embracing a\nrepresentative Board and inclusive\nculture for all employees to thrive.\n\nEnsures the integrity and\ntransparency of the Group’s\nfinancial and narrative reporting\nand promotes the transparent\nrisk-focused culture within which\nthe Company operates.\n\nProvides recommendations to the\nBoard on the Group’s\nsustainability strategy, endorsing a\nculture of continuous\nimprovement.\n\nMonitors executive remuneration,\nthe gender pay gap and CEO pay\nratio, to ensure that remuneration\naligns with Bunzl’s values and\nculture and encourages the\nCompany’s desired behaviours.\n\nSee pages 92 to 96.\n\nSee pages 97 to 106.\n\nSee pages 107 to 109.\n\nSee pages 110 to 132.\n\n79", "tables": [ [ [ "", "THE COMPANY’S VALUES ARE AT THE CENTRE OF OUR CULTURE …", "", "", "", "", "", "", "" ], [ "", "", "", "", "", "", "", "", "" ], [ "", "RELIABILITY IN ACTION", "", "HUMILITY IN ACTION", "", "TRANSPARENCY IN ACTION", "", "RESPONSIVENESS IN ACTION", "" ], [ "", "Bunzl’s network, digital capabilities, and sustainable products, enable us to become a reliable partner to our customers, driving long term customer relationships. Read about supporting customers with sustainability commitments on page 61.", "", "Bunzl’s corporate charity programme supports educational programmes and environmental projects related to recycling, litter prevention, clean-up and waste management infrastructure. Read about our charitable initiatives on page 212.", "", "Bunzl’s honest culture engenders confidence in the Company and Bunzl aims to be as transparent as possible in its reporting. Read about our assurance framework on page 90.", "", "Bunzl’s own and exclusive brand offering, expertise, and close customer relationships allow the Company to respond to specific customer needs. Read about our relationship with Wegmans on page 17.", "" ], [ "", "", "", "", "", "", "", "", "" ] ], [ [ "", "… WHICH GUIDE AND INFORM DECISION MAKING FOR OUR BOARD AND BOARD COMMITTEES", "", "", "", "", "", "", "" ], [ "", "", "", "", "", "", "", "", "" ], [ "", "NOMINATION COMMITTEE", "", "AUDIT COMMITTEE", "", "BOARD SUSTAINABILITY COMMITTEE", "", "REMUNERATION COMMITTEE", "" ], [ "", "Actively manages the composition of the Board and the pipeline of diverse talent, embracing a representative Board and inclusive culture for all employees to thrive. See pages 92 to 96.", "", "Ensures the integrity and transparency of the Group’s financial and narrative reporting and promotes the transparent risk-focused culture within which the Company operates. See pages 97 to 106.", "", "Provides recommendations to the Board on the Group’s sustainability strategy, endorsing a culture of continuous improvement. See pages 107 to 109.", "", "Monitors executive remuneration, the gender pay gap and CEO pay ratio, to ensure that remuneration aligns with Bunzl’s values and culture and encourages the Company’s desired behaviours. See pages 110 to 132.", "" ], [ "", "", "", "", "", "", "", "", "" ] ] ], "word_count": 466, "visual_charts": [] }, { "page_number": 82, "section": "Directors' Report", "subsection": "Corporate Governance Report", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 80", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 80\n\nCORPORATE GOVERNANCE REPORT continued\n\nAssessing, monitoring and embedding culture\n\n THE ROLE OF THE BOARD HOW MECHANISMS\n\n The Board maintains a strong interest in how • By engaging directly with employees and • Site visits\n employees experience Bunzl’s culture, observing culture in practice • Non-executive director listening groups\n seeking assurance that values are embedded\n • Employee forums\n and demonstrated across the Group\n • Regular Board reporting on people matters\n • Objective setting oversight\n • Championing equity participation: the Board supports schemes that give employees a stake in the\n business, reinforcing empowerment and entrepreneurial spirit\n • Acquisition strategy oversight: Directors ensure that retaining former business owners sustains\n Bunzl’s entrepreneurial culture across new acquisitions\n • Celebrating success: the Board endorses initiatives like the Group employee magazine, which\n highlights mentoring and teamwork stories, embedding values through recognition\n\n\n The Board oversees mechanisms that embed • By ensuring initiatives and structures reinforce • Conferences and learning sessions\n culture consistently Bunzl’s entrepreneurial and people‑focused • Quarterly Group employee magazine (sharing success stories, mentoring)\n values\n • Objective setting and development plans\n • Group policies guiding behaviour\n • Employee equity participation schemes\n • Acquisition strategy fostering entrepreneurial mindset\n\n\n The Board reviews defined metrics to assess • By monitoring quantitative indicators of • Employee voluntary turnover rate: 13.9%\n the strength and sustainability of Bunzl’s employee experience and behaviour • Trust index score (Great Place to Work survey): 71%\n culture\n • Non‑executive director engagement meetings held: 5\n • Material breaches of the Code of Conduct: 0\n • Average safety incidents per month per 100,000 employees: 93\n\n\n The Board maintains direct oversight of • By keeping culture on the Board agenda and • Diversity, equity and inclusion activities\n culture through structured engagement ensuring accountability through regular • Health & safety data\n and reporting monitoring\n • Employee forums\n • Dialogue with executives and senior management\n • Employee survey results\n • Regular Board reporting on people matters\n • Non‑executive director listening groups\n • Site visits", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\n80\n\nCORPORATE GOVERNANCE REPORT continued\nAssessing, monitoring and embedding culture\nTHE ROLE OF THE BOARD\n\nHOW\n\nThe Board maintains a strong interest in how\nemployees experience Bunzl’s culture,\nseeking assurance that values are embedded\nand demonstrated across the Group\n\n• By engaging directly with employees and\nobserving culture in practice\n\nMECHANISMS\n• Site visits\n• Non-executive director listening groups\n• Employee forums\n• Regular Board reporting on people matters\n• Objective setting oversight\n• Championing equity participation: the Board supports schemes that give employees a stake in the\nbusiness, reinforcing empowerment and entrepreneurial spirit\n• Acquisition strategy oversight: Directors ensure that retaining former business owners sustains\nBunzl’s entrepreneurial culture across new acquisitions\n• Celebrating success: the Board endorses initiatives like the Group employee magazine, which\nhighlights mentoring and teamwork stories, embedding values through recognition\n\nThe Board oversees mechanisms that embed\nculture consistently\n\n• By ensuring initiatives and structures reinforce • Conferences and learning sessions\nBunzl’s entrepreneurial and people‑focused\n• Quarterly Group employee magazine (sharing success stories, mentoring)\nvalues\n• Objective setting and development plans\n• Group policies guiding behaviour\n• Employee equity participation schemes\n• Acquisition strategy fostering entrepreneurial mindset\n\nThe Board reviews defined metrics to assess\nthe strength and sustainability of Bunzl’s\nculture\n\n• By monitoring quantitative indicators of\nemployee experience and behaviour\n\n• Employee voluntary turnover rate: 13.9%\n• Trust index score (Great Place to Work survey): 71%\n• Non‑executive director engagement meetings held: 5\n• Material breaches of the Code of Conduct: 0\n• Average safety incidents per month per 100,000 employees: 93\n\nThe Board maintains direct oversight of\nculture through structured engagement\nand reporting\n\n• By keeping culture on the Board agenda and\nensuring accountability through regular\nmonitoring\n\n• Diversity, equity and inclusion activities\n• Health & safety data\n• Employee forums\n• Dialogue with executives and senior management\n• Employee survey results\n• Regular Board reporting on people matters\n• Non‑executive director listening groups\n• Site visits", "tables": [ [ [ "", "THE ROLE OF THE BOARD", "HOW", "MECHANISMS" ], [ "", "The Board maintains a strong interest in how employees experience Bunzl’s culture, seeking assurance that values are embedded and demonstrated across the Group", "• By engaging directly with employees and observing culture in practice", "• Site visits • Non-executive director listening groups • Employee forums • Regular Board reporting on people matters • Objective setting oversight • Championing equity participation: the Board supports schemes that give employees a stake in the business, reinforcing empowerment and entrepreneurial spirit • Acquisition strategy oversight: Directors ensure that retaining former business owners sustains Bunzl’s entrepreneurial culture across new acquisitions • Celebrating success: the Board endorses initiatives like the Group employee magazine, which highlights mentoring and teamwork stories, embedding values through recognition" ], [ "", "The Board oversees mechanisms that embed culture consistently", "• By ensuring initiatives and structures reinforce Bunzl’s entrepreneurial and people-focused values", "• Conferences and learning sessions • Quarterly Group employee magazine (sharing success stories, mentoring) • Objective setting and development plans • Group policies guiding behaviour • Employee equity participation schemes • Acquisition strategy fostering entrepreneurial mindset" ], [ "", "The Board reviews defined metrics to assess the strength and sustainability of Bunzl’s culture", "• By monitoring quantitative indicators of employee experience and behaviour", "• Employee voluntary turnover rate: 13.9% • Trust index score (Great Place to Work survey): 71% • Non-executive director engagement meetings held: 5 • Material breaches of the Code of Conduct: 0 • Average safety incidents per month per 100,000 employees: 93" ], [ "", "The Board maintains direct oversight of culture through structured engagement and reporting", "• By keeping culture on the Board agenda and ensuring accountability through regular monitoring", "• Diversity, equity and inclusion activities • Health & safety data • Employee forums • Dialogue with executives and senior management • Employee survey results • Regular Board reporting on people matters • Non-executive director listening groups • Site visits" ] ] ], "word_count": 335, "visual_charts": [] }, { "page_number": 83, "section": "Directors' Report", "subsection": "Corporate Governance Report", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 81", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 81\n\nCORPORATE GOVERNANCE REPORT continued\n\n\n BOARD SITE VISITS CEO listening sessions\n In 2025, the Chief Executive Officer, alongside the Director of Group HR, held a fifth annual listening session with female employees,\n June 2025 Irudek tour and employees from ethnically diverse backgrounds across the Group. These listening sessions have been a valuable engagement\n • Site visit to one of the local businesses mechanism, facilitating the provision of feedback from employees of diverse backgrounds direct to Board level. Further information\n • Presentation from local business leaders can be found in the Section 172(1) statement on page 62.\n • Meeting with local leadership and local management teams\n\n October 2025 Nisbets tour THEMES COVERED OUTCOME\n • Site visit to the Nisbets National Catering Equipment Centre\n Role models and inclusive leadership • Continued need for visible senior role models, including women and leaders\n • Presentation from the Nisbets Senior Leadership Team\n from diverse backgrounds\n • Meeting with local leadership and management teams\n • Greater visibility of real career stories across a wider range of platforms\n • Demonstration of Nisbets products by the Nisbets Executive\n Development Chef Frontline and early-stage leadership • Focus on frontline managers as a critical population for development\n development • Importance of foundational training to build confidence and support\n Themes covered:\n progression into early leadership roles\n Some of the themes covered during the site visits include capital\n allocation, business performance, talent development and Progress, communication and • Clear sense of progress against inclusion ambitions, including improvement\n succession, sustainability as a competitive advantage, digital development support in gender representation\n acceleration and technology/AI as an enabler, portfolio\n • Ongoing need for consistent updates on initiatives, alongside continued\n management, operating model improvements, organic growth,\n support through mentoring and leadership programmes\n and own brands.\n Non-executive director listening sessions\n To gain insight into the 2025 employee experience, all of our non-executive directors participated in listening sessions, speaking\n SHAREHOLDER ENGAGEMENT directly with employees from the Asia Pacific, Continental Europe, Latin America, North America and UK business areas. The\n matters raised by employees are fed back to the Board and the Board uses this feedback to inform its decisions.\n Themes covered:\n • Company acquisition strategy and pipeline THEMES COVERED OUTCOME\n • Capital allocation\n Training, systems and tools to support • Need to broaden access to training, including for non-customer facing roles\n • Talent management and succession planning for executive performance\n directors and key leadership roles • Opportunities to streamline systems and processes to improve consistency\n and efficiency\n • Performance in the North America Distribution business\n Communication, collaboration and • Desire for even greater consistency in communication across businesses\n Outcomes: knowledge sharing • Interest in more structured sharing of best practice and learnings\n • The Board considered shareholder feedback in refining their\n across regions\n areas of focus for the year ahead, particularly in relation to\n capital allocation, succession planning and monitoring Culture, engagement and consistency • Strong sense of pride in Bunzl’s culture and values\n performance in key markets. of experience • Opportunities to increase consistency of employee experience, including\n • Shareholder insights also supported the Board’s continuing onboarding for newly acquired companies and continued promotion of\n review of strategic priorities. ‘Speak Up’\n • The Board’s review of the Company’s external\n communications and messaging was also informed by\n shareholder feedback.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\nCORPORATE GOVERNANCE REPORT continued\nBOARD SITE VISITS\n\nCEO listening sessions\n\nJune 2025 Irudek tour\n• Site visit to one of the local businesses\n\nIn 2025, the Chief Executive Officer, alongside the Director of Group HR, held a fifth annual listening session with female employees,\nand employees from ethnically diverse backgrounds across the Group. These listening sessions have been a valuable engagement\nmechanism, facilitating the provision of feedback from employees of diverse backgrounds direct to Board level. Further information\ncan be found in the Section 172(1) statement on page 62.\n\n• Presentation from local business leaders\n• Meeting with local leadership and local management teams\nOctober 2025 Nisbets tour\n• Site visit to the Nisbets National Catering Equipment Centre\n• Presentation from the Nisbets Senior Leadership Team\n\nTHEMES COVERED\n\nOUTCOME\n\nRole models and inclusive leadership\n\n• Continued need for visible senior role models, including women and leaders\nfrom diverse backgrounds\n\n• Meeting with local leadership and management teams\n• Demonstration of Nisbets products by the Nisbets Executive\nDevelopment Chef\nThemes covered:\nSome of the themes covered during the site visits include capital\nallocation, business performance, talent development and\nsuccession, sustainability as a competitive advantage, digital\nacceleration and technology/AI as an enabler, portfolio\nmanagement, operating model improvements, organic growth,\nand own brands.\n\n• Greater visibility of real career stories across a wider range of platforms\nFrontline and early-stage leadership\ndevelopment\n\n• Focus on frontline managers as a critical population for development\n\nProgress, communication and\ndevelopment support\n\n• Clear sense of progress against inclusion ambitions, including improvement\nin gender representation\n\n• Importance of foundational training to build confidence and support\nprogression into early leadership roles\n\n• Ongoing need for consistent updates on initiatives, alongside continued\nsupport through mentoring and leadership programmes\n\nNon-executive director listening sessions\nSHAREHOLDER ENGAGEMENT\nThemes covered:\n• Company acquisition strategy and pipeline\n• Capital allocation\n• Talent management and succession planning for executive\ndirectors and key leadership roles\n\nTo gain insight into the 2025 employee experience, all of our non-executive directors participated in listening sessions, speaking\ndirectly with employees from the Asia Pacific, Continental Europe, Latin America, North America and UK business areas. The\nmatters raised by employees are fed back to the Board and the Board uses this feedback to inform its decisions.\n\nTHEMES COVERED\n\nOUTCOME\n\nTraining, systems and tools to support\nperformance\n\n• Need to broaden access to training, including for non-customer facing roles\n\nCommunication, collaboration and\nknowledge sharing\n\n• Desire for even greater consistency in communication across businesses\n\nCulture, engagement and consistency\nof experience\n\n• Strong sense of pride in Bunzl’s culture and values\n\n• Performance in the North America Distribution business\nOutcomes:\n• The Board considered shareholder feedback in refining their\nareas of focus for the year ahead, particularly in relation to\ncapital allocation, succession planning and monitoring\nperformance in key markets.\n• Shareholder insights also supported the Board’s continuing\nreview of strategic priorities.\n• The Board’s review of the Company’s external\ncommunications and messaging was also informed by\nshareholder feedback.\n\n• Opportunities to streamline systems and processes to improve consistency\nand efficiency\n• Interest in more structured sharing of best practice and learnings\nacross regions\n• Opportunities to increase consistency of employee experience, including\nonboarding for newly acquired companies and continued promotion of\n‘Speak Up’\n\n81", "tables": [ [ [ "BOARD SITE VISITS" ], [ "June 2025 Irudek tour • Site visit to one of the local businesses • Presentation from local business leaders • Meeting with local leadership and local management teams October 2025 Nisbets tour • Site visit to the Nisbets National Catering Equipment Centre • Presentation from the Nisbets Senior Leadership Team • Meeting with local leadership and management teams • Demonstration of Nisbets products by the Nisbets Executive Development Chef Themes covered: Some of the themes covered during the site visits include capital allocation, business performance, talent development and succession, sustainability as a competitive advantage, digital acceleration and technology/AI as an enabler, portfolio management, operating model improvements, organic growth, and own brands." ], [ "SHAREHOLDER ENGAGEMENT" ], [ "Themes covered: • Company acquisition strategy and pipeline • Capital allocation • Talent management and succession planning for executive directors and key leadership roles • Performance in the North America Distribution business Outcomes: • The Board considered shareholder feedback in refining their areas of focus for the year ahead, particularly in relation to capital allocation, succession planning and monitoring performance in key markets. • Shareholder insights also supported the Board’s continuing review of strategic priorities. • The Board’s review of the Company’s external communications and messaging was also informed by shareholder feedback." ] ], [ [ "", "THEMES COVERED", "OUTCOME", "" ], [ "", "Role models and inclusive leadership", "• Continued need for visible senior role models, including women and leaders from diverse backgrounds • Greater visibility of real career stories across a wider range of platforms", "" ], [ "", "Frontline and early-stage leadership development", "• Focus on frontline managers as a critical population for development • Importance of foundational training to build confidence and support progression into early leadership roles", "" ], [ "", "Progress, communication and development support", "• Clear sense of progress against inclusion ambitions, including improvement in gender representation • Ongoing need for consistent updates on initiatives, alongside continued support through mentoring and leadership programmes", "" ] ], [ [ "", "THEMES COVERED", "OUTCOME", "" ], [ "", "Training, systems and tools to support performance", "• Need to broaden access to training, including for non-customer facing roles • Opportunities to streamline systems and processes to improve consistency and efficiency", "" ], [ "", "Communication, collaboration and knowledge sharing", "• Desire for even greater consistency in communication across businesses • Interest in more structured sharing of best practice and learnings across regions", "" ], [ "", "Culture, engagement and consistency of experience", "• Strong sense of pride in Bunzl’s culture and values • Opportunities to increase consistency of employee experience, including onboarding for newly acquired companies and continued promotion of ‘Speak Up’", "" ] ] ], "word_count": 554, "visual_charts": [] }, { "page_number": 84, "section": "Directors' Report", "subsection": "Suppliers and Other Stakeholders", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 82", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 82\n\nCORPORATE GOVERNANCE REPORT continued\n\n\nEngagement statements ENGAGEMENT WITH CUSTOMERS,\n SUPPLIERS AND OTHER STAKEHOLDERS\n\n Understanding the views of the Company’s stakeholders\n is a key priority for the Board and Bunzl as a whole. It helps\n to focus the Company’s resources, engagement and\n reporting activities by addressing those issues that matter\n most to the Group’s businesses and to the Company’s wider\n stakeholders. Fostering strong business relationships is\n an intrinsic part of the Company’s long established and\n successful compounding strategy and a key consideration\n in all decision making. More information about Bunzl’s\n engagement with its suppliers, customers and wider\n stakeholder groups can be found on pages 61 to 63 and\n in the Sustainability report on pages 42 to 57.\n\n\n\n\n FOR MORE\n EMPLOYEE ENGAGEMENT INFORMATION\n ON STAKEHOLDER\n ENGAGEMENT, SEE THE\n Insights from the CEO and non-executive director listening SECTION 172(1) STATEMENT\n sessions have been shared with management and are being\n incorporated into Group and local HR action plans. This Read more on page 60\n feedback helps ensure that people and culture initiatives\n remain focused on the areas employees identify as most SHAREHOLDER ENGAGEMENT\n important and continue to enhance the overall employee\n experience. As a global, decentralised business operating\n across diverse markets, our workforce spans a wide range of The Board is committed to maintaining strong and open\n roles and perspectives. Effective engagement must therefore communication with the Company’s shareholders.\n reflect the nature of our business, the Company’s culture, Committee Chairs seek engagement with major shareholders\n and the needs of our people. on matters relevant to their areas of responsibility, and major\n shareholders are also routinely invited to meet with the\n This holistic approach enables the Board to listen to, Chairman, the Chair of the Audit Committee and the\n understand, and monitor workforce sentiment, ensuring that Company Secretary to discuss governance matters at Bunzl.\n perspectives from across the organisation inform decision Some of the topics that were discussed during the Company’s\n making. Employees are also encouraged to participate recent shareholder engagement are outlined on page 81. The\n directly in the Company’s success through share plans, bonus Board looks forward to continuing its engagement activity in\n and commission schemes, and other incentive arrangements. the coming year.\n Engagement mechanisms, ranging from structured dialogue\n to performance‑linked participation, are regularly reviewed\n by the Board to ensure they remain relevant, effective, and\n aligned with Bunzl’s values and strategy.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\nCORPORATE GOVERNANCE REPORT continued\n\nEngagement statements\n\nENGAGEMENT WITH CUSTOMERS,\nSUPPLIERS AND OTHER STAKEHOLDERS\nUnderstanding the views of the Company’s stakeholders\nis a key priority for the Board and Bunzl as a whole. It helps\nto focus the Company’s resources, engagement and\nreporting activities by addressing those issues that matter\nmost to the Group’s businesses and to the Company’s wider\nstakeholders. Fostering strong business relationships is\nan intrinsic part of the Company’s long established and\nsuccessful compounding strategy and a key consideration\nin all decision making. More information about Bunzl’s\nengagement with its suppliers, customers and wider\nstakeholder groups can be found on pages 61 to 63 and\nin the Sustainability report on pages 42 to 57.\n\nEMPLOYEE ENGAGEMENT\nInsights from the CEO and non-executive director listening\nsessions have been shared with management and are being\nincorporated into Group and local HR action plans. This\nfeedback helps ensure that people and culture initiatives\nremain focused on the areas employees identify as most\nimportant and continue to enhance the overall employee\nexperience. As a global, decentralised business operating\nacross diverse markets, our workforce spans a wide range of\nroles and perspectives. Effective engagement must therefore\nreflect the nature of our business, the Company’s culture,\nand the needs of our people.\nThis holistic approach enables the Board to listen to,\nunderstand, and monitor workforce sentiment, ensuring that\nperspectives from across the organisation inform decision\nmaking. Employees are also encouraged to participate\ndirectly in the Company’s success through share plans, bonus\nand commission schemes, and other incentive arrangements.\nEngagement mechanisms, ranging from structured dialogue\nto performance‑linked participation, are regularly reviewed\nby the Board to ensure they remain relevant, effective, and\naligned with Bunzl’s values and strategy.\n\nFOR MORE\nINFORMATION\nON STAKEHOLDER\nENGAGEMENT, SEE THE\nSECTION 172(1) STATEMENT\nRead more on page 60\n\nSHAREHOLDER ENGAGEMENT\nThe Board is committed to maintaining strong and open\ncommunication with the Company’s shareholders.\nCommittee Chairs seek engagement with major shareholders\non matters relevant to their areas of responsibility, and major\nshareholders are also routinely invited to meet with the\nChairman, the Chair of the Audit Committee and the\nCompany Secretary to discuss governance matters at Bunzl.\nSome of the topics that were discussed during the Company’s\nrecent shareholder engagement are outlined on page 81. The\nBoard looks forward to continuing its engagement activity in\nthe coming year.\n\n82", "tables": [ [ [ "ENGAGEMENT WITH CUSTOMERS, SUPPLIERS AND OTHER STAKEHOLDERS" ], [ "Understanding the views of the Company’s stakeholders is a key priority for the Board and Bunzl as a whole. It helps to focus the Company’s resources, engagement and reporting activities by addressing those issues that matter most to the Group’s businesses and to the Company’s wider stakeholders. Fostering strong business relationships is an intrinsic part of the Company’s long established and successful compounding strategy and a key consideration in all decision making. More information about Bunzl’s engagement with its suppliers, customers and wider stakeholder groups can be found on pages 61 to 63 and in the Sustainability report on pages 42 to 57." ] ], [ [ "EMPLOYEE ENGAGEMENT" ], [ "Insights from the CEO and non-executive director listening sessions have been shared with management and are being incorporated into Group and local HR action plans. This feedback helps ensure that people and culture initiatives remain focused on the areas employees identify as most important and continue to enhance the overall employee experience. As a global, decentralised business operating across diverse markets, our workforce spans a wide range of roles and perspectives. Effective engagement must therefore reflect the nature of our business, the Company’s culture, and the needs of our people. This holistic approach enables the Board to listen to, understand, and monitor workforce sentiment, ensuring that perspectives from across the organisation inform decision making. Employees are also encouraged to participate directly in the Company’s success through share plans, bonus and commission schemes, and other incentive arrangements. Engagement mechanisms, ranging from structured dialogue to performance-linked participation, are regularly reviewed by the Board to ensure they remain relevant, effective, and aligned with Bunzl’s values and strategy." ] ], [ [ "SHAREHOLDER ENGAGEMENT" ], [ "The Board is committed to maintaining strong and open communication with the Company’s shareholders. Committee Chairs seek engagement with major shareholders on matters relevant to their areas of responsibility, and major shareholders are also routinely invited to meet with the Chairman, the Chair of the Audit Committee and the Company Secretary to discuss governance matters at Bunzl. Some of the topics that were discussed during the Company’s recent shareholder engagement are outlined on page 81. The Board looks forward to continuing its engagement activity in the coming year." ] ] ], "word_count": 402, "visual_charts": [] }, { "page_number": 85, "section": "Directors' Report", "subsection": "Suppliers and Other Stakeholders", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 83", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 83\n\nCORPORATE GOVERNANCE REPORT continued\n\n\nBoard activity at a glance The Board values direct engagement with Agendas are set by the Chairman in consultation The Company Secretary ensures compliance\nThe Board meets formally at least seven times management, recognising the importance of with the CEO, supported by the Company with procedures and keeps the Board abreast\na year, with two sessions held at or near Group expertise, knowledge-sharing, and performance Secretary, who maintains a rolling programme to of legislative, regulatory, and governance\nlocations worldwide to stay close to operations. updates. The Director of Corporate Development ensure all reserved matters and critical issues are developments, while directors retain the right\nEach meeting reviews Bunzl’s operational and regularly briefs the Board on potential addressed at the right time. to seek independent professional advice at the\nfinancial performance, with the CEO and CFO acquisitions, while management provides ongoing Company’s expense to discharge their\n Meetings are designed to encourage robust\npresenting, and business area heads invited updates on risk, health & safety, digital strategy, responsibilities effectively.\n challenge and meaningful contributions, with\nto share insights on key topics. information security, sustainability, governance,\n directors provided with full and timely information\n and people matters.\n to support informed decisions.\n\n\n\n CORE AREA THEME BOARD MATTERS DISCUSSED STAKEHOLDERS AFFECTED LINK TO STRATEGY\n\n Strategy Corporate Strategic portfolio development continued with approvals for several • Shareholders (value creation, portfolio mix) • Supports Bunzl’s strategy of\n strategy & long acquisitions, including Hospitalia in Chile and Damito in Slovakia, • Customers (broader offering, geographic compounding growth through\n term direction enhancing the Group’s customer proposition and supporting continued coverage) disciplined acquisitions\n geographic expansion.\n • Employees (growth opportunities, capability • Enhances geographic diversification\n building) and sector resilience\n • Suppliers (expanded distribution channels) • Strengthens long term positioning\n in markets with attractive structural\n • Local communities/regulators (new\n drivers\n market entry)\n\n Finance Capital allocation The Board focused on disciplined capital allocation in line with the • Shareholders (returns, TSR profile) • Reinforces disciplined capital\n & structure Company’s capital allocation policy, pausing the 2025 share buyback in • Creditors/lenders (leverage discipline) deployment consistent with Bunzl’s\n April following the Company’s releveraging to maintain flexibility and balanced capital allocation framework\n • Employees (job security linked to financial\n reflect the Company’s preference for investment in value‑accretive • Ensures financial capacity to pursue\n resilience)\n acquisitions. The Board later approved completion of the remaining bolt-on acquisitions.\n buyback in August.\n • Protects resilience during macro\n uncertainty\n\n Financial Key governance priorities included approval of statutory reports (2024 • Shareholders & investors (transparency, • Strengthens Bunzl’s commitment to high\n reporting & Annual Report, 2025 Half Year Report), trading statements, 2025 AGM confidence in governance) quality reporting and market integrity\n disclosure circular and establishment of a Disclosure Committee to further • Regulators (compliance) • Enhances governance oversight of\n strengthen oversight of market disclosures and regulatory compliance. statutory reporting and market\n • Analysts/credit rating agencies\n communications\n • Employees (clarity and alignment around\n performance)", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\nCORPORATE GOVERNANCE REPORT continued\nBoard activity at a glance\nThe Board meets formally at least seven times\na year, with two sessions held at or near Group\nlocations worldwide to stay close to operations.\nEach meeting reviews Bunzl’s operational and\nfinancial performance, with the CEO and CFO\npresenting, and business area heads invited\nto share insights on key topics.\n\nThe Board values direct engagement with\nmanagement, recognising the importance of\nexpertise, knowledge-sharing, and performance\nupdates. The Director of Corporate Development\nregularly briefs the Board on potential\nacquisitions, while management provides ongoing\nupdates on risk, health & safety, digital strategy,\ninformation security, sustainability, governance,\nand people matters.\n\nAgendas are set by the Chairman in consultation\nwith the CEO, supported by the Company\nSecretary, who maintains a rolling programme to\nensure all reserved matters and critical issues are\naddressed at the right time.\nMeetings are designed to encourage robust\nchallenge and meaningful contributions, with\ndirectors provided with full and timely information\nto support informed decisions.\n\nThe Company Secretary ensures compliance\nwith procedures and keeps the Board abreast\nof legislative, regulatory, and governance\ndevelopments, while directors retain the right\nto seek independent professional advice at the\nCompany’s expense to discharge their\nresponsibilities effectively.\n\nCORE AREA\n\nTHEME\n\nBOARD MATTERS DISCUSSED\n\nSTAKEHOLDERS AFFECTED\n\nLINK TO STRATEGY\n\nStrategy\n\nCorporate\nstrategy & long\nterm direction\n\nStrategic portfolio development continued with approvals for several\nacquisitions, including Hospitalia in Chile and Damito in Slovakia,\nenhancing the Group’s customer proposition and supporting continued\ngeographic expansion.\n\n• Shareholders (value creation, portfolio mix)\n\n• Supports Bunzl’s strategy of\ncompounding growth through\ndisciplined acquisitions\n\nThe Board focused on disciplined capital allocation in line with the\nCompany’s capital allocation policy, pausing the 2025 share buyback in\nApril following the Company’s releveraging to maintain flexibility and\nreflect the Company’s preference for investment in value‑accretive\nacquisitions. The Board later approved completion of the remaining\nbuyback in August.\n\n• Shareholders (returns, TSR profile)\n\nKey governance priorities included approval of statutory reports (2024\nAnnual Report, 2025 Half Year Report), trading statements, 2025 AGM\ncircular and establishment of a Disclosure Committee to further\nstrengthen oversight of market disclosures and regulatory compliance.\n\n• Shareholders & investors (transparency,\nconfidence in governance)\n\n• Strengthens Bunzl’s commitment to high\nquality reporting and market integrity\n\n• Regulators (compliance)\n\n• Enhances governance oversight of\nstatutory reporting and market\ncommunications\n\nFinance\n\nCapital allocation\n& structure\n\nFinancial\nreporting &\ndisclosure\n\n• Customers (broader offering, geographic\ncoverage)\n\n• Employees (growth opportunities, capability • Enhances geographic diversification\nand sector resilience\nbuilding)\n•\nStrengthens long term positioning\n• Suppliers (expanded distribution channels)\nin markets with attractive structural\n• Local communities/regulators (new\ndrivers\nmarket entry)\n• Creditors/lenders (leverage discipline)\n• Employees (job security linked to financial\nresilience)\n\n• Reinforces disciplined capital\ndeployment consistent with Bunzl’s\nbalanced capital allocation framework\n• Ensures financial capacity to pursue\nbolt-on acquisitions.\n• Protects resilience during macro\nuncertainty\n\n• Analysts/credit rating agencies\n• Employees (clarity and alignment around\nperformance)\n\n83", "tables": [ [ [ "", "CORE AREA", "THEME", "BOARD MATTERS DISCUSSED", "STAKEHOLDERS AFFECTED", "LINK TO STRATEGY", "" ], [ "", "Strategy", "Corporate strategy & long term direction", "Strategic portfolio development continued with approvals for several acquisitions, including Hospitalia in Chile and Damito in Slovakia, enhancing the Group’s customer proposition and supporting continued geographic expansion.", "• Shareholders (value creation, portfolio mix) • Customers (broader offering, geographic coverage) • Employees (growth opportunities, capability building) • Suppliers (expanded distribution channels) • Local communities/regulators (new market entry)", "• Supports Bunzl’s strategy of compounding growth through disciplined acquisitions • Enhances geographic diversification and sector resilience • Strengthens long term positioning in markets with attractive structural drivers", "" ], [ "", "Finance", "Capital allocation & structure", "The Board focused on disciplined capital allocation in line with the Company’s capital allocation policy, pausing the 2025 share buyback in April following the Company’s releveraging to maintain flexibility and reflect the Company’s preference for investment in value-accretive acquisitions. The Board later approved completion of the remaining buyback in August.", "• Shareholders (returns, TSR profile) • C reditors/lenders (leverage discipline) • E mployees (job security linked to financial resilience)", "• Reinforces disciplined capital deployment consistent with Bunzl’s balanced capital allocation framework • Ensures financial capacity to pursue bolt-on acquisitions. • Protects resilience during macro uncertainty", "" ], [ "", "", "Financial reporting & disclosure", "Key governance priorities included approval of statutory reports (2024 Annual Report, 2025 Half Year Report), trading statements, 2025 AGM circular and establishment of a Disclosure Committee to further strengthen oversight of market disclosures and regulatory compliance.", "• Shareholders & investors (transparency, confidence in governance) • R egulators (compliance) • Analysts/credit rating agencies • Employees (clarity and alignment around performance)", "• Strengthens Bunzl’s commitment to high quality reporting and market integrity • Enhances governance oversight of statutory reporting and market communications", "" ] ] ], "word_count": 497, "visual_charts": [] }, { "page_number": 86, "section": "Directors' Report", "subsection": "Suppliers and Other Stakeholders", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 84", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 84\n\nCORPORATE GOVERNANCE REPORT continued\n\n\n\n CORE AREA THEME BOARD MATTERS DISCUSSED STAKEHOLDERS AFFECTED LINK TO STRATEGY\n\n Finance Risk management The Board reinforced its governance framework by approving the • Employees (culture, inclusion, conduct • Reinforces Bunzl’s strategic emphasis on\n (continued) & controls updated Group Fraud Policy, the Group Tax Risk Management Policy, expectations) resilience, integrity and robust controls\n the updated Group Diversity Policy which is now titled the ‘Inclusion • Suppliers (modern slavery compliance • Supports effective oversight of change\n and Belonging Policy’, the Modern Slavery Statement, a revised Risk requirements) management in large operational and\n Management Policy, and a new Material Controls Policy. At half year, transformational programmes\n • Regulators (governance standards)\n the Board also approved the Group risk assessment and added an\n • Shareholders (risk mitigation, value • Aligns culture initiatives with long term\n additional principal risk ‘Major Change Programme Execution’.\n protection) sustainable performance\n • Customers (assurance on ethical and\n operational integrity)\n\n Treasury & Significant treasury actions were authorised, including Euro Medium • Shareholders (cost of capital, financial • Ensures diverse, flexible funding sources\n funding Term Note programme issuance authority, backstop credit facility, flexibility) to support Bunzl’s acquisition strategy\n syndicated facility refinancing, and establishment of a US commercial • Lenders/creditors (liquidity profile) • Maintains strong liquidity and balance\n paper program, ensuring robust liquidity and funding flexibility. sheet resilience to underpin long term\n • Rating agencies\n growth\n • Employees (security associated with\n financial strength)\n\n Dividends Dividend policy continued to be progressive, with the Board agreeing • Shareholders (return on investment, • Reflects Bunzl’s longstanding\n to increase the 2024 final dividend and authorising the 2025 interim income) progressive dividend policy\n dividend, reflecting confidence in cash generation and long term • Analysts/investor community (signal of • Demonstrates confidence in cash\n shareholder returns. performance confidence) generation and business model\n resilience\n\n Governance Governance of Governance and leadership continuity were prioritised through the • Employees & senior leaders (stability, • Supports Bunzl’s strategy by ensuring\n people & re-appointment of Peter Ventress (Chairman) for a third three year term leadership continuity) a strong, stable governance framework\n leadership and Pam Kirby (SID) for a second three year term, and the appointment • Shareholders (confidence in governance) • Reinforces succession planning,\n of Laura Brinkworth-Bell as Group Company Secretary. Directors’ leadership capability and oversight\n • Regulators (compliance with Code\n conflicts were reviewed and authorised, and updated NED base and effectiveness\n provisions)\n Committee Chair fees were approved.\n • The Board & Committees (effectiveness • Aligns with the UK Corporate\n and capacity) Governance Code’s focus on leadership,\n Board composition and independence", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\nCORPORATE GOVERNANCE REPORT continued\n\nCORE AREA\n\nTHEME\n\nBOARD MATTERS DISCUSSED\n\nSTAKEHOLDERS AFFECTED\n\nLINK TO STRATEGY\n\nFinance\n(continued)\n\nRisk management\n& controls\n\nThe Board reinforced its governance framework by approving the\nupdated Group Fraud Policy, the Group Tax Risk Management Policy,\nthe updated Group Diversity Policy which is now titled the ‘Inclusion\nand Belonging Policy’, the Modern Slavery Statement, a revised Risk\nManagement Policy, and a new Material Controls Policy. At half year,\nthe Board also approved the Group risk assessment and added an\nadditional principal risk ‘Major Change Programme Execution’.\n\n• Employees (culture, inclusion, conduct\nexpectations)\n\n• Reinforces Bunzl’s strategic emphasis on\nresilience, integrity and robust controls\n\n• Suppliers (modern slavery compliance\nrequirements)\n\n• Supports effective oversight of change\nmanagement in large operational and\ntransformational programmes\n\n• Regulators (governance standards)\n• Shareholders (risk mitigation, value\nprotection)\n\n• Aligns culture initiatives with long term\nsustainable performance\n\n• Customers (assurance on ethical and\noperational integrity)\nTreasury &\nfunding\n\nSignificant treasury actions were authorised, including Euro Medium\nTerm Note programme issuance authority, backstop credit facility,\nsyndicated facility refinancing, and establishment of a US commercial\npaper program, ensuring robust liquidity and funding flexibility.\n\n• Shareholders (cost of capital, financial\nflexibility)\n\n• Ensures diverse, flexible funding sources\nto support Bunzl’s acquisition strategy\n\n• Lenders/creditors (liquidity profile)\n\n• Maintains strong liquidity and balance\nsheet resilience to underpin long term\ngrowth\n\n• Rating agencies\n• Employees (security associated with\nfinancial strength)\n\nDividends\n\nGovernance\n\nGovernance of\npeople &\nleadership\n\nDividend policy continued to be progressive, with the Board agreeing\nto increase the 2024 final dividend and authorising the 2025 interim\ndividend, reflecting confidence in cash generation and long term\nshareholder returns.\n\n• Shareholders (return on investment,\nincome)\n\n• Reflects Bunzl’s longstanding\nprogressive dividend policy\n\n• Analysts/investor community (signal of\nperformance confidence)\n\n• Demonstrates confidence in cash\ngeneration and business model\nresilience\n\nGovernance and leadership continuity were prioritised through the\nre-appointment of Peter Ventress (Chairman) for a third three year term\nand Pam Kirby (SID) for a second three year term, and the appointment\nof Laura Brinkworth-Bell as Group Company Secretary. Directors’\nconflicts were reviewed and authorised, and updated NED base and\nCommittee Chair fees were approved.\n\n• Employees & senior leaders (stability,\nleadership continuity)\n\n• Supports Bunzl’s strategy by ensuring\na strong, stable governance framework\n\n• Shareholders (confidence in governance)\n\n• Reinforces succession planning,\nleadership capability and oversight\neffectiveness\n\n• Regulators (compliance with Code\nprovisions)\n• The Board & Committees (effectiveness\nand capacity)\n\n• Aligns with the UK Corporate\nGovernance Code’s focus on leadership,\nBoard composition and independence\n\n84", "tables": [ [ [ "", "CORE AREA", "THEME", "BOARD MATTERS DISCUSSED", "STAKEHOLDERS AFFECTED", "LINK TO STRATEGY", "" ], [ "", "Finance (continued)", "Risk management & controls", "The Board reinforced its governance framework by approving the updated Group Fraud Policy, the Group Tax Risk Management Policy, the updated Group Diversity Policy which is now titled the ‘Inclusion and Belonging Policy’, the Modern Slavery Statement, a revised Risk Management Policy, and a new Material Controls Policy. At half year, the Board also approved the Group risk assessment and added an additional principal risk ‘Major Change Programme Execution’.", "• E mployees (culture, inclusion, conduct expectations) • Suppliers (modern slavery compliance requirements) • Regulators (governance standards) • Shareholders (risk mitigation, value protection) • Customers (assurance on ethical and operational integrity)", "• Reinforces Bunzl’s strategic emphasis on resilience, integrity and robust controls • Supports effective oversight of change management in large operational and transformational programmes • Aligns culture initiatives with long term sustainable performance", "" ], [ "", "", "Treasury & funding", "Significant treasury actions were authorised, including Euro Medium Term Note programme issuance authority, backstop credit facility, syndicated facility refinancing, and establishment of a US commercial paper program, ensuring robust liquidity and funding flexibility.", "• Shareholders (cost of capital, financial flexibility) • Lenders/creditors (liquidity profile) • Rating agencies • Employees (security associated with financial strength)", "• Ensures diverse, flexible funding sources to support Bunzl’s acquisition strategy • Maintains strong liquidity and balance sheet resilience to underpin long term growth", "" ], [ "", "", "Dividends", "Dividend policy continued to be progressive, with the Board agreeing to increase the 2024 final dividend and authorising the 2025 interim dividend, reflecting confidence in cash generation and long term shareholder returns.", "• Shareholders (return on investment, income) • Analysts/investor community (signal of performance confidence)", "• Reflects Bunzl’s longstanding progressive dividend policy • Demonstrates confidence in cash generation and business model resilience", "" ], [ "", "Governance", "Governance of people & leadership", "Governance and leadership continuity were prioritised through the re-appointment of Peter Ventress (Chairman) for a third three year term and Pam Kirby (SID) for a second three year term, and the appointment of Laura Brinkworth-Bell as Group Company Secretary. Directors’ conflicts were reviewed and authorised, and updated NED base and Committee Chair fees were approved.", "• Employees & senior leaders (stability, leadership continuity) • Shareholders (confidence in governance) • R egulators (compliance with Code provisions) • The Board & Committees (effectiveness and capacity)", "• Supports Bunzl’s strategy by ensuring a strong, stable governance framework • Reinforces succession planning, leadership capability and oversight effectiveness • Aligns with the UK Corporate Governance Code’s focus on leadership, Board composition and independence", "" ] ] ], "word_count": 434, "visual_charts": [] }, { "page_number": 87, "section": "Directors' Report", "subsection": "Matters Considered by the Board in 2025", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 85", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 85\n\nCORPORATE GOVERNANCE REPORT continued\n\n\n MATTERS CONSIDERED BY THE BOARD IN 2025\n\n\n Q1 Q2 Q3 Q4\n January April August October\n • Strategic plan proposal • Q1 trading update • Results for the half year ended 30 June • Q3 trading update\n • Updates on business performance and the 2025 • Update from Investor Relations\n • Update on results of the 2024 Board\n performance review evolution of the 2025 forecast • Interim dividend for the year ended • Update on acquisitions and the acquisition\n • Update on North America Distribution 31 December 2025 pipeline\n • Update on acquisitions and the acquisition\n pipeline • Updated Group tax risk management • Establishment of a Disclosure Committee • Defence update from external advisers\n • Results of the 2024 Great Place to Work policy • Updated risk management policy and new • Update on North America Distribution\n survey • Results of Corporate Responsibility material controls policy\n • Update from the Board Sustainability\n • Presentation on feedback from employee self-assessment • Capital allocation commitments, including Committee\n listening groups • Updates on diversity policies, corporate the share buyback programme\n • Consideration of director conflicts of\n • Deep-dive on Finance succession planning responsibility and the Modern Slavery • Update on acquisitions and the acquisition interest\n Statement pipeline\n • Group risk assessment • Site visit to Nisbets\n • Update from the Board Sustainability • Update on health & safety incidents\n February Committee • Update on the supply chain audit December\n • Results for the year ended 31 December • Appointment of new Group Company • Pre-close trading statement\n June\n 2024 Secretary • H1 2019 – H1 2025 performance overview\n • Pre-close trading statement\n • Risk management, internal controls and • Board performance evaluation\n • Deep-dive review of Q1 performance\n disclosure of information to auditors • 2026 budget\n • Presentation on treasury policies and\n • Re-appointment of auditors • Update on health & safety incidents\n funding proposals\n • Update on acquisitions and the acquisition • Review of Treasury proposals\n • Update on acquisitions and the acquisition\n pipeline\n pipeline • Group tax strategy statement and update\n • Final dividend for the year ended\n • Review of acquisitions made in 2023 • Update on whistleblowing reports\n 31 December 2024\n • Update from the Board Sustainability • Review of Committee terms of reference\n • Update on investor engagement\n Committee and governance documents\n • Fraud policy\n • Presentation on talent as a key enabler\n • Update on health & safety incidents\n • Update on whistleblowing reports\n • Update on the supply chain audit\n • Update on accident statistics\n • Treasury update\n • Site visits in Spain", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\nCORPORATE GOVERNANCE REPORT continued\nMATTERS CONSIDERED BY THE BOARD IN 2025\n\nQ1\n\nQ2\n\nQ3\n\nQ4\n\nJanuary\n\nApril\n\nAugust\n\nOctober\n\n• Strategic plan proposal\n\n• Q1 trading update\n\n• Results for the half year ended 30 June\n2025\n\n• Q3 trading update\n\n• Interim dividend for the year ended\n31 December 2025\n\n• Update on acquisitions and the acquisition\npipeline\n\n• Update on results of the 2024 Board\nperformance review\n• Update on acquisitions and the acquisition\npipeline\n• Results of the 2024 Great Place to Work\nsurvey\n• Presentation on feedback from employee\nlistening groups\n• Deep-dive on Finance succession planning\n• Group risk assessment\n\n• Updates on business performance and the\nevolution of the 2025 forecast\n• Update on North America Distribution\n• Updated Group tax risk management\npolicy\n• Results of Corporate Responsibility\nself-assessment\n• Updates on diversity policies, corporate\nresponsibility and the Modern Slavery\nStatement\n\n• Establishment of a Disclosure Committee\n• Updated risk management policy and new\nmaterial controls policy\n• Capital allocation commitments, including\nthe share buyback programme\n• Update on acquisitions and the acquisition\npipeline\n\n• Update from Investor Relations\n\n• Defence update from external advisers\n• Update on North America Distribution\n• Update from the Board Sustainability\nCommittee\n• Consideration of director conflicts of\ninterest\n• Site visit to Nisbets\n\n• Update from the Board Sustainability\nCommittee\n\n• Update on health & safety incidents\n• Update on the supply chain audit\n\nDecember\n\n• Results for the year ended 31 December\n2024\n\nJune\n\n• Appointment of new Group Company\nSecretary\n\n• Pre-close trading statement\n\n• Risk management, internal controls and\ndisclosure of information to auditors\n\n• Deep-dive review of Q1 performance\n\nFebruary\n\n• Re-appointment of auditors\n• Update on acquisitions and the acquisition\npipeline\n• Final dividend for the year ended\n31 December 2024\n• Update on investor engagement\n• Fraud policy\n• Update on health & safety incidents\n• Update on the supply chain audit\n• Treasury update\n\n• Pre-close trading statement\n• Presentation on treasury policies and\nfunding proposals\n\n• H1 2019 – H1 2025 performance overview\n• Board performance evaluation\n• 2026 budget\n• Update on health & safety incidents\n\n• Update on acquisitions and the acquisition\npipeline\n\n• Review of Treasury proposals\n\n• Review of acquisitions made in 2023\n\n• Update on whistleblowing reports\n\n• Update from the Board Sustainability\nCommittee\n\n• Review of Committee terms of reference\nand governance documents\n\n• Presentation on talent as a key enabler\n• Update on whistleblowing reports\n• Update on accident statistics\n• Site visits in Spain\n\n• Group tax strategy statement and update\n\n85", "tables": [ [ [ "MATTERS CONSIDERED BY THE BOARD IN 2025" ], [ "Q1 Q2 Q3 Q4 January April August October • Strategic plan proposal • Q1 trading update • Results for the half year ended 30 June • Q3 trading update • Update on results of the 2024 Board • Updates on business performance and the 2025 • Update from Investor Relations performance review evolution of the 2025 forecast • Interim dividend for the year ended • Update on acquisitions and the acquisition • Update on acquisitions and the acquisition • Update on North America Distribution 31 December 2025 pipeline pipeline • Updated Group tax risk management • Establishment of a Disclosure Committee • Defence update from external advisers • Results of the 2024 Great Place to Work policy • Updated risk management policy and new • Update on North America Distribution survey • Results of Corporate Responsibility material controls policy • Update from the Board Sustainability • Presentation on feedback from employee self-assessment • Capital allocation commitments, including Committee listening groups • Updates on diversity policies, corporate the share buyback programme • Consideration of director conflicts of • Deep-dive on Finance succession planning responsibility and the Modern Slavery • Update on acquisitions and the acquisition interest Statement pipeline • Group risk assessment • Site visit to Nisbets • Update from the Board Sustainability • Update on health & safety incidents February Committee • Update on the supply chain audit December • Results for the year ended 31 December June • Appointment of new Group Company • Pre-close trading statement 2024 Secretary • H1 2019 – H1 2025 performance overview • Pre-close trading statement • Risk management, internal controls and • Board performance evaluation • Deep-dive review of Q1 performance disclosure of information to auditors • 2026 budget • Presentation on treasury policies and • Re-appointment of auditors funding proposals • Update on health & safety incidents • Update on acquisitions and the acquisition • Update on acquisitions and the acquisition • Review of Treasury proposals pipeline pipeline • Group tax strategy statement and update • Final dividend for the year ended • Review of acquisitions made in 2023 • Update on whistleblowing reports 31 December 2024 • Update from the Board Sustainability • Review of Committee terms of reference • Update on investor engagement Committee and governance documents • Fraud policy • Presentation on talent as a key enabler • Update on health & safety incidents • Update on whistleblowing reports • Update on the supply chain audit • Update on accident statistics • Treasury update • Site visits in Spain" ] ], [ [ "Q1", "" ] ], [ [ "Q2", "" ] ], [ [ "Q3", "" ] ], [ [ "Q4", "" ] ] ], "word_count": 445, "visual_charts": [] }, { "page_number": 88, "section": "Directors' Report", "subsection": "Governance Framework", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 86", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 86\n\nCORPORATE GOVERNANCE REPORT continued\n\n\n GOVERNANCE FRAMEWORK\n\n The Board views robust governance as fundamental to executing our strategy and securing the Group’s long term success. Effective strategic leadership depends on a framework built\n on accountability, transparency, responsibility, and strong controls.\n\n This governance framework:\n\n Provides a clear Ensures Facilitates timely, Uses robust Maintains a formal Gives directors Confirms no\n framework for accountability and well‑informed reporting Schedule of Matters access to concerns raised by\n decision making and oversight through decisions with channels and Reserved and independent advice directors on Board\n strategic delivery Board and defined authority metrics to monitor Delegations of and sufficient operation or\n Committee levels performance and Authority Policy resources to Company\n structures guide progress discharge duties management\n\n\n\n\n BOARD OF DIRECTORS:\n SETS STRATEGY, PURPOSE, RISK APPETITE, AND CULTURE, ENSURING ROBUST INTERNAL CONTROLS\n\n\n\n\n NOMINATION AUDIT REMUNERATION BOARD SUSTAINABILITY\n COMMITTEE COMMITTEE COMMITTEE COMMITTEE\n Oversees composition and succession Oversees financial integrity, internal Determines director and senior Provides oversight and governance\n planning for the Board and senior controls, risk management, and auditor management remuneration of the Group’s Sustainability strategy\n management relationships and its delivery\n\n\n Read more on page 92 Read more on page 97 Read more on page 110 Read more on page 107\n\n\n\n\n EXECUTIVE COMMITTEE:\n THE EXECUTIVE COMMITTEE IS RESPONSIBLE FOR THE DAY-TO-DAY MANAGEMENT OF THE BUSINESS, CARRYING OUT AND OVERSEEING\n OPERATIONAL MANAGEMENT, AND IMPLEMENTING THE STRATEGIC OBJECTIVES SET BY THE BOARD\n\n The Responsibilities of the Board and the terms of reference for each Committee can be found on the Company’s website, www.bunzl.com", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\n86\n\nAdditional Information\n\nCORPORATE GOVERNANCE REPORT continued\nGOVERNANCE FRAMEWORK\nThe Board views robust governance as fundamental to executing our strategy and securing the Group’s long term success. Effective strategic leadership depends on a framework built\non accountability, transparency, responsibility, and strong controls.\n\nThis governance framework:\nProvides a clear\nframework for\ndecision making and\nstrategic delivery\n\nEnsures\naccountability and\noversight through\nBoard and\nCommittee\nstructures\n\nFacilitates timely,\nwell‑informed\ndecisions with\ndefined authority\nlevels\n\nUses robust\nreporting\nchannels and\nmetrics to monitor\nperformance and\nguide progress\n\nMaintains a formal\nSchedule of Matters\nReserved and\nDelegations of\nAuthority Policy\n\nGives directors\naccess to\nindependent advice\nand sufficient\nresources to\ndischarge duties\n\nConfirms no\nconcerns raised by\ndirectors on Board\noperation or\nCompany\nmanagement\n\nBOARD OF DIRECTORS:\nSETS STRATEGY, PURPOSE, RISK APPETITE, AND CULTURE, ENSURING ROBUST INTERNAL CONTROLS\n\nNOMINATION\nCOMMITTEE\n\nAUDIT\nCOMMITTEE\n\nREMUNERATION\nCOMMITTEE\n\nBOARD SUSTAINABILITY\nCOMMITTEE\n\nOversees composition and succession\nplanning for the Board and senior\nmanagement\n\nOversees financial integrity, internal\ncontrols, risk management, and auditor\nrelationships\n\nDetermines director and senior\nmanagement remuneration\n\nProvides oversight and governance\nof the Group’s Sustainability strategy\nand its delivery\n\nRead more on page 92\n\nRead more on page 97\n\nRead more on page 110\n\nRead more on page 107\n\nEXECUTIVE COMMITTEE:\nTHE EXECUTIVE COMMITTEE IS RESPONSIBLE FOR THE DAY-TO-DAY MANAGEMENT OF THE BUSINESS, CARRYING OUT AND OVERSEEING\nOPERATIONAL MANAGEMENT, AND IMPLEMENTING THE STRATEGIC OBJECTIVES SET BY THE BOARD\nThe Responsibilities of the Board and the terms of reference for each Committee can be found on the Company’s website, www.bunzl.com", "tables": [ [ [ "GOVERNANCE FRAMEWORK" ], [ "The Board views robust governance as fundamental to executing our strategy and securing the Group’s long term success. Effective strategic leadership depends on a framework built on accountability, transparency, responsibility, and strong controls. This governance framework: Provides a clear Ensures Facilitates timely, Uses robust Maintains a formal Gives directors Confirms no framework for accountability and well-informed reporting Schedule of Matters access to concerns raised by decision making and oversight through decisions with channels and Reserved and independent advice directors on Board strategic delivery Board and defined authority metrics to monitor Delegations of and sufficient operation or Committee levels performance and Authority Policy resources to Company structures guide progress discharge duties management BOARD OF DIRECTORS: SETS STRATEGY, PURPOSE, RISK APPETITE, AND CULTURE, ENSURING ROBUST INTERNAL CONTROLS NOMINATION AUDIT REMUNERATION BOARD SUSTAINABILITY COMMITTEE COMMITTEE COMMITTEE COMMITTEE Oversees composition and succession Oversees financial integrity, internal Determines director and senior Provides oversight and governance planning for the Board and senior controls, risk management, and auditor management remuneration of the Group’s Sustainability strategy management relationships and its delivery Read more on page 92 Read more on page 97 Read more on page 110 Read more on page 107 EXECUTIVE COMMITTEE: THE EXECUTIVE COMMITTEE IS RESPONSIBLE FOR THE DAY-TO-DAY MANAGEMENT OF THE BUSINESS, CARRYING OUT AND OVERSEEING OPERATIONAL MANAGEMENT, AND IMPLEMENTING THE STRATEGIC OBJECTIVES SET BY THE BOARD The Responsibilities of the Board and the terms of reference for each Committee can be found on the Company’s website, www.bunzl.com" ] ], [ [ "AUDIT COMMITTEE Oversees financial in controls, risk manage relationships Read more on page 97", "tegrity, internal ment, and auditor", "REMUNERATION COMMITTEE Determines director management remun Read more on page 110", "and senior eration" ] ] ], "word_count": 263, "visual_charts": [] }, { "page_number": 89, "section": "Directors' Report", "subsection": "Governance Framework", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 87", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 87\n\nCORPORATE GOVERNANCE REPORT continued\n\n\nBoard roles and responsibilities\nThe following table summarises the roles and responsibilities of the different members of the Board:\n\n NAME ROLE RESPONSIBILITIES\n\n Peter Ventress Chairman The primary job of the Chairman is to be responsible for the leadership of the Board and to ensure its effectiveness in all aspects of its role. There is\n clear division between the role of the Chairman and the Chief Executive Officer.\n The Chairman:\n • takes overall responsibility for the composition and capability of the Board and its Committees;\n • organises the annual evaluation of the Board, its Committees and each individual director;\n • consults regularly with the Chief Executive Officer and is available on a flexible basis to provide advice, counsel and support to the Chief Executive\n Officer; and\n • ensures corporate governance is conducted in accordance with current best practice, as appropriate to the Group.\n The Chairman is also viewed by investors as the ultimate steward of the Group and the guardian of the interests of all the shareholders.\n\n Frank van Zanten Chief Executive The Chief Executive Officer is responsible for the leadership and the operational and performance management of the Company within the\n Officer strategy agreed by the Board. The Chief Executive Officer:\n • manages the Chief Financial Officer and the Group’s management and day-to-day activities;\n • prepares and presents the strategy for growth in shareholder value to the Board;\n • sets the operating plans and budgets required to deliver the agreed strategy;\n • ensures that the Group has appropriate risk management and control mechanisms in place; and\n • communicates with the Company’s shareholders on a day-to-day basis as necessary.\n\n Richard Howes Chief Financial The Chief Financial Officer supports the Chief Executive Officer and is responsible for managing the Group’s funding strategy, financial reporting,\n Officer non-financial reporting, risk management and internal controls, investor relations programme and the leadership of the Finance, Tax and Treasury\n functions. The Chief Financial Officer communicates with the Company’s analysts on a day-to-day basis as necessary.\n\n Pam Kirby Senior The Senior Independent Director is available to shareholders if they have concerns, which contact through the normal channels of Chairman, Chief\n Independent Executive Officer or Chief Financial Officer has failed to resolve or for which such contact is inappropriate. The Senior Independent Director is also\n Director available to the other directors should they have any concerns, which are not appropriate to raise with the Chairman or that have not been\n satisfactorily resolved by the Chairman.\n\n Stephan Nanninga Independent The non-executive directors play an important role in corporate governance and accountability, through both their attendance at Board\n non-executive meetings and their membership of the various Board Committees. The non-executive directors bring a broad range of business and financial\n Vin Murria OBE\n directors expertise and experience to the Board, which complements and supplements the experience of the executive directors. This enables them to\n Jacky Simmonds offer strategic guidance, evaluate information provided and constructively challenge management’s viewpoints, assumptions and performance.\n Daniela Barone Soares OBE\n Julia Wilson\n\nThe role description of the Chairman and the CEO as well as the SID can be found on the on the Company’s website, www.bunzl.com", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\nCORPORATE GOVERNANCE REPORT continued\nBoard roles and responsibilities\nThe following table summarises the roles and responsibilities of the different members of the Board:\n\nNAME\n\nROLE\n\nRESPONSIBILITIES\n\nPeter Ventress\n\nChairman\n\nThe primary job of the Chairman is to be responsible for the leadership of the Board and to ensure its effectiveness in all aspects of its role. There is\nclear division between the role of the Chairman and the Chief Executive Officer.\nThe Chairman:\n• takes overall responsibility for the composition and capability of the Board and its Committees;\n• organises the annual evaluation of the Board, its Committees and each individual director;\n• consults regularly with the Chief Executive Officer and is available on a flexible basis to provide advice, counsel and support to the Chief Executive\nOfficer; and\n• ensures corporate governance is conducted in accordance with current best practice, as appropriate to the Group.\nThe Chairman is also viewed by investors as the ultimate steward of the Group and the guardian of the interests of all the shareholders.\n\nFrank van Zanten\n\nChief Executive\nOfficer\n\nThe Chief Executive Officer is responsible for the leadership and the operational and performance management of the Company within the\nstrategy agreed by the Board. The Chief Executive Officer:\n• manages the Chief Financial Officer and the Group’s management and day-to-day activities;\n• prepares and presents the strategy for growth in shareholder value to the Board;\n• sets the operating plans and budgets required to deliver the agreed strategy;\n• ensures that the Group has appropriate risk management and control mechanisms in place; and\n• communicates with the Company’s shareholders on a day-to-day basis as necessary.\n\nRichard Howes\n\nChief Financial\nOfficer\n\nThe Chief Financial Officer supports the Chief Executive Officer and is responsible for managing the Group’s funding strategy, financial reporting,\nnon-financial reporting, risk management and internal controls, investor relations programme and the leadership of the Finance, Tax and Treasury\nfunctions. The Chief Financial Officer communicates with the Company’s analysts on a day-to-day basis as necessary.\n\nPam Kirby\n\nSenior\nIndependent\nDirector\n\nThe Senior Independent Director is available to shareholders if they have concerns, which contact through the normal channels of Chairman, Chief\nExecutive Officer or Chief Financial Officer has failed to resolve or for which such contact is inappropriate. The Senior Independent Director is also\navailable to the other directors should they have any concerns, which are not appropriate to raise with the Chairman or that have not been\nsatisfactorily resolved by the Chairman.\n\nStephan Nanninga\n\nIndependent\nnon-executive\ndirectors\n\nThe non-executive directors play an important role in corporate governance and accountability, through both their attendance at Board\nmeetings and their membership of the various Board Committees. The non-executive directors bring a broad range of business and financial\nexpertise and experience to the Board, which complements and supplements the experience of the executive directors. This enables them to\noffer strategic guidance, evaluate information provided and constructively challenge management’s viewpoints, assumptions and performance.\n\nVin Murria OBE\nJacky Simmonds\nDaniela Barone Soares OBE\nJulia Wilson\n\nThe role description of the Chairman and the CEO as well as the SID can be found on the on the Company’s website, www.bunzl.com\n\n87", "tables": [ [ [ "NAME", "ROLE", "RESPONSIBILITIES" ], [ "Peter Ventress", "Chairman", "The primary job of the Chairman is to be responsible for the leadership of the Board and to ensure its effectiveness in all aspects of its role. There is clear division between the role of the Chairman and the Chief Executive Officer. The Chairman: • takes overall responsibility for the composition and capability of the Board and its Committees; • organises the annual evaluation of the Board, its Committees and each individual director; • consults regularly with the Chief Executive Officer and is available on a flexible basis to provide advice, counsel and support to the Chief Executive Officer; and • ensures corporate governance is conducted in accordance with current best practice, as appropriate to the Group. The Chairman is also viewed by investors as the ultimate steward of the Group and the guardian of the interests of all the shareholders." ], [ "Frank van Zanten", "Chief Executive Officer", "The Chief Executive Officer is responsible for the leadership and the operational and performance management of the Company within the strategy agreed by the Board. The Chief Executive Officer: • manages the Chief Financial Officer and the Group’s management and day-to-day activities; • prepares and presents the strategy for growth in shareholder value to the Board; • sets the operating plans and budgets required to deliver the agreed strategy; • ensures that the Group has appropriate risk management and control mechanisms in place; and • communicates with the Company’s shareholders on a day-to-day basis as necessary." ], [ "Richard Howes", "Chief Financial Officer", "The Chief Financial Officer supports the Chief Executive Officer and is responsible for managing the Group’s funding strategy, financial reporting, non-financial reporting, risk management and internal controls, investor relations programme and the leadership of the Finance, Tax and Treasury functions. The Chief Financial Officer communicates with the Company’s analysts on a day-to-day basis as necessary." ], [ "Pam Kirby", "Senior Independent Director", "The Senior Independent Director is available to shareholders if they have concerns, which contact through the normal channels of Chairman, Chief Executive Officer or Chief Financial Officer has failed to resolve or for which such contact is inappropriate. The Senior Independent Director is also available to the other directors should they have any concerns, which are not appropriate to raise with the Chairman or that have not been satisfactorily resolved by the Chairman." ], [ "Stephan Nanninga Vin Murria OBE Jacky Simmonds Daniela Barone Soares OBE Julia Wilson", "Independent non-executive directors", "The non-executive directors play an important role in corporate governance and accountability, through both their attendance at Board meetings and their membership of the various Board Committees. The non-executive directors bring a broad range of business and financial expertise and experience to the Board, which complements and supplements the experience of the executive directors. This enables them to offer strategic guidance, evaluate information provided and constructively challenge management’s viewpoints, assumptions and performance." ] ] ], "word_count": 536, "visual_charts": [] }, { "page_number": 90, "section": "Directors' Report", "subsection": "Governance Framework", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 88", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 88\n\nCORPORATE GOVERNANCE REPORT continued\n\nBoard and Committee meeting attendance Conflicts of interest Board induction\nThe table below sets out directors’ attendance at the scheduled Board and Committee meetings held The Board is committed to ensuring that directors The Company Secretary supports the Chairman in\nduring 2025. avoid any situation where their interests conflict, delivering tailored induction programmes for new\n or may potentially conflict, with those of the directors, addressing individual needs and\nAdditional meetings of the Board were also held in April to discuss Q1 trading performance and the\n Company. In accordance with the Companies ensuring clarity on roles, responsibilities, and the\nevolution of the 2025 forecast.\n Act 2006 and the Company’s Articles of Group’s business, culture, and values.\n Board Association, the Board has authority to consider\n Board Audit Nomination Remuneration Sustainability A typical programme includes:\n (7) (4) (5) (3) (3)\n and, where appropriate, authorise potential\n conflicts subject to defined limits and conditions. • comprehensive information pack on duties,\nPeter Ventress 7 – 5 – 3 responsibilities, share‑dealing procedures,\n Directors are required to declare any situational\nFrank van Zanten 7 – – – – or transactional conflicts, which are then and governance matters\nRichard Howes 7 – – – – reviewed by the Board; directors are not • one‑to‑one meetings with Board members,\nPam Kirby 7 4 5 3 3 permitted to participate in decisions relating the Company Secretary, and Committee Chairs\nLloyd Pitchford* 3 1 3 1 1 to their own conflicts. • engagement with senior management\nStephan Nanninga 7 4 5 3 3 During the year, several potential situational • visits to Group locations\nVin Murria OBE 7 4 5 3 3 conflicts, principally external directorships, • briefings on business activities, risks,\nJacky Simmonds 7 4 5 3 3 were authorised and recorded in the Company’s sustainability, and stakeholder engagement\n conflicts register. No actual conflicts were\nJulia Wilson 7 4 5 3 3 For more information on the induction of Daniela\n identified, and the Board is satisfied that the\nDaniela Barone Soares OBE 7 4 5 3 3 procedures in place are operating effectively, Barone Soares and Julia Wilson, see the\n* Lloyd Pitchford resigned as a director on 23 April 2025 and attended all Board and Committee meetings held between 1 January providing clear assurance that directors continue Nomination Committee report on page 93.\n 2025 and that date. to discharge their duties in the best interests of\n Training and development\n the Company and its stakeholders.\n The Board recognises that effective decision\n External appointments and time making relies on directors’ strong understanding\n commitment of directors of the Group’s operations, people, and operating\n environment. Directors receive regular training\n The Board takes director time commitments\n and briefings throughout the year on business\n seriously, with expectations set out in letters\n performance, market dynamics, and regulatory\n of appointment. Any new external appointments\n developments. The Group General Counsel,\n must be notified to the Chairman, who informs\n Company Secretary and Chief Financial Officer\n the Board for consideration. While recognising\n provide ongoing updates on legal, regulatory, and\n the value external roles can bring in terms of\n financial matters, supported by specialist training\n knowledge and experience, the Board ensures\n from external advisers and auditors. Directors’\n they do not compromise a director’s ability to\n training needs are kept under review, and\n devote sufficient time to Bunzl.\n external courses are undertaken where\n Where appointments are disclosed, the Board appropriate to further enhance skills and\n assesses potential impact on meeting effectiveness.\n preparation, stakeholder engagement, training,\n and overall effectiveness, as well as conflicts,\n portfolio balance, and compliance with the Code\n and investor guidance. The Board is satisfied that\n all directors continue to dedicate appropriate\n time and discharge their duties effectively.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nDirectors’ Report\n\nStrategic Report\n\nFinancial Statements\n\nAdditional Information\n\n88\n\nCORPORATE GOVERNANCE REPORT continued\nBoard and Committee meeting attendance\n\nConflicts of interest\n\nBoard induction\n\nThe table below sets out directors’ attendance at the scheduled Board and Committee meetings held\nduring 2025.\n\nThe Board is committed to ensuring that directors\navoid any situation where their interests conflict,\nor may potentially conflict, with those of the\nCompany. In accordance with the Companies\nAct 2006 and the Company’s Articles of\nAssociation, the Board has authority to consider\nand, where appropriate, authorise potential\nconflicts subject to defined limits and conditions.\nDirectors are required to declare any situational\nor transactional conflicts, which are then\nreviewed by the Board; directors are not\npermitted to participate in decisions relating\nto their own conflicts.\n\nThe Company Secretary supports the Chairman in\ndelivering tailored induction programmes for new\ndirectors, addressing individual needs and\nensuring clarity on roles, responsibilities, and the\nGroup’s business, culture, and values.\n\nDuring the year, several potential situational\nconflicts, principally external directorships,\nwere authorised and recorded in the Company’s\nconflicts register. No actual conflicts were\nidentified, and the Board is satisfied that the\nprocedures in place are operating effectively,\nproviding clear assurance that directors continue\nto discharge their duties in the best interests of\nthe Company and its stakeholders.\n\n• visits to Group locations\n\nAdditional meetings of the Board were also held in April to discuss Q1 trading performance and the\nevolution of the 2025 forecast.\n\nPeter Ventress\nFrank van Zanten\nRichard Howes\nPam Kirby\nLloyd Pitchford*\nStephan Nanninga\nVin Murria OBE\nJacky Simmonds\nJulia Wilson\nDaniela Barone Soares OBE\n\nBoard\n(7)\n\nAudit\n(4)\n\n7\n7\n7\n7\n3\n7\n7\n7\n7\n7\n\n–\n–\n–\n4\n1\n4\n4\n4\n4\n4\n\nNomination Remuneration\n(5)\n(3)\n\n5\n–\n–\n5\n3\n5\n5\n5\n5\n5\n\nBoard\nSustainability\n(3)\n\n–\n–\n–\n3\n1\n3\n3\n3\n3\n3\n\n* Lloyd Pitchford resigned as a director on 23 April 2025 and attended all Board and Committee meetings held between 1 January\n2025 and that date.\n\n3\n–\n–\n3\n1\n3\n3\n3\n3\n3\n\nExternal appointments and time\ncommitment of directors\nThe Board takes director time commitments\nseriously, with expectations set out in letters\nof appointment. Any new external appointments\nmust be notified to the Chairman, who informs\nthe Board for consideration. While recognising\nthe value external roles can bring in terms of\nknowledge and experience, the Board ensures\nthey do not compromise a director’s ability to\ndevote sufficient time to Bunzl.\nWhere appointments are disclosed, the Board\nassesses potential impact on meeting\npreparation, stakeholder engagement, training,\nand overall effectiveness, as well as conflicts,\nportfolio balance, and compliance with the Code\nand investor guidance. The Board is satisfied that\nall directors continue to dedicate appropriate\ntime and discharge their duties effectively.\n\nA typical programme includes:\n• comprehensive information pack on duties,\nresponsibilities, share‑dealing procedures,\nand governance matters\n• one‑to‑one meetings with Board members,\nthe Company Secretary, and Committee Chairs\n• engagement with senior management\n• briefings on business activities, risks,\nsustainability, and stakeholder engagement\nFor more information on the induction of Daniela\nBarone Soares and Julia Wilson, see the\nNomination Committee report on page 93.\n\nTraining and development\nThe Board recognises that effective decision\nmaking relies on directors’ strong understanding\nof the Group’s operations, people, and operating\nenvironment. Directors receive regular training\nand briefings throughout the year on business\nperformance, market dynamics, and regulatory\ndevelopments. The Group General Counsel,\nCompany Secretary and Chief Financial Officer\nprovide ongoing updates on legal, regulatory, and\nfinancial matters, supported by specialist training\nfrom external advisers and auditors. Directors’\ntraining needs are kept under review, and\nexternal courses are undertaken where\nappropriate to further enhance skills and\neffectiveness.", "tables": [ [ [ "Board and Committee meeting attendance The table below sets out directors’ attendance at the scheduled Board and Committee meetings held during 2025. Additional meetings of the Board were also held in April to discuss Q1 trading performance and the evolution of the 2025 forecast. Board Board Audit Nomination Remuneration Sustainability (7) (4) (5) (3) (3)" ], [ "Peter Ventress 7 – 5 – 3" ], [ "Frank van Zanten 7 – – – – Richard Howes 7 – – – –" ], [ "Pam Kirby 7 4 5 3 3 Lloyd Pitchford* 3 1 3 1 1 Stephan Nanninga 7 4 5 3 3 Vin Murria OBE 7 4 5 3 3 Jacky Simmonds 7 4 5 3 3 Julia Wilson 7 4 5 3 3 Daniela Barone Soares OBE 7 4 5 3 3" ], [ "* Lloyd Pitchford resigned as a director on 23 April 2025 and attended all Board and Committee meetings held between 1 January 2025 and that date." ] ] ], "word_count": 624, "visual_charts": [] }, { "page_number": 91, "section": "Directors' Report", "subsection": "Governance Framework", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 89", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 89\n\nCORPORATE GOVERNANCE REPORT continued\n\n\n\nBoard performance review Several key priorities to further enhance the Lintstock has supported the Board’s external\n Board’s performance were subsequently evaluations for several years, ensuring\nThe Board is aware of the need to continually\n agreed and any progress in respect of such consistency and continuity, and has no other\nreview its performance and each year the Board,\n priorities will be reported on formally in next connection with the Company. The last\nits Committees and each individual director\n year’s Annual Report. comprehensive external evaluation, including\nundergo a formal evaluation process which is\n interviews with all directors and the Company\noverseen by the Chairman. Details of the priorities identified as part of this\n Secretary, was completed for the year ended\n year’s evaluation, and progress in respect of the\nThis year, a Board performance review was 31 December 2023, with the next scheduled\n key priorities identified in 2024, are set out below.\ncarried out with assistance from an independent for 2026.\n The Board is satisfied that the priorities identified\nexternal service provider, Lintstock. The review\n following the evaluation carried out in 2024 have\ncomprised a tailored questionnaire completed by\n been adequately addressed during 2025.\nall directors. The Chairman also held individual\ndiscussions with each director.\n\n\n KEY PRIORITIES IDENTIFIED KEY PRIORITIES IDENTIFIED OUTCOME OF BOARD\n DURING 2024 PROGRESS MADE DURING 2025 PERFORMANCE REVIEW\n 1. Delivering organic growth The Board maintained oversight of organic growth by reviewing trading 1.\t\u0007Continuing to focus on As a result of the Board\n performance at each reporting point and receiving regular updates on the delivering organic growth performance review process\n acquisition pipeline, capital allocation and market developments, ensuring carried out in 2025, the\n continued discipline in executing the Group’s growth strategy. More on page 85. Board and its Committees\n were found to be operating\n 2. Embedding Board changes Julia Wilson completed an orderly handover with the outgoing Audit Committee 2.\t\u0007Overseeing performance and effectively.\n Chair, and both Julia and Daniela Barone Soares received comprehensive, operational improvements\n tailored induction programmes following their appointments to the Board in late across the portfolio\n 2024, supporting the smooth embedding of Board changes during the year.\n More on page 93.\n\n 3.\t\u0007Continuing to focus on talent and Succession planning for executives and senior management remained a key 3.\t\u0007Continuing to focus on talent\n succession priority in 2025, with the Board undertaking focused deep-dives into critical and succession\n succession plans and reviewing insights from employee engagement activities,\n including survey results and listening group feedback, to reinforce oversight of\n leadership capability. More on pages 94 and 95.\n\n 4.\t\u0007Strengthening Board exposure to the Board members enhanced their understanding of the Group through site visits, 4.\t\u0007Recovering investor\n wider business updates from major business divisons, and frequent reports on sustainability, confidence\n supply chain, risk and operational matters, supporting greater visibility of Group\n performance and developments. More on page 81.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\n89\n\nCORPORATE GOVERNANCE REPORT continued\n\nBoard performance review\nThe Board is aware of the need to continually\nreview its performance and each year the Board,\nits Committees and each individual director\nundergo a formal evaluation process which is\noverseen by the Chairman.\nThis year, a Board performance review was\ncarried out with assistance from an independent\nexternal service provider, Lintstock. The review\ncomprised a tailored questionnaire completed by\nall directors. The Chairman also held individual\ndiscussions with each director.\n\nKEY PRIORITIES IDENTIFIED\nDURING 2024\n\nSeveral key priorities to further enhance the\nBoard’s performance were subsequently\nagreed and any progress in respect of such\npriorities will be reported on formally in next\nyear’s Annual Report.\nDetails of the priorities identified as part of this\nyear’s evaluation, and progress in respect of the\nkey priorities identified in 2024, are set out below.\nThe Board is satisfied that the priorities identified\nfollowing the evaluation carried out in 2024 have\nbeen adequately addressed during 2025.\n\nLintstock has supported the Board’s external\nevaluations for several years, ensuring\nconsistency and continuity, and has no other\nconnection with the Company. The last\ncomprehensive external evaluation, including\ninterviews with all directors and the Company\nSecretary, was completed for the year ended\n31 December 2023, with the next scheduled\nfor 2026.\n\nPROGRESS MADE\n\nKEY PRIORITIES IDENTIFIED\nDURING 2025\n\nOUTCOME OF BOARD\nPERFORMANCE REVIEW\nAs a result of the Board\nperformance review process\ncarried out in 2025, the\nBoard and its Committees\nwere found to be operating\neffectively.\n\n1. Delivering organic growth\n\nThe Board maintained oversight of organic growth by reviewing trading\nperformance at each reporting point and receiving regular updates on the\nacquisition pipeline, capital allocation and market developments, ensuring\ncontinued discipline in executing the Group’s growth strategy. More on page 85.\n\n1.\t\u0007Continuing to focus on\ndelivering organic growth\n\n2. Embedding Board changes\n\nJulia Wilson completed an orderly handover with the outgoing Audit Committee\nChair, and both Julia and Daniela Barone Soares received comprehensive,\ntailored induction programmes following their appointments to the Board in late\n2024, supporting the smooth embedding of Board changes during the year.\nMore on page 93.\n\n2.\t\u0007Overseeing performance and\noperational improvements\nacross the portfolio\n\n3.\t\u0007Continuing to focus on talent and\nsuccession\n\nSuccession planning for executives and senior management remained a key\npriority in 2025, with the Board undertaking focused deep-dives into critical\nsuccession plans and reviewing insights from employee engagement activities,\nincluding survey results and listening group feedback, to reinforce oversight of\nleadership capability. More on pages 94 and 95.\n\n3.\t\u0007Continuing to focus on talent\nand succession\n\n4.\t\u0007Strengthening Board exposure to the\nwider business\n\nBoard members enhanced their understanding of the Group through site visits,\nupdates from major business divisons, and frequent reports on sustainability,\nsupply chain, risk and operational matters, supporting greater visibility of Group\nperformance and developments. More on page 81.\n\n4.\t\u0007Recovering investor\nconfidence", "tables": [ [ [ "", "KEY PRIORITIES IDENTIFIED DURING 2024", "PROGRESS MADE", "" ], [ "", "1. Delivering organic growth", "The Board maintained oversight of organic growth by reviewing trading performance at each reporting point and receiving regular updates on the acquisition pipeline, capital allocation and market developments, ensuring continued discipline in executing the Group’s growth strategy. More on page 85.", "" ], [ "", "2. Embedding Board changes", "Julia Wilson completed an orderly handover with the outgoing Audit Committee Chair, and both Julia and Daniela Barone Soares received comprehensive, tailored induction programmes following their appointments to the Board in late 2024, supporting the smooth embedding of Board changes during the year. More on page 93.", "" ], [ "", "3. C ontinuing to focus on talent and succession", "Succession planning for executives and senior management remained a key priority in 2025, with the Board undertaking focused deep-dives into critical succession plans and reviewing insights from employee engagement activities, including survey results and listening group feedback, to reinforce oversight of leadership capability. More on pages 94 and 95.", "" ], [ "", "4. S trengthening Board exposure to the wider business", "Board members enhanced their understanding of the Group through site visits, updates from major business divisons, and frequent reports on sustainability, supply chain, risk and operational matters, supporting greater visibility of Group performance and developments. More on page 81.", "" ] ], [ [ "", "KEY PRIORITIES IDENTIFIED DURING 2025", "", "OUTCOME OF BOARD PERFORMANCE REVIEW" ], [ "", "1. C ontinuing to focus on delivering organic growth", "", "As a result of the Board performance review process carried out in 2025, the Board and its Committees were found to be operating effectively." ], [ "", "2. O verseeing performance and operational improvements across the portfolio", "", "" ], [ "", "3. C ontinuing to focus on talent and succession", "", "" ], [ "", "4. R ecovering investor confidence", "", "" ] ] ], "word_count": 490, "visual_charts": [] }, { "page_number": 92, "section": "Directors' Report", "subsection": "Risk Management and Internal Controls Overview", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 90", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 90\n\nCORPORATE GOVERNANCE REPORT continued\n\nAudit, risk and internal control\n\n RISK MANAGEMENT AND INTERNAL CONTROLS OVERVIEW\n\n The Board has delegated to an Executive Committee, Some of the procedures carried out in order to monitor the • regular meetings are held with insurance and risk advisers\n consisting of the CEO, CFO and other functional managers, effectiveness of the internal controls system and to identify, to assess the risks throughout the Group;\n the initial responsibility for identifying, evaluating, managing manage and mitigate business risk are: • systems are in place to monitor IT security incidents, analyse\n and mitigating the risks facing the Group and for deciding • central management holds regular meetings with operating them and remediate any identified weaknesses. Findings are\n how these are best managed, as well as responsibility for company and business area management to discuss strategic, used to continually improve defences across the Group;\n establishing a system of internal controls appropriate to operational and financial matters; • the Internal Audit function annually performs business and\n the business environments in which the Group operates.\n • the Executive Committee reviews the principal risks affecting risk-themed audit work, makes recommendations to improve\n The principal features of this system include:\n each business area and the policies and procedures in place processes and controls and follows up to ensure that\n • a procedure for monitoring the effectiveness of the internal to manage them; management implements the recommendations made.\n controls system through a tiered management structure with The Internal Audit function’s work is determined on a risk\n • the Board in turn reviews the outcome of the Executive\n clearly defined lines of responsibility and delegation of assessment basis and its findings are reported to Group and\n Committee’s discussions on principal risks, which ensures\n authority; business area management as well as to the Audit Committee\n a documented and auditable trail of accountability;\n • a second line of defence Internal Controls team to continually and the external auditors;\n • these processes culminated in the Board’s approval in 2025\n develop the Group’s framework and approach to internal • the Audit Committee, which comprises all the independent\n of a new principal risk relating to major change programme\n controls over financial reporting; non-executive directors of the Company, meets regularly\n execution, reflecting the issues associated with the change\n • formal standards of business conduct (including code of programme undertaken in the Group’s largest business in throughout the year. Further details of the work of the\n conduct, anti-bribery and corruption, fraud investigations North America; Committee, which includes a review of the effectiveness of\n and reporting, and whistleblowing policies) based on honesty, the Company’s internal financial controls and the assurance\n • each business area, the Executive Committee and the Board\n integrity, fair dealing and compliance with the local laws and procedures relating to the Company’s risk management\n carry out an annual fraud risk assessment. Reporting protocols\n regulations of the countries in which the Group operates; system, are set out in the Audit Committee report on pages\n are in place to identify, analyse and respond to actual or\n • strategic plans and comprehensive budgets which are 97 to 106;\n potential fraud incidents;\n prepared annually by the business areas and approved by • management committees (known as the Group Sustainability\n • an annual self-assessment of the status of internal controls\n the Board; Committee, the Environment & Climate Change Committee, the\n measured against a prescribed list of minimum standards is\n • clearly defined authorisation procedures for capital investment Health & Safety Committee, and the Supply Chain Committee)\n performed by every business and action plans are agreed\n and acquisitions; which oversee issues relating principally to environment, health\n where remedial action is required. In addition, the second line\n & safety and business continuity planning matters, set relevant\n • a well-established consolidation and reporting system for the internal controls team have an annual risk-based programme\n policies and practices and monitor their implementation; and\n statutory accounts and monthly management accounts; of activity involving various reviews of control compliance\n within the businesses; • health & safety risk assessments, safety audits and a regular\n • detailed manuals covering Group accounting policies, and\n review of progress against objectives established by each\n policies and procedures for the Group’s treasury operations • actual results are reviewed monthly against budget, forecasts\n business area are periodically carried out.\n supplemented by internal controls procedures at a business and the previous year and explanations are obtained for all\n area level; significant variances;\n • periodic IT risk assessment aligned with the Group’s IT security • all treasury activities, including in relation to the management\n standard, as well as continual investment in IT systems and of foreign exchange exposures and Group borrowings, are\n security to ensure the security of information systems and reported and reviewed monthly. The Group’s bank balances\n data, business continuity and the production of timely and around the world are monitored on a weekly basis and\n accurate management information; and significant movements are reviewed centrally;\n • consideration of ESG and non-financial reporting and • developments in tax, treasury and accounting are continually\n assurance. monitored by Group management in association with external\n advisers;", "text_reading_order": "Bunzl plc Annual Report 2025\n\nDirectors’ Report\n\nStrategic Report\n\nFinancial Statements\n\nAdditional Information\n\nCORPORATE GOVERNANCE REPORT continued\nAudit, risk and internal control\nRISK MANAGEMENT AND INTERNAL CONTROLS OVERVIEW\nThe Board has delegated to an Executive Committee,\nconsisting of the CEO, CFO and other functional managers,\nthe initial responsibility for identifying, evaluating, managing\nand mitigating the risks facing the Group and for deciding\nhow these are best managed, as well as responsibility for\nestablishing a system of internal controls appropriate to\nthe business environments in which the Group operates.\nThe principal features of this system include:\n• a procedure for monitoring the effectiveness of the internal\ncontrols system through a tiered management structure with\nclearly defined lines of responsibility and delegation of\nauthority;\n• a second line of defence Internal Controls team to continually\ndevelop the Group’s framework and approach to internal\ncontrols over financial reporting;\n• formal standards of business conduct (including code of\nconduct, anti-bribery and corruption, fraud investigations\nand reporting, and whistleblowing policies) based on honesty,\nintegrity, fair dealing and compliance with the local laws and\nregulations of the countries in which the Group operates;\n• strategic plans and comprehensive budgets which are\nprepared annually by the business areas and approved by\nthe Board;\n• clearly defined authorisation procedures for capital investment\nand acquisitions;\n• a well-established consolidation and reporting system for the\nstatutory accounts and monthly management accounts;\n• detailed manuals covering Group accounting policies, and\npolicies and procedures for the Group’s treasury operations\nsupplemented by internal controls procedures at a business\narea level;\n\nSome of the procedures carried out in order to monitor the\neffectiveness of the internal controls system and to identify,\nmanage and mitigate business risk are:\n• central management holds regular meetings with operating\ncompany and business area management to discuss strategic,\noperational and financial matters;\n• the Executive Committee reviews the principal risks affecting\neach business area and the policies and procedures in place\nto manage them;\n• the Board in turn reviews the outcome of the Executive\nCommittee’s discussions on principal risks, which ensures\na documented and auditable trail of accountability;\n• these processes culminated in the Board’s approval in 2025\nof a new principal risk relating to major change programme\nexecution, reflecting the issues associated with the change\nprogramme undertaken in the Group’s largest business in\nNorth America;\n• each business area, the Executive Committee and the Board\ncarry out an annual fraud risk assessment. Reporting protocols\nare in place to identify, analyse and respond to actual or\npotential fraud incidents;\n• an annual self-assessment of the status of internal controls\nmeasured against a prescribed list of minimum standards is\nperformed by every business and action plans are agreed\nwhere remedial action is required. In addition, the second line\ninternal controls team have an annual risk-based programme\nof activity involving various reviews of control compliance\nwithin the businesses;\n• actual results are reviewed monthly against budget, forecasts\nand the previous year and explanations are obtained for all\nsignificant variances;\n\n• periodic IT risk assessment aligned with the Group’s IT security\nstandard, as well as continual investment in IT systems and\nsecurity to ensure the security of information systems and\ndata, business continuity and the production of timely and\naccurate management information; and\n\n• all treasury activities, including in relation to the management\nof foreign exchange exposures and Group borrowings, are\nreported and reviewed monthly. The Group’s bank balances\naround the world are monitored on a weekly basis and\nsignificant movements are reviewed centrally;\n\n• consideration of ESG and non-financial reporting and\nassurance.\n\n• developments in tax, treasury and accounting are continually\nmonitored by Group management in association with external\nadvisers;\n\n• regular meetings are held with insurance and risk advisers\nto assess the risks throughout the Group;\n• systems are in place to monitor IT security incidents, analyse\nthem and remediate any identified weaknesses. Findings are\nused to continually improve defences across the Group;\n• the Internal Audit function annually performs business and\nrisk-themed audit work, makes recommendations to improve\nprocesses and controls and follows up to ensure that\nmanagement implements the recommendations made.\nThe Internal Audit function’s work is determined on a risk\nassessment basis and its findings are reported to Group and\nbusiness area management as well as to the Audit Committee\nand the external auditors;\n• the Audit Committee, which comprises all the independent\nnon-executive directors of the Company, meets regularly\nthroughout the year. Further details of the work of the\nCommittee, which includes a review of the effectiveness of\nthe Company’s internal financial controls and the assurance\nprocedures relating to the Company’s risk management\nsystem, are set out in the Audit Committee report on pages\n97 to 106;\n• management committees (known as the Group Sustainability\nCommittee, the Environment & Climate Change Committee, the\nHealth & Safety Committee, and the Supply Chain Committee)\nwhich oversee issues relating principally to environment, health\n& safety and business continuity planning matters, set relevant\npolicies and practices and monitor their implementation; and\n• health & safety risk assessments, safety audits and a regular\nreview of progress against objectives established by each\nbusiness area are periodically carried out.\n\n90", "tables": [ [ [ "RISK MANAGEMENT AND INTERNAL CONTROLS OVERVIEW" ], [ "The Board has delegated to an Executive Committee, Some of the procedures carried out in order to monitor the • regular meetings are held with insurance and risk advisers consisting of the CEO, CFO and other functional managers, effectiveness of the internal controls system and to identify, to assess the risks throughout the Group; the initial responsibility for identifying, evaluating, managing manage and mitigate business risk are: • systems are in place to monitor IT security incidents, analyse and mitigating the risks facing the Group and for deciding • central management holds regular meetings with operating them and remediate any identified weaknesses. Findings are how these are best managed, as well as responsibility for company and business area management to discuss strategic, used to continually improve defences across the Group; establishing a system of internal controls appropriate to operational and financial matters; • the Internal Audit function annually performs business and the business environments in which the Group operates. • the Executive Committee reviews the principal risks affecting risk-themed audit work, makes recommendations to improve The principal features of this system include: each business area and the policies and procedures in place processes and controls and follows up to ensure that • a procedure for monitoring the effectiveness of the internal to manage them; management implements the recommendations made. controls system through a tiered management structure with • the Board in turn reviews the outcome of the Executive The Internal Audit function’s work is determined on a risk clearly defined lines of responsibility and delegation of Committee’s discussions on principal risks, which ensures assessment basis and its findings are reported to Group and authority; a documented and auditable trail of accountability; business area management as well as to the Audit Committee • a second line of defence Internal Controls team to continually and the external auditors; • these processes culminated in the Board’s approval in 2025 develop the Group’s framework and approach to internal of a new principal risk relating to major change programme • the Audit Committee, which comprises all the independent controls over financial reporting; execution, reflecting the issues associated with the change non-executive directors of the Company, meets regularly • formal standards of business conduct (including code of programme undertaken in the Group’s largest business in throughout the year. Further details of the work of the conduct, anti-bribery and corruption, fraud investigations North America; Committee, which includes a review of the effectiveness of and reporting, and whistleblowing policies) based on honesty, the Company’s internal financial controls and the assurance • each business area, the Executive Committee and the Board integrity, fair dealing and compliance with the local laws and procedures relating to the Company’s risk management carry out an annual fraud risk assessment. Reporting protocols regulations of the countries in which the Group operates; system, are set out in the Audit Committee report on pages are in place to identify, analyse and respond to actual or • strategic plans and comprehensive budgets which are potential fraud incidents; 97 to 106; prepared annually by the business areas and approved by • management committees (known as the Group Sustainability • an annual self-assessment of the status of internal controls the Board; Committee, the Environment & Climate Change Committee, the measured against a prescribed list of minimum standards is • clearly defined authorisation procedures for capital investment performed by every business and action plans are agreed Health & Safety Committee, and the Supply Chain Committee) and acquisitions; where remedial action is required. In addition, the second line which oversee issues relating principally to environment, health & safety and business continuity planning matters, set relevant • a well-established consolidation and reporting system for the internal controls team have an annual risk-based programme policies and practices and monitor their implementation; and statutory accounts and monthly management accounts; of activity involving various reviews of control compliance • detailed manuals covering Group accounting policies, and within the businesses; • health & safety risk assessments, safety audits and a regular review of progress against objectives established by each policies and procedures for the Group’s treasury operations • actual results are reviewed monthly against budget, forecasts business area are periodically carried out. supplemented by internal controls procedures at a business and the previous year and explanations are obtained for all area level; significant variances; • periodic IT risk assessment aligned with the Group’s IT security • all treasury activities, including in relation to the management standard, as well as continual investment in IT systems and of foreign exchange exposures and Group borrowings, are security to ensure the security of information systems and reported and reviewed monthly. The Group’s bank balances data, business continuity and the production of timely and around the world are monitored on a weekly basis and accurate management information; and significant movements are reviewed centrally; • consideration of ESG and non-financial reporting and • developments in tax, treasury and accounting are continually assurance. monitored by Group management in association with external advisers;" ] ] ], "word_count": 858, "visual_charts": [] }, { "page_number": 93, "section": "Directors' Report", "subsection": "Risk Management and Internal Controls Overview", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 91", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 91\n\nCORPORATE GOVERNANCE REPORT continued\n\nRisk management and Provision 29 of the UK Corporate Governance Fair, balanced and understandable\ninternal controls Code 2024, which applies to financial years In accordance with Provision 27 of the Code, the\n beginning on or after 1 January 2026, requires Board confirms that taken as a whole, the 2025\nIn line with the provisions of the Code in force for\n boards to make a declaration on the effectiveness Annual Report is fair, balanced and\nthe 2025 financial year, the Board acknowledges\n of material controls as at the balance sheet date. understandable, and provides the information\nits overall responsibility for identifying, evaluating,\n Information on the Company’s preparations for necessary for shareholders to assess the\nmanaging and mitigating the Group’s principal\n compliance with the new requirements can be Company’s position, performance, business\nand emerging risks, and for monitoring the\n found in the Audit Committee report on pages 97 model and strategy.\nGroup’s risk management and internal control\n to 106.\nsystems. Such systems are designed to manage,\n Further information about the Group’s approach\n Assessment of the prospects of the\nrather than eliminate, the risk of failing to achieve\nbusiness objectives and can only provide to risk management and the principal risks and Company and its viability statement\nreasonable and not absolute assurance against uncertainties facing the Group can be found on In accordance with Provision 31 of the Code,\nmaterial misstatement or loss. pages 64 to 72. details of how the directors have assessed the\n prospects of the Company, over what period the\nIn accordance with the provisions of the Code Financial and business reporting prospects have been assessed, and the\nand the related guidance, the Company has The responsibilities of the directors in respect of Company’s formal viability statement are included\nestablished the procedures necessary to ensure the preparation of the Group and parent in the Strategic report on page 73.\nthat there is an ongoing process for identifying, company financial statements are set out on page\nevaluating, managing and mitigating the principal By order of the Board\n 184 and the auditors’ report on pages 185 to 190\nrisks faced by the Group and for determining the includes a statement by the external auditors\nnature and extent of the principal risks it is willing Laura Brinkworth-Bell\n about their reporting responsibilities. In Company Secretary\nto take to achieve its strategic objectives (its ‘risk accordance with Provision 30 of the Code and as\nappetite’). 2 March 2026\n set out on page 141, the directors are of the\nThe directors confirm that such procedures have opinion that it is appropriate to continue to adopt\nbeen in place for the year ended 31 December the going concern basis in preparing the financial\n2025 and up to the date of approval of these statements.\nfinancial statements and that the Group’s risk The process of preparing the Annual Report has\nmanagement and internal controls systems have included the following:\nbeen monitored.\n • comprehensive reviews undertaken at different\n levels of the Group in order to ensure the\n accuracy, consistency and overall balance of the\n Annual Report; and\n • procedures to verify the factual accuracy of the\n Annual Report.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nCORPORATE GOVERNANCE REPORT continued\nRisk management and\ninternal controls\nIn line with the provisions of the Code in force for\nthe 2025 financial year, the Board acknowledges\nits overall responsibility for identifying, evaluating,\nmanaging and mitigating the Group’s principal\nand emerging risks, and for monitoring the\nGroup’s risk management and internal control\nsystems. Such systems are designed to manage,\nrather than eliminate, the risk of failing to achieve\nbusiness objectives and can only provide\nreasonable and not absolute assurance against\nmaterial misstatement or loss.\nIn accordance with the provisions of the Code\nand the related guidance, the Company has\nestablished the procedures necessary to ensure\nthat there is an ongoing process for identifying,\nevaluating, managing and mitigating the principal\nrisks faced by the Group and for determining the\nnature and extent of the principal risks it is willing\nto take to achieve its strategic objectives (its ‘risk\nappetite’).\nThe directors confirm that such procedures have\nbeen in place for the year ended 31 December\n2025 and up to the date of approval of these\nfinancial statements and that the Group’s risk\nmanagement and internal controls systems have\nbeen monitored.\n\nProvision 29 of the UK Corporate Governance\nCode 2024, which applies to financial years\nbeginning on or after 1 January 2026, requires\nboards to make a declaration on the effectiveness\nof material controls as at the balance sheet date.\nInformation on the Company’s preparations for\ncompliance with the new requirements can be\nfound in the Audit Committee report on pages 97\nto 106.\nFurther information about the Group’s approach\nto risk management and the principal risks and\nuncertainties facing the Group can be found on\npages 64 to 72.\n\nFinancial and business reporting\nThe responsibilities of the directors in respect of\nthe preparation of the Group and parent\ncompany financial statements are set out on page\n184 and the auditors’ report on pages 185 to 190\nincludes a statement by the external auditors\nabout their reporting responsibilities. In\naccordance with Provision 30 of the Code and as\nset out on page 141, the directors are of the\nopinion that it is appropriate to continue to adopt\nthe going concern basis in preparing the financial\nstatements.\nThe process of preparing the Annual Report has\nincluded the following:\n• comprehensive reviews undertaken at different\nlevels of the Group in order to ensure the\naccuracy, consistency and overall balance of the\nAnnual Report; and\n• procedures to verify the factual accuracy of the\nAnnual Report.\n\nFair, balanced and understandable\nIn accordance with Provision 27 of the Code, the\nBoard confirms that taken as a whole, the 2025\nAnnual Report is fair, balanced and\nunderstandable, and provides the information\nnecessary for shareholders to assess the\nCompany’s position, performance, business\nmodel and strategy.\n\nAssessment of the prospects of the\nCompany and its viability statement\nIn accordance with Provision 31 of the Code,\ndetails of how the directors have assessed the\nprospects of the Company, over what period the\nprospects have been assessed, and the\nCompany’s formal viability statement are included\nin the Strategic report on page 73.\nBy order of the Board\nLaura Brinkworth-Bell\nCompany Secretary\n2 March 2026\n\nAdditional Information\n\n91", "tables": [ [ [ "Bunzl plc Annu", "al Report 20", "25", "", "Strategic Report", "", "Directors’", "Report", "", "Financial", "Statements" ], [ "", "", "", "", "", "", "", "", "", "", "" ], [ "CORPORATE", "GOVERN", "ANCE REPO", "RT continued", "", "", "", "", "", "", "" ], [ "", "", "", "", "", "", "", "", "", "", "" ], [ "Risk manag internal co In line with the the 2025 financ its overall resp", "ement ntrols provisions ial year, th onsibility fo", "and of the Code i e Board ackn r identifying,", "n force for owledges evaluating,", "Provision 29 of th Code 2024, which beginning on or af boards to make a of material contro Information on th", "e UK Corporate applies to finan ter 1 January 2 declaration on t ls as at the bala e Company’s pr", "Governance cial years 026, requires he effectiven nce sheet da eparations fo", "ess te. r", "Fair, balance In accordance wit Board confirms th Annual Report is f understandable, a", "d and u h Provisio at taken air, balan nd provi", "ndersta n 27 of the as a whole, ced and des the info" ], [ "managing and and emerging r Group’s risk ma systems. Such rather than elim business objec", "mitigating t isks, and fo nagement systems ar inate, the tives and c", "he Group’s p r monitoring and internal e designed to risk of failing an only provi", "rincipal the control manage, to achieve de", "compliance with t found in the Audit to 106. Further informati to risk manageme", "he new require Committee rep on about the Gr nt and the princ", "ments can be ort on pages oup’s approa ipal risks an", "97 ch d", "necessary for sha Company’s positio model and strateg Assessment Company an", "reholder n, perfo y. of the d its vi", "s to assess rmance, bu prospect ability st" ], [ "reasonable and", "not absol", "ute assuranc", "e against", "uncertainties faci", "ng the Group ca", "n be found o", "n", "In accordance wit", "h Provisio", "n 31 of the" ], [ "material missta", "tement or", "loss.", "", "pages 64 to 72.", "", "", "", "details of how the", "director", "s have asse" ], [ "", "", "", "", "", "", "", "", "prospects of the C", "ompany", ", over what" ], [ "In accordance and the related established the that there is an evaluating, ma", "with the pr guidance, procedur ongoing p naging and", "ovisions of th the Company es necessary rocess for ide mitigating th", "e Code has to ensure ntifying, e principal", "Financial and The responsibilitie the preparation o company financial 184 and the audit", "business r s of the directo f the Group and statements are ors’ report on p", "eporting rs in respect parent set out on p ages 185 to 1", "of age 90", "prospects have b Company’s forma in the Strategic re By order of the Bo", "een asse l viability port on p ard", "ssed, and th statement age 73." ], [ "risks faced by t nature and ext to take to achie appetite’). The directors c", "he Group a ent of the p ve its strat onfirm that", "nd for deter rincipal risks egic objective such proced", "mining the it is willing s (its ‘risk ures have", "includes a statem about their report accordance with P set out on page 1 opinion that it is a", "ent by the exter ing responsibili rovision 30 of t 41, the directors ppropriate to co", "nal auditors ties. In he Code and are of the ntinue to ad", "as opt", "Laura Brinkwor Company Secreta 2 March 2026", "th-Bell ry", "" ], [ "been in place f", "or the year", "ended 31 De", "cember", "the going concern", "basis in prepar", "ing the finan", "cial", "", "", "" ], [ "2025 and up to financial statem", "the date o ents and t", "f approval of hat the Grou", "these p’s risk", "statements. The process of pr", "eparing the Ann", "ual Report h", "as", "", "", "" ], [ "management a been monitore", "nd internal d.", "controls syst", "ems have", "included the follo • comprehensive", "wing: reviews undert", "aken at differ", "ent", "", "", "" ], [ "", "", "", "", "levels of the Gr", "oup in order to", "ensure the", "", "", "", "" ], [ "", "", "", "", "accuracy, consi", "stency and over", "all balance of", "the", "", "", "" ], [ "", "", "", "", "Annual Report;", "and", "", "", "", "", "" ], [ "", "", "", "", "• procedures to v", "erify the factua", "l accuracy of", "the", "", "", "" ] ] ], "word_count": 537, "visual_charts": [] }, { "page_number": 94, "section": "Directors' Report", "subsection": "Nomination Committee Report", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 92", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 92\n\nNOMINATION COMMITTEE REPORT\n\n Introduction from Peter Ventress succession planning and any future recruitment\n On behalf of the Board, I am pleased to present continue to be informed by a holistic assessment\n the Nomination Committee’s report for the of the Board’s skills, knowledge, independence\n financial year ended 31 December 2025. and experience, as well as the strategic objectives\n of the Group.\n The Committee’s work during the year focused\n on ensuring that the Board and senior leadership The Committee also reviewed progress on\n team continued to possess the right balance of senior executive succession planning and talent\n skills, experience and diversity required to provide development, and participated in the Board\n effective oversight and support the delivery of the performance review, which confirmed that the\n Group’s long term strategy. As I reflect on the Committee continues to operate effectively.\n year, I am pleased to report that the Committee’s Information on the Committee’s progress in\n work during the year further strengthened the respect of these priorities can be found on\n Board’s capabilities and ensured that succession pages 89 and 94.\n planning, talent development and diversity The Committee ends the year satisfied that the\n objectives remain closely aligned with the Group’s Board remains appropriately balanced in terms\n strategic priorities. of skills, experience and diversity, and that the\n A key priority in 2025 was overseeing the Group has strong succession pipelines in place\n transition following Lloyd Pitchford’s retirement to support long term sustainable performance.\n from the Board at the conclusion of the 2025 The Committee will continue to ensure that\n AGM. The Committee ensured an orderly Board and senior leadership composition remain\n succession by recommending the appointment aligned with the Company’s strategy, risk profile\n \u0007Peter Ventress, Chairman and Chair of the Nomination Committee of Julia Wilson as Chair of the Audit Committee, and culture.\n providing continuity of governance and Peter Ventress\n\n “\u0007The Committee’s work during\n maintaining robust oversight of the Company’s Chairman and Chair of the\n financial reporting and internal control Nomination Committee\n environment.\n\n the year further strengthened the\n 2 March 2026\n The Committee met five times during the year,\n reflecting the breadth of its responsibilities across\n Board’s capabilities and ensured Board composition, senior leadership succession\n and talent management. Additional meetings\n\n that succession planning, talent enabled the Committee to maintain close\n oversight of leadership capability, refresh\n\n development and diversity objectives\n succession plans and ensure continued alignment\n with the evolving priorities of the Group.\n\n\n remain closely aligned with the\n In line with our commitments on diversity and\n inclusion, the Committee conducted its annual\n review of the Board’s composition against the\n\n Group’s strategic priorities.” requirements of the FTSE Women Leaders Review\n (formerly Hampton-Alexander), the Parker Review,\n the UK Listing Rules and the Company’s own\n Board and Committee Diversity Policy. I am\n pleased to confirm that the Board continues to\n meet and exceed these expectations in respect of\n gender and ethnic diversity. While diversity and\n inclusion remain important considerations,", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\n92\n\nNOMINATION COMMITTEE REPORT\nIntroduction from Peter Ventress\nOn behalf of the Board, I am pleased to present\nthe Nomination Committee’s report for the\nfinancial year ended 31 December 2025.\nThe Committee’s work during the year focused\non ensuring that the Board and senior leadership\nteam continued to possess the right balance of\nskills, experience and diversity required to provide\neffective oversight and support the delivery of the\nGroup’s long term strategy. As I reflect on the\nyear, I am pleased to report that the Committee’s\nwork during the year further strengthened the\nBoard’s capabilities and ensured that succession\nplanning, talent development and diversity\nobjectives remain closely aligned with the Group’s\nstrategic priorities.\n\n\u0007Peter Ventress, Chairman and Chair of the Nomination Committee\n\n“\u0007The Committee’s work during\nthe year further strengthened the\nBoard’s capabilities and ensured\nthat succession planning, talent\ndevelopment and diversity objectives\nremain closely aligned with the\nGroup’s strategic priorities.”\n\nA key priority in 2025 was overseeing the\ntransition following Lloyd Pitchford’s retirement\nfrom the Board at the conclusion of the 2025\nAGM. The Committee ensured an orderly\nsuccession by recommending the appointment\nof Julia Wilson as Chair of the Audit Committee,\nproviding continuity of governance and\nmaintaining robust oversight of the Company’s\nfinancial reporting and internal control\nenvironment.\nThe Committee met five times during the year,\nreflecting the breadth of its responsibilities across\nBoard composition, senior leadership succession\nand talent management. Additional meetings\nenabled the Committee to maintain close\noversight of leadership capability, refresh\nsuccession plans and ensure continued alignment\nwith the evolving priorities of the Group.\nIn line with our commitments on diversity and\ninclusion, the Committee conducted its annual\nreview of the Board’s composition against the\nrequirements of the FTSE Women Leaders Review\n(formerly Hampton-Alexander), the Parker Review,\nthe UK Listing Rules and the Company’s own\nBoard and Committee Diversity Policy. I am\npleased to confirm that the Board continues to\nmeet and exceed these expectations in respect of\ngender and ethnic diversity. While diversity and\ninclusion remain important considerations,\n\nsuccession planning and any future recruitment\ncontinue to be informed by a holistic assessment\nof the Board’s skills, knowledge, independence\nand experience, as well as the strategic objectives\nof the Group.\nThe Committee also reviewed progress on\nsenior executive succession planning and talent\ndevelopment, and participated in the Board\nperformance review, which confirmed that the\nCommittee continues to operate effectively.\nInformation on the Committee’s progress in\nrespect of these priorities can be found on\npages 89 and 94.\nThe Committee ends the year satisfied that the\nBoard remains appropriately balanced in terms\nof skills, experience and diversity, and that the\nGroup has strong succession pipelines in place\nto support long term sustainable performance.\nThe Committee will continue to ensure that\nBoard and senior leadership composition remain\naligned with the Company’s strategy, risk profile\nand culture.\nPeter Ventress\nChairman and Chair of the\nNomination Committee\n2 March 2026", "tables": [ [ [ "", "", "" ], [ "", "", "" ], [ "", "", "" ], [ "", "Peter Ventress, Chairman and Chair of the Nomination Committee", "" ], [ "", "“ The Committee’s work during the year further strengthened the Board’s capabilities and ensured that succession planning, talent development and diversity objectives remain closely aligned with the Group’s strategic priorities.”", "" ], [ "", "", "" ] ] ], "word_count": 495, "visual_charts": [] }, { "page_number": 95, "section": "Directors' Report", "subsection": "Nomination Committee Report", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 93", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 93\n\nNOMINATION COMMITTEE REPORT continued\n\n Activities Committee monitored their onboarding and\nComposition Role and support during 2025 ensured that they undertook comprehensive,\n Board induction, training and tailored induction programmes. These\nDuring 2025, the Nomination Committee The Committee’s principal role is to lead professional development programmes were designed to reflect each\ncomprised the Chairman of the Company, who the process for appointments to the Board, As part of the Committee’s ongoing succession director’s background, experience and\nchairs the Committee (unless the Committee whether to fill any vacancies that may arise oversight, particular attention was given to Committee responsibilities, with the aim of\nis dealing with the matter of succession of the or to change the number of Board members, supporting the effective integration of Julia Wilson helping them develop their knowledge and a\nChairman of the Company) and all of the ensure plans are in place for orderly and Daniela Barone Soares who were appointed thorough understanding of the Group’s business,\nindependent non-executive directors. In succession to the Board and senior on 16 December 2024. Throughout 2025, the governance framework and culture.\naccordance with the UK Corporate Governance management positions and oversee the\nCode (the ‘Code’), a majority of the members are development of a diverse pipeline for\nindependent non-executive directors. The succession. The Committee has been JULIA WILSON AND DANIELA BARONE SOARES ONBOARDING PROGRAMME\nCompany Secretary acts as the Secretary to the authorised to enlist the services of external\nCommittee. executive search firms to assist with the\n recruitment process, including the STRATEGY AND BUSINESS MODEL GOVERNANCE FRAMEWORK CULTURE AND PEOPLE\nNomination Committee meetings identification of potential candidates and\n Meeting with the Chairman of Meeting with the Company Meeting with the Director\nThe Committee meets at least twice a year and to fill Board positions, where appropriate.\n the Board and CEO for an Secretary to review the Group’s of Group HR to discuss the\notherwise as required.\n Performance review in‑depth briefing on the Group’s corporate governance Group’s people strategy,\nThe table below sets out directors’ attendance strategic priorities, long term framework, Board and including employee\n The Committee’s performance and value creation model and Committee responsibilities, risk engagement, leadership\nat the five scheduled Committee meetings held\n effectiveness are reviewed annually by both disciplined compounding management and stakeholder development, talent succession\nduring 2025.\n the Committee and as part of the Board strategy. engagement processes. planning, and diversity, equality\n Meetings attended performance review. The Chair of the and inclusion.\nPeter Ventress 5/5 Committee also meets with each Committee\n member independently to ensure that their Strategic and financial briefing Meeting with the Chairs of the Site visits to key operational\nPam Kirby 5/5 with the CFO on the Group’s Audit and Remuneration locations with business area\n individual views about the operation of the\nStephan Nanninga 5/5 Committee are taken into account. This year, performance, capital allocation Committees and the Senior heads and senior management.\nVin Murria 5/5 the Board evaluation was externally facilitated framework and longer term Independent Director to\n by Lintstock. Information concerning the planning assumptions. discuss the operation of the\nJacky Simmonds 5/5\n Committees, current oversight\nJulia Wilson 5/5 results of the 2025 performance review is set\n priorities and how each\n out on page 89.\nDaniela Barone Soares 5/5 Committee supports the\nLloyd Pitchford* 3/3 This report has been prepared in accordance effective functioning of the\n with the Code. The Committee’s terms of Board.\n*\t\u0007Lloyd Pitchford resigned as a director on 23 April 2025\n reference are available on the Company’s\n and attended all of the Committee meetings held between Sessions with senior leaders Detailed briefing with the Head\n 1 January 2025 and that date. website, www.bunzl.com.\n across business areas to of Sustainability on the Group’s\n understand the Group’s sustainability strategy, including\nKey areas of focus in 2026 decentralised operating model, net zero progress, upcoming\n• Strengthen the talent pipeline, with a particular organic growth levers and regulatory reporting\n focus on enhancing the Committee’s insight customer value propositions. requirements and the\n into succession readiness, development plans integration of ESG into Board\n for potential successors, and access to decision making.\n international development opportunities for\n high-potential candidates Meeting with the Director of Access to core governance\n Corporate Development to materials, including the\n• Succession planning, with a particular focus gain insight into the acquisition Schedule of Matters Reserved\n on executive succession and preparation for strategy and pipeline for the Board, the Committees’\n future independent non-executive director management. terms of reference, the Board\n changes and Committee Diversity Policy\n and the Board skills matrix.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\n93\n\nNOMINATION COMMITTEE REPORT continued\n\nComposition\n\nRole and support during 2025\n\nDuring 2025, the Nomination Committee\ncomprised the Chairman of the Company, who\nchairs the Committee (unless the Committee\nis dealing with the matter of succession of the\nChairman of the Company) and all of the\nindependent non-executive directors. In\naccordance with the UK Corporate Governance\nCode (the ‘Code’), a majority of the members are\nindependent non-executive directors. The\nCompany Secretary acts as the Secretary to the\nCommittee.\n\nThe Committee’s principal role is to lead\nthe process for appointments to the Board,\nwhether to fill any vacancies that may arise\nor to change the number of Board members,\nensure plans are in place for orderly\nsuccession to the Board and senior\nmanagement positions and oversee the\ndevelopment of a diverse pipeline for\nsuccession. The Committee has been\nauthorised to enlist the services of external\nexecutive search firms to assist with the\nrecruitment process, including the\nidentification of potential candidates and\nto fill Board positions, where appropriate.\n\nNomination Committee meetings\nThe Committee meets at least twice a year and\notherwise as required.\nThe table below sets out directors’ attendance\nat the five scheduled Committee meetings held\nduring 2025.\nMeetings attended\n\nPeter Ventress\n\n5/5\n\nPam Kirby\n\n5/5\n\nStephan Nanninga\n\n5/5\n\nVin Murria\n\n5/5\n\nJacky Simmonds\n\n5/5\n\nJulia Wilson\n\n5/5\n\nDaniela Barone Soares\n\n5/5\n\nLloyd Pitchford*\n\n3/3\n\n*\t\u0007Lloyd Pitchford resigned as a director on 23 April 2025\nand attended all of the Committee meetings held between\n1 January 2025 and that date.\n\nKey areas of focus in 2026\n• Strengthen the talent pipeline, with a particular\nfocus on enhancing the Committee’s insight\ninto succession readiness, development plans\nfor potential successors, and access to\ninternational development opportunities for\nhigh-potential candidates\n• Succession planning, with a particular focus\non executive succession and preparation for\nfuture independent non-executive director\nchanges\n\nPerformance review\nThe Committee’s performance and\neffectiveness are reviewed annually by both\nthe Committee and as part of the Board\nperformance review. The Chair of the\nCommittee also meets with each Committee\nmember independently to ensure that their\nindividual views about the operation of the\nCommittee are taken into account. This year,\nthe Board evaluation was externally facilitated\nby Lintstock. Information concerning the\nresults of the 2025 performance review is set\nout on page 89.\nThis report has been prepared in accordance\nwith the Code. The Committee’s terms of\nreference are available on the Company’s\nwebsite, www.bunzl.com.\n\nActivities\nBoard induction, training and\nprofessional development\nAs part of the Committee’s ongoing succession\noversight, particular attention was given to\nsupporting the effective integration of Julia Wilson\nand Daniela Barone Soares who were appointed\non 16 December 2024. Throughout 2025, the\n\nCommittee monitored their onboarding and\nensured that they undertook comprehensive,\ntailored induction programmes. These\nprogrammes were designed to reflect each\ndirector’s background, experience and\nCommittee responsibilities, with the aim of\nhelping them develop their knowledge and a\nthorough understanding of the Group’s business,\ngovernance framework and culture.\n\nJULIA WILSON AND DANIELA BARONE SOARES ONBOARDING PROGRAMME\nSTRATEGY AND BUSINESS MODEL\n\nGOVERNANCE FRAMEWORK\n\nCULTURE AND PEOPLE\n\nMeeting with the Chairman of\nthe Board and CEO for an\nin‑depth briefing on the Group’s\nstrategic priorities, long term\nvalue creation model and\ndisciplined compounding\nstrategy.\n\nMeeting with the Company\nSecretary to review the Group’s\ncorporate governance\nframework, Board and\nCommittee responsibilities, risk\nmanagement and stakeholder\nengagement processes.\n\nMeeting with the Director\nof Group HR to discuss the\nGroup’s people strategy,\nincluding employee\nengagement, leadership\ndevelopment, talent succession\nplanning, and diversity, equality\nand inclusion.\n\nStrategic and financial briefing\nwith the CFO on the Group’s\nperformance, capital allocation\nframework and longer term\nplanning assumptions.\n\nMeeting with the Chairs of the\nAudit and Remuneration\nCommittees and the Senior\nIndependent Director to\ndiscuss the operation of the\nCommittees, current oversight\npriorities and how each\nCommittee supports the\neffective functioning of the\nBoard.\n\nSite visits to key operational\nlocations with business area\nheads and senior management.\n\nSessions with senior leaders\nacross business areas to\nunderstand the Group’s\ndecentralised operating model,\norganic growth levers and\ncustomer value propositions.\n\nDetailed briefing with the Head\nof Sustainability on the Group’s\nsustainability strategy, including\nnet zero progress, upcoming\nregulatory reporting\nrequirements and the\nintegration of ESG into Board\ndecision making.\n\nMeeting with the Director of\nCorporate Development to\ngain insight into the acquisition\nstrategy and pipeline\nmanagement.\n\nAccess to core governance\nmaterials, including the\nSchedule of Matters Reserved\nfor the Board, the Committees’\nterms of reference, the Board\nand Committee Diversity Policy\nand the Board skills matrix.", "tables": [ [ [ "JULIA WILSON AND DANIELA BARONE SOARES ONBOARDING PROGRAMME", "", "", "", "", "", "", "", "", "", "" ], [ "", "", "", "", "", "", "", "", "", "", "" ], [ "", "STRATEGY AND BUSINESS MODEL", "", "", "", "GOVERNANCE FRAMEWORK", "", "", "", "CULTURE AND PEOPLE", "" ], [ "", "Meeting with the Chairman of the Board and CEO for an in-depth briefing on the Group’s strategic priorities, long term value creation model and disciplined compounding strategy.", "", "", "", "Meeting with the Company Secretary to review the Group’s corporate governance framework, Board and Committee responsibilities, risk management and stakeholder engagement processes.", "", "", "", "Meeting with the Director of Group HR to discuss the Group’s people strategy, including employee engagement, leadership development, talent succession planning, and diversity, equality and inclusion.", "" ], [ "", "Strategic and financial briefing with the CFO on the Group’s performance, capital allocation framework and longer term planning assumptions.", "", "", "", "Meeting with the Chairs of the Audit and Remuneration Committees and the Senior Independent Director to discuss the operation of the Committees, current oversight priorities and how each Committee supports the effective functioning of the Board.", "", "", "", "Site visits to key operational locations with business area heads and senior management.", "" ], [ "", "Sessions with senior leaders across business areas to understand the Group’s decentralised operating model, organic growth levers and customer value propositions.", "", "", "", "Detailed briefing with the Head of Sustainability on the Group’s sustainability strategy, including net zero progress, upcoming regulatory reporting requirements and the integration of ESG into Board decision making.", "", "", "", "", "" ], [ "", "Meeting with the Director of Corporate Development to gain insight into the acquisition strategy and pipeline management.", "", "", "", "Access to core governance materials, including the Schedule of Matters Reserved for the Board, the Committees’ terms of reference, the Board and Committee Diversity Policy and the Board skills matrix.", "", "", "", "", "" ] ] ], "word_count": 760, "visual_charts": [] }, { "page_number": 96, "section": "Directors' Report", "subsection": "Nomination Committee Report", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 94", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 94\n\nNOMINATION COMMITTEE REPORT continued\n\nDuring the year, Board members continued to Succession planning will remain a priority in 2026, women and 22% were from ethnically diverse search consultants to ensure that diversity of\nenhance their knowledge and skills through an with continued focus on maintaining an effective backgrounds. These levels exceed the targets gender, social and ethnic background, as well as\nongoing programme of professional development. and appropriately balanced Board over the short, set by the FTSE Women Leaders Review (formerly cognitive diversity and personal strengths, is\nThis included training sessions and in-depth medium and long term. Hampton-Alexander) and the Parker Review and fully considered in the identification and selection\nbriefings delivered by both external advisers are compliant with the board diversity of candidates.\n Talent\nand internal subject matter experts. The Board requirements in the UK Listing Rules. Compliance\n During 2025, the Committee maintained oversight The Board and the Committee’s approach to\nreceived focused updates on a range of strategic with the UK Listing Rules is disclosed below.\n of executive and wider senior leadership team diversity and inclusion in respect of the Board\nand operational topics, including updates on the\n succession planning. The Committee received The Committee remains committed to and senior management is set out in the Board\nGroup’s sustainability framework, supply chain\n regular updates on talent development across the maintaining an appropriate balance of skills, and Committee Diversity Policy, which is reviewed\nassurance and information security programme.\n Group and refreshed succession plans for critical experience and diversity as part of its approach regularly by the Board Sustainability Committee\nSuccession planning leadership roles, with particular focus on to Board composition and succession planning. and can be found on the Company’s website,\nSuccession planning remained an important leadership readiness, development needs and In making appointments to the Board and in www.bunzl.com. Additional information\narea of focus for the Committee during 2025. depth within key sectors and geographies. A senior management succession and recruitment, concerning diversity and inclusion can be found\nThe Committee reviewed the Company’s consolidated summary of the Company’s annual the Committee seeks to engage executive search in the Sustainability report on pages 42 to 57\nsuccession plans at regular intervals, informed talent and succession planning reviews covering firms that are signatories to the Voluntary Code and in the Our people section on pages 39 to 41.\nby the updated Board skills matrix, tenure tracker emerging leadership pipelines, diversity and of Conduct of Executive Search Firms and expects\nand outcomes from the annual Board evaluation. inclusion progress and key development priorities them to draw from wide and diverse candidate\nThis enabled an ongoing assessment of the was presented to the Committee. The CEO also pools. The Committee actively promotes diversity\nbalance of skills, experience and knowledge on provided his annual management succession and inclusion throughout the recruitment process\nthe Board and helped identify areas where update, which informed the Committee’s and, where appropriate, challenges external\nadditional capability may be required to support assessment of leadership capability and future\nthe delivery of the Group’s strategic priorities. requirements. The Committee is satisfied that the\nNon-executive director tenure incl. Chairman Company maintains a strong, diverse and\n As at 31 December 2025, the composition of the Board and Executive Management was as follows:\n(as at 31 December 2025) well‑prepared succession pipeline, supported by\n appropriate contingency arrangements. Number of\n senior positions\n 0 – 3 years 3 The Committee also engaged regularly with senior Number on the Board Number in Percentage of\n of Board Percentage (CEO, CFO, SID Executive Executive\n 3 – 6 years 2 management across the Group throughout the members of the Board and Chair) Management* Management*\n 6+ years 2 year. These interactions provide valuable insight Gender\nThis tenure profile provides an appropriate into leadership capability, support the early\n Men 4 44% 3 1 25%\nblend of newer and longer‑standing directors and identification of high‑potential individuals and\n Women 5 56% 1 3 75%\nremains consistent with the expectations of the strengthen the Committee’s understanding of\n succession-related risks and opportunities across Not specified/prefer not to say – – – – –\nCode and prevailing governance guidelines on Ethnic background\ndirector tenure. The Committee is satisfied that the business areas. This work remains an\n important component of ensuring the Group has White British or other White\nthe current tenure distribution supports effective\n the leadership capacity required to support long (including minority-white groups) 7 78% 4 4 100%\noversight and will continue to monitor tenure to\n term strategic delivery. Mixed/Multiple ethnic groups 1 11% – – –\nensure rotation can be managed in a coordinated\nand timely manner. Asian/Asian British 1 11% – – –\n Diversity and inclusion\n The Committee recognises the importance of Black/African/Caribbean/\nReflecting the Group’s commitment to long term Black British – – – – –\nsustainability, diversity (including professional a diverse Board and senior management team,\n encompassing a broad range of gender, ethnic Other ethnic group – – – – –\nbackground), sector experience and international\n and social backgrounds. Such diversity brings Not specified/prefer not to say – – – – –\nperspective, continued to be key considerations in\nreviewing Board pipelines. This approach helps different perspectives and experiences, which * Under the definition provided by the UK Listing Rules, for the purposes of this disclosure, the definition of Bunzl’s Executive\n\nensure that the Board remains well‑equipped the Committee believes enhances strategic Management comprises members of the Company’s Executive Committee, but excludes the Group CEO and CFO\n decision making and supports the development who are included in the number of Board members, and includes the Company Secretary.\nto support delivery of the Group’s strategic\npriorities. of an inclusive culture across the Group. As at The information in this table was collected on a confidential and voluntary self-reporting basis.\n 31 December 2025, 56% of the Board were", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\n94\n\nAdditional Information\n\nNOMINATION COMMITTEE REPORT continued\nDuring the year, Board members continued to\nenhance their knowledge and skills through an\nongoing programme of professional development.\nThis included training sessions and in-depth\nbriefings delivered by both external advisers\nand internal subject matter experts. The Board\nreceived focused updates on a range of strategic\nand operational topics, including updates on the\nGroup’s sustainability framework, supply chain\nassurance and information security programme.\nSuccession planning\nSuccession planning remained an important\narea of focus for the Committee during 2025.\nThe Committee reviewed the Company’s\nsuccession plans at regular intervals, informed\nby the updated Board skills matrix, tenure tracker\nand outcomes from the annual Board evaluation.\nThis enabled an ongoing assessment of the\nbalance of skills, experience and knowledge on\nthe Board and helped identify areas where\nadditional capability may be required to support\nthe delivery of the Group’s strategic priorities.\nNon-executive director tenure incl. Chairman\n(as at 31 December 2025)\n0 – 3 years\n3 – 6 years\n6+ years\n\n3\n2\n2\n\nThis tenure profile provides an appropriate\nblend of newer and longer‑standing directors and\nremains consistent with the expectations of the\nCode and prevailing governance guidelines on\ndirector tenure. The Committee is satisfied that\nthe current tenure distribution supports effective\noversight and will continue to monitor tenure to\nensure rotation can be managed in a coordinated\nand timely manner.\nReflecting the Group’s commitment to long term\nsustainability, diversity (including professional\nbackground), sector experience and international\nperspective, continued to be key considerations in\nreviewing Board pipelines. This approach helps\nensure that the Board remains well‑equipped\nto support delivery of the Group’s strategic\npriorities.\n\nSuccession planning will remain a priority in 2026,\nwith continued focus on maintaining an effective\nand appropriately balanced Board over the short,\nmedium and long term.\nTalent\nDuring 2025, the Committee maintained oversight\nof executive and wider senior leadership team\nsuccession planning. The Committee received\nregular updates on talent development across the\nGroup and refreshed succession plans for critical\nleadership roles, with particular focus on\nleadership readiness, development needs and\ndepth within key sectors and geographies. A\nconsolidated summary of the Company’s annual\ntalent and succession planning reviews covering\nemerging leadership pipelines, diversity and\ninclusion progress and key development priorities\nwas presented to the Committee. The CEO also\nprovided his annual management succession\nupdate, which informed the Committee’s\nassessment of leadership capability and future\nrequirements. The Committee is satisfied that the\nCompany maintains a strong, diverse and\nwell‑prepared succession pipeline, supported by\nappropriate contingency arrangements.\nThe Committee also engaged regularly with senior\nmanagement across the Group throughout the\nyear. These interactions provide valuable insight\ninto leadership capability, support the early\nidentification of high‑potential individuals and\nstrengthen the Committee’s understanding of\nsuccession-related risks and opportunities across\nthe business areas. This work remains an\nimportant component of ensuring the Group has\nthe leadership capacity required to support long\nterm strategic delivery.\nDiversity and inclusion\nThe Committee recognises the importance of\na diverse Board and senior management team,\nencompassing a broad range of gender, ethnic\nand social backgrounds. Such diversity brings\ndifferent perspectives and experiences, which\nthe Committee believes enhances strategic\ndecision making and supports the development\nof an inclusive culture across the Group. As at\n31 December 2025, 56% of the Board were\n\nwomen and 22% were from ethnically diverse\nbackgrounds. These levels exceed the targets\nset by the FTSE Women Leaders Review (formerly\nHampton-Alexander) and the Parker Review and\nare compliant with the board diversity\nrequirements in the UK Listing Rules. Compliance\nwith the UK Listing Rules is disclosed below.\nThe Committee remains committed to\nmaintaining an appropriate balance of skills,\nexperience and diversity as part of its approach\nto Board composition and succession planning.\nIn making appointments to the Board and in\nsenior management succession and recruitment,\nthe Committee seeks to engage executive search\nfirms that are signatories to the Voluntary Code\nof Conduct of Executive Search Firms and expects\nthem to draw from wide and diverse candidate\npools. The Committee actively promotes diversity\nand inclusion throughout the recruitment process\nand, where appropriate, challenges external\n\nsearch consultants to ensure that diversity of\ngender, social and ethnic background, as well as\ncognitive diversity and personal strengths, is\nfully considered in the identification and selection\nof candidates.\nThe Board and the Committee’s approach to\ndiversity and inclusion in respect of the Board\nand senior management is set out in the Board\nand Committee Diversity Policy, which is reviewed\nregularly by the Board Sustainability Committee\nand can be found on the Company’s website,\nwww.bunzl.com. Additional information\nconcerning diversity and inclusion can be found\nin the Sustainability report on pages 42 to 57\nand in the Our people section on pages 39 to 41.\n\nAs at 31 December 2025, the composition of the Board and Executive Management was as follows:\n\nGender\nMen\nWomen\nNot specified/prefer not to say\nEthnic background\nWhite British or other White\n(including minority-white groups)\nMixed/Multiple ethnic groups\nAsian/Asian British\nBlack/African/Caribbean/\nBlack British\nOther ethnic group\nNot specified/prefer not to say\n\nNumber\nof Board\nmembers\n\nPercentage\nof the Board\n\nNumber of\nsenior positions\non the Board\n(CEO, CFO, SID\nand Chair)\n\n4\n5\n–\n\n44%\n56%\n–\n\n3\n1\n–\n\n1\n3\n–\n\n25%\n75%\n–\n\n7\n1\n1\n\n78%\n11%\n11%\n\n4\n–\n–\n\n4\n–\n–\n\n100%\n–\n–\n\n–\n–\n–\n\n–\n–\n–\n\n–\n–\n–\n\n–\n–\n–\n\n–\n–\n–\n\nNumber in\nExecutive\nManagement*\n\nPercentage of\nExecutive\nManagement*\n\n* Under the definition provided by the UK Listing Rules, for the purposes of this disclosure, the definition of Bunzl’s Executive\nManagement comprises members of the Company’s Executive Committee, but excludes the Group CEO and CFO\nwho are included in the number of Board members, and includes the Company Secretary.\n\nThe information in this table was collected on a confidential and voluntary self-reporting basis.", "tables": [ [ [ "Bunzl plc Annual", "Report 20", "25", "", "Strategic Report", "Directo", "rs’ Report", "", "", "Financi", "al Statements", "", "Additional Informati", "on", "", "", "94" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "NOMINATION", "COMMIT", "TEE REPORT c", "ontinued", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "During the year, B", "oard me", "mbers continued", "to", "Succession planning will r", "emain a priority i", "n 2026,", "wo", "men", "and 22% were fr", "om ethnically div", "erse", "search consultants", "to ensure that", "diversity", "of", "" ], [ "enhance their kn", "owledge a", "nd skills through", "an", "with continued focus on", "maintaining an eff", "ective", "bac", "kgr", "ounds. These leve", "ls exceed the tar", "gets", "gender, social and e", "thnic backgro", "und, as w", "ell a", "s" ], [ "ongoing program", "me of pro", "fessional develo", "pment.", "and appropriately balanc", "ed Board over the", "short,", "set", "by t", "he FTSE Women L", "eaders Review (", "formerly", "cognitive diversity a", "nd personal s", "trengths,", "is", "" ], [ "This included trai", "ning sessi", "ons and in-depth", "", "medium and long term.", "", "", "Ha", "mpt", "on-Alexander) an", "d the Parker Revi", "ew and", "fully considered in t", "he identificati", "on and se", "lecti", "on" ], [ "briefings delivere and internal subj received focused and operational t", "d by both ect matte updates opics, incl", "external adviser r experts. The Bo on a range of stra uding updates o", "s ard tegic n the", "Talent During 2025, the Commit of executive and wider se", "tee maintained ov nior leadership te", "ersight am", "are req wit", "com uire h th", "pliant with the b ments in the UK L e UK Listing Rules", "oard diversity isting Rules. Co is disclosed belo", "mpliance w.", "of candidates. The Board and the diversity and inclusi", "Committee’s a on in respect", "pproach t of the Boa", "o rd", "" ], [ "Group’s sustaina assurance and inf Succession plan", "bility fram ormation ning", "ework, supply ch security progra", "ain mme.", "succession planning. The regular updates on talent Group and refreshed suc leadership roles, with par", "Committee receiv development acr cession plans for ticular focus on", "ed oss the critical", "Th ma exp to", "e Co intai erie Boar", "mmittee remains ning an appropri nce and diversity d composition an", "committed to ate balance of sk as part of its ap d succession pla", "ills, proach nning.", "and senior manage and Committee Div regularly by the Boa and can be found o", "ment is set ou ersity Policy, w rd Sustainabi n the Compan", "t in the Bo hich is re lity Comm y’s websit", "ard view ittee e,", "ed" ], [ "Succession plann", "ing remai", "ned an importan", "t", "leadership readiness, dev", "elopment needs", "and", "In", "maki", "ng appointments", "to the Board an", "d in", "www.bunzl.com. Ad", "ditional infor", "mation", "", "" ], [ "area of focus for t", "he Comm", "ittee during 202", "5.", "depth within key sectors", "and geographies.", "A", "sen", "ior", "management succ", "ession and recr", "uitment,", "concerning diversit", "y and inclusio", "n can be f", "ound", "" ], [ "The Committee r", "eviewed t", "he Company’s", "", "consolidated summary of", "the Company’s a", "nnual", "the", "Co", "mmittee seeks to", "engage executiv", "e search", "in the Sustainability", "report on pa", "ges 42 to 5", "7", "" ], [ "succession plans", "at regular", "intervals, inform", "ed", "talent and succession pla", "nning reviews cov", "ering", "firm", "s th", "at are signatories", "to the Voluntar", "y Code", "and in the Our peo", "ple section on", "pages 39", "to 4", "1." ], [ "by the updated B", "oard skills", "matrix, tenure t", "racker", "emerging leadership pipe", "lines, diversity an", "d", "of", "Cond", "uct of Executive", "Search Firms and", "expects", "", "", "", "", "" ], [ "and outcomes fro", "m the an", "nual Board evalu", "ation.", "inclusion progress and ke", "y development pr", "iorities", "the", "m to", "draw from wide", "and diverse can", "didate", "", "", "", "", "" ], [ "This enabled an o", "ngoing as", "sessment of the", "", "was presented to the Co", "mmittee. The CEO", "also", "po", "ols. T", "he Committee ac", "tively promotes", "diversity", "", "", "", "", "" ], [ "balance of skills, e", "xperienc", "e and knowledge", "on", "provided his annual man", "agement successi", "on", "an", "d inc", "lusion throughou", "t the recruitmen", "t process", "", "", "", "", "" ], [ "the Board and he", "lped iden", "tify areas where", "", "update, which informed t", "he Committee’s", "", "an", "d, wh", "ere appropriate,", "challenges exter", "nal", "", "", "", "", "" ], [ "additional capabi", "lity may b", "e required to sup", "port", "assessment of leadership", "capability and fu", "ture", "", "", "", "", "", "", "", "", "", "" ], [ "the delivery of th", "e Group’s", "strategic prioriti", "es.", "requirements. The Comm Company maintains a str", "ittee is satisfied t ong, diverse and", "hat the", "", "", "", "", "", "", "", "", "", "" ], [ "Non-executive di (as at 31 December", "rector te 2025)", "nure incl. Chairm", "an", "well-prepared succession", "pipeline, support", "ed by", "", "As a", "t 31 December 20", "25, the composi", "tion of the B", "oard and Executive", "Management", "was as fol", "lows", ":" ], [ "", "", "", "", "appropriate contingency", "arrangements.", "", "", "", "", "", "", "Number", "of", "", "", "" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "senior positio", "ns", "", "", "" ], [ "0 – 3 years 3 – 6 years 6+ years This tenure profil blend of newer a remains consiste Code and prevaili director tenure. T the current tenur", "e provide nd longer- nt with th ng govern he Comm e distribu", "3 2 2 s an appropriate standing directo e expectations of ance guidelines ittee is satisfied tion supports eff", "rs and the on that ective", "The Committee also enga management across the year. These interactions p into leadership capability identification of high-pot strengthen the Committe succession-related risks a the business areas. This important component of", "ged regularly with Group throughou rovide valuable in , support the earl ential individuals a e’s understandin nd opportunities work remains an ensuring the Gro", "senior t the sight y nd g of across up has", "", "Gen Men Wo Not Ethn Whi", "der men specified/prefer n ic background te British or other", "ot to say White", "Number of Board Pe members of t 4 5 –", "on the Boa rcentage (CEO, CFO, S he Board and Cha 44% 56% –", "rd Number ID Executi ir) Managemen 3 1 –", "in Perce ve E t* Manag 1 3 –", "ntage xecut eme 25 75", "of ive nt* % % –" ], [ "oversight and will ensure rotation c and timely manne Reflecting the Gr sustainability, div background), sec perspective, cont reviewing Board p ensure that the B", "continue an be ma r. oup’s com ersity (inc tor experi inued to b ipelines. oard rem", "to monitor tenur naged in a coordi mitment to long luding profession ence and interna e key considerat This approach he ains well-equippe", "e to nated term al tional ions in lps d", "the leadership capacity r term strategic delivery. Diversity and inclusion The Committee recognise a diverse Board and seni encompassing a broad ra and social backgrounds. different perspectives an the Committee believes e decision making and sup", "equired to suppor s the importance or management te nge of gender, eth Such diversity brin d experiences, wh nhances strategic ports the develop", "t long of am, nic gs ich ment", "", "(incl Mixe Asia Blac Blac Oth Not * Un M wh", "uding minority-w d/Multiple ethnic n/Asian British k/African/Caribbe k British er ethnic group specified/prefer n der the definition prov anagement comprises o are included in the n", "hite groups) groups an/ ot to say ided by the UK Listing members of the Comp umber of Board mem", "7 1 1 – – – Rules, for the p any’s Executive bers, and includ", "78% 11% 11% – – – urposes of this disclosure Committee, but excludes es the Company Secretar", "4 – – – – – , the definition of B the Group CEO an y.", "4 – – – – – unzl’s Execu d CFO", "100 tive", "% – – – – –" ], [ "to support delive priorities.", "ry of the G", "roup’s strategic", "", "of an inclusive culture acr 31 December 2025, 56%", "oss the Group. As of the Board were", "at", "", "The", "information in thi", "s table was colle", "cted on a co", "nfidential and volun", "tary self-repo", "rting basis", ".", "" ] ] ], "word_count": 978, "visual_charts": [] }, { "page_number": 97, "section": "Directors' Report", "subsection": "Nomination Committee Report", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 95", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 95\n\nNOMINATION COMMITTEE REPORT continued\n\nRecruitment independent external executive search firms and effectiveness of their decision making and for The Committee assesses the independence of\nThe Committee is responsible for overseeing with relevant expertise to support objective and each director to consider their own contribution each non‑executive director in accordance with\nthe identification, assessment and selection comprehensive search processes. The Committee and performance. This year, the review was the relevant provisions of the Code. Following its\nof candidates for appointment to the Board. will continue to keep Board composition under externally facilitated by Lintstock, an independent review for 2025, the Committee is satisfied that\nAlthough no Board appointments were made regular review and is prepared to initiate a formal advisory firm that does not provide any other all non‑executive directors meet the criteria for\nduring 2025, the Committee continued to recruitment process should a skills gap, changes services to, or have any connection with the independence, and that the Chairman met the\nreview the composition of the Board closely, in Board requirements or planned director Company. To support its assessment of Board independence criteria on appointment, as\nwith reference to the Group’s strategic priorities, rotation necessitate a new appointment. composition and succession planning, the required by the Code.\nthe Board skills matrix and the outcomes of the Committee reviewed and refreshed the Board\n Performance review, conflicts and The Committee and the Board are mindful of the\nannual Board evaluation. skills matrix during 2025. The matrix provides an\n independence independence provisions of the Code, which state\n overview of the Board’s collective capabilities and\nThe Committee is committed to applying best Our annual performance review process provides that serving on the Board for more than nine\n highlights the areas of experience most relevant\npractice in all aspects of Board appointments. the Board and the Committees with an years from the date of first appointment may\n to the Group’s long term strategy, operating\nThis includes, where appropriate, the use of opportunity to consider and reflect on the quality impair or appear to impair a non‑executive\n environment and risk profile. It is used by the\n director’s independence. However, tenure is only\n Committee to identify areas of strength,\n one element of the broader assessment of\n opportunities for further development and any\n PROCESS FOR BOARD APPOINTMENTS independence.\n capability gaps that may inform future\n recruitment plans. In considering the continued independence of\n\n 1\n Role specification The Committee develops a role specification and list of Stephan Nanninga, who will complete his third\n characteristics deemed essential for the new non-executive director. The Committee is satisfied that the Board’s\n three year term on 30 April 2026, the Committee\n skills and experience remain appropriate for\n and the Board reviewed his ongoing contribution\n overseeing the Group’s strategic priorities.\n\n\n 2\n to Board discussions. In particular, the directors\n Election of Following a final review of the role specification, an external search Feedback from the annual performance review\n noted the valuable insight and deep knowledge of\n external firm is appointed based on their expertise relative to each role. also confirmed that the Committee continues\n the business that Stephan brings, which enable\n search firm to operate effectively. The review identified areas\n him to provide robust and constructive challenge\n for continued focus during 2026, including\n\n 3\n Collation of Following consultation with the Chairman and the CEO, the search to management. The continuity he offers is also\n strengthening the talent pipeline and maintaining\n candidate list firm prepares a longlist of potential candidates, which is considered beneficial in the context of the recent\n close oversight of Board and senior leadership\n subsequently reviewed by the Committee and a shortlist agreed. appointment of two new directors to the Board.\n succession to ensure ongoing alignment between\n\n\n 4\n Board and senior leadership composition and the Through the Nomination Committee, the Board\n Candidate Preliminary interviews with each of the shortlisted candidates are\n Group’s long term strategic priorities. These areas remains focused on ensuring the orderly\n interviews held by the Committee, following which the Committee agree on the\n are reflected in the Committee’s key priorities succession of non-executive directors and\n candidates that best meet the role specification.\n for 2026 on page 93. intends to commence the succession planning\n\n\n 5\n Final stage The preferred candidates attend additional meetings with the process for Stephan in due course, with the\n The Committee undertook its annual review\n interviews executive directors and members of the Executive Committee, as expectation that he will step down at the 2027\n of directors’ conflict authorisations as recorded\n necessary. AGM. Following a rigorous review by the\n in the Conflicts of Interest Register. The register,\n Nomination Committee, and as part of the wider\n\n\n 6\n which is maintained by the Company Secretary,\n Candidate The Committee seeks references for the preferred candidates and Board evaluation process, the Committee\n records all actual or potential conflict situations\n references holds virtual meetings with the associated referees. concluded that Stephan continues to\n disclosed by directors in accordance with their\n demonstrate independent judgement, performs\n statutory duties under the Companies Act 2006.\n his role effectively and shows full commitment to\n\n 7\n Committee The Committee holds a debrief following the conclusion of all of the The Committee was satisfied that all disclosed\n his responsibilities. Accordingly, on the\n recommendation interviews and referee meetings and makes a recommendation to situations had been appropriately recorded\n Committee’s recommendation, the Board has\n the Board for its consideration. and that no matters arose during the year which\n approved the proposal that Stephan be re-\n would prevent any director from discharging their\n\n\n 8\n appointed as a director for a further 12 months\n Board decision and The Board considers the recommendation of the Committee and (if duties independently and in the best interests\n following the expiry of his current term, subject\n announcement deemed appropriate) approves the appointment, following which an of the Company.\n to his re-appointment by shareholders at the\n announcement is made via the London Stock Exchange. forthcoming AGM on 22 April 2026.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\n95\n\nNOMINATION COMMITTEE REPORT continued\nRecruitment\nThe Committee is responsible for overseeing\nthe identification, assessment and selection\nof candidates for appointment to the Board.\nAlthough no Board appointments were made\nduring 2025, the Committee continued to\nreview the composition of the Board closely,\nwith reference to the Group’s strategic priorities,\nthe Board skills matrix and the outcomes of the\nannual Board evaluation.\nThe Committee is committed to applying best\npractice in all aspects of Board appointments.\nThis includes, where appropriate, the use of\n\nindependent external executive search firms\nwith relevant expertise to support objective and\ncomprehensive search processes. The Committee\nwill continue to keep Board composition under\nregular review and is prepared to initiate a formal\nrecruitment process should a skills gap, changes\nin Board requirements or planned director\nrotation necessitate a new appointment.\nPerformance review, conflicts and\nindependence\nOur annual performance review process provides\nthe Board and the Committees with an\nopportunity to consider and reflect on the quality\n\nPROCESS FOR BOARD APPOINTMENTS\n\n1\n2\n3\n4\n5\n6\n7\n8\n\nRole specification\n\nThe Committee develops a role specification and list of\ncharacteristics deemed essential for the new non-executive director.\n\nElection of\nexternal\nsearch firm\n\nFollowing a final review of the role specification, an external search\nfirm is appointed based on their expertise relative to each role.\n\nCollation of\ncandidate list\n\nFollowing consultation with the Chairman and the CEO, the search\nfirm prepares a longlist of potential candidates, which is\nsubsequently reviewed by the Committee and a shortlist agreed.\n\nCandidate\ninterviews\n\nPreliminary interviews with each of the shortlisted candidates are\nheld by the Committee, following which the Committee agree on the\ncandidates that best meet the role specification.\n\nFinal stage\ninterviews\n\nThe preferred candidates attend additional meetings with the\nexecutive directors and members of the Executive Committee, as\nnecessary.\n\nCandidate\nreferences\n\nThe Committee seeks references for the preferred candidates and\nholds virtual meetings with the associated referees.\n\nCommittee\nrecommendation\n\nThe Committee holds a debrief following the conclusion of all of the\ninterviews and referee meetings and makes a recommendation to\nthe Board for its consideration.\n\nBoard decision and\nannouncement\n\nThe Board considers the recommendation of the Committee and (if\ndeemed appropriate) approves the appointment, following which an\nannouncement is made via the London Stock Exchange.\n\nand effectiveness of their decision making and for\neach director to consider their own contribution\nand performance. This year, the review was\nexternally facilitated by Lintstock, an independent\nadvisory firm that does not provide any other\nservices to, or have any connection with the\nCompany. To support its assessment of Board\ncomposition and succession planning, the\nCommittee reviewed and refreshed the Board\nskills matrix during 2025. The matrix provides an\noverview of the Board’s collective capabilities and\nhighlights the areas of experience most relevant\nto the Group’s long term strategy, operating\nenvironment and risk profile. It is used by the\nCommittee to identify areas of strength,\nopportunities for further development and any\ncapability gaps that may inform future\nrecruitment plans.\nThe Committee is satisfied that the Board’s\nskills and experience remain appropriate for\noverseeing the Group’s strategic priorities.\nFeedback from the annual performance review\nalso confirmed that the Committee continues\nto operate effectively. The review identified areas\nfor continued focus during 2026, including\nstrengthening the talent pipeline and maintaining\nclose oversight of Board and senior leadership\nsuccession to ensure ongoing alignment between\nBoard and senior leadership composition and the\nGroup’s long term strategic priorities. These areas\nare reflected in the Committee’s key priorities\nfor 2026 on page 93.\nThe Committee undertook its annual review\nof directors’ conflict authorisations as recorded\nin the Conflicts of Interest Register. The register,\nwhich is maintained by the Company Secretary,\nrecords all actual or potential conflict situations\ndisclosed by directors in accordance with their\nstatutory duties under the Companies Act 2006.\nThe Committee was satisfied that all disclosed\nsituations had been appropriately recorded\nand that no matters arose during the year which\nwould prevent any director from discharging their\nduties independently and in the best interests\nof the Company.\n\nThe Committee assesses the independence of\neach non‑executive director in accordance with\nthe relevant provisions of the Code. Following its\nreview for 2025, the Committee is satisfied that\nall non‑executive directors meet the criteria for\nindependence, and that the Chairman met the\nindependence criteria on appointment, as\nrequired by the Code.\nThe Committee and the Board are mindful of the\nindependence provisions of the Code, which state\nthat serving on the Board for more than nine\nyears from the date of first appointment may\nimpair or appear to impair a non‑executive\ndirector’s independence. However, tenure is only\none element of the broader assessment of\nindependence.\nIn considering the continued independence of\nStephan Nanninga, who will complete his third\nthree year term on 30 April 2026, the Committee\nand the Board reviewed his ongoing contribution\nto Board discussions. In particular, the directors\nnoted the valuable insight and deep knowledge of\nthe business that Stephan brings, which enable\nhim to provide robust and constructive challenge\nto management. The continuity he offers is also\nconsidered beneficial in the context of the recent\nappointment of two new directors to the Board.\nThrough the Nomination Committee, the Board\nremains focused on ensuring the orderly\nsuccession of non-executive directors and\nintends to commence the succession planning\nprocess for Stephan in due course, with the\nexpectation that he will step down at the 2027\nAGM. Following a rigorous review by the\nNomination Committee, and as part of the wider\nBoard evaluation process, the Committee\nconcluded that Stephan continues to\ndemonstrate independent judgement, performs\nhis role effectively and shows full commitment to\nhis responsibilities. Accordingly, on the\nCommittee’s recommendation, the Board has\napproved the proposal that Stephan be reappointed as a director for a further 12 months\nfollowing the expiry of his current term, subject\nto his re-appointment by shareholders at the\nforthcoming AGM on 22 April 2026.", "tables": [ [ [ "PPRROOCCEESSSS FFOORR BBOOAARRDD AAPPPPOOIINNTTMMEENNTTSS", "", "", "" ], [ "", "11", "RRoollee ssppeecciifificcaattiioonn", "TThhee CCoommmmiitttteeee ddeevveellooppss aa rroollee ssppeecciifificcaattiioonn aanndd lliisstt ooff cchhaarraacctteerriissttiiccss ddeeeemmeedd eesssseennttiiaall ffoorr tthhee nneeww nnoonn--eexxeeccuuttiivvee ddiirreeccttoorr.." ], [ "", "22", "EElleeccttiioonn ooff eexxtteerrnnaall sseeaarrcchh fifirrmm", "FFoolllloowwiinngg aa fifinnaall rreevviieeww ooff tthhee rroollee ssppeecciifificcaattiioonn,, aann eexxtteerrnnaall sseeaarrcchh fifirrmm iiss aappppooiinntteedd bbaasseedd oonn tthheeiirr eexxppeerrttiissee rreellaattiivvee ttoo eeaacchh rroollee.." ], [ "", "33", "CCoollllaattiioonn ooff ccaannddiiddaattee lliisstt", "FFoolllloowwiinngg ccoonnssuullttaattiioonn wwiitthh tthhee CChhaaiirrmmaann aanndd tthhee CCEEOO,, tthhee sseeaarrcchh fifirrmm pprreeppaarreess aa lloonngglliisstt ooff ppootteennttiiaall ccaannddiiddaatteess,, wwhhiicchh iiss ssuubbsseeqquueennttllyy rreevviieewweedd bbyy tthhee CCoommmmiitttteeee aanndd aa sshhoorrttlliisstt aaggrreeeedd.." ], [ "", "44", "CCaannddiiddaattee iinntteerrvviieewwss", "PPrreelliimmiinnaarryy iinntteerrvviieewwss wwiitthh eeaacchh ooff tthhee sshhoorrttlliisstteedd ccaannddiiddaatteess aarree hheelldd bbyy tthhee CCoommmmiitttteeee,, ffoolllloowwiinngg wwhhiicchh tthhee CCoommmmiitttteeee aaggrreeee oonn tthhee ccaannddiiddaatteess tthhaatt bbeesstt mmeeeett tthhee rroollee ssppeecciifificcaattiioonn.." ], [ "", "55", "FFiinnaall ssttaaggee iinntteerrvviieewwss", "TThhee pprreeffeerrrreedd ccaannddiiddaatteess aatttteenndd aaddddiittiioonnaall mmeeeettiinnggss wwiitthh tthhee eexxeeccuuttiivvee ddiirreeccttoorrss aanndd mmeemmbbeerrss ooff tthhee EExxeeccuuttiivvee CCoommmmiitttteeee,, aass nneecceessssaarryy.." ], [ "", "66", "CCaannddiiddaattee rreeffeerreenncceess", "TThhee CCoommmmiitttteeee sseeeekkss rreeffeerreenncceess ffoorr tthhee pprreeffeerrrreedd ccaannddiiddaatteess aanndd hhoollddss vviirrttuuaall mmeeeettiinnggss wwiitthh tthhee aassssoocciiaatteedd rreeffeerreeeess.." ], [ "", "77", "CCoommmmiitttteeee rreeccoommmmeennddaattiioonn", "TThhee CCoommmmiitttteeee hhoollddss aa ddeebbrriieeff ffoolllloowwiinngg tthhee ccoonncclluussiioonn ooff aallll ooff tthhee iinntteerrvviieewwss aanndd rreeffeerreeee mmeeeettiinnggss aanndd mmaakkeess aa rreeccoommmmeennddaattiioonn ttoo tthhee BBooaarrdd ffoorr iittss ccoonnssiiddeerraattiioonn.." ], [ "", "88", "BBooaarrdd ddeecciissiioonn aanndd aannnnoouunncceemmeenntt", "TThhee BBooaarrdd ccoonnssiiddeerrss tthhee rreeccoommmmeennddaattiioonn ooff tthhee CCoommmmiitttteeee aanndd ((iiff ddeeeemmeedd aapppprroopprriiaattee)) aapppprroovveess tthhee aappppooiinnttmmeenntt,, ffoolllloowwiinngg wwhhiicchh aann aannnnoouunncceemmeenntt iiss mmaaddee vviiaa tthhee LLoonnddoonn SSttoocckk EExxcchhaannggee.." ] ] ], "word_count": 1210, "visual_charts": [] }, { "page_number": 98, "section": "Directors' Report", "subsection": "Our Board at a Glance", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 96", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 96\n\nNOMINATION COMMITTEE REPORT continued\n\n\n\n OUR BOARD AT A GLANCE\n\n Board composition Independence of directors Board gender Ethnic diversity\n (incl. Chairman) (excl. Chairman)\n (as at 31 December 2025) (as at 31 December 2025) (as at 31 December 2025) (as at 31 December 2025)\n\n\n\n\n Executive 2 Independent 6 Male 4 Director from minority\n \t\u0007Non-executive 7 Non-independent 2 Female 5 ethnic group 2\n Other 7\n\n\n\n\n SKILLS AND EXPERIENCE TO SUPPORT OUR SUCCESS\n\n Each of the directors is considered to have a breadth of strategic, management and financial experience gained in each of their own fields in a range of multinational businesses. The Board also has\n access to the services of the General Counsel, who is a qualified solicitor. Additional skills are summarised below:\n Daniela\n Frank Richard Peter Stephan Vin Murria Pam Jacky Julia Barone Soares\n Skills held van Zanten Howes Ventress Nanninga OBE Kirby Simmonds Wilson OBE\n Core industry experience\n Digital/cyber security\n International\n Sustainability\n Mergers and acquisitions\n Strategy\n Remuneration/people\n Finance\n Experience in region\n North America\n Continental Europe\n UK & Ireland\n Rest of the World (LATAM)\n Rest of the World (APAC)", "text_reading_order": "Bunzl plc Annual Report 2025\n\nDirectors’ Report\n\nStrategic Report\n\nFinancial Statements\n\n96\n\nAdditional Information\n\nNOMINATION COMMITTEE REPORT continued\n\nOUR BOARD AT A GLANCE\nBoard composition\n(incl. Chairman)\n\nIndependence of directors\n(excl. Chairman)\n\n(as at 31 December 2025)\n\nExecutive\n\t\u0007Non-executive\n\n(as at 31 December 2025)\n\n2\n7\n\nIndependent\nNon-independent\n\n6\n2\n\nBoard gender\n\nEthnic diversity\n\n(as at 31 December 2025)\n\n(as at 31 December 2025)\n\nMale\nFemale\n\n4\n5\n\nDirector from minority\nethnic group\nOther\n\n2\n7\n\nSKILLS AND EXPERIENCE TO SUPPORT OUR SUCCESS\nEach of the directors is considered to have a breadth of strategic, management and financial experience gained in each of their own fields in a range of multinational businesses. The Board also has\naccess to the services of the General Counsel, who is a qualified solicitor. Additional skills are summarised below:\nSkills held\n\nCore industry experience\nDigital/cyber security\nInternational\nSustainability\nMergers and acquisitions\nStrategy\nRemuneration/people\nFinance\nExperience in region\n\nNorth America\nContinental Europe\nUK & Ireland\nRest of the World (LATAM)\nRest of the World (APAC)\n\nFrank\nvan Zanten\n\nRichard\nHowes\n\nPeter\nVentress\n\nStephan\nNanninga\n\nVin Murria\nOBE\n\nPam\nKirby\n\nJacky\nSimmonds\n\nJulia\nWilson\n\nDaniela\nBarone Soares\nOBE", "tables": [ [ [ "OUR BOARD AT A GLANCE" ], [ "Board composition Independence of directors Board gender Ethnic diversity (incl. Chairman) (excl. Chairman) (as at 31 December 2025) (as at 31 December 2025) (as at 31 December 2025) (as at 31 December 2025) Executive 2 Independent 6 Male 4 Director from minority Non-executive 7 Non-independent 2 Female 5 ethnic group 2 Other 7" ] ], [ [ "SKILLS AND EXPERIENCE TO SUPPORT OUR SUCCESS" ], [ "Each of the directors is considered to have a breadth of strategic, management and financial experience gained in each of their own fields in a range of multinational businesses. The Board also has access to the services of the General Counsel, who is a qualified solicitor. Additional skills are summarised below: Daniela Frank Richard Peter Stephan Vin Murria Pam Jacky Julia Barone Soares Skills held van Zanten Howes Ventress Nanninga OBE Kirby Simmonds Wilson OBE Core industry experience Digital/cyber security International Sustainability Mergers and acquisitions Strategy Remuneration/people Finance Experience in region North America Continental Europe UK & Ireland Rest of the World (LATAM) Rest of the World (APAC)" ] ] ], "word_count": 191, "visual_charts": [ { "title": "Our Board at a glance (donut charts, as at 31 December 2025)", "type": "donut_set", "series": [ { "chart": "Board composition (incl. Chairman)", "Executive": 2, "Non-executive": 7 }, { "chart": "Independence of directors (excl. Chairman)", "Independent": 6, "Non-independent": 2 }, { "chart": "Board gender", "Male": 4, "Female": 5 }, { "chart": "Ethnic diversity", "Director from minority ethnic group": 2, "Other": 7 } ] }, { "title": "Skills and experience matrix (dot = skill held)", "type": "matrix", "directors": [ "Frank van Zanten", "Richard Howes", "Peter Ventress", "Stephan Nanninga", "Vin Murria OBE", "Pam Kirby", "Jacky Simmonds", "Julia Wilson", "Daniela Barone Soares OBE" ], "skills": { "Core industry experience": [ "Frank van Zanten", "Richard Howes", "Peter Ventress", "Stephan Nanninga", "Pam Kirby", "Jacky Simmonds" ], "Digital/cyber security": [ "Stephan Nanninga", "Vin Murria OBE", "Julia Wilson", "Daniela Barone Soares OBE" ], "International": [ "Frank van Zanten", "Richard Howes", "Peter Ventress", "Stephan Nanninga", "Vin Murria OBE", "Pam Kirby", "Jacky Simmonds", "Julia Wilson", "Daniela Barone Soares OBE" ], "Sustainability": [ "Frank van Zanten", "Richard Howes", "Peter Ventress", "Vin Murria OBE", "Pam Kirby", "Julia Wilson", "Daniela Barone Soares OBE" ], "Mergers and acquisitions": [ "Frank van Zanten", "Richard Howes", "Peter Ventress", "Stephan Nanninga", "Vin Murria OBE", "Pam Kirby", "Jacky Simmonds", "Julia Wilson", "Daniela Barone Soares OBE" ], "Strategy": [ "Frank van Zanten", "Richard Howes", "Peter Ventress", "Stephan Nanninga", "Vin Murria OBE", "Pam Kirby", "Jacky Simmonds", "Julia Wilson", "Daniela Barone Soares OBE" ], "Remuneration/people": [ "Frank van Zanten", "Richard Howes", "Peter Ventress", "Stephan Nanninga", "Vin Murria OBE", "Pam Kirby", "Jacky Simmonds", "Julia Wilson", "Daniela Barone Soares OBE" ], "Finance": [ "Frank van Zanten", "Richard Howes", "Peter Ventress", "Stephan Nanninga", "Vin Murria OBE", "Pam Kirby", "Julia Wilson", "Daniela Barone Soares OBE" ] }, "experience_in_region": { "North America": [ "Frank van Zanten", "Richard Howes", "Peter Ventress", "Vin Murria OBE", "Pam Kirby", "Jacky Simmonds", "Julia Wilson", "Daniela Barone Soares OBE" ], "Continental Europe": [ "Frank van Zanten", "Richard Howes", "Peter Ventress", "Stephan Nanninga", "Vin Murria OBE", "Pam Kirby", "Jacky Simmonds", "Julia Wilson", "Daniela Barone Soares OBE" ], "UK & Ireland": [ "Frank van Zanten", "Richard Howes", "Peter Ventress", "Stephan Nanninga", "Vin Murria OBE", "Pam Kirby", "Jacky Simmonds", "Julia Wilson", "Daniela Barone Soares OBE" ], "Rest of the World (LATAM)": [ "Frank van Zanten", "Richard Howes", "Stephan Nanninga", "Jacky Simmonds", "Daniela Barone Soares OBE" ], "Rest of the World (APAC)": [ "Frank van Zanten", "Richard Howes", "Peter Ventress", "Stephan Nanninga", "Pam Kirby", "Jacky Simmonds", "Julia Wilson" ] }, "note": "Matrix transcribed from positional dots; verify against page image for edge cases." } ] }, { "page_number": 99, "section": "Directors' Report", "subsection": "Audit Committee Report", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 97", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 97\n\nAUDIT COMMITTEE REPORT\n\n Introduction from Julia Wilson Preparation for compliance with\n This is my first Audit Committee report for the Provision 29 of the UK Corporate\n year ended 31 December 2025 following my Governance Code 2024\n appointment as Committee Chair in April 2025,\n (the ‘2024 Code’)\n and I would like to express thanks to my\n predecessor, Lloyd Pitchford, in handing over During the year, the Committee operated in\n the role. accordance with the Financial Reporting Council’s\n (‘FRC’) Minimum Standard: Audit Committees and\n The purpose of this report is to provide a clear the External Audit (the ‘Minimum Standard’) and\n overview of the Committee’s remit and activities, the 2024 Code, save for Provision 29, where the\n demonstrating how we have effectively Company has complied with its equivalent from\n discharged our responsibilities during the year, the 2018 version of the Code.\n with a focus on priority areas identified in last\n year’s Committee performance review. Bunzl’s The Committee devoted considerable time in\n governance framework continues to be 2025 to preparing for the changes introduced\n underpinned by transparent reporting, robust under revised Provision 29 of the 2024 Code,\n systems of risk management and internal control, which is applicable from 1 January 2026. These\n and strong, data‑driven assurance. Within this changes relate primarily to the requirement for\n framework, the Committee plays a central role boards to make a declaration on the effectiveness\n in monitoring the integrity of the Company’s of their respective company’s material controls\n financial and non‑financial reporting, overseeing as at the balance sheet date.\n the design, operation and continual improvement The Committee reviewed and amended its terms\n of risk management and internal control systems, of reference to expand its remit to cover material\n \t\u0007\u0007Julia Wilson, Chair of the Audit Committee\n and assessing the independence and controls, and also reviewed and recommended to\n effectiveness of both the internal audit function the Board a new Material Controls Policy,\n\n “\u0007The Committee placed particular and the external audit process.\n During 2025, the Committee placed particular\n intended to support in the identification and\n monitoring of the effectiveness of material\n\n emphasis on overseeing management’s emphasis on overseeing management’s efforts\n to enhance the identification, testing and\n controls. Information regarding the work\n undertaken in preparation for revised Provision\n\n\n efforts to enhance the identification, monitoring of material financial and operational 29 can be found on page 103.\n controls, particularly in the context of the Further details on the Company’s compliance with\n\n testing and monitoring of material\n challenges experienced in our North American the 2024 Code and the Minimum Standard can be\n Distribution business, and against a backdrop of found later in this report and on page 75.\n increasing external uncertainties for geopolitical\n\n financial and operational controls.” and technological change. As part of this work,\n the Committee evaluated the results of an\n external balance sheet review of the business,\n which identified several process‑enhancement\n opportunities. The Committee supported\n management in progressing these improvements\n to strengthen financial governance and reduce\n future risk. This work strengthens the Group’s\n control environment which, together with Bunzl’s\n strong culture of accountability, integrity and\n openness, forms an important foundation for\n safeguarding stakeholder interests and\n supporting long term resilience.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\n97\n\nAUDIT COMMITTEE REPORT\nIntroduction from Julia Wilson\nThis is my first Audit Committee report for the\nyear ended 31 December 2025 following my\nappointment as Committee Chair in April 2025,\nand I would like to express thanks to my\npredecessor, Lloyd Pitchford, in handing over\nthe role.\n\n\t\u0007\u0007Julia Wilson, Chair of the Audit Committee\n\n“\u0007The Committee placed particular\nemphasis on overseeing management’s\nefforts to enhance the identification,\ntesting and monitoring of material\nfinancial and operational controls.”\n\nThe purpose of this report is to provide a clear\noverview of the Committee’s remit and activities,\ndemonstrating how we have effectively\ndischarged our responsibilities during the year,\nwith a focus on priority areas identified in last\nyear’s Committee performance review. Bunzl’s\ngovernance framework continues to be\nunderpinned by transparent reporting, robust\nsystems of risk management and internal control,\nand strong, data‑driven assurance. Within this\nframework, the Committee plays a central role\nin monitoring the integrity of the Company’s\nfinancial and non‑financial reporting, overseeing\nthe design, operation and continual improvement\nof risk management and internal control systems,\nand assessing the independence and\neffectiveness of both the internal audit function\nand the external audit process.\nDuring 2025, the Committee placed particular\nemphasis on overseeing management’s efforts\nto enhance the identification, testing and\nmonitoring of material financial and operational\ncontrols, particularly in the context of the\nchallenges experienced in our North American\nDistribution business, and against a backdrop of\nincreasing external uncertainties for geopolitical\nand technological change. As part of this work,\nthe Committee evaluated the results of an\nexternal balance sheet review of the business,\nwhich identified several process‑enhancement\nopportunities. The Committee supported\nmanagement in progressing these improvements\nto strengthen financial governance and reduce\nfuture risk. This work strengthens the Group’s\ncontrol environment which, together with Bunzl’s\nstrong culture of accountability, integrity and\nopenness, forms an important foundation for\nsafeguarding stakeholder interests and\nsupporting long term resilience.\n\nPreparation for compliance with\nProvision 29 of the UK Corporate\nGovernance Code 2024\n(the ‘2024 Code’)\nDuring the year, the Committee operated in\naccordance with the Financial Reporting Council’s\n(‘FRC’) Minimum Standard: Audit Committees and\nthe External Audit (the ‘Minimum Standard’) and\nthe 2024 Code, save for Provision 29, where the\nCompany has complied with its equivalent from\nthe 2018 version of the Code.\nThe Committee devoted considerable time in\n2025 to preparing for the changes introduced\nunder revised Provision 29 of the 2024 Code,\nwhich is applicable from 1 January 2026. These\nchanges relate primarily to the requirement for\nboards to make a declaration on the effectiveness\nof their respective company’s material controls\nas at the balance sheet date.\nThe Committee reviewed and amended its terms\nof reference to expand its remit to cover material\ncontrols, and also reviewed and recommended to\nthe Board a new Material Controls Policy,\nintended to support in the identification and\nmonitoring of the effectiveness of material\ncontrols. Information regarding the work\nundertaken in preparation for revised Provision\n29 can be found on page 103.\nFurther details on the Company’s compliance with\nthe 2024 Code and the Minimum Standard can be\nfound later in this report and on page 75.", "tables": [ [ [ "", "", "" ], [ "", "", "" ], [ "", "", "" ], [ "", "Julia Wilson, Chair of the Audit Committee", "" ], [ "", "“ The Committee placed particular emphasis on overseeing management’s efforts to enhance the identification, testing and monitoring of material financial and operational controls.”", "" ], [ "", "", "" ] ] ], "word_count": 533, "visual_charts": [] }, { "page_number": 100, "section": "Directors' Report", "subsection": "Audit Committee Report", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 98", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 98\n\nAUDIT COMMITTEE REPORT continued\n\nRisk management and Additional information on our governance of risk In 2025, the Committee conducted its routine updates on the evolving reporting landscape,\ninternal control management and internal controls can be found assessments of both the effectiveness of the and the Committee oversaw enhancements\n later in this report and in the Corporate internal audit function and the external audit in methodologies, control processes, and\nEffective systems of risk management and\n governance report on pages 90 and 91. process. Following detailed discussion on the management ownership of ESG data. The\ninternal control are fundamental to maintaining\n outputs of these reviews, the Committee Committee also discussed the role of external\nstakeholder trust and supporting the Company’s Information and cyber security concluded that the external audit process assurance in strengthening confidence in key\nlong term strategic objectives. These systems Information and cyber security remained a key relating to the 2024 financial statements, and disclosures. Additional information on the\noperate within Bunzl’s strong risk-aware culture area of focus for the Committee in 2025 amid a the internal audit function both remained Committee’s role in relation to ESG and\nand are underpinned by well-established rapidly evolving threat landscape, including in effective and efficient. non‑financial reporting and assurance is\nprocedures designed to identify, assess, and relation to Artificial Intelligence (‘AI’) enabled\nmitigate risks across the business. In addition to the assessment of effectiveness provided on page 102.\n risks and ransomware.\n of the internal audit function, the Committee also Performance evaluation\nThroughout the year, the Committee continued The Chief Information Officer and Chief considered and approved a 5 year internal audit\nto provide rigorous oversight and constructive Information Security Officer provided regular Based on the results of the 2025 performance\n strategy designed to strengthen oversight in line\nchallenge to management, to ensure that the information security updates during the year review, the Board continues to consider the\n with the Group’s continued growth. As part of this\nGroup’s risk management and internal controls and the Committee received targeted training Committee to be thorough and effective in\n strategy, the Committee approved the\nframework remains robust and appropriate in on cyber risk management and mitigation fulfilling its responsibilities. More information\n establishment of a new Internal Audit hub in Brazil\na dynamic operating environment. As part of strategies. These sessions facilitated constructive concerning the review process can be found in\n to support the growing number of businesses in\nits work, the Committee considered and challenge of Bunzl’s approach to cyber security the Corporate governance report on page 89 and\n the region, thereby ensuring those operations\nsubsequently recommended to the Board for and informed valuable feedback from Committee the priorities arising from the 2025 review are\n receive dedicated audit coverage. The Committee\napproval updates to the Group’s Risk members on potential opportunities to further summarised on page 99.\n also approved additional investment in the\nManagement Policy, primarily to introduce a new strengthen the Company’s information security internal audit function to support the effective Additional detail on the Committee’s activities\nMaterial Controls Policy in anticipation of the framework and enhance Board-level implementation of the strategy. The strategy during 2025 and the key areas of focus in 2026\nupdated Provision 29. understanding of the various types of cyber risk. introduces a tiered approach to audits, applying can be found later in this report. The Committee\nGiven the challenges within the North American different levels of scope and review based on will continue to keep its remit and activities under\n During the year, the Committee considered the\ndistribution business, the Committee prioritised each business’ size and risk profile to ensure that review to ensure they remain appropriate and\n results of an external information security\nreviews of forecasting and performance audit activity remains appropriately targeted and aligned with the needs of the business and its\n maturity assessment. The Committee was\nmanagement as part of the material controls proportionate. In approving these measures, the regulatory environment.\n pleased to see that all in-scope entities,\nwork, and provided guidance on introducing a Committee recognised the importance of\n accounting for c.38% of revenue, exceeded the\nnew principal risk, “Major Change Programme target maturity level set in 2020, demonstrating\n adapting the internal audit function to the Group’s Stakeholder engagement\nExecution”, relating to change management for expanding footprint and evolving risk As the Chair of the Committee, I seek to engage\n continued strengthening of the Group’s cyber\nkey projects. environment. The Committee believes that this with Bunzl’s stakeholders in order to obtain their\n security capabilities.\n tailored strategy will further enhance risk feedback and discuss any concerns that they may\nThe Committee also continued to receive Further information on the Group’s approach management and internal control effectiveness have regarding the Committee’s operations and\nupdates in respect of the Internal Controls to information and cyber security is provided across the Group. oversight. I shall also be attending the Company’s\nEssentials programme throughout 2025, having on page 102.\npreviously determined that it continued to evolve Further information in relation to the internal and forthcoming AGM to answer any questions that\nin an appropriate manner with regard to the 2024 Audit external audit processes and the Committee’s shareholders may have. Further information\nCode. The Committee also received regular reviews thereof can be found on pages 104 to 106 concerning stakeholder engagement can be\n An effective, high quality audit process underpins\nupdates on fraud risk and fraud-related processes of this report. found on pages 60 to 63.\n confidence in the Company’s financial statements\nand controls. These updates enabled the and supports informed decision making by\nCommittee to scrutinise and provide constructive Non-financial and Environmental, Julia Wilson\n stakeholders. The Committee remains committed Chair of the Audit Committee\nchallenge in respect of the protocols in place to Social and Governance (‘ESG’)\n to maintaining these high standards through 2 March 2026\ndetect, assess, and respond to actual or potential close engagement with the internal audit function, reporting\ninstances of fraud. the external auditors, management and other key Recognising changing and diverging stakeholder\n stakeholders throughout the year. expectations, the Committee continued to review\n the Company’s non‑financial and ESG reporting\n during 2025. Management provided regular", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\n98\n\nAUDIT COMMITTEE REPORT continued\nRisk management and\ninternal control\nEffective systems of risk management and\ninternal control are fundamental to maintaining\nstakeholder trust and supporting the Company’s\nlong term strategic objectives. These systems\noperate within Bunzl’s strong risk-aware culture\nand are underpinned by well-established\nprocedures designed to identify, assess, and\nmitigate risks across the business.\n\nAdditional information on our governance of risk\nmanagement and internal controls can be found\nlater in this report and in the Corporate\ngovernance report on pages 90 and 91.\n\nInformation and cyber security\nInformation and cyber security remained a key\narea of focus for the Committee in 2025 amid a\nrapidly evolving threat landscape, including in\nrelation to Artificial Intelligence (‘AI’) enabled\nrisks and ransomware.\n\nThroughout the year, the Committee continued\nto provide rigorous oversight and constructive\nchallenge to management, to ensure that the\nGroup’s risk management and internal controls\nframework remains robust and appropriate in\na dynamic operating environment. As part of\nits work, the Committee considered and\nsubsequently recommended to the Board for\napproval updates to the Group’s Risk\nManagement Policy, primarily to introduce a new\nMaterial Controls Policy in anticipation of the\nupdated Provision 29.\n\nThe Chief Information Officer and Chief\nInformation Security Officer provided regular\ninformation security updates during the year\nand the Committee received targeted training\non cyber risk management and mitigation\nstrategies. These sessions facilitated constructive\nchallenge of Bunzl’s approach to cyber security\nand informed valuable feedback from Committee\nmembers on potential opportunities to further\nstrengthen the Company’s information security\nframework and enhance Board-level\nunderstanding of the various types of cyber risk.\n\nGiven the challenges within the North American\ndistribution business, the Committee prioritised\nreviews of forecasting and performance\nmanagement as part of the material controls\nwork, and provided guidance on introducing a\nnew principal risk, “Major Change Programme\nExecution”, relating to change management for\nkey projects.\n\nDuring the year, the Committee considered the\nresults of an external information security\nmaturity assessment. The Committee was\npleased to see that all in-scope entities,\naccounting for c.38% of revenue, exceeded the\ntarget maturity level set in 2020, demonstrating\ncontinued strengthening of the Group’s cyber\nsecurity capabilities.\n\nThe Committee also continued to receive\nupdates in respect of the Internal Controls\nEssentials programme throughout 2025, having\npreviously determined that it continued to evolve\nin an appropriate manner with regard to the 2024\nCode. The Committee also received regular\nupdates on fraud risk and fraud-related processes\nand controls. These updates enabled the\nCommittee to scrutinise and provide constructive\nchallenge in respect of the protocols in place to\ndetect, assess, and respond to actual or potential\ninstances of fraud.\n\nFurther information on the Group’s approach\nto information and cyber security is provided\non page 102.\n\nAudit\nAn effective, high quality audit process underpins\nconfidence in the Company’s financial statements\nand supports informed decision making by\nstakeholders. The Committee remains committed\nto maintaining these high standards through\nclose engagement with the internal audit function,\nthe external auditors, management and other key\nstakeholders throughout the year.\n\nIn 2025, the Committee conducted its routine\nassessments of both the effectiveness of the\ninternal audit function and the external audit\nprocess. Following detailed discussion on the\noutputs of these reviews, the Committee\nconcluded that the external audit process\nrelating to the 2024 financial statements, and\nthe internal audit function both remained\neffective and efficient.\nIn addition to the assessment of effectiveness\nof the internal audit function, the Committee also\nconsidered and approved a 5 year internal audit\nstrategy designed to strengthen oversight in line\nwith the Group’s continued growth. As part of this\nstrategy, the Committee approved the\nestablishment of a new Internal Audit hub in Brazil\nto support the growing number of businesses in\nthe region, thereby ensuring those operations\nreceive dedicated audit coverage. The Committee\nalso approved additional investment in the\ninternal audit function to support the effective\nimplementation of the strategy. The strategy\nintroduces a tiered approach to audits, applying\ndifferent levels of scope and review based on\neach business’ size and risk profile to ensure that\naudit activity remains appropriately targeted and\nproportionate. In approving these measures, the\nCommittee recognised the importance of\nadapting the internal audit function to the Group’s\nexpanding footprint and evolving risk\nenvironment. The Committee believes that this\ntailored strategy will further enhance risk\nmanagement and internal control effectiveness\nacross the Group.\nFurther information in relation to the internal and\nexternal audit processes and the Committee’s\nreviews thereof can be found on pages 104 to 106\nof this report.\n\nNon-financial and Environmental,\nSocial and Governance (‘ESG’)\nreporting\nRecognising changing and diverging stakeholder\nexpectations, the Committee continued to review\nthe Company’s non‑financial and ESG reporting\nduring 2025. Management provided regular\n\nupdates on the evolving reporting landscape,\nand the Committee oversaw enhancements\nin methodologies, control processes, and\nmanagement ownership of ESG data. The\nCommittee also discussed the role of external\nassurance in strengthening confidence in key\ndisclosures. Additional information on the\nCommittee’s role in relation to ESG and\nnon‑financial reporting and assurance is\nprovided on page 102.\n\nPerformance evaluation\nBased on the results of the 2025 performance\nreview, the Board continues to consider the\nCommittee to be thorough and effective in\nfulfilling its responsibilities. More information\nconcerning the review process can be found in\nthe Corporate governance report on page 89 and\nthe priorities arising from the 2025 review are\nsummarised on page 99.\nAdditional detail on the Committee’s activities\nduring 2025 and the key areas of focus in 2026\ncan be found later in this report. The Committee\nwill continue to keep its remit and activities under\nreview to ensure they remain appropriate and\naligned with the needs of the business and its\nregulatory environment.\n\nStakeholder engagement\nAs the Chair of the Committee, I seek to engage\nwith Bunzl’s stakeholders in order to obtain their\nfeedback and discuss any concerns that they may\nhave regarding the Committee’s operations and\noversight. I shall also be attending the Company’s\nforthcoming AGM to answer any questions that\nshareholders may have. Further information\nconcerning stakeholder engagement can be\nfound on pages 60 to 63.\nJulia Wilson\nChair of the Audit Committee\n2 March 2026", "tables": [ [ [ "Bunzl plc Annual Re", "port 2025", "", "Strategic Report", "", "Dire", "ctors’ Report", "Fi", "nancial Statem", "ents", "Additional Informatio", "n", "" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "AUDIT COMMIT", "TEE REPORT", "continued", "", "", "", "", "", "", "", "", "", "" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "Risk managem", "ent and", "", "Additional inform", "ation on o", "ur governan", "ce of risk", "In 2025, the Commit", "tee conduct", "ed its routine", "updates on the evolv", "ing reportin", "g landscape," ], [ "internal contr Effective systems o", "ol f risk manage", "ment and", "management and later in this repor governance repor", "internal c t and in th t on page", "ontrols can b e Corporate s 90 and 91.", "e found", "assessments of bot internal audit functi process. Following d", "h the effectiv on and the e etailed discu", "eness of the xternal audit ssion on the", "and the Committee o in methodologies, co management owner", "versaw enh ntrol proces ship of ESG d", "ancements ses, and ata. The" ], [ "internal control are stakeholder trust a long term strategic operate within Bun and are underpinn procedures design mitigate risks acros Throughout the yea to provide rigorous challenge to manag Group’s risk manag framework remains", "fundamental nd supportin objectives. Th zl’s strong risk ed by well-est ed to identify, s the busines r, the Commi oversight and ement, to ens ement and in robust and a", "to maintaining g the Company’s ese systems -aware culture ablished assess, and s. ttee continued constructive ure that the ternal controls ppropriate in", "Information Information and c area of focus for t rapidly evolving th relation to Artifici risks and ransom The Chief Informa Information Secu information secur and the Committe on cyber risk man", "and cy yber secu he Comm reat land al Intellige ware. tion Offic rity Office ity updat e receive agement", "ber securi rity remaine ittee in 2025 scape, includ nce (‘AI’) ena er and Chief r provided re es during the d targeted tr and mitigatio", "ty d a key amid a ing in bled gular year aining n", "outputs of these rev concluded that the relating to the 2024 the internal audit fu effective and efficie In addition to the as of the internal audit considered and app strategy designed to with the Group’s co strategy, the Commi establishment of a n", "iews, the Co external audi financial stat nction both r nt. sessment of function, the roved a 5 yea strengthen ntinued grow ttee approve ew Internal", "mmittee t process ements, and emained effectiveness Committee also r internal audit oversight in line th. As part of this d the Audit hub in Brazil", "Committee also disc assurance in strengt disclosures. Addition Committee’s role in r non-financial reporti provided on page 10 Performance e Based on the results review, the Board co Committee to be tho fulfilling its responsib", "ussed the ro hening confi al informatio elation to ES ng and assur 2. valuation of the 2025 ntinues to co rough and e ilities. More", "le of external dence in key n on the G and ance is performance nsider the ffective in information" ], [ "a dynamic operatin its work, the Comm subsequently reco approval updates t Management Policy Material Controls P updated Provision Given the challenge distribution busine reviews of forecasti management as pa work, and provided new principal risk, “ Execution”, relating key projects.", "g environmen ittee consider mmended to t o the Group’s , primarily to olicy in anticip 29. s within the N ss, the Comm ng and perfo rt of the mate guidance on Major Change to change ma", "t. As part of ed and he Board for Risk introduce a new ation of the orth American ittee prioritised rmance rial controls introducing a Programme nagement for", "strategies. These challenge of Bunz and informed valu members on pote strengthen the Co framework and e understanding of During the year, t results of an exte maturity assessm pleased to see th accounting for c.3 target maturity le continued streng security capabiliti", "sessions f l’s approa able feed ntial opp mpany’s nhance Bo the vario he Commi rnal infor ent. The at all in-sc 8% of rev vel set in thening of es.", "acilitated con ch to cyber s back from Co ortunities to f information s ard-level us types of cy ttee consider mation securi Committee w ope entities, enue, exceed 2020, demon the Group’s", "structive ecurity mmittee urther ecurity ber risk. ed the ty as ed the strating cyber", "to support the grow the region, thereby receive dedicated a also approved addit internal audit functi implementation of t introduces a tiered different levels of sc each business’ size audit activity remain proportionate. In ap Committee recognis adapting the interna expanding footprint environment. The C tailored strategy will", "ing number ensuring tho udit coverage ional investm on to suppor he strategy. T approach to ope and revi and risk profi s appropriat proving thes ed the impo l audit functi and evolving ommittee be further enh", "of businesses in se operations . The Committee ent in the t the effective he strategy audits, applying ew based on le to ensure that ely targeted and e measures, the rtance of on to the Group’s risk lieves that this ance risk", "concerning the revie the Corporate gover the priorities arising summarised on page Additional detail on t during 2025 and the can be found later in will continue to keep review to ensure the aligned with the nee regulatory environm Stakeholder en As the Chair of the C with Bunzl’s stakeho", "w process ca nance report from the 202 99. he Committ key areas of this report. its remit and y remain app ds of the bus ent. gagemen ommittee, I s lders in orde", "n be found in on page 89 a 5 review are ee’s activities focus in 2026 The Committ activities un ropriate and iness and its t eek to engag r to obtain th" ], [ "The Committee als updates in respect Essentials program previously determi in an appropriate m Code. The Committ updates on fraud ri and controls. These", "o continued to of the Interna me througho ned that it con anner with re ee also receiv sk and fraud- updates ena", "receive l Controls ut 2025, having tinued to evolve gard to the 2024 ed regular related processes bled the", "Further informati to information an on page 102. Audit An effective, high confidence in the and supports info", "on on the d cyber s quality au Company rmed dec", "Group’s app ecurity is prov dit process u ’s financial st ision making", "roach ided nderpins atements by", "management and in across the Group. Further information external audit proce reviews thereof can of this report. Non-financial", "ternal contro in relation to sses and the be found on and Envir", "l effectiveness the internal and Committee’s pages 104 to 106 onmental,", "feedback and discus have regarding the C oversight. I shall also forthcoming AGM to shareholders may ha concerning stakehol found on pages 60 t Julia Wilson", "s any concer ommittee’s be attendin answer any ve. Further i der engagem o 63.", "ns that they operations an g the Compan questions tha nformation ent can be" ], [ "Committee to scrut challenge in respec detect, assess, and instances of fraud.", "inise and pro t of the proto respond to a", "vide constructive cols in place to ctual or potential", "stakeholders. The to maintaining th close engagemen the external audit", "Committ ese high s t with the ors, man", "ee remains c tandards thr internal audi agement and", "ommitted ough t function, other key", "Social and Gov reporting Recognising changin", "ernance ( g and diverg", "‘ESG’) ing stakeholder", "Chair of the Audit C 2 March 2026", "ommittee", "" ], [ "", "", "", "stakeholders thro", "ughout th", "e year.", "", "expectations, the Co", "mmittee co", "ntinued to review", "", "", "" ], [ "", "", "", "", "", "", "", "the Company’s non-", "financial and", "ESG reporting", "", "", "" ], [ "", "", "", "", "", "", "", "during 2025. Manag", "ement provi", "ded regular", "", "", "" ] ] ], "word_count": 1031, "visual_charts": [] }, { "page_number": 101, "section": "Directors' Report", "subsection": "Audit Committee Report", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 99", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 99\n\nAUDIT COMMITTEE REPORT continued\n\n\nComposition and experience Audit Committee meetings Role and support during 2025 The Chair of the Committee holds preparatory\nThe Committee comprises all of the independent The table below sets out the Committee’s discussions with the Company’s senior\n The role of the Audit Committee is to act\nnon-executive directors, who were appointed composition and its members’ attendance at management, the Head of Internal Audit and Risk\n independently of management to safeguard\nto the Committee by the Board following the four scheduled Committee meetings held and the external auditors prior to Committee\n the interests of stakeholders in relation to the\nrecommendations by the Nomination Committee. during 2025. meetings to discuss the items to be considered\n Company’s financial and narrative reporting and\nThe Secretary to the Committee is the Company at the meetings. The Committee Chair also meets\n internal controls arrangements. A fundamental\nSecretary.\n Meetings attended* with Committee members throughout the year\n part of this role is ensuring that the Company has\n Julia Wilson 4/4 to obtain their feedback on the areas of\n effective governance over the Group’s financial\nAll members contribute to the work of the Committee focus. Separate discussions are held\n Stephan Nanninga 4/4 and non-financial reporting, including the\nCommittee and bring an appropriate balance of periodically during Committee meetings between\n Vin Murria 4/4 adequacy of related disclosures, the performance\nfinancial, risk management, commercial acumen the Committee and the Head of Internal Audit and\n Pam Kirby 4/4 of the internal audit function, the effectiveness of\nand experience in multinational organisations, Risk and the external auditors without\n the external audit process and the management\ncombined with a good understanding of the Jacky Simmonds 4/4 management present.\n of the Group’s risk management and internal\nCompany’s business and are therefore considered Daniela Barone Soares 4/4 controls framework and related compliance Following each Committee meeting, any\nby the Board to be collectively competent in the\n Lloyd Pitchford** 1/1 activities. significant findings are reported to the Board\nsector in which the Company operates.\n and copies of the minutes of the Committee\n * While the Company Chairman and the executive directors In the performance of its duties, the Committee\nHaving recently served as the Group Finance are not members of the Committee, they normally attend meetings are circulated to all directors and to\n has independent access to the services of the\nDirector of 3i Group plc for 14 years, as well as Committee meetings by invitation, together with the Head the external auditors.\n Company’s internal audit function and to the\nserving as Chair of the Audit Committee of of Internal Audit and Risk, the Group Financial Controller, the\n Group General Counsel, representatives from the external external auditors and may obtain outside The Committee Chair attends the AGM to respond\nBarclays plc, the Chair of the Committee, Julia\n auditors and other members of the Group finance team professional advice as necessary. to any shareholder questions that might be raised\nWilson, is considered by the Board to have recent as required.\nand relevant financial experience. The Committee concerning the Committee’s activities.\n ** Lloyd Pitchford resigned as a director on 23 April 2025 The Committee’s terms of reference, which were\nmembers are of an independent mindset and and attended all of the Committee meetings held between reviewed and updated in 2025, are available on A summary of the Committee’s key activities in\n 1 January 2025 and that date.\nbring a diversity of perspectives, knowledge and the Company’s website, www.bunzl.com. 2025 can be found on page 100. The Committee\nexperience to the Committee’s deliberations, Key areas of focus in 2026 will continue to keep its activities under review\nwhich in turn ensures that the Committee is able Meetings and activities and adapt them wherever necessary in\nto provide an appropriate amount of scrutiny, In addition to the regular cycle of matters that the\n Committee meetings are generally scheduled anticipation of, and in response to, developments\nchallenge and support to management. Committee schedules for consideration each year,\n close to Board meetings in order to facilitate within the business and changes in the financial\nIndependent thinking is an essential aspect of the it will also focus on the following areas:\n an effective and timely reporting process. reporting, regulatory and governance landscape.\nCommittee’s role and is crucial in assessing the • Monitoring the Company’s readiness for\n compliance with the material controls The Committee has a structured, rolling,\nwork of management and the assurance provided\n declaration introduced by Provision 29 of the forward-looking planner which is developed with\nby the internal audit function and the external\n 2024 Code, which will be effective for financial the Company Secretary and is designed to both\nauditors. Further information concerning the\n years beginning on or after 1 January 2026 ensure that the Committee’s responsibilities are\ndirectors’ skills and experience can be found\n discharged in full during the year, and to facilitate\nin the corporate governance report on pages • Continuing to regularly review key risks,\n more in-depth reviews of those topics which are\n76 and 77 and in the Nomination Committee especially those concerning cyber security\n of particular importance or pertinence. Items on\nreport on page 96. • Reviewing the internal controls and risk the agenda are set with consideration of\n management framework and its regulatory requirements, the Company’s\n implementation across the Group, with reporting timetable and after considering key\n particular attention paid to financial controls issues identified by the Chief Financial Officer\n • Overseeing non-financial and ESG reporting (‘CFO’), management, the Head of Internal Audit\n and assurance, in particular the Corporate and Risk and the external auditors. The forward\n Sustainability Reporting Directive (‘CSRD’) agenda planner is reviewed regularly and\n from a group wide perspective adapted, where necessary, to ensure that it meets\n the changing needs of the business.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nDirectors’ Report\n\nStrategic Report\n\nFinancial Statements\n\nAdditional Information\n\n99\n\nAUDIT COMMITTEE REPORT continued\n\nComposition and experience\n\nAudit Committee meetings\n\nRole and support during 2025\n\nThe Committee comprises all of the independent\nnon-executive directors, who were appointed\nto the Committee by the Board following\nrecommendations by the Nomination Committee.\nThe Secretary to the Committee is the Company\nSecretary.\n\nThe table below sets out the Committee’s\ncomposition and its members’ attendance at\nthe four scheduled Committee meetings held\nduring 2025.\n\nThe role of the Audit Committee is to act\nindependently of management to safeguard\nthe interests of stakeholders in relation to the\nCompany’s financial and narrative reporting and\ninternal controls arrangements. A fundamental\npart of this role is ensuring that the Company has\neffective governance over the Group’s financial\nand non-financial reporting, including the\nadequacy of related disclosures, the performance\nof the internal audit function, the effectiveness of\nthe external audit process and the management\nof the Group’s risk management and internal\ncontrols framework and related compliance\nactivities.\n\nAll members contribute to the work of the\nCommittee and bring an appropriate balance of\nfinancial, risk management, commercial acumen\nand experience in multinational organisations,\ncombined with a good understanding of the\nCompany’s business and are therefore considered\nby the Board to be collectively competent in the\nsector in which the Company operates.\nHaving recently served as the Group Finance\nDirector of 3i Group plc for 14 years, as well as\nserving as Chair of the Audit Committee of\nBarclays plc, the Chair of the Committee, Julia\nWilson, is considered by the Board to have recent\nand relevant financial experience. The Committee\nmembers are of an independent mindset and\nbring a diversity of perspectives, knowledge and\nexperience to the Committee’s deliberations,\nwhich in turn ensures that the Committee is able\nto provide an appropriate amount of scrutiny,\nchallenge and support to management.\nIndependent thinking is an essential aspect of the\nCommittee’s role and is crucial in assessing the\nwork of management and the assurance provided\nby the internal audit function and the external\nauditors. Further information concerning the\ndirectors’ skills and experience can be found\nin the corporate governance report on pages\n76 and 77 and in the Nomination Committee\nreport on page 96.\n\nMeetings attended*\n\nJulia Wilson\n\n4/4\n\nStephan Nanninga\n\n4/4\n\nVin Murria\n\n4/4\n\nPam Kirby\n\n4/4\n\nJacky Simmonds\n\n4/4\n\nDaniela Barone Soares\n\n4/4\n\nLloyd Pitchford**\n\n1/1\n\n* While the Company Chairman and the executive directors\nare not members of the Committee, they normally attend\nCommittee meetings by invitation, together with the Head\nof Internal Audit and Risk, the Group Financial Controller, the\nGroup General Counsel, representatives from the external\nauditors and other members of the Group finance team\nas required.\n** Lloyd Pitchford resigned as a director on 23 April 2025\nand attended all of the Committee meetings held between\n1 January 2025 and that date.\n\nKey areas of focus in 2026\nIn addition to the regular cycle of matters that the\nCommittee schedules for consideration each year,\nit will also focus on the following areas:\n• Monitoring the Company’s readiness for\ncompliance with the material controls\ndeclaration introduced by Provision 29 of the\n2024 Code, which will be effective for financial\nyears beginning on or after 1 January 2026\n• Continuing to regularly review key risks,\nespecially those concerning cyber security\n• Reviewing the internal controls and risk\nmanagement framework and its\nimplementation across the Group, with\nparticular attention paid to financial controls\n• Overseeing non-financial and ESG reporting\nand assurance, in particular the Corporate\nSustainability Reporting Directive (‘CSRD’)\nfrom a group wide perspective\n\nIn the performance of its duties, the Committee\nhas independent access to the services of the\nCompany’s internal audit function and to the\nexternal auditors and may obtain outside\nprofessional advice as necessary.\nThe Committee’s terms of reference, which were\nreviewed and updated in 2025, are available on\nthe Company’s website, www.bunzl.com.\n\nMeetings and activities\nCommittee meetings are generally scheduled\nclose to Board meetings in order to facilitate\nan effective and timely reporting process.\nThe Committee has a structured, rolling,\nforward-looking planner which is developed with\nthe Company Secretary and is designed to both\nensure that the Committee’s responsibilities are\ndischarged in full during the year, and to facilitate\nmore in-depth reviews of those topics which are\nof particular importance or pertinence. Items on\nthe agenda are set with consideration of\nregulatory requirements, the Company’s\nreporting timetable and after considering key\nissues identified by the Chief Financial Officer\n(‘CFO’), management, the Head of Internal Audit\nand Risk and the external auditors. The forward\nagenda planner is reviewed regularly and\nadapted, where necessary, to ensure that it meets\nthe changing needs of the business.\n\nThe Chair of the Committee holds preparatory\ndiscussions with the Company’s senior\nmanagement, the Head of Internal Audit and Risk\nand the external auditors prior to Committee\nmeetings to discuss the items to be considered\nat the meetings. The Committee Chair also meets\nwith Committee members throughout the year\nto obtain their feedback on the areas of\nCommittee focus. Separate discussions are held\nperiodically during Committee meetings between\nthe Committee and the Head of Internal Audit and\nRisk and the external auditors without\nmanagement present.\nFollowing each Committee meeting, any\nsignificant findings are reported to the Board\nand copies of the minutes of the Committee\nmeetings are circulated to all directors and to\nthe external auditors.\nThe Committee Chair attends the AGM to respond\nto any shareholder questions that might be raised\nconcerning the Committee’s activities.\nA summary of the Committee’s key activities in\n2025 can be found on page 100. The Committee\nwill continue to keep its activities under review\nand adapt them wherever necessary in\nanticipation of, and in response to, developments\nwithin the business and changes in the financial\nreporting, regulatory and governance landscape.", "tables": [ [ [ "Bunzl plc Annual Re", "port 2025", "", "Str", "ategic Report", "Directors’", "Report", "", "Financial Statem", "ents", "Additional Inform", "ation", "", "9" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "AUDIT COMMIT", "TEE REPOR", "T continued", "", "", "", "", "", "", "", "", "", "", "" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "Composition a The Committee co non-executive dire to the Committee b recommendations The Secretary to th Secretary. All members contri Committee and bri financial, risk mana and experience in combined with a go", "nd expe mprises all o ctors, who w y the Board by the Nomi e Committe bute to the ng an appro gement, com multinationa od underst", "rience f the independent ere appointed following nation Committee. e is the Company work of the priate balance of mercial acumen l organisations, anding of the", "A Th co th du Jul St Vi Pa", "udit Committee e table below sets out mposition and its mem e four scheduled Com ring 2025. ia Wilson ephan Nanninga n Murria m Kirby", "meetings the Committee’s bers’ attendance at mittee meetings held Meetings atte", "nded* 4/4 4/4 4/4 4/4", "Role and sup The role of the A independently of the interests of s Company’s finan internal controls part of this role is effective governa and non-financia adequacy of rela of the internal au the external audi", "port during udit Committee i management to takeholders in re cial and narrative arrangements. A ensuring that th nce over the Gro l reporting, inclu ted disclosures, t dit function, the t process and th", "2025 s to act safeguard lation to the reporting and fundamental e Company has up’s financial ding the he performance effectiveness of e management", "The Chair of the discussions with management, th and the external meetings to disc at the meetings. with Committee to obtain their fe Committee focu periodically duri the Committee a Risk and the ext", "Committee the Compa e Head of I auditors pr uss the item The Comm members t edback on s. Separate ng Committ nd the Hea ernal audito", "holds prepa ny’s senior nternal Audit ior to Comm s to be cons ittee Chair al hroughout th the areas of discussions ee meetings d of Internal rs without", "ratory and Risk ittee idered so meets e year are held between Audit and" ], [ "Company’s busines by the Board to be sector in which the Having recently ser Director of 3i Grou serving as Chair of Barclays plc, the Ch Wilson, is consider and relevant financ members are of an", "s and are th collectively c Company o ved as the G p plc for 14 y the Audit Co air of the Co ed by the Bo ial experien independen", "erefore considered ompetent in the perates. roup Finance ears, as well as mmittee of mmittee, Julia ard to have recent ce. The Committee t mindset and", "Jac Da Llo * **", "ky Simmonds niela Barone Soares yd Pitchford** While the Company Chairman are not members of the Com Committee meetings by invit of Internal Audit and Risk, the Group General Counsel, repr auditors and other members as required. Lloyd Pitchford resigned as a and attended all of the Comm", "and the executive director mittee, they normally atten ation, together with the Hea Group Financial Controller, esentatives from the extern of the Group finance team director on 23 April 2025 ittee meetings held betwe", "4/4 4/4 1/1 s d d the al en", "of the Group’s ris controls framew activities. In the performan has independent Company’s intern external auditors professional advi The Committee’s reviewed and up", "k management a ork and related c ce of its duties, t access to the se al audit function and may obtain ce as necessary. terms of referen dated in 2025, ar", "nd internal ompliance he Committee rvices of the and to the outside ce, which were e available on", "management pr Following each C significant findin and copies of th meetings are cir the external aud The Committee to any sharehold concerning the C A summary of th", "esent. ommittee gs are repo e minutes o culated to a itors. Chair attend er question ommittee’s e Committe", "meeting, any rted to the B f the Commit ll directors a s the AGM t s that might activities. e’s key activi", "oard tee nd to o respon be raised ties in" ], [ "bring a diversity of experience to the C which in turn ensur to provide an appr", "perspective ommittee’s es that the C opriate amo", "s, knowledge and deliberations, ommittee is able unt of scrutiny,", "K In", "1 January 2025 and that date. ey areas of focus addition to the regular", "in 2026 cycle of matters tha", "t the", "the Company’s w Meetings an Committee meet", "ebsite, www.bun d activities ings are generall", "zl.com. y scheduled", "2025 can be fou will continue to k and adapt them anticipation of, a", "nd on page eep its acti wherever n nd in respo", "100. The Co vities under r ecessary in nse to, devel", "mmittee eview opments" ], [ "challenge and supp Independent thinki Committee’s role a work of manageme by the internal aud auditors. Further in", "ort to mana ng is an esse nd is crucial nt and the a it function a formation c", "gement. ntial aspect of the in assessing the ssurance provided nd the external oncerning the", "Co it •", "mmittee schedules fo will also focus on the fo Monitoring the Compa compliance with the m declaration introduce 2024 Code, which will years beginning on or", "r consideration each llowing areas: ny’s readiness for aterial controls d by Provision 29 of t be effective for financ after 1 January 2026", "year, he ial", "close to Board m an effective and t The Committee h forward-looking the Company Sec ensure that the C", "eetings in order imely reporting as a structured, planner which is retary and is de ommittee’s resp", "to facilitate process. rolling, developed with signed to both onsibilities are", "within the busin reporting, regula", "ess and cha tory and go", "nges in the fi vernance lan", "nancial dscape." ], [ "directors’ skills and in the corporate go 76 and 77 and in th report on page 96.", "experience vernance re e Nominatio", "can be found port on pages n Committee", "• •", "Continuing to regularl especially those conce Reviewing the internal management framewo", "y review key risks, rning cyber security controls and risk rk and its", "", "discharged in full more in-depth re of particular imp the agenda are s regulatory requir", "during the year, views of those to ortance or pertin et with considera ements, the Com", "and to facilitate pics which are ence. Items on tion of pany’s", "", "", "", "" ], [ "", "", "", "", "implementation acros", "s the Group, with", "", "reporting timeta", "ble and after con", "sidering key", "", "", "", "" ], [ "", "", "", "", "particular attention pa", "id to financial contro", "ls", "issues identified", "by the Chief Fina", "ncial Officer", "", "", "", "" ], [ "", "", "", "•", "Overseeing non-finan", "cial and ESG reportin", "g", "(‘CFO’), managem", "ent, the Head of", "Internal Audit", "", "", "", "" ], [ "", "", "", "", "and assurance, in part", "icular the Corporate", "", "and Risk and the", "external auditor", "s. The forward", "", "", "", "" ], [ "", "", "", "", "Sustainability Reportin", "g Directive (‘CSRD’)", "", "agenda planner i", "s reviewed regul", "arly and", "", "", "", "" ], [ "", "", "", "", "from a group wide per", "spective", "", "adapted, where n", "ecessary, to ens", "ure that it meets", "", "", "", "" ], [ "", "", "", "", "", "", "", "the changing nee", "ds of the busine", "ss.", "", "", "", "" ] ] ], "word_count": 968, "visual_charts": [] }, { "page_number": 102, "section": "Directors' Report", "subsection": "Audit Committee Report", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 100", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 100\n\nAUDIT COMMITTEE REPORT continued\n\n Financial statements and significant\n AUDIT COMMITTEE MEETINGS AND ACTIVITIES IN 2025 accounting matters\n During the year and prior to publication of the\n Group’s 2025 results, the Committee spent\n FINANCIAL AND NON-FINANCIAL REPORTING RISK MANAGEMENT, INTERNAL AUDIT MATTERS\n considerable time reviewing the 2025 half year\n CONTROLS AND FRAUD RISK\n financial report and related news release, the\n • Receiving and, where appropriate, • Reviewing the effectiveness of the • Reviewing the effectiveness of both the 2025 Annual Report and Accounts and associated\n challenging reports from management Company’s risk management and external auditors and the internal audit news release, and the external auditors’ reports\n and the external auditors in relation to the internal controls framework, including function following completion of detailed on their half‑year review and full‑year audit. The\n key financial and accounting transactions, consideration of the Company’s questionnaires by both the Board and Committee also reviewed trading updates issued\n judgements and estimates material controls senior management within the Company during the year. The Chair maintained regular\n • Reviewing and recommending to the dialogue with the Chief Financial Officer, as\n • Reviewing the half year financial report • Making recommendations to the Board\n Board for approval the Company’s appropriate, to ensure effective oversight and\n and the annual financial statements concerning the re-appointment of the\n Material Controls Policy and updates robust challenge in relation to financial controls\n and the formal announcements relating external auditors\n to the Risk Management Policy and risk management, and to keep the Committee\n thereto • Approving the remuneration and terms informed of any significant developments.\n • Considering the appropriateness of • Reviewing the assurance procedures of engagement of the auditors, including\n disclosures made in the half year financial relating to risk management systems the audit strategy Management was challenged, where appropriate,\n report and annual financial statements • Considering ESG and non-financial on matters such as the appropriateness of\n • Reviewing and approving the policy for the\n reporting and assurance accounting policies, critical accounting\n • Reviewing non-financial reporting provision of non-audit services by the\n judgements and key accounting estimates. The\n measures, including non-financial key • Reviewing the Company’s annual controls external auditors\n appropriateness of the Group’s external reporting\n performance indicators (‘KPIs’), for self-assessment and fraud processes and • Reviewing and approving the level and framework and use of alternative performance\n inclusion in the Annual Report related controls framework nature of non-audit work which the measures (‘APMs’) were also assessed, with the\n • Reviewing the results of an external • Reviewing the Company’s principal tax external auditors performed during the Committee concluding that it is satisfied that\n balance sheet review of the North America risks and the steps taken to manage year, including the fees paid for such work, the APMs reviewed are consistent with market\n Distribution business such risks and the planning process for the current practice, and that disclosure and reconciliation to\n financial year statutory measures is appropriate. In conjunction\n • Considering updates from the Group\n Financial Controller on the Internal • Reviewing and approving the internal with the Board, the Committee reviewed the\n GOVERNANCE AND OTHER\n Controls Essentials programme and audit work programme for the coming financial modelling and stress testing conducted\n fraud updates year, including a new internal audit for the going concern assessment, as well as\n • Reviewing the Committee’s effectiveness strategy and high level programme for the viability assessment process undertaken in\n • Receiving updates from the Head of\n following an externally facilitated the next three years support of the long term viability statement. The\n Internal Audit and Risk on the Information\n performance review Security Assurance Audit Plan and • Receiving and considering reports from Committee also challenged the assumptions and\n associated audit results, including the Head of Internal Audit and Risk scenarios, noting the effect they would have\n • Reviewing the Committee’s terms of\n progress on data privacy across various concerning the work undertaken by the during the viability period, further details of which\n reference\n regions, and the Group’s risk-based internal audit function, including in can be found on page 73.\n • Reviewing and approving the Group’s tax\n security framework relation to the function’s ongoing quality\n strategy for the 2025 financial year\n assurance and improvement programme\n • Considering incoming regulatory reforms, • Receiving updates on the Group’s\n Information Security Policy and activities • Reviewing and approving the Company’s\n including updates on compliance with the\n in 2025, including incidents encountered, internal audit charter\n 2024 Code\n threat monitoring, control priorities, focus\n • Receiving training on proposed regulatory\n areas and KPIs\n and governance changes, corporate\n reporting and accounting • Information Security training sessions at\n every Committee meeting, focusing on the\n Company’s key risks, defences and actions", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\n100\n\nAUDIT COMMITTEE REPORT continued\nFinancial statements and significant\naccounting matters\n\nAUDIT COMMITTEE MEETINGS AND ACTIVITIES IN 2025\nFINANCIAL AND NON-FINANCIAL REPORTING\n\nRISK MANAGEMENT, INTERNAL\nCONTROLS AND FRAUD RISK\n\nAUDIT MATTERS\n\n• Receiving and, where appropriate,\nchallenging reports from management\nand the external auditors in relation to the\nkey financial and accounting transactions,\njudgements and estimates\n\n• Reviewing the effectiveness of the\nCompany’s risk management and\ninternal controls framework, including\nconsideration of the Company’s\nmaterial controls\n\n• Reviewing the effectiveness of both the\nexternal auditors and the internal audit\nfunction following completion of detailed\nquestionnaires by both the Board and\nsenior management within the Company\n\n• Reviewing the half year financial report\nand the annual financial statements\nand the formal announcements relating\nthereto\n\n• Reviewing and recommending to the\nBoard for approval the Company’s\nMaterial Controls Policy and updates\nto the Risk Management Policy\n\n• Making recommendations to the Board\nconcerning the re-appointment of the\nexternal auditors\n\n• Considering the appropriateness of\ndisclosures made in the half year financial\nreport and annual financial statements\n\n• Reviewing the assurance procedures\nrelating to risk management systems\n\n• Reviewing non-financial reporting\nmeasures, including non-financial key\nperformance indicators (‘KPIs’), for\ninclusion in the Annual Report\n\n• Considering ESG and non-financial\nreporting and assurance\n• Reviewing the Company’s annual controls\nself-assessment and fraud processes and\nrelated controls framework\n\n• Reviewing the results of an external\nbalance sheet review of the North America\nDistribution business\n\n• Reviewing the Company’s principal tax\nrisks and the steps taken to manage\nsuch risks\n\nGOVERNANCE AND OTHER\n\n• Considering updates from the Group\nFinancial Controller on the Internal\nControls Essentials programme and\nfraud updates\n\n• Reviewing the Committee’s effectiveness\nfollowing an externally facilitated\nperformance review\n• Reviewing the Committee’s terms of\nreference\n• Reviewing and approving the Group’s tax\nstrategy for the 2025 financial year\n• Considering incoming regulatory reforms,\nincluding updates on compliance with the\n2024 Code\n• Receiving training on proposed regulatory\nand governance changes, corporate\nreporting and accounting\n\n• Receiving updates from the Head of\nInternal Audit and Risk on the Information\nSecurity Assurance Audit Plan and\nassociated audit results, including\nprogress on data privacy across various\nregions, and the Group’s risk-based\nsecurity framework\n• Receiving updates on the Group’s\nInformation Security Policy and activities\nin 2025, including incidents encountered,\nthreat monitoring, control priorities, focus\nareas and KPIs\n• Information Security training sessions at\nevery Committee meeting, focusing on the\nCompany’s key risks, defences and actions\n\n• Approving the remuneration and terms\nof engagement of the auditors, including\nthe audit strategy\n• Reviewing and approving the policy for the\nprovision of non-audit services by the\nexternal auditors\n• Reviewing and approving the level and\nnature of non-audit work which the\nexternal auditors performed during the\nyear, including the fees paid for such work,\nand the planning process for the current\nfinancial year\n• Reviewing and approving the internal\naudit work programme for the coming\nyear, including a new internal audit\nstrategy and high level programme for\nthe next three years\n• Receiving and considering reports from\nthe Head of Internal Audit and Risk\nconcerning the work undertaken by the\ninternal audit function, including in\nrelation to the function’s ongoing quality\nassurance and improvement programme\n• Reviewing and approving the Company’s\ninternal audit charter\n\nDuring the year and prior to publication of the\nGroup’s 2025 results, the Committee spent\nconsiderable time reviewing the 2025 half year\nfinancial report and related news release, the\n2025 Annual Report and Accounts and associated\nnews release, and the external auditors’ reports\non their half‑year review and full‑year audit. The\nCommittee also reviewed trading updates issued\nduring the year. The Chair maintained regular\ndialogue with the Chief Financial Officer, as\nappropriate, to ensure effective oversight and\nrobust challenge in relation to financial controls\nand risk management, and to keep the Committee\ninformed of any significant developments.\nManagement was challenged, where appropriate,\non matters such as the appropriateness of\naccounting policies, critical accounting\njudgements and key accounting estimates. The\nappropriateness of the Group’s external reporting\nframework and use of alternative performance\nmeasures (‘APMs’) were also assessed, with the\nCommittee concluding that it is satisfied that\nthe APMs reviewed are consistent with market\npractice, and that disclosure and reconciliation to\nstatutory measures is appropriate. In conjunction\nwith the Board, the Committee reviewed the\nfinancial modelling and stress testing conducted\nfor the going concern assessment, as well as\nthe viability assessment process undertaken in\nsupport of the long term viability statement. The\nCommittee also challenged the assumptions and\nscenarios, noting the effect they would have\nduring the viability period, further details of which\ncan be found on page 73.", "tables": [ [ [ "FINANCIAL AND NON-FINANCIAL REPORTING" ], [ "• Receiving and, where appropriate, challenging reports from management and the external auditors in relation to the key financial and accounting transactions, judgements and estimates • Reviewing the half year financial report and the annual financial statements and the formal announcements relating thereto • Considering the appropriateness of disclosures made in the half year financial report and annual financial statements • Reviewing non-financial reporting measures, including non-financial key performance indicators (‘KPIs’), for inclusion in the Annual Report • Reviewing the results of an external balance sheet review of the North America Distribution business" ] ], [ [ "RISK MANAGEMENT, INTERNAL CONTROLS AND FRAUD RISK" ], [ "• Reviewing the effectiveness of the Company’s risk management and internal controls framework, including consideration of the Company’s material controls • Reviewing and recommending to the Board for approval the Company’s Material Controls Policy and updates to the Risk Management Policy • Reviewing the assurance procedures relating to risk management systems • Considering ESG and non-financial reporting and assurance • Reviewing the Company’s annual controls self-assessment and fraud processes and related controls framework • Reviewing the Company’s principal tax risks and the steps taken to manage such risks • Considering updates from the Group Financial Controller on the Internal Controls Essentials programme and fraud updates • Receiving updates from the Head of Internal Audit and Risk on the Information Security Assurance Audit Plan and associated audit results, including progress on data privacy across various regions, and the Group’s risk-based security framework • Receiving updates on the Group’s Information Security Policy and activities in 2025, including incidents encountered, threat monitoring, control priorities, focus areas and KPIs • Information Security training sessions at every Committee meeting, focusing on the Company’s key risks, defences and actions" ] ], [ [ "AUDIT MATTERS" ], [ "• Reviewing the effectiveness of both the external auditors and the internal audit function following completion of detailed questionnaires by both the Board and senior management within the Company • Making recommendations to the Board concerning the re-appointment of the external auditors • Approving the remuneration and terms of engagement of the auditors, including the audit strategy • Reviewing and approving the policy for the provision of non-audit services by the external auditors • Reviewing and approving the level and nature of non-audit work which the external auditors performed during the year, including the fees paid for such work, and the planning process for the current financial year • Reviewing and approving the internal audit work programme for the coming year, including a new internal audit strategy and high level programme for the next three years • Receiving and considering reports from the Head of Internal Audit and Risk concerning the work undertaken by the internal audit function, including in relation to the function’s ongoing quality assurance and improvement programme • Reviewing and approving the Company’s internal audit charter" ] ], [ [ "GOVERNANCE AND OTHER" ], [ "• Reviewing the Committee’s effectiveness following an externally facilitated performance review • Reviewing the Committee’s terms of reference • Reviewing and approving the Group’s tax strategy for the 2025 financial year • Considering incoming regulatory reforms, including updates on compliance with the 2024 Code • Receiving training on proposed regulatory and governance changes, corporate reporting and accounting" ] ] ], "word_count": 786, "visual_charts": [] }, { "page_number": 103, "section": "Directors' Report", "subsection": "Audit Committee Report", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 101", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 101\n\nAUDIT COMMITTEE REPORT continued\n\nAs part of its work, the Committee considered\na number of significant accounting matters in SIGNIFICANT MATTERS CONSIDERED IN RELATION TO THE FINANCIAL STATEMENTS\nrelation to the Company’s financial statements,\ntogether with the adequacy of the associated MATTER REVIEW AND CONCLUSION\ndisclosures. These significant accounting matters\nare summarised in the table on the next page, Accounting for For business combinations, the Group has a long-standing process for the identification of the fair values of the assets acquired\nand further information can be found in the business and liabilities assumed, including separate identification of intangible assets using external valuation specialists where considered\nrelevant Notes to the consolidated financial combinations appropriate. The Committee reviewed this process and discussed with management and the external auditors the methodology\nstatements. The Committee believes that the and assumptions used to value the assets and liabilities of the acquisitions completed in 2025. The Committee concluded that it\nsignificant accounting matters have been properly was satisfied with management’s valuations of these assets and liabilities, including the degree to which such valuations were\nrecorded in the Company’s books and records supported by professional advice from external advisers.\nand accounted for appropriately, including For business combinations where less than 100% of the issued share capital of a subsidiary is acquired and the acquisition includes\nrelevant disclosure in the Annual Report. put and call options over the remaining share capital of the subsidiary, the Group has an established process to assess whether\n a non-controlling interest should be recognised. There were two such business combinations during the year. The Committee\n reviewed the Group’s assessment of these two business combinations, noting that no non-controlling interest had been recognised.\n The Committee concurred with management’s conclusion that the risks and rewards associated with the options to purchase the\n remaining shares had transferred to the Group on each acquisition.\n The structure of business combinations includes deferred and contingent consideration. The amounts for deferred and contingent\n consideration, principally relating to earn outs and options over non-controlling interests, are estimated by calculating the present\n value of the future expected cash flows which is dependent on management’s estimates in respect of the forecasting of future cash\n flows in particular the expected profitability. The Committee noted that as at 31 December 2025, the Group carried a liability for\n deferred consideration of £225.7m, a reduction of £32.5m driven by adjustments to previously estimated earn-outs and put options\n of £45.5m and deferred consideration and retention payments of £43.8m, partly offset by charges relating to the retention of former\n owners of £40.9m.\n\n The carrying Goodwill is allocated to cash generating units (‘CGUs’) and is tested annually for impairment. The Committee critically reviewed\n value of and discussed management’s report on the impairment testing of the carrying value of goodwill of each of the Group’s CGUs.\n goodwill, The Committee also critically reviewed and discussed management’s consideration of the impairment risk relating to customer and\n customer and supplier relationships, brands and technology intangible assets. In both regards, the Committee considered the sensitivity of the\n supplier outcome of impairment testing to the use of different assumptions and considered the external auditors’ testing thereof.\n relationships\n The Committee noted that an impairment charge of £10.7m had been recognised in the year in relation to the customer relationships\n and brands\n intangible asset of a safety business within the Rest of Continental Europe cash generating unit in Continental Europe. After due\n intangible\n challenge and debate, the Committee concluded that it was satisfied with the assumptions and judgements applied in relation to the\n assets\n impairment testing and agreed that there was no other impairment of goodwill or customer and supplier relationships and brands\n intangible assets. Details of the key assumptions and judgements used are set out in Note 13 to the consolidated financial\n statements.\n\n Defined The Committee considered reports from management and the external auditors in relation to the valuation of the defined benefit\n benefit pension schemes and reviewed the key actuarial assumptions used in calculating the defined benefit pension liabilities, especially\n pension in relation to discount rates, inflation rates and mortality/life expectancy. The reasons overall for the movement in the net pension\n schemes surplus were considered and the Committee was satisfied that the assumptions used were appropriate and were supported by\n independent actuarial experts.\n\n Inventory and The Committee considered the analysis from management detailing the provision percentages and reconciliation of the provision\n receivable balance from 31 December 2024 to 31 December 2025, and noted that the Group carried trade receivables provisions of £43.1m\n provisions and provisions for slow moving, obsolete or defective inventories and market price movements of £145.3m.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\n101\n\nAUDIT COMMITTEE REPORT continued\nAs part of its work, the Committee considered\na number of significant accounting matters in\nrelation to the Company’s financial statements,\ntogether with the adequacy of the associated\ndisclosures. These significant accounting matters\nare summarised in the table on the next page,\nand further information can be found in the\nrelevant Notes to the consolidated financial\nstatements. The Committee believes that the\nsignificant accounting matters have been properly\nrecorded in the Company’s books and records\nand accounted for appropriately, including\nrelevant disclosure in the Annual Report.\n\nSIGNIFICANT MATTERS CONSIDERED IN RELATION TO THE FINANCIAL STATEMENTS\nMATTER\n\nREVIEW AND CONCLUSION\n\nAccounting for\nbusiness\ncombinations\n\nFor business combinations, the Group has a long-standing process for the identification of the fair values of the assets acquired\nand liabilities assumed, including separate identification of intangible assets using external valuation specialists where considered\nappropriate. The Committee reviewed this process and discussed with management and the external auditors the methodology\nand assumptions used to value the assets and liabilities of the acquisitions completed in 2025. The Committee concluded that it\nwas satisfied with management’s valuations of these assets and liabilities, including the degree to which such valuations were\nsupported by professional advice from external advisers.\nFor business combinations where less than 100% of the issued share capital of a subsidiary is acquired and the acquisition includes\nput and call options over the remaining share capital of the subsidiary, the Group has an established process to assess whether\na non-controlling interest should be recognised. There were two such business combinations during the year. The Committee\nreviewed the Group’s assessment of these two business combinations, noting that no non-controlling interest had been recognised.\nThe Committee concurred with management’s conclusion that the risks and rewards associated with the options to purchase the\nremaining shares had transferred to the Group on each acquisition.\nThe structure of business combinations includes deferred and contingent consideration. The amounts for deferred and contingent\nconsideration, principally relating to earn outs and options over non-controlling interests, are estimated by calculating the present\nvalue of the future expected cash flows which is dependent on management’s estimates in respect of the forecasting of future cash\nflows in particular the expected profitability. The Committee noted that as at 31 December 2025, the Group carried a liability for\ndeferred consideration of £225.7m, a reduction of £32.5m driven by adjustments to previously estimated earn-outs and put options\nof £45.5m and deferred consideration and retention payments of £43.8m, partly offset by charges relating to the retention of former\nowners of £40.9m.\n\nThe carrying\nvalue of\ngoodwill,\ncustomer and\nsupplier\nrelationships\nand brands\nintangible\nassets\n\nGoodwill is allocated to cash generating units (‘CGUs’) and is tested annually for impairment. The Committee critically reviewed\nand discussed management’s report on the impairment testing of the carrying value of goodwill of each of the Group’s CGUs.\nThe Committee also critically reviewed and discussed management’s consideration of the impairment risk relating to customer and\nsupplier relationships, brands and technology intangible assets. In both regards, the Committee considered the sensitivity of the\noutcome of impairment testing to the use of different assumptions and considered the external auditors’ testing thereof.\n\nDefined\nbenefit\npension\nschemes\n\nThe Committee considered reports from management and the external auditors in relation to the valuation of the defined benefit\npension schemes and reviewed the key actuarial assumptions used in calculating the defined benefit pension liabilities, especially\nin relation to discount rates, inflation rates and mortality/life expectancy. The reasons overall for the movement in the net pension\nsurplus were considered and the Committee was satisfied that the assumptions used were appropriate and were supported by\nindependent actuarial experts.\n\nInventory and\nreceivable\nprovisions\n\nThe Committee considered the analysis from management detailing the provision percentages and reconciliation of the provision\nbalance from 31 December 2024 to 31 December 2025, and noted that the Group carried trade receivables provisions of £43.1m\nand provisions for slow moving, obsolete or defective inventories and market price movements of £145.3m.\n\nThe Committee noted that an impairment charge of £10.7m had been recognised in the year in relation to the customer relationships\nintangible asset of a safety business within the Rest of Continental Europe cash generating unit in Continental Europe. After due\nchallenge and debate, the Committee concluded that it was satisfied with the assumptions and judgements applied in relation to the\nimpairment testing and agreed that there was no other impairment of goodwill or customer and supplier relationships and brands\nintangible assets. Details of the key assumptions and judgements used are set out in Note 13 to the consolidated financial\nstatements.", "tables": [ [ [ "SIGNIFICANT MATTERS CONSIDERED IN RELATION TO THE FINANCIAL STATEMENTS", "" ], [ "MATTER", "REVIEW AND CONCLUSION" ], [ "Accounting for business combinations", "" ], [ "The carrying value of goodwill, customer and supplier relationships and brands intangible assets", "" ], [ "Defined benefit pension schemes", "" ], [ "Inventory and receivable provisions", "" ] ] ], "word_count": 776, "visual_charts": [] }, { "page_number": 104, "section": "Directors' Report", "subsection": "Audit Committee Report", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 102", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 102\n\nAUDIT COMMITTEE REPORT continued\n\nESG and non-financial reporting and those risks. Management is responsible for being adhered to throughout the business and with a particular deep dive on how boards\nassurance establishing and maintaining adequate internal this is continually tested by the work of the should approach ransomware incidents.\n controls and the Committee oversees the ongoing internal audit function as part of its annual plan of Training will continue in 2026, with a focus on\nThe Committee continued to review the\n effectiveness of those controls. These controls work, which the Committee approves on an Bunzl’s cyber defence and resilience. Throughout\nCompany’s non‑financial and ESG reporting\n and procedures are designed to manage, but not annual basis. Compliance with the internal the year, the Company continued to improve\nduring 2025, considering the legal, regulatory\n eliminate, the risk of failure of the Company to controls system is monitored via risk-based cyber security and data privacy governance,\nand other risk-based workstreams carried out\n meet its business objectives and, as such, provide testing performed as part of the Internal Controls architecture and controls, and further embedded\nby the business in relation thereto.\n reasonable, but not absolute, assurance against Essentials programme together with an annual a culture of digital security across the Group by\nTo remain abreast of upcoming changes, the material misstatement or loss. internal controls self-assessment with sign-off deploying cyber security awareness campaigns\nCommittee received updates on key ESG and review of key financial and non-financial to all regions.\n Assessment of the effectiveness of the\nreporting requirements on the regulatory horizon, controls for all businesses. Self-assessed\n Company’s risk management and internal The Group experienced a number of cyber-\nincluding the Group’s proposed approach to responses are challenged locally by business area\n control systems attacks during 2025, none of which were\nreporting against CSRD following changes internal controls teams, reviewed centrally and\n The Committee is responsible for reviewing, on considered material and all of which were\nannounced during the year and the ongoing audited on a sample basis by the internal audit\n behalf of the Board, the effectiveness of the effectively managed through the Group’s\nefforts made to prepare for compliance. In this function, and reported to the Committee.\n Company’s internal controls and the assurance information security programme. The Company\nregard, the Committee considered the Company’s\n procedures relating to the Company’s risk Having reviewed the process by which regularly monitors its information security KPIs\nroadmap to achieve compliance with CSRD, as well\n management system. The Group has a culture of management assessed the control environment, to ensure a process of continual improvement\nas proposed approaches to Double Materiality.\n effective risk management and risk aware decision in accordance with the requirements of the and development, and, in 2025, an external\nLooking ahead, the Committee will continue to making is embedded in our key processes. Guidance on Risk Management, Internal Controls information security maturity assessment was\nreview upcoming regulations that might affect and related Financial and Business Reporting undertaken to evaluate progress against the\n During the year, the Committee reviewed the\nthe Company’s future ESG assurance and published by the FRC, the Committee confirms multi‑year maturity objectives set in 2020. The\n process by which significant current and emerging\nreporting obligations, which are monitored by that it has assessed the Company’s risk findings were positive, demonstrating strong and\n risks had been identified by management and the\nmanagement and considered by the Committee management and internal controls framework, sustained improvements in IT security maturity\n Board, and the key controls and other processes\non an ongoing basis. and has determined that it operated effectively across all entities within scope. Recognising the\n designed to manage and mitigate such risks,\n for the 2025 financial year. Where specific areas fast‑evolving nature of cyber threats and\nRisk management and including the assurance provided by the internal\n for improvement were identified, mitigating regulatory expectations, the Company remains\n audit function, the external auditors and other\ninternal control alternative controls and processes were in place. committed to further enhancing and\n oversight from management and the Board.\nThe Board monitors and approves the Group’s Further information on risk management and strengthening its cyber security programme to\n External assurance reviews, which are focused on\nrisk management and internal control systems internal controls is included in the Corporate ensure that its controls and capabilities remain\n the maturity of the Group’s risk management\nand keeps their effectiveness under review. governance report on pages 90 and 91. Additional fit for purpose and support the ongoing resilience\n procedures, are held every five years, with the\n information concerning the Group’s approach of the Group’s systems and operations.\nA detailed summary of the Company’s risk latest taking place in 2022.\n to risk management and the principal risks and\nmanagement framework is set out in the Principal The Committee monitored the effectiveness of uncertainties that it faces can also be found on\nrisks and uncertainties section on pages 64 to 72 the internal controls framework through reports pages 64 to 72.\nof this report. This is built around the Company’s from the CFO, the Group Financial Controller, the\nrisk appetite, as set by the Board, which guides Head of Internal Audit and Risk and the external Cyber risk\nmanagement to proactively identify, monitor, and auditors. In particular, the Committee considered Cyber security and data privacy remained key\nmanage the material and emerging risks that the scope and results of the work of the internal priorities for the Committee in 2025, reflecting the\ncould impact Bunzl. During 2025, the Committee audit function, the findings of the external increasing complexity of the threat landscape and\ncontinued its regular review of risk reporting to auditors in relation to the year end audit, the critical role of technology in the business.\nensure the balance between risk and opportunity management’s assessment of fraud risk, the\nremained in line with the Group’s risk appetite Updates and training on cyber and information\n controls over the Company’s financial security were provided at Committee meetings\nand tolerance. consolidation and reporting process, treasury by the Group Chief Information Officer, Mark\nOnce the Company’s material and emerging risks controls, tax risks and the process for monitoring Jordan. Training sessions held at every Committee\nhave been identified and included in its risk the ongoing performance of the Company. It is meeting covered a range of topics, including how\nprofile, the Group’s internal control environment the responsibility of management to provide to understand, manage and reduce cyber risk,\nis designed to provide ongoing protection from confirmation that the controls and processes are", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\n102\n\nAUDIT COMMITTEE REPORT continued\nESG and non-financial reporting and\nassurance\nThe Committee continued to review the\nCompany’s non‑financial and ESG reporting\nduring 2025, considering the legal, regulatory\nand other risk-based workstreams carried out\nby the business in relation thereto.\nTo remain abreast of upcoming changes, the\nCommittee received updates on key ESG\nreporting requirements on the regulatory horizon,\nincluding the Group’s proposed approach to\nreporting against CSRD following changes\nannounced during the year and the ongoing\nefforts made to prepare for compliance. In this\nregard, the Committee considered the Company’s\nroadmap to achieve compliance with CSRD, as well\nas proposed approaches to Double Materiality.\nLooking ahead, the Committee will continue to\nreview upcoming regulations that might affect\nthe Company’s future ESG assurance and\nreporting obligations, which are monitored by\nmanagement and considered by the Committee\non an ongoing basis.\n\nRisk management and\ninternal control\nThe Board monitors and approves the Group’s\nrisk management and internal control systems\nand keeps their effectiveness under review.\nA detailed summary of the Company’s risk\nmanagement framework is set out in the Principal\nrisks and uncertainties section on pages 64 to 72\nof this report. This is built around the Company’s\nrisk appetite, as set by the Board, which guides\nmanagement to proactively identify, monitor, and\nmanage the material and emerging risks that\ncould impact Bunzl. During 2025, the Committee\ncontinued its regular review of risk reporting to\nensure the balance between risk and opportunity\nremained in line with the Group’s risk appetite\nand tolerance.\nOnce the Company’s material and emerging risks\nhave been identified and included in its risk\nprofile, the Group’s internal control environment\nis designed to provide ongoing protection from\n\nthose risks. Management is responsible for\nestablishing and maintaining adequate internal\ncontrols and the Committee oversees the ongoing\neffectiveness of those controls. These controls\nand procedures are designed to manage, but not\neliminate, the risk of failure of the Company to\nmeet its business objectives and, as such, provide\nreasonable, but not absolute, assurance against\nmaterial misstatement or loss.\nAssessment of the effectiveness of the\nCompany’s risk management and internal\ncontrol systems\nThe Committee is responsible for reviewing, on\nbehalf of the Board, the effectiveness of the\nCompany’s internal controls and the assurance\nprocedures relating to the Company’s risk\nmanagement system. The Group has a culture of\neffective risk management and risk aware decision\nmaking is embedded in our key processes.\nDuring the year, the Committee reviewed the\nprocess by which significant current and emerging\nrisks had been identified by management and the\nBoard, and the key controls and other processes\ndesigned to manage and mitigate such risks,\nincluding the assurance provided by the internal\naudit function, the external auditors and other\noversight from management and the Board.\nExternal assurance reviews, which are focused on\nthe maturity of the Group’s risk management\nprocedures, are held every five years, with the\nlatest taking place in 2022.\nThe Committee monitored the effectiveness of\nthe internal controls framework through reports\nfrom the CFO, the Group Financial Controller, the\nHead of Internal Audit and Risk and the external\nauditors. In particular, the Committee considered\nthe scope and results of the work of the internal\naudit function, the findings of the external\nauditors in relation to the year end audit,\nmanagement’s assessment of fraud risk, the\ncontrols over the Company’s financial\nconsolidation and reporting process, treasury\ncontrols, tax risks and the process for monitoring\nthe ongoing performance of the Company. It is\nthe responsibility of management to provide\nconfirmation that the controls and processes are\n\nbeing adhered to throughout the business and\nthis is continually tested by the work of the\ninternal audit function as part of its annual plan of\nwork, which the Committee approves on an\nannual basis. Compliance with the internal\ncontrols system is monitored via risk-based\ntesting performed as part of the Internal Controls\nEssentials programme together with an annual\ninternal controls self-assessment with sign-off\nand review of key financial and non-financial\ncontrols for all businesses. Self-assessed\nresponses are challenged locally by business area\ninternal controls teams, reviewed centrally and\naudited on a sample basis by the internal audit\nfunction, and reported to the Committee.\nHaving reviewed the process by which\nmanagement assessed the control environment,\nin accordance with the requirements of the\nGuidance on Risk Management, Internal Controls\nand related Financial and Business Reporting\npublished by the FRC, the Committee confirms\nthat it has assessed the Company’s risk\nmanagement and internal controls framework,\nand has determined that it operated effectively\nfor the 2025 financial year. Where specific areas\nfor improvement were identified, mitigating\nalternative controls and processes were in place.\nFurther information on risk management and\ninternal controls is included in the Corporate\ngovernance report on pages 90 and 91. Additional\ninformation concerning the Group’s approach\nto risk management and the principal risks and\nuncertainties that it faces can also be found on\npages 64 to 72.\n\nCyber risk\nCyber security and data privacy remained key\npriorities for the Committee in 2025, reflecting the\nincreasing complexity of the threat landscape and\nthe critical role of technology in the business.\nUpdates and training on cyber and information\nsecurity were provided at Committee meetings\nby the Group Chief Information Officer, Mark\nJordan. Training sessions held at every Committee\nmeeting covered a range of topics, including how\nto understand, manage and reduce cyber risk,\n\nwith a particular deep dive on how boards\nshould approach ransomware incidents.\nTraining will continue in 2026, with a focus on\nBunzl’s cyber defence and resilience. Throughout\nthe year, the Company continued to improve\ncyber security and data privacy governance,\narchitecture and controls, and further embedded\na culture of digital security across the Group by\ndeploying cyber security awareness campaigns\nto all regions.\nThe Group experienced a number of cyberattacks during 2025, none of which were\nconsidered material and all of which were\neffectively managed through the Group’s\ninformation security programme. The Company\nregularly monitors its information security KPIs\nto ensure a process of continual improvement\nand development, and, in 2025, an external\ninformation security maturity assessment was\nundertaken to evaluate progress against the\nmulti‑year maturity objectives set in 2020. The\nfindings were positive, demonstrating strong and\nsustained improvements in IT security maturity\nacross all entities within scope. Recognising the\nfast‑evolving nature of cyber threats and\nregulatory expectations, the Company remains\ncommitted to further enhancing and\nstrengthening its cyber security programme to\nensure that its controls and capabilities remain\nfit for purpose and support the ongoing resilience\nof the Group’s systems and operations.", "tables": [ [ [ "Bunzl plc Annu", "al Report", "2025", "", "Strategic Report", "", "Direct", "ors’ Report", "", "Financial Sta", "teme", "nts", "Additional Information", "", "1" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "AUDIT COM", "MITTEE", "REPORT c", "ontinued", "", "", "", "", "", "", "", "", "", "", "" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "ESG and n", "on-fina", "ncial rep", "orting and", "those risks. Ma", "nagement is", "responsible fo", "r", "being adhere", "d to throughout", "the b", "usiness and", "with a particular deep", "dive on how b", "oards" ], [ "assurance The Committe Company’s no", "e continu n-financi", "ed to review al and ESG re", "the porting", "establishing an controls and th effectiveness o and procedure", "d maintaini e Committe f those cont s are design", "ng adequate int e oversees the rols. These con ed to manage,", "ernal ongoing trols but not", "this is continu internal audit work, which t annual basis.", "ally tested by th function as part he Committee ap Compliance with", "e wor of its prov the i", "k of the annual plan of es on an nternal", "should approach rans Training will continue i Bunzl’s cyber defence the year, the Company", "omware incide n 2026, with a and resilience continued to", "nts. focus on . Througho improve" ], [ "during 2025, c and other risk- by the busines To remain abr", "onsiderin based w s in relat east of up", "g the legal, r orkstreams c ion thereto. coming chan", "egulatory arried out ges, the", "eliminate, the ri meet its busine reasonable, bu material missta", "sk of failure ss objective t not absolu tement or l", "of the Compa s and, as such, te, assurance a oss.", "ny to provide gainst", "controls syste testing perfor Essentials pro internal contr", "m is monitored med as part of t gramme togeth ols self-assessm", "via ris he Int er wit ent w", "k-based ernal Controls h an annual ith sign-off", "cyber security and da architecture and cont a culture of digital sec deploying cyber secur", "ta privacy gove rols, and furth urity across th ity awareness", "rnance, er embedd e Group by campaigns" ], [ "Committee rec reporting requ including the G reporting agai announced du", "eived up irements roup’s p nst CSRD ring the", "dates on key on the regu roposed app following ch year and the", "ESG latory horizon, roach to anges ongoing", "Assessment o Company’s ris control syste The Committee", "f the effect k manage ms is responsi", "iveness of th ment and inte ble for reviewin", "e rnal g, on", "and review of controls for al responses ar internal contr audited on a", "key financial and l businesses. Sel e challenged loca ols teams, review sample basis by t", "non f-ass lly by ed c he in", "-financial essed business area entrally and ternal audit", "to all regions. The Group experience attacks during 2025, n considered material a effectively managed t", "d a number of one of which nd all of which hrough the Gro", "cyber- were were up’s" ], [ "efforts made t regard, the Co roadmap to ac as proposed a Looking ahead", "o prepar mmittee hieve co pproach , the Co", "e for complia considered t mpliance wit es to Double mmittee will c", "nce. In this he Company’s h CSRD, as well Materiality. ontinue to", "behalf of the Bo Company’s inte procedures rel management s effective risk m making is embe", "ard, the eff rnal control ating to the ystem. The anagement dded in our", "ectiveness of t s and the assu Company’s risk Group has a cu and risk aware key processes", "he rance lture of decision .", "function, and Having review management in accordance Guidance on", "reported to the ed the process b assessed the co with the require Risk Managemen", "Com y wh ntrol men t, Int", "mittee. ich environment, ts of the ernal Controls", "information security p regularly monitors its to ensure a process of and development, an information security m", "rogramme. Th information se continual imp d, in 2025, an e aturity assess", "e Company curity KPIs rovement xternal ment was" ], [ "review upcomi the Company’s reporting oblig", "ng regul future E ations, w", "ations that m SG assuranc hich are mo", "ight affect e and nitored by", "During the year process by whi risks had been", ", the Comm ch significan identified b", "ittee reviewed t current and e y management", "the merging and the", "and related Fi published by that it has ass", "nancial and Busi the FRC, the Com essed the Comp", "ness mitt any’s", "Reporting ee confirms risk", "undertaken to evaluat multi-year maturity ob findings were positive", "e progress aga jectives set in , demonstratin", "inst the 2020. The g strong an" ], [ "management on an ongoing Risk mana internal co The Board mo risk managem", "and cons basis. gemen ntrol nitors an ent and i", "idered by the t and d approves t nternal contr", "Committee he Group’s ol systems", "Board, and the designed to ma including the as audit function, oversight from External assura", "key control nage and m surance pr the externa manageme nce reviews", "s and other pro itigate such ris ovided by the i l auditors and nt and the Boa , which are foc", "cesses ks, nternal other rd. used on", "management and has deter for the 2025 fi for improvem alternative co Further infor internal contr", "and internal con mined that it op nancial year. Wh ent were identifi ntrols and proce mation on risk m ols is included in", "trols erate ere s ed, m sses anage the C", "framework, d effectively pecific areas itigating were in place. ment and orporate", "sustained improveme across all entities with fast-evolving nature o regulatory expectatio committed to further strengthening its cybe ensure that its control", "nts in IT securi in scope. Reco f cyber threats ns, the Compa enhancing and r security pro s and capabilit", "ty maturity gnising the and ny remains gramme to ies remain" ], [ "and keeps the A detailed sum management f", "ir effectiv mary of ramewo", "eness under the Compan rk is set out i", "review. y’s risk n the Principal", "the maturity of procedures, ar latest taking pla The Committee", "the Group’s e held every ce in 2022. monitored", "risk managem five years, with the effectivene", "ent the ss of", "governance r information c to risk manag uncertainties", "eport on pages 9 oncerning the Gr ement and the p that it faces can", "0 an oup’ rincip also", "d 91. Additional s approach al risks and be found on", "fit for purpose and su of the Group’s system", "pport the ongo s and operatio", "ing resilien ns." ], [ "risks and unce of this report. risk appetite, a management t manage the m could impact B continued its r", "rtainties This is bu s set by t o proact aterial an unzl. Du egular re", "section on p ilt around th he Board, w ively identify, d emerging ring 2025, th view of risk r", "ages 64 to 72 e Company’s hich guides monitor, and risks that e Committee eporting to", "the internal con from the CFO, t Head of Interna auditors. In par the scope and r audit function, auditors in rela", "trols frame he Group Fi l Audit and ticular, the esults of th the findings tion to the y", "work through r nancial Contro Risk and the ex Committee con e work of the in of the externa ear end audit,", "eports ller, the ternal sidered ternal l", "pages 64 to 7 Cyber risk Cyber securit priorities for t increasing co the critical rol", "2. y and data privac he Committee in mplexity of the th e of technology i", "y rem 202 reat n the", "ained key 5, reflecting the landscape and business.", "", "", "" ], [ "ensure the bal remained in lin and tolerance. Once the Com have been ide profile, the Gr is designed to", "ance bet e with th pany’s m ntified an oup’s inte provide", "ween risk an e Group’s ris aterial and e d included in rnal control ongoing prot", "d opportunity k appetite merging risks its risk environment ection from", "management’s controls over th consolidation a controls, tax ris the ongoing pe the responsibili confirmation th", "assessmen e Company nd reportin ks and the rformance o ty of manag at the contr", "t of fraud risk, t ’s financial g process, trea process for mo f the Company ement to provi ols and proces", "he sury nitoring . It is de ses are", "Updates and security were by the Group Jordan. Traini meeting cove to understan", "training on cyber provided at Com Chief Informatio ng sessions held red a range of to d, manage and re", "and mitt n Offi at ev pics, duce", "information ee meetings cer, Mark ery Committee including how cyber risk,", "", "", "" ] ] ], "word_count": 1097, "visual_charts": [] }, { "page_number": 105, "section": "Directors' Report", "subsection": "Audit Committee Report", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 103", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 103\n\nAUDIT COMMITTEE REPORT continued\n\n\n CYBER: AI GOVERNANCE\n Preparation for compliance with supported by a focused review conducted\n by the internal audit team.\n Provision 29 of the 2024 Code Adoption of a Material Controls Policy\n As part of the Committee’s ongoing prioritisation of cyber and information security, it also\n oversaw Bunzl’s approach to AI during 2025. With the Committee’s support, the Group\n The updated Provision 29, which applies to The Committee considered and strengthened its AI governance through the adoption of updated policies, enhanced risk\n financial years beginning on or after 1 recommended to the Board for approval management measures, and reinforced oversight. The Company’s AI policy defines\n January 2026, requires boards to make an a new Material Controls Policy that: (i) sets acceptable use and governs the use of company, supplier, and customer data within external\n annual declaration in the Annual Report as out the methodology for identifying and Generative AI tools. In addition, a Data Security & AI Risk Approach was implemented across\n to the effectiveness of all material controls managing material controls (criteria, linkage the Group to address key risks, including privacy, cyber security, regulatory compliance, and\n as at the balance sheet date. This covers to principal risks and disclosures); (ii) aligns third party AI usage.\n controls relating to financial and non- the Material Controls Policy with the existing\n financial reporting, operational activities, Risk Management Policy; and (iii) integrates\n and compliance. The declaration must also the Internal Controls Essentials programme BUNZL’S CYBER SECURITY RISK MITIGATION FRAMEWORK\n include a description of any material controls and similar functional frameworks to avoid\n which have not operated effectively as at the duplication and to standardise evidence\n Identify • Asset Management • Risk Assessment\n balance sheet date, the action taken, or expectations.\n Know what we have, what we do, • Business Environment • Risk Management\n proposed, to improve them and any action Covering financial, operational, reporting and what’s important\n taken to address previously reported issues. • Governance\n and compliance domains, the Material\n Throughout the year, the Committee Controls Policy also clarifies accountability\n Protect • Identity Management • Data Security\n continued to oversee management’s among management, risk owners and the\n Stop the things we should and do • Awareness and Training • Information Protection\n preparations to ensure readiness for Committee for ongoing monitoring and the\n the basics well\n compliance with Provision 29. This work, annual review of material controls.\n examples of which are set out below, has Governance updates Detect • Anomalies and Events • Security\n focused on clearly defining and identifying To reflect the enhanced responsibilities Quickly, simply, and efficiently\n material controls, enhancing their design • Detection Processes • Continuous Monitoring\n introduced by Provision 29, the Committee’s find what needs to be stopped\n and operation, and embedding year‑round terms of reference were updated in 2025 to\n monitoring to support robust, meaningful explicitly reference material controls and Respond • Analysis • Communications\n reporting. the associated Board declaration. This Implement processes to deal with • Mitigation • Response Planning\n Review of the Material Controls Risk and update has strengthened the governance events in real time\n structure by clearly delegating authority • Improvements\n Control Matrix (‘RACM’)\n The Committee oversaw a comprehensive to the Committee and expanding its remit\n in relation to risk management and internal Recover • Disaster Recovery • Communications\n review of the RACM to assess its alignment Return to known good state and\n controls. • Continuous\n with the Group’s principal risks and focus on continuous Improvement\n associated reporting processes, drawing on The Committee is satisfied that the improvement\n internal audit testing and management prepatory work undertaken during the\n attestations. The findings were presented to year has further strengthened the Group’s\n the Committee and resulted in amendments control environment and enhanced the\n to two controls and the addition of one new visibility and oversight of material controls.\n control. The review also identified a small Based on the progress achieved to date,\n number of opportunities to further and the continued work planned for 2026,\n strengthen certain processes. Work with the Committee is confident that the Board\n control owners commenced in 2025 to will be well positioned to make the required\n address these enhancements and perform declaration under Provision 29 when it\n dry-run testing of control effectiveness, becomes applicable.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\n103\n\nAUDIT COMMITTEE REPORT continued\n\nPreparation for compliance with\nProvision 29 of the 2024 Code\nThe updated Provision 29, which applies to\nfinancial years beginning on or after 1\nJanuary 2026, requires boards to make an\nannual declaration in the Annual Report as\nto the effectiveness of all material controls\nas at the balance sheet date. This covers\ncontrols relating to financial and nonfinancial reporting, operational activities,\nand compliance. The declaration must also\ninclude a description of any material controls\nwhich have not operated effectively as at the\nbalance sheet date, the action taken, or\nproposed, to improve them and any action\ntaken to address previously reported issues.\nThroughout the year, the Committee\ncontinued to oversee management’s\npreparations to ensure readiness for\ncompliance with Provision 29. This work,\nexamples of which are set out below, has\nfocused on clearly defining and identifying\nmaterial controls, enhancing their design\nand operation, and embedding year‑round\nmonitoring to support robust, meaningful\nreporting.\nReview of the Material Controls Risk and\nControl Matrix (‘RACM’)\nThe Committee oversaw a comprehensive\nreview of the RACM to assess its alignment\nwith the Group’s principal risks and\nassociated reporting processes, drawing on\ninternal audit testing and management\nattestations. The findings were presented to\nthe Committee and resulted in amendments\nto two controls and the addition of one new\ncontrol. The review also identified a small\nnumber of opportunities to further\nstrengthen certain processes. Work with\ncontrol owners commenced in 2025 to\naddress these enhancements and perform\ndry-run testing of control effectiveness,\n\nsupported by a focused review conducted\nby the internal audit team.\nAdoption of a Material Controls Policy\nThe Committee considered and\nrecommended to the Board for approval\na new Material Controls Policy that: (i) sets\nout the methodology for identifying and\nmanaging material controls (criteria, linkage\nto principal risks and disclosures); (ii) aligns\nthe Material Controls Policy with the existing\nRisk Management Policy; and (iii) integrates\nthe Internal Controls Essentials programme\nand similar functional frameworks to avoid\nduplication and to standardise evidence\nexpectations.\nCovering financial, operational, reporting\nand compliance domains, the Material\nControls Policy also clarifies accountability\namong management, risk owners and the\nCommittee for ongoing monitoring and the\nannual review of material controls.\nGovernance updates\nTo reflect the enhanced responsibilities\nintroduced by Provision 29, the Committee’s\nterms of reference were updated in 2025 to\nexplicitly reference material controls and\nthe associated Board declaration. This\nupdate has strengthened the governance\nstructure by clearly delegating authority\nto the Committee and expanding its remit\nin relation to risk management and internal\ncontrols.\nThe Committee is satisfied that the\nprepatory work undertaken during the\nyear has further strengthened the Group’s\ncontrol environment and enhanced the\nvisibility and oversight of material controls.\nBased on the progress achieved to date,\nand the continued work planned for 2026,\nthe Committee is confident that the Board\nwill be well positioned to make the required\ndeclaration under Provision 29 when it\nbecomes applicable.\n\nCYBER: AI GOVERNANCE\nAs part of the Committee’s ongoing prioritisation of cyber and information security, it also\noversaw Bunzl’s approach to AI during 2025. With the Committee’s support, the Group\nstrengthened its AI governance through the adoption of updated policies, enhanced risk\nmanagement measures, and reinforced oversight. The Company’s AI policy defines\nacceptable use and governs the use of company, supplier, and customer data within external\nGenerative AI tools. In addition, a Data Security & AI Risk Approach was implemented across\nthe Group to address key risks, including privacy, cyber security, regulatory compliance, and\nthird party AI usage.\n\nBUNZL’S CYBER SECURITY RISK MITIGATION FRAMEWORK\nIdentify\nKnow what we have, what we do,\nand what’s important\n\n• Asset Management\n\n• Risk Assessment\n\n• Business Environment\n\n• Risk Management\n\n• Governance\n\nProtect\n• Identity Management\nStop the things we should and do • Awareness and Training\nthe basics well\n\n• Data Security\n\nDetect\nQuickly, simply, and efficiently\nfind what needs to be stopped\n\n• Anomalies and Events\n\n• Security\n\n• Detection Processes\n\n• Continuous Monitoring\n\n• Information Protection\n\nRespond\n• Analysis\nImplement processes to deal with • Mitigation\nevents in real time\n• Improvements\n\n• Communications\n\nRecover\nReturn to known good state and\nfocus on continuous\nimprovement\n\n• Communications\n\n• Disaster Recovery\n• Continuous\nImprovement\n\n• Response Planning", "tables": [ [ [ "Preparation for compliance with supported by a focused review conducted by the internal audit team. Provision 29 of the 2024 Code Adoption of a Material Controls Policy The Committee considered and The updated Provision 29, which applies to recommended to the Board for approval financial years beginning on or after 1 a new Material Controls Policy that: (i) sets January 2026, requires boards to make an out the methodology for identifying and annual declaration in the Annual Report as managing material controls (criteria, linkage to the effectiveness of all material controls to principal risks and disclosures); (ii) aligns as at the balance sheet date. This covers the Material Controls Policy with the existing controls relating to financial and non- Risk Management Policy; and (iii) integrates financial reporting, operational activities, the Internal Controls Essentials programme and compliance. The declaration must also and similar functional frameworks to avoid include a description of any material controls duplication and to standardise evidence which have not operated effectively as at the expectations. balance sheet date, the action taken, or proposed, to improve them and any action Covering financial, operational, reporting taken to address previously reported issues. and compliance domains, the Material Controls Policy also clarifies accountability Throughout the year, the Committee among management, risk owners and the continued to oversee management’s Committee for ongoing monitoring and the preparations to ensure readiness for annual review of material controls. compliance with Provision 29. This work, examples of which are set out below, has Governance updates focused on clearly defining and identifying To reflect the enhanced responsibilities material controls, enhancing their design introduced by Provision 29, the Committee’s and operation, and embedding year-round terms of reference were updated in 2025 to monitoring to support robust, meaningful explicitly reference material controls and reporting. the associated Board declaration. This update has strengthened the governance Review of the Material Controls Risk and structure by clearly delegating authority Control Matrix (‘RACM’) to the Committee and expanding its remit The Committee oversaw a comprehensive in relation to risk management and internal review of the RACM to assess its alignment controls. with the Group’s principal risks and associated reporting processes, drawing on The Committee is satisfied that the internal audit testing and management prepatory work undertaken during the attestations. The findings were presented to year has further strengthened the Group’s the Committee and resulted in amendments control environment and enhanced the to two controls and the addition of one new visibility and oversight of material controls. control. The review also identified a small Based on the progress achieved to date, number of opportunities to further and the continued work planned for 2026, strengthen certain processes. Work with the Committee is confident that the Board control owners commenced in 2025 to will be well positioned to make the required address these enhancements and perform declaration under Provision 29 when it dry-run testing of control effectiveness, becomes applicable.", "" ], [ "", "Work with the Committee is confident that the Board 2025 to will be well positioned to make the required nd perform declaration under Provision 29 when it tiveness, becomes applicable." ] ], [ [ "CYBER: AI GOVERNANCE" ], [ "As part of the Committee’s ongoing prioritisation of cyber and information security, it also oversaw Bunzl’s approach to AI during 2025. With the Committee’s support, the Group strengthened its AI governance through the adoption of updated policies, enhanced risk management measures, and reinforced oversight. The Company’s AI policy defines acceptable use and governs the use of company, supplier, and customer data within external Generative AI tools. In addition, a Data Security & AI Risk Approach was implemented across the Group to address key risks, including privacy, cyber security, regulatory compliance, and third party AI usage." ] ], [ [ "", "BUNZL’S CYBER SECURITY RISK MITIGATION FRAMEWORK", "", "", "" ], [ "", "", "", "", "" ], [ "", "Identify Know what we have, what we do, and what’s important", "• Asset Management • Business Environment • Governance", "• Risk Assessment • Risk Management", "" ], [ "", "Protect Stop the things we should and do the basics well", "• Identity Management • Awareness and Training", "• Data Security • Information Protection", "" ], [ "", "Detect Quickly, simply, and efficiently find what needs to be stopped", "• Anomalies and Events • Detection Processes", "• Security • Continuous Monitoring", "" ], [ "", "Respond Implement processes to deal with events in real time", "• Analysis • Mitigation • Improvements", "• Communications • Response Planning", "" ], [ "", "Recover Return to known good state and focus on continuous improvement", "• Disaster Recovery • Continuous Improvement", "• Communications", "" ], [ "", "", "", "", "" ] ] ], "word_count": 716, "visual_charts": [] }, { "page_number": 106, "section": "Directors' Report", "subsection": "Audit Committee Report", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 104", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 104\n\nAUDIT COMMITTEE REPORT continued\n\nInternal audit audit function. In 2025, the Committee Tendering\n considered the outcome of the questionnaires A formal and competitive tender process, led by\nThe internal audit function provides the\n and concluded that the internal audit function the Committee, was undertaken in 2023 and\nCommittee with an important means of\n continued to be effective, efficient and culminated in the re-appointment of PwC as the\nmonitoring the processes and actions to manage\n appropriately resourced. The Committee will carry Company’s external auditors for the 2024 financial\nand mitigate those risks identified as posing the\n out a similar effectiveness review in 2026, ahead year. The Committee anticipates that the next\ngreatest threat to the Company.\n of an external quality assurance review in 2027. competitive tender will be conducted no later\nThe work of the internal audit function is than 2033 in accordance with the Minimum\nprioritised according to the Company’s risk profile External audit Standard, which requires a tender every 10 years.\nand its scope covers all systems and activities of An important part of the Committee’s work\n Each year, the Committee considers whether\nthe Group. The internal audit plan is approved by consists of overseeing the Group’s relationship\n to continue with the Company’s current audit\nthe Committee annually and is reviewed regularly with the external auditors,\n engagement or to carry out a formal external\nthereafter to ensure that it continues to be PricewaterhouseCoopers LLP (‘PwC’). In carrying\n audit tender. As part of its decision making\nappropriate and to enable the Committee to out this responsibility, the Committee applies the\n process, the Committee considers the outcome\nassess how internal audit is delivering against FRC’s ‘Audit Committees and the External Audit:\n of its assessment of the effectiveness of the\nthe plan. Minimum Standard’ (the ‘Minimum Standard’),\n external auditors and the external audit process,\n compliance with which is set out below.\nThe Head of Internal Audit and Risk attends the key elements of which are outlined in the\nand tables reports at each scheduled Audit Committee responsibilities table on the next page. In 2025, the Committee\nCommittee meeting, which ensures that the The Committee is responsible for ensuring was satisfied with the results of its assessment\nCommittee members have the opportunity to that the three-way relationship between the and has again recommended to the Board that\nprovide real-time feedback and, where Committee, the external auditors and the a resolution proposing the re-appointment of\nappropriate, challenge in relation to all audit- Company’s management is appropriate and PwC as external auditors for the year ending\nrelated matters. The internal audit reports include that the independence, quality, rigour and 31 December 2026 be put to shareholders at\ndetails of the audit findings, the relevant challenge of the external audit process is upheld. the forthcoming AGM.\nmanagement actions required in order to address The maintenance of regular dialogue between\n Reporting\nany issues arising, as well as updates on the Committee and the external auditors lies at\n The work of the Committee during 2025 is set\nmanagement’s progress in addressing any the core of this, as outlined in the table on the\n out in this report, including the significant matters\noutstanding recommendations from previously next page.\n considered in relation to the financial statements\nreported findings. The reports also highlight any\n The Committee also ensures that the necessary and how these were addressed, which can be\nsignificant issues relating to the processes for\n stakeholders have an opportunity to engage in found on page 101. An explanation of the\ncontrolling the activities of the Group and the\n the audit process and provides shareholders with application of the Company’s accounting policies\nadequacy and effectiveness of such processes.\n opportunities to engage with the Committee is provided in Note 2 to the consolidated\nThe Head of Internal Audit and Risk has direct Chair throughout the year. In 2025, no significant financial statements.\naccess to the Committee Chair, with whom a issues or concerns were raised by shareholders in\n Assessment of the external auditors and\nnumber of meetings were held during the year relation to the external audit.\n audit process\noutside formal Committee meetings.\n Further detail in respect of the Committee’s The Committee carries out an annual assessment\nThe quality and effectiveness of the internal responsibilities in relation to the external audit is of the Company’s external auditors and the audit\naudit function’s work is monitored using a outlined on pages 105 and 106 of this report and process. In doing so, the Committee considers the\nvariety of formal and informal inputs, including is set out in the Committee’s terms of reference, external auditors’ independence and objectivity,\ndiscussions with management and feedback which are available on the Company’s website, together with the effectiveness of the external\nfrom the external auditors. www.bunzl.com. The Committee Chair reports to audit process.\n the Board in relation to how the Committee has\nIn addition, a detailed questionnaire is circulated\n discharged its responsibilities with respect to the\nannually to gather feedback from a broad range\n external audit following each Committee meeting.\nof internal stakeholders, including directors and\nsenior management at Group and business area\nlevels who have regular contact with the internal", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAUDIT COMMITTEE REPORT continued\nInternal audit\nThe internal audit function provides the\nCommittee with an important means of\nmonitoring the processes and actions to manage\nand mitigate those risks identified as posing the\ngreatest threat to the Company.\nThe work of the internal audit function is\nprioritised according to the Company’s risk profile\nand its scope covers all systems and activities of\nthe Group. The internal audit plan is approved by\nthe Committee annually and is reviewed regularly\nthereafter to ensure that it continues to be\nappropriate and to enable the Committee to\nassess how internal audit is delivering against\nthe plan.\nThe Head of Internal Audit and Risk attends\nand tables reports at each scheduled Audit\nCommittee meeting, which ensures that the\nCommittee members have the opportunity to\nprovide real-time feedback and, where\nappropriate, challenge in relation to all auditrelated matters. The internal audit reports include\ndetails of the audit findings, the relevant\nmanagement actions required in order to address\nany issues arising, as well as updates on\nmanagement’s progress in addressing any\noutstanding recommendations from previously\nreported findings. The reports also highlight any\nsignificant issues relating to the processes for\ncontrolling the activities of the Group and the\nadequacy and effectiveness of such processes.\nThe Head of Internal Audit and Risk has direct\naccess to the Committee Chair, with whom a\nnumber of meetings were held during the year\noutside formal Committee meetings.\nThe quality and effectiveness of the internal\naudit function’s work is monitored using a\nvariety of formal and informal inputs, including\ndiscussions with management and feedback\nfrom the external auditors.\nIn addition, a detailed questionnaire is circulated\nannually to gather feedback from a broad range\nof internal stakeholders, including directors and\nsenior management at Group and business area\nlevels who have regular contact with the internal\n\naudit function. In 2025, the Committee\nconsidered the outcome of the questionnaires\nand concluded that the internal audit function\ncontinued to be effective, efficient and\nappropriately resourced. The Committee will carry\nout a similar effectiveness review in 2026, ahead\nof an external quality assurance review in 2027.\n\nExternal audit\nAn important part of the Committee’s work\nconsists of overseeing the Group’s relationship\nwith the external auditors,\nPricewaterhouseCoopers LLP (‘PwC’). In carrying\nout this responsibility, the Committee applies the\nFRC’s ‘Audit Committees and the External Audit:\nMinimum Standard’ (the ‘Minimum Standard’),\ncompliance with which is set out below.\nCommittee responsibilities\nThe Committee is responsible for ensuring\nthat the three-way relationship between the\nCommittee, the external auditors and the\nCompany’s management is appropriate and\nthat the independence, quality, rigour and\nchallenge of the external audit process is upheld.\nThe maintenance of regular dialogue between\nthe Committee and the external auditors lies at\nthe core of this, as outlined in the table on the\nnext page.\nThe Committee also ensures that the necessary\nstakeholders have an opportunity to engage in\nthe audit process and provides shareholders with\nopportunities to engage with the Committee\nChair throughout the year. In 2025, no significant\nissues or concerns were raised by shareholders in\nrelation to the external audit.\nFurther detail in respect of the Committee’s\nresponsibilities in relation to the external audit is\noutlined on pages 105 and 106 of this report and\nis set out in the Committee’s terms of reference,\nwhich are available on the Company’s website,\nwww.bunzl.com. The Committee Chair reports to\nthe Board in relation to how the Committee has\ndischarged its responsibilities with respect to the\nexternal audit following each Committee meeting.\n\nTendering\nA formal and competitive tender process, led by\nthe Committee, was undertaken in 2023 and\nculminated in the re-appointment of PwC as the\nCompany’s external auditors for the 2024 financial\nyear. The Committee anticipates that the next\ncompetitive tender will be conducted no later\nthan 2033 in accordance with the Minimum\nStandard, which requires a tender every 10 years.\nEach year, the Committee considers whether\nto continue with the Company’s current audit\nengagement or to carry out a formal external\naudit tender. As part of its decision making\nprocess, the Committee considers the outcome\nof its assessment of the effectiveness of the\nexternal auditors and the external audit process,\nthe key elements of which are outlined in the\ntable on the next page. In 2025, the Committee\nwas satisfied with the results of its assessment\nand has again recommended to the Board that\na resolution proposing the re-appointment of\nPwC as external auditors for the year ending\n31 December 2026 be put to shareholders at\nthe forthcoming AGM.\nReporting\nThe work of the Committee during 2025 is set\nout in this report, including the significant matters\nconsidered in relation to the financial statements\nand how these were addressed, which can be\nfound on page 101. An explanation of the\napplication of the Company’s accounting policies\nis provided in Note 2 to the consolidated\nfinancial statements.\nAssessment of the external auditors and\naudit process\nThe Committee carries out an annual assessment\nof the Company’s external auditors and the audit\nprocess. In doing so, the Committee considers the\nexternal auditors’ independence and objectivity,\ntogether with the effectiveness of the external\naudit process.\n\nAdditional Information\n\n104", "tables": [ [ [ "Bunzl plc Annu", "al Report 202", "5", "", "Strategic Report", "Di", "rectors’ Report", "", "Financial", "Statements" ], [ "", "", "", "", "", "", "", "", "", "" ], [ "AUDIT COMM", "ITTEE RE", "PORT contin", "ued", "", "", "", "", "", "" ], [ "", "", "", "", "", "", "", "", "", "" ], [ "Internal au The internal au Committee wit", "dit dit function h an importa", "provides the nt means of", "", "audit function. In 2025, th considered the outcome o and concluded that the in continued to be effective,", "e Committe f the questi ternal audit efficient an", "e onnaires function d", "Tendering A formal and com the Committee, w culminated in the", "petitive te as undert re-appoi", "nder process, l aken in 2023 an ntment of PwC a" ], [ "monitoring the and mitigate th greatest threat", "processes a ose risks ide to the Com", "nd actions to ntified as pos pany.", "manage ing the", "appropriately resourced. out a similar effectiveness of an external quality assu", "The Commit review in 2 rance revie", "tee will carry 026, ahead w in 2027.", "Company’s extern year. The Commit competitive tende", "al audito tee antici r will be c", "rs for the 2024 fi pates that the n onducted no lat" ], [ "The work of the", "internal au", "dit function is", "", "", "", "", "than 2033 in acco", "rdance wi", "th the Minimum" ], [ "prioritised acco", "rding to the", "Company’s ri", "sk profile", "External audit", "", "", "Standard, which r", "equires a", "tender every 10" ], [ "and its scope c the Group. The the Committee thereafter to e", "overs all sys internal aud annually an nsure that it", "tems and acti it plan is app d is reviewed continues to", "vities of roved by regularly be", "An important part of the C consists of overseeing the with the external auditors PricewaterhouseCoopers", "ommittee’s Group’s rel , LLP (‘PwC’).", "work ationship In carrying", "Each year, the Co to continue with t engagement or to audit tender. As p", "mmittee c he Comp carry ou art of its", "onsiders wheth any’s current au t a formal extern decision making" ], [ "appropriate an assess how int the plan. The Head of Int", "d to enable ernal audit is ernal Audit", "the Committe delivering ag and Risk atten", "e to ainst ds", "out this responsibility, the FRC’s ‘Audit Committees a Minimum Standard’ (the ‘ compliance with which is s", "Committee nd the Exte Minimum St et out belo", "applies the rnal Audit: andard’), w.", "process, the Com of its assessment external auditors the key elements", "mittee co of the eff and the e of which", "nsiders the outc ectiveness of th xternal audit pr are outlined in th" ], [ "and tables rep", "orts at each", "scheduled Au", "dit", "Committee responsibili", "ties", "", "table on the next", "page. In 2", "025, the Commi" ], [ "Committee me", "eting, which", "ensures that", "the", "The Committee is respons", "ible for ens", "uring", "was satisfied with", "the resul", "ts of its assessm" ], [ "Committee me", "mbers have", "the opportun", "ity to", "that the three-way relatio", "nship betwe", "en the", "and has again rec", "ommend", "ed to the Board" ], [ "provide real-tim", "e feedback", "and, where", "", "Committee, the external a", "uditors and", "the", "a resolution prop", "osing the", "re-appointment" ], [ "appropriate, ch", "allenge in re", "lation to all a", "udit-", "Company’s management i", "s appropria", "te and", "PwC as external a", "uditors fo", "r the year endin" ], [ "related matters", ". The intern", "al audit repor", "ts include", "that the independence, qu", "ality, rigour", "and", "31 December 202", "6 be put t", "o shareholders" ], [ "details of the a", "udit findings", ", the relevant", "", "challenge of the external a", "udit proces", "s is upheld.", "the forthcoming A", "GM.", "" ], [ "management a any issues arisi management’s outstanding re", "ctions requi ng, as well a progress in commendat", "red in order t s updates on addressing an ions from pre", "o address y viously", "The maintenance of regul the Committee and the ex the core of this, as outline next page.", "ar dialogue ternal audit d in the tabl", "between ors lies at e on the", "Reporting The work of the C out in this report, considered in rela", "ommittee including tion to th", "during 2025 is the significant e financial state" ], [ "reported findin significant issu controlling the adequacy and", "gs. The repo es relating to activities of effectivenes", "rts also highl the processe the Group an s of such proc", "ight any s for d the esses.", "The Committee also ensu stakeholders have an opp the audit process and pro opportunities to engage w", "res that the ortunity to vides share ith the Com", "necessary engage in holders with mittee", "and how these we found on page 10 application of the is provided in Not", "re addre 1. An expl Company e 2 to the", "ssed, which can anation of the ’s accounting p consolidated" ], [ "The Head of Int", "ernal Audit", "and Risk has d", "irect", "Chair throughout the year", ". In 2025, no", "significant", "financial statemen", "ts.", "" ], [ "access to the C number of mee", "ommittee C tings were h", "hair, with who eld during th", "m a e year", "issues or concerns were r relation to the external au", "aised by sha dit.", "reholders in", "Assessment of t", "he exter", "nal auditors an" ], [ "outside formal", "Committee", "meetings.", "", "Further detail in respect o", "f the Comm", "ittee’s", "audit process The Committee ca", "rries out", "an annual asses" ], [ "The quality and", "effectivene", "ss of the inter", "nal", "responsibilities in relation", "to the exter", "nal audit is", "of the Company’s", "external", "auditors and the" ], [ "audit function’s", "work is mo", "nitored using", "a", "outlined on pages 105 an", "d 106 of this", "report and", "process. In doing", "so, the Co", "mmittee consid" ], [ "variety of form", "al and inform", "al inputs, inc", "luding", "is set out in the Committe", "e’s terms of", "reference,", "external auditors’", "indepen", "dence and objec" ], [ "discussions wit", "h managem", "ent and feedb", "ack", "which are available on the", "Company’s", "website,", "together with the", "effectiven", "ess of the exter" ], [ "from the exter In addition, a d", "nal auditors. etailed ques", "tionnaire is ci", "rculated", "www.bunzl.com. The Com the Board in relation to ho discharged its responsibili", "mittee Chai w the Com ties with res", "r reports to mittee has pect to the", "audit process.", "", "" ], [ "annually to gat of internal stak senior manage", "her feedbac eholders, in ment at Gro", "k from a broa cluding direct up and busin", "d range ors and ess area", "external audit following ea", "ch Commit", "tee meeting.", "", "", "" ], [ "levels who hav", "e regular con", "tact with the", "internal", "", "", "", "", "", "" ] ] ], "word_count": 867, "visual_charts": [] }, { "page_number": 107, "section": "Directors' Report", "subsection": "Audit Committee Report", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 105", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 105\n\nAUDIT COMMITTEE REPORT continued\n\n\n CONSIDERATION ASSESSMENT OUTCOME\n\n ASSESSMENT OF THE EXTERNAL AUDITORS’ INDEPENDENCE AND OBJECTIVITY\n\n Conflicts of interest PwC confirmed during the year that all its partners and staff complied with its ethics and independence The Committee remains\n • The Committee takes into account the information and policies and procedures which are consistent with the FRC’s Revised Ethical Standard (2024) and other satisfied that PwC’s\n assurances provided by the auditors confirming that all relevant regulatory and professional requirements, including that none of its employees working on independence and objectivity\n its partners and staff involved with the audit are Bunzl’s audit hold any shares in Bunzl plc. PwC is required to provide an independence confirmation were not compromised by any\n independent of any links to the Company letter at the completion stage of the audit, including any relationships that may reasonably be thought conflicts of interest, the\n to have an impact on its independence and the objectivity of the audit engagement partner and the provision of non-audit services,\n audit staff. nor its tenure during the 2025\n external audit process.\n Non-audit services Principally, Bunzl uses other firms to provide non-audit services. However, if the provision of a service\n • Bunzl has a detailed policy relating to the provision by the Company’s auditors is permitted and adequate safeguards are in place, it is sometimes\n of non-audit services by the external auditors which is appropriate for this additional work to be carried out by the Company’s auditors. In addition, on\n overseen by the Committee; this policy was updated in occasion, the external auditors may provide non-audit services to a company that is acquired by the\n 2025 to ensure alignment with the FRC’s Revised Ethical Bunzl Group. In such circumstances, all services are ceased by the external auditors no more than\n Standard (2024) three months following the completion of the acquisition.\n • Non-audit services to be performed by the auditors Details of the fees paid to the external auditors in 2025 in respect of the audit and for non-audit\n are assessed on a case-by-case basis to ensure adherence services are set out in Note 5 to the consolidated financial statements. The fees relating to non-audit\n to the prevailing ethical standards and regulations services work in 2025 equated to 6.6% of the fees relating to audit services.\n\n Tenure PwC were first appointed at the Company’s external auditors in 2014 and were re-appointed following\n • In accordance with the Minimum Standard and The a formal tender process in 2023. Given the continuing effectiveness of PwC in their role as external\n Statutory Audit Services for Large Companies Market auditors, the Committee believes it is in the best interests of shareholders for PwC to remain in role\n Investigation (Mandatory Use of Competitive Tender for the next eight years, provided their independence, objectivity and audit quality remain satisfactory.\n Processes and Audit Committee Responsibilities) Order The next competitive tender will be conducted no later than 2033, following which a new audit firm will\n 2014 (‘CMA Order’), the Company is required to put the be appointed for the 2034 audit in line with the Minimum Standard.\n external audit contract out to tender every 10 years\n The current audit partner, Simon Morley, took over the position as audit partner with effect from\n • In accordance with the CMA Order, the external auditors 24 April 2024 and will hold this position until no later than the end of the external audit of the 2028\n are required to rotate the audit partner responsible for financial statements.\n the Company’s audit every five years", "text_reading_order": "Bunzl plc Annual Report 2025\n\nDirectors’ Report\n\nStrategic Report\n\nFinancial Statements\n\nAdditional Information\n\n105\n\nAUDIT COMMITTEE REPORT continued\nCONSIDERATION\n\nASSESSMENT\n\nOUTCOME\n\nASSESSMENT OF THE EXTERNAL AUDITORS’ INDEPENDENCE AND OBJECTIVITY\nConflicts of interest\n• The Committee takes into account the information and\nassurances provided by the auditors confirming that all\nits partners and staff involved with the audit are\nindependent of any links to the Company\n\nPwC confirmed during the year that all its partners and staff complied with its ethics and independence\npolicies and procedures which are consistent with the FRC’s Revised Ethical Standard (2024) and other\nrelevant regulatory and professional requirements, including that none of its employees working on\nBunzl’s audit hold any shares in Bunzl plc. PwC is required to provide an independence confirmation\nletter at the completion stage of the audit, including any relationships that may reasonably be thought\nto have an impact on its independence and the objectivity of the audit engagement partner and the\naudit staff.\n\nNon-audit services\n• Bunzl has a detailed policy relating to the provision\nof non-audit services by the external auditors which is\noverseen by the Committee; this policy was updated in\n2025 to ensure alignment with the FRC’s Revised Ethical\nStandard (2024)\n\nPrincipally, Bunzl uses other firms to provide non-audit services. However, if the provision of a service\nby the Company’s auditors is permitted and adequate safeguards are in place, it is sometimes\nappropriate for this additional work to be carried out by the Company’s auditors. In addition, on\noccasion, the external auditors may provide non-audit services to a company that is acquired by the\nBunzl Group. In such circumstances, all services are ceased by the external auditors no more than\nthree months following the completion of the acquisition.\n\n• Non-audit services to be performed by the auditors\nare assessed on a case-by-case basis to ensure adherence\nto the prevailing ethical standards and regulations\n\nDetails of the fees paid to the external auditors in 2025 in respect of the audit and for non-audit\nservices are set out in Note 5 to the consolidated financial statements. The fees relating to non-audit\nservices work in 2025 equated to 6.6% of the fees relating to audit services.\n\nTenure\n• In accordance with the Minimum Standard and The\nStatutory Audit Services for Large Companies Market\nInvestigation (Mandatory Use of Competitive Tender\nProcesses and Audit Committee Responsibilities) Order\n2014 (‘CMA Order’), the Company is required to put the\nexternal audit contract out to tender every 10 years\n\nPwC were first appointed at the Company’s external auditors in 2014 and were re-appointed following\na formal tender process in 2023. Given the continuing effectiveness of PwC in their role as external\nauditors, the Committee believes it is in the best interests of shareholders for PwC to remain in role\nfor the next eight years, provided their independence, objectivity and audit quality remain satisfactory.\nThe next competitive tender will be conducted no later than 2033, following which a new audit firm will\nbe appointed for the 2034 audit in line with the Minimum Standard.\n\n• In accordance with the CMA Order, the external auditors\nare required to rotate the audit partner responsible for\nthe Company’s audit every five years\n\nThe current audit partner, Simon Morley, took over the position as audit partner with effect from\n24 April 2024 and will hold this position until no later than the end of the external audit of the 2028\nfinancial statements.\n\nThe Committee remains\nsatisfied that PwC’s\nindependence and objectivity\nwere not compromised by any\nconflicts of interest, the\nprovision of non-audit services,\nnor its tenure during the 2025\nexternal audit process.", "tables": [ [ [ "CONSIDERATION", "ASSESSMENT", "OUTCOME" ], [ "ASSESSMENT OF THE EXTERNAL AUDITORS’ INDEPENDENCE AND OBJECTIVITY", "", "" ], [ "Conflicts of interest • The Committee takes into account the information and assurances provided by the auditors confirming that all its partners and staff involved with the audit are independent of any links to the Company", "PwC confirmed during the year that all its partners and staff complied with its ethics and independence policies and procedures which are consistent with the FRC’s Revised Ethical Standard (2024) and other relevant regulatory and professional requirements, including that none of its employees working on Bunzl’s audit hold any shares in Bunzl plc. PwC is required to provide an independence confirmation letter at the completion stage of the audit, including any relationships that may reasonably be thought to have an impact on its independence and the objectivity of the audit engagement partner and the audit staff.", "The Committee remains satisfied that PwC’s independence and objectivity were not compromised by any conflicts of interest, the provision of non-audit services, nor its tenure during the 2025 external audit process." ], [ "Non-audit services • Bunzl has a detailed policy relating to the provision of non-audit services by the external auditors which is overseen by the Committee; this policy was updated in 2025 to ensure alignment with the FRC’s Revised Ethical Standard (2024) • Non-audit services to be performed by the auditors are assessed on a case-by-case basis to ensure adherence to the prevailing ethical standards and regulations", "Principally, Bunzl uses other firms to provide non-audit services. However, if the provision of a service by the Company’s auditors is permitted and adequate safeguards are in place, it is sometimes appropriate for this additional work to be carried out by the Company’s auditors. In addition, on occasion, the external auditors may provide non-audit services to a company that is acquired by the Bunzl Group. In such circumstances, all services are ceased by the external auditors no more than three months following the completion of the acquisition. Details of the fees paid to the external auditors in 2025 in respect of the audit and for non-audit services are set out in Note 5 to the consolidated financial statements. The fees relating to non-audit services work in 2025 equated to 6.6% of the fees relating to audit services.", "" ], [ "Tenure • In accordance with the Minimum Standard and The Statutory Audit Services for Large Companies Market Investigation (Mandatory Use of Competitive Tender Processes and Audit Committee Responsibilities) Order 2014 (‘CMA Order’), the Company is required to put the external audit contract out to tender every 10 years • In accordance with the CMA Order, the external auditors are required to rotate the audit partner responsible for the Company’s audit every five years", "PwC were first appointed at the Company’s external auditors in 2014 and were re-appointed following a formal tender process in 2023. Given the continuing effectiveness of PwC in their role as external auditors, the Committee believes it is in the best interests of shareholders for PwC to remain in role for the next eight years, provided their independence, objectivity and audit quality remain satisfactory. The next competitive tender will be conducted no later than 2033, following which a new audit firm will be appointed for the 2034 audit in line with the Minimum Standard. The current audit partner, Simon Morley, took over the position as audit partner with effect from 24 April 2024 and will hold this position until no later than the end of the external audit of the 2028 financial statements.", "" ] ] ], "word_count": 601, "visual_charts": [] }, { "page_number": 108, "section": "Directors' Report", "subsection": "Audit Committee Report", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 106", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 106\n\nAUDIT COMMITTEE REPORT continued\n\n\n CONSIDERATION ASSESSMENT OUTCOME\n\n ASSESSMENT OF THE EFFECTIVENESS OF THE EXTERNAL AUDIT PROCESS\n\n Ongoing communication In June 2025, the Committee reviewed and approved the external auditors’ 2024 management letter Based on the results of the\n • To ensure the effectiveness of the audit process and PwC presented the Committee with its detailed audit plan for the forthcoming financial year. Committee’s ongoing audit\n and encourage appropriate challenge, regular open This outlined its audit scope, planning materiality, its assessment of key audit risks, and the steps monitoring throughout the year\n communication takes place between the Committee, taken to address those risks. In assessing the adequacy of the audit plan, the Committee considered and the feedback received, the\n the external auditors and key members of senior and, where necessary, challenged the auditors on how far the scope of the audit addresses the Committee concluded that PwC\n management Board’s assessment of risks. had demonstrated appropriate\n focus and challenge on the\n The Committee was provided with updates on PwC’s progress against the audit plan at subsequent\n primary areas of the audit and\n Committee meetings, providing Committee members with the opportunity to ensure that any\n had applied robust challenge\n commitments were met and to challenge management and PwC, raising questions where necessary.\n and professional scepticism\n During the year, PwC had direct access to the Chair of the Committee, who held a number of meetings throughout the process, with\n with PwC outside formal Committee meetings. In addition, private meetings were held between the additional measures for further\n Committee and PwC without management present to encourage open and honest feedback by both enhancement encouraged.\n parties on any matters they wished to raise.\n To ensure continuous improvement, the Committee also considered and discussed with PwC their\n own internal quality control procedures and the results of the FRC’s reviews of PwC’s audits.\n\n Questionnaires The questionnaire covered a total of 24 different aspects of the external audit process, grouped\n • Following the completion of the audit, those involved in under four separate headings: the robustness of the audit process; the quality of delivery; the quality\n the process provide feedback on PwC’s performance of people and service; and the quality of reporting. The responses were collated and a summary was\n • This involves the completion of a questionnaire by the presented to the Committee for consideration.\n Committee members, key members of senior management\n and those who regularly provide input into the Committee\n or have regular contact with the auditors", "text_reading_order": "Bunzl plc Annual Report 2025\n\nDirectors’ Report\n\nStrategic Report\n\nFinancial Statements\n\nAdditional Information\n\n106\n\nAUDIT COMMITTEE REPORT continued\nCONSIDERATION\n\nASSESSMENT\n\nOUTCOME\n\nASSESSMENT OF THE EFFECTIVENESS OF THE EXTERNAL AUDIT PROCESS\nOngoing communication\n• To ensure the effectiveness of the audit process\nand encourage appropriate challenge, regular open\ncommunication takes place between the Committee,\nthe external auditors and key members of senior\nmanagement\n\nIn June 2025, the Committee reviewed and approved the external auditors’ 2024 management letter\nand PwC presented the Committee with its detailed audit plan for the forthcoming financial year.\nThis outlined its audit scope, planning materiality, its assessment of key audit risks, and the steps\ntaken to address those risks. In assessing the adequacy of the audit plan, the Committee considered\nand, where necessary, challenged the auditors on how far the scope of the audit addresses the\nBoard’s assessment of risks.\nThe Committee was provided with updates on PwC’s progress against the audit plan at subsequent\nCommittee meetings, providing Committee members with the opportunity to ensure that any\ncommitments were met and to challenge management and PwC, raising questions where necessary.\nDuring the year, PwC had direct access to the Chair of the Committee, who held a number of meetings\nwith PwC outside formal Committee meetings. In addition, private meetings were held between the\nCommittee and PwC without management present to encourage open and honest feedback by both\nparties on any matters they wished to raise.\nTo ensure continuous improvement, the Committee also considered and discussed with PwC their\nown internal quality control procedures and the results of the FRC’s reviews of PwC’s audits.\n\nQuestionnaires\n• Following the completion of the audit, those involved in\nthe process provide feedback on PwC’s performance\n• This involves the completion of a questionnaire by the\nCommittee members, key members of senior management\nand those who regularly provide input into the Committee\nor have regular contact with the auditors\n\nThe questionnaire covered a total of 24 different aspects of the external audit process, grouped\nunder four separate headings: the robustness of the audit process; the quality of delivery; the quality\nof people and service; and the quality of reporting. The responses were collated and a summary was\npresented to the Committee for consideration.\n\nBased on the results of the\nCommittee’s ongoing audit\nmonitoring throughout the year\nand the feedback received, the\nCommittee concluded that PwC\nhad demonstrated appropriate\nfocus and challenge on the\nprimary areas of the audit and\nhad applied robust challenge\nand professional scepticism\nthroughout the process, with\nadditional measures for further\nenhancement encouraged.", "tables": [ [ [ "CONSIDERATION", "ASSESSMENT", "OUTCOME" ], [ "ASSESSMENT OF THE EFFECTIVENESS OF THE EXTERNAL AUDIT PROCESS", "", "" ], [ "Ongoing communication • To ensure the effectiveness of the audit process and encourage appropriate challenge, regular open communication takes place between the Committee, the external auditors and key members of senior management", "In June 2025, the Committee reviewed and approved the external auditors’ 2024 management letter and PwC presented the Committee with its detailed audit plan for the forthcoming financial year. This outlined its audit scope, planning materiality, its assessment of key audit risks, and the steps taken to address those risks. In assessing the adequacy of the audit plan, the Committee considered and, where necessary, challenged the auditors on how far the scope of the audit addresses the Board’s assessment of risks. The Committee was provided with updates on PwC’s progress against the audit plan at subsequent Committee meetings, providing Committee members with the opportunity to ensure that any commitments were met and to challenge management and PwC, raising questions where necessary. During the year, PwC had direct access to the Chair of the Committee, who held a number of meetings with PwC outside formal Committee meetings. In addition, private meetings were held between the Committee and PwC without management present to encourage open and honest feedback by both parties on any matters they wished to raise. To ensure continuous improvement, the Committee also considered and discussed with PwC their own internal quality control procedures and the results of the FRC’s reviews of PwC’s audits.", "Based on the results of the Committee’s ongoing audit monitoring throughout the year and the feedback received, the Committee concluded that PwC had demonstrated appropriate focus and challenge on the primary areas of the audit and had applied robust challenge and professional scepticism throughout the process, with additional measures for further enhancement encouraged." ], [ "Questionnaires • Following the completion of the audit, those involved in the process provide feedback on PwC’s performance • This involves the completion of a questionnaire by the Committee members, key members of senior management and those who regularly provide input into the Committee or have regular contact with the auditors", "The questionnaire covered a total of 24 different aspects of the external audit process, grouped under four separate headings: the robustness of the audit process; the quality of delivery; the quality of people and service; and the quality of reporting. The responses were collated and a summary was presented to the Committee for consideration.", "" ] ] ], "word_count": 424, "visual_charts": [] }, { "page_number": 109, "section": "Directors' Report", "subsection": "Board Sustainability Committee Report", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 107", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 107\n\nBOARD SUSTAINABILITY COMMITTEE REPORT\n\n Introduction from Peter Ventress Climate-related matters also remained a key area\n I am pleased to present the report of the Board of focus. The Committee received updates on\n Sustainability Committee (the “Committee”) for progress against the Group’s near-term carbon\n the year ended 31 December 2025. targets, business area carbon roadmaps and the\n implementation of the Group’s net zero transition\n Throughout the year, the Committee continued to plan. We discussed the implications of evolving\n provide independent oversight and constructive global disclosure requirements and the increasing\n challenge to ensure that Bunzl’s sustainability expectations surrounding science-based targets\n strategy remained aligned with stakeholder and supplier engagement, recognising that these\n expectations and responsive to an increasingly developments will shape the next phase of\n complex regulatory landscape. Sustainability Bunzl’s climate strategy.\n remains a core element of the Group’s long term\n resilience, and the Committee plays an important Across all areas, the Committee maintained its\n role in overseeing, and where appropriate, emphasis on accountability, transparency and\n challenging, the work of the Group Sustainability high-quality reporting. We oversaw the continued\n Committee and its sub-committees, as well as development of data processes and disclosure\n advising the Board on priorities, targets and practices to ensure the Group remains aligned\n emerging risks. with regulatory expectations and best practice,\n and that the Board is supported by clear,\n The Committee met three times during 2025, with decision-useful information. The Committee\n each meeting focused on a core strategic theme: also discussed longer-term sustainability-related\n responsible sourcing, customer engagement and opportunities and risks, with a particular focus\n climate change. This structured approach allowed on areas that may support the Group’s enduring\n \t\u0007Peter Ventress, Chairman and Chair of the Board Sustainability Committee the Committee to engage in more in-depth commercial resilience.\n reviews of the Group’s progress in these areas\n Further detail on Bunzl’s sustainability strategy\n\n “\u0007Sustainability remains a dynamic and\n and consider the implications of evolving market\n expectations, the findings of the Group’s recent and performance can be found in the\n materiality assessments and wider developments Sustainability report on pages 42 to 57.\n\n evolving area, and the Committee will in the external sustainability landscape. We\n received regular updates from the Head of\n The Committee’s performance and effectiveness\n were reviewed as part of the 2025 Board\n\n continue to champion transparent, Sustainability, the Director of Group HR and other\n senior leaders on progress against our strategic\n evaluation, which confirmed the Committee’s\n positive contribution and reaffirmed the\n\n high-quality ESG disclosures aligned\n objectives and on emerging trends shaping our importance of maintaining a strong link between\n sustainability agenda. sustainability, customer value and the Group’s\n long term strategic objectives. More information\n\n with best practice.”\n During the year, the Committee noted the\n increasing maturity of the Group’s responsible on the evaluation is provided on page 89.\n sourcing activities, including the evolution of our Sustainability remains a dynamic and evolving\n supply chain risk management processes and area, and the Committee will continue to\n ongoing enhancements to our ethical oversight champion transparent, high-quality ESG\n programme. We also received updates on the disclosures aligned with best practice.\n Group’s customer engagement work, where Peter Ventress\n sustainability continues to strengthen Bunzl’s Chairman and Chair of the Board\n commercial value proposition and support long Sustainability Committee\n term customer relationships across regions. The 2 March 2026\n Committee welcomed management’s continued\n efforts to deepen engagement with customers\n and further articulate the ways in which\n sustainability supports commercial differentiation.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\n107\n\nBOARD SUSTAINABILITY COMMITTEE REPORT\nIntroduction from Peter Ventress\nI am pleased to present the report of the Board\nSustainability Committee (the “Committee”) for\nthe year ended 31 December 2025.\nThroughout the year, the Committee continued to\nprovide independent oversight and constructive\nchallenge to ensure that Bunzl’s sustainability\nstrategy remained aligned with stakeholder\nexpectations and responsive to an increasingly\ncomplex regulatory landscape. Sustainability\nremains a core element of the Group’s long term\nresilience, and the Committee plays an important\nrole in overseeing, and where appropriate,\nchallenging, the work of the Group Sustainability\nCommittee and its sub-committees, as well as\nadvising the Board on priorities, targets and\nemerging risks.\n\n\t\u0007Peter Ventress, Chairman and Chair of the Board Sustainability Committee\n\n“\u0007Sustainability remains a dynamic and\nevolving area, and the Committee will\ncontinue to champion transparent,\nhigh-quality ESG disclosures aligned\nwith best practice.”\n\nThe Committee met three times during 2025, with\neach meeting focused on a core strategic theme:\nresponsible sourcing, customer engagement and\nclimate change. This structured approach allowed\nthe Committee to engage in more in-depth\nreviews of the Group’s progress in these areas\nand consider the implications of evolving market\nexpectations, the findings of the Group’s recent\nmateriality assessments and wider developments\nin the external sustainability landscape. We\nreceived regular updates from the Head of\nSustainability, the Director of Group HR and other\nsenior leaders on progress against our strategic\nobjectives and on emerging trends shaping our\nsustainability agenda.\nDuring the year, the Committee noted the\nincreasing maturity of the Group’s responsible\nsourcing activities, including the evolution of our\nsupply chain risk management processes and\nongoing enhancements to our ethical oversight\nprogramme. We also received updates on the\nGroup’s customer engagement work, where\nsustainability continues to strengthen Bunzl’s\ncommercial value proposition and support long\nterm customer relationships across regions. The\nCommittee welcomed management’s continued\nefforts to deepen engagement with customers\nand further articulate the ways in which\nsustainability supports commercial differentiation.\n\nClimate-related matters also remained a key area\nof focus. The Committee received updates on\nprogress against the Group’s near-term carbon\ntargets, business area carbon roadmaps and the\nimplementation of the Group’s net zero transition\nplan. We discussed the implications of evolving\nglobal disclosure requirements and the increasing\nexpectations surrounding science-based targets\nand supplier engagement, recognising that these\ndevelopments will shape the next phase of\nBunzl’s climate strategy.\nAcross all areas, the Committee maintained its\nemphasis on accountability, transparency and\nhigh-quality reporting. We oversaw the continued\ndevelopment of data processes and disclosure\npractices to ensure the Group remains aligned\nwith regulatory expectations and best practice,\nand that the Board is supported by clear,\ndecision-useful information. The Committee\nalso discussed longer-term sustainability-related\nopportunities and risks, with a particular focus\non areas that may support the Group’s enduring\ncommercial resilience.\nFurther detail on Bunzl’s sustainability strategy\nand performance can be found in the\nSustainability report on pages 42 to 57.\nThe Committee’s performance and effectiveness\nwere reviewed as part of the 2025 Board\nevaluation, which confirmed the Committee’s\npositive contribution and reaffirmed the\nimportance of maintaining a strong link between\nsustainability, customer value and the Group’s\nlong term strategic objectives. More information\non the evaluation is provided on page 89.\nSustainability remains a dynamic and evolving\narea, and the Committee will continue to\nchampion transparent, high-quality ESG\ndisclosures aligned with best practice.\nPeter Ventress\nChairman and Chair of the Board\nSustainability Committee\n2 March 2026", "tables": [ [ [ "", "", "" ], [ "", "", "" ], [ "", "", "" ], [ "", "Peter Ventress, Chairman and Chair of the Board Sustainability Committee", "" ], [ "", "“S ustainability remains a dynamic and evolving area, and the Committee will continue to champion transparent, high-quality ESG disclosures aligned with best practice.”", "" ], [ "", "", "" ] ] ], "word_count": 576, "visual_charts": [] }, { "page_number": 110, "section": "Directors' Report", "subsection": "Board Sustainability Committee Report", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 108", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 108\n\nBOARD SUSTAINABILITY COMMITTEE REPORT continued\n\n\nComposition Principal responsibilities of the Activities • Received an update on regional roadmaps and\n Committee in 2025 new technologies within the businesses, such\nDuring 2025, the Committee comprised the • Received updates on Bunzl’s net zero\n as large electric vehicles\nChairman of the Company, who chairs the • Assist the Board in overseeing policies and transition plan and considered the next\nCommittee, and all of the independent non- programmes to ensure that the Company steps in relation thereto • Recommended the Board and Committee\nexecutive directors. The Secretary to the meets objectives, targets and priorities set Diversity Policy and the Group Inclusion and\n • Reviewed Bunzl’s approach to supplier\nCommittee is the Company Secretary. The Group out in the sustainability strategy Belonging Policy to the Board for approval\n engagement and the progress made under\nGeneral Counsel, the Director of Group HR and its supplier engagement programme • Recommended the 2025 Modern Slavery\n • Ensure that the Board is kept updated on\nthe Head of Sustainability are also usually invited Statement to the Board for approval\n key sustainability matters • Considered progress made in respect of the\nto attend Committee meetings and other senior\n • Provide recommendations to the Board on Group’s supply chain risk assessment and the\nexecutives are invited as required.\n changes to Bunzl’s sustainability strategy ethical auditing programme\nBoard Sustainability Committee • Make recommendations to the Board to • Discussed the Company’s performance\nmeetings mitigate any sustainability-related risks against its ESG targets in 2025 and considered\nThe Committee meets at least three times a year identified by management the direction of travel for those targets for\nand otherwise as required. 2026 and beyond\n • Review the work of other Board level\n Committees to ensure that adequate • Received an update on sustainability news and\nThe table below sets out directors’ attendance incoming EU sustainability reporting legislation\n consideration is afforded to sustainability\nat the three scheduled Committee meetings held\n objectives • Considered performance across the business\nduring 2025.\n • Provide recommendations to the Board on in relation to sustainability sales activity and\n Meetings attended\n approval of any corporate communications climate change assessments and tools\nPeter Ventress 3/3 with material sustainability content • Considered progress made on the Group’s\nLloyd Pitchford* 1/1 • Assist the Board in its oversight of Bunzl’s ‘Sustainability as Competitive Advantage’\nStephan Nanninga 3/3 conduct with regard to its obligations as a strategy\nVin Murria 3/3 corporate citizen\nPam Kirby 3/3 The Committee’s terms of reference are available\nJacky Simmonds 3/3 on the Company’s website, www.bunzl.com.\nDaniela Barone Soares 3/3\nJulia Wilson 3/3\n* Lloyd Pitchford resigned as a director on 23 April 2025\n and attended all of the Committee meetings held between\n 1 January 2025 and that date.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\n108\n\nBOARD SUSTAINABILITY COMMITTEE REPORT continued\n\nComposition\nDuring 2025, the Committee comprised the\nChairman of the Company, who chairs the\nCommittee, and all of the independent nonexecutive directors. The Secretary to the\nCommittee is the Company Secretary. The Group\nGeneral Counsel, the Director of Group HR and\nthe Head of Sustainability are also usually invited\nto attend Committee meetings and other senior\nexecutives are invited as required.\n\nBoard Sustainability Committee\nmeetings\nThe Committee meets at least three times a year\nand otherwise as required.\nThe table below sets out directors’ attendance\nat the three scheduled Committee meetings held\nduring 2025.\nMeetings attended\n\nPeter Ventress\n\n3/3\n\nLloyd Pitchford*\n\n1/1\n\nStephan Nanninga\n\n3/3\n\nVin Murria\n\n3/3\n\nPam Kirby\n\n3/3\n\nJacky Simmonds\n\n3/3\n\nDaniela Barone Soares\n\n3/3\n\nJulia Wilson\n\n3/3\n\n* Lloyd Pitchford resigned as a director on 23 April 2025\nand attended all of the Committee meetings held between\n1 January 2025 and that date.\n\nPrincipal responsibilities of the\nCommittee in 2025\n• Assist the Board in overseeing policies and\nprogrammes to ensure that the Company\nmeets objectives, targets and priorities set\nout in the sustainability strategy\n• Ensure that the Board is kept updated on\nkey sustainability matters\n• Provide recommendations to the Board on\nchanges to Bunzl’s sustainability strategy\n• Make recommendations to the Board to\nmitigate any sustainability-related risks\nidentified by management\n• Review the work of other Board level\nCommittees to ensure that adequate\nconsideration is afforded to sustainability\nobjectives\n• Provide recommendations to the Board on\napproval of any corporate communications\nwith material sustainability content\n• Assist the Board in its oversight of Bunzl’s\nconduct with regard to its obligations as a\ncorporate citizen\nThe Committee’s terms of reference are available\non the Company’s website, www.bunzl.com.\n\nActivities\n• Received updates on Bunzl’s net zero\ntransition plan and considered the next\nsteps in relation thereto\n• Reviewed Bunzl’s approach to supplier\nengagement and the progress made under\nits supplier engagement programme\n• Considered progress made in respect of the\nGroup’s supply chain risk assessment and the\nethical auditing programme\n• Discussed the Company’s performance\nagainst its ESG targets in 2025 and considered\nthe direction of travel for those targets for\n2026 and beyond\n• Received an update on sustainability news and\nincoming EU sustainability reporting legislation\n• Considered performance across the business\nin relation to sustainability sales activity and\nclimate change assessments and tools\n• Considered progress made on the Group’s\n‘Sustainability as Competitive Advantage’\nstrategy\n\n• Received an update on regional roadmaps and\nnew technologies within the businesses, such\nas large electric vehicles\n• Recommended the Board and Committee\nDiversity Policy and the Group Inclusion and\nBelonging Policy to the Board for approval\n• Recommended the 2025 Modern Slavery\nStatement to the Board for approval", "tables": [ [ [ "Bunzl plc Annual Rep", "ort 2025", "", "", "Str", "ategic Report", "", "Directors’ Report", "", "", "Financial Statem", "ents", "", "Ad", "ditional Informa", "tion", "" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "BOARD SUSTAIN", "ABILITY", "COMMITTE", "E REPOR", "T", "continued", "", "", "", "", "", "", "", "", "", "", "" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "Composition During 2025, the Co Chairman of the Co Committee, and all o executive directors.", "mmittee mpany, w f the ind The Secr", "comprised the ho chairs the ependent non- etary to the", "", "Pr C •", "incipal resp ommittee in Assist the Board programmes to e meets objectives", "onsibi 2025 in overs nsure t , targets", "lities of the eeing policies and hat the Company and priorities set", "A • •", "ctivities Received upda transition plan steps in relatio Reviewed Bunz", "tes on Bunzl’s n and considered n thereto l’s approach to", "et zero the n suppli", "ext er", "• •", "Received an up new technologi as large electric Recommended Diversity Policy", "date on regiona es within the bu vehicles the Board and and the Group", "l roadmaps sinesses, s Committee Inclusion an" ], [ "Committee is the Co General Counsel, th the Head of Sustain to attend Committe executives are invite", "mpany S e Directo ability are e meetin d as req", "ecretary. The G r of Group HR a also usually in gs and other se uired.", "roup nd vited nior", "• •", "out in the sustain Ensure that the B key sustainability Provide recomm changes to Bunzl", "ability s oard is matter endation ’s sustai", "trategy kept updated on s s to the Board on nability strategy", "•", "engagement an its supplier eng Considered pro Group’s supply ethical auditing", "d the progress agement progr gress made in r chain risk asses programme", "made amme espec smen", "under t of the t and the", "•", "Belonging Polic Recommended Statement to th", "y to the Board f the 2025 Mode e Board for app", "or approval rn Slavery roval" ], [ "Board Sustaina", "bility", "Committee", "", "•", "Make recommen", "dations", "to the Board to", "•", "Discussed the", "Company’s perf", "orman", "ce", "", "", "", "" ], [ "meetings The Committee mee and otherwise as re", "ts at leas quired.", "t three times a", "year", "•", "mitigate any sust identified by man Review the work", "ainabilit agemen of other", "y-related risks t Board level", "•", "against its ESG the direction of 2026 and beyo Received an up", "targets in 2025 travel for those nd date on sustain", "and c targe ability", "onsidered ts for news and", "", "", "", "" ], [ "The table below sets at the three schedul during 2025.", "out dire ed Comm", "ctors’ attendan ittee meetings", "ce held", "•", "Committees to e consideration is objectives Provide recomm", "nsure th afforded endation", "at adequate to sustainability s to the Board on", "•", "incoming EU su Considered per in relation to su", "stainability rep formance acros stainability sale", "orting s the s activ", "legislation business ity and", "", "", "", "" ], [ "", "", "Meetings atte", "nded", "", "approval of any c", "orporat", "e communications", "", "climate change", "assessments a", "nd too", "ls", "", "", "", "" ], [ "Peter Ventress", "", "", "3/3", "", "with material sus", "tainabili", "ty content", "•", "Considered pro", "gress made on", "the G", "roup’s", "", "", "", "" ], [ "Lloyd Pitchford*", "", "", "1/1", "•", "Assist the Board", "in its ov", "ersight of Bunzl’s", "", "‘Sustainability a", "s Competitive A", "dvant", "age’", "", "", "", "" ], [ "Stephan Nanninga", "", "", "3/3", "", "conduct with reg", "ard to it", "s obligations as a", "", "strategy", "", "", "", "", "", "", "" ], [ "Vin Murria Pam Kirby", "", "", "3/3 3/3", "Th", "corporate citizen e Committee’s te", "rms of r", "eference are available", "", "", "", "", "", "", "", "", "" ], [ "Jacky Simmonds", "", "", "3/3", "on", "the Company’s", "website,", "www.bunzl.com.", "", "", "", "", "", "", "", "", "" ], [ "Daniela Barone Soar", "es", "", "3/3", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "Julia Wilson", "", "", "3/3", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "* Lloyd Pitchford resigne", "d as a direct", "or on 23 April 2025", "", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "and attended all of the", "Committee", "meetings held betw", "een", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "1 January 2025 and that", "date.", "", "", "", "", "", "", "", "", "", "", "", "", "", "", "" ] ] ], "word_count": 472, "visual_charts": [] }, { "page_number": 111, "section": "Directors' Report", "subsection": "Board Sustainability Committee Report", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 109", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 109\n\nBOARD SUSTAINABILITY COMMITTEE REPORT continued\n\n\n\n Board insight into sustainability\n progress at Nisbets\n As part of the Board and Board Sustainability\n Committee’s October meetings, directors\n visited Nisbets’ National Catering Equipment\n Centre, where Nisbets’ Group Director –\n Category, Own Brands, Global Sourcing\n and ESG provided an overview of the\n business’s established ESG programme.\n The presentation highlighted a wide range\n of initiatives, including energy-efficiency\n measures across warehouses, solar\n generation across major sites, plastic-\n reduction programmes, strengthened\n responsible sourcing practices, and\n enhanced colleague engagement activities,\n such as the ‘Nisbets in the Community’\n programme.\n Directors also reviewed Nisbets’ approach to\n supporting customers through sustainable\n product innovation and packaging changes,\n as well as its active participation in ethical-\n trading frameworks and its programme of\n supplier audits. The Committee welcomed\n the clarity and progress demonstrated\n across Nisbets’ four ESG pillars and\n recognised the alignment with the Group’s\n wider sustainability strategy.\n This engagement formed an important part\n of the Committee’s ongoing oversight,\n providing direct insight into how\n sustainability practices are being embedded\n within Bunzl’s businesses and informing the\n Committee’s stewardship of the Group’s long\n term sustainability priorities.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nBOARD SUSTAINABILITY COMMITTEE REPORT continued\n\nBoard insight into sustainability\nprogress at Nisbets\nAs part of the Board and Board Sustainability\nCommittee’s October meetings, directors\nvisited Nisbets’ National Catering Equipment\nCentre, where Nisbets’ Group Director –\nCategory, Own Brands, Global Sourcing\nand ESG provided an overview of the\nbusiness’s established ESG programme.\nThe presentation highlighted a wide range\nof initiatives, including energy-efficiency\nmeasures across warehouses, solar\ngeneration across major sites, plasticreduction programmes, strengthened\nresponsible sourcing practices, and\nenhanced colleague engagement activities,\nsuch as the ‘Nisbets in the Community’\nprogramme.\nDirectors also reviewed Nisbets’ approach to\nsupporting customers through sustainable\nproduct innovation and packaging changes,\nas well as its active participation in ethicaltrading frameworks and its programme of\nsupplier audits. The Committee welcomed\nthe clarity and progress demonstrated\nacross Nisbets’ four ESG pillars and\nrecognised the alignment with the Group’s\nwider sustainability strategy.\nThis engagement formed an important part\nof the Committee’s ongoing oversight,\nproviding direct insight into how\nsustainability practices are being embedded\nwithin Bunzl’s businesses and informing the\nCommittee’s stewardship of the Group’s long\nterm sustainability priorities.\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\n109", "tables": [ [ [ "Board insight into sustainability progress at Nisbets As part of the Board and Board Sustainability Committee’s October meetings, directors visited Nisbets’ National Catering Equipment Centre, where Nisbets’ Group Director – Category, Own Brands, Global Sourcing and ESG provided an overview of the business’s established ESG programme. The presentation highlighted a wide range of initiatives, including energy-efficiency measures across warehouses, solar generation across major sites, plastic- reduction programmes, strengthened responsible sourcing practices, and enhanced colleague engagement activities, such as the ‘Nisbets in the Community’ programme. Directors also reviewed Nisbets’ approach to supporting customers through sustainable product innovation and packaging changes, as well as its active participation in ethical- trading frameworks and its programme of supplier audits. The Committee welcomed the clarity and progress demonstrated across Nisbets’ four ESG pillars and recognised the alignment with the Group’s wider sustainability strategy. This engagement formed an important part of the Committee’s ongoing oversight, providing direct insight into how sustainability practices are being embedded within Bunzl’s businesses and informing the Committee’s stewardship of the Group’s long term sustainability priorities.", "" ] ] ], "word_count": 193, "visual_charts": [] }, { "page_number": 112, "section": "Directors' Report", "subsection": "Directors' Remuneration Report", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 110", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 110\n\nDIRECTORS’ REMUNERATION REPORT\n\n Introduction from Jacky Simmonds Inevitably, however, the impact of a weaker first\n I am pleased to present the Directors’ half performance was seen in the assessment of\n remuneration report for the year ended the financial targets, and the threshold Earnings\n 31 December 2025. This is the second year per share (‘eps’) and Return on Average Operating\n of the application of the policy approved by Capital (‘RAOC’) required for the payment of these\n shareholders in April 2024, and we have already elements of bonus were not achieved. However, a\n started to prepare our thinking for a review of this disciplined approach to cash management across\n policy in 2026 in advance of the next approval. the year led to a modest payout for the Operating\n 2025 has proved to be a challenging year for the Cashflow element of the bonus.\n Group, particularly in major markets, and this has Despite the market and operational challenges,\n been reflected in significantly lower outturns from we were still able to make significant progress\n the Annual Bonus, which predominantly linked to with our strategic objectives. Good progress has\n financial performance. Despite these headwinds, been made with the digitisation of transactions\n it has been positive to see progress on the three and some exciting AI applications are starting\n long-term strategic priorities of Digital, to gain real traction. We have delivered our\n Sustainability and Talent. long-term supplier audit target of having 90% of\n our spend from high-risk countries coming from\n Context of remuneration assessed and compliant suppliers, and customer\n Bunzl’s performance in 2025 was strongly engagement around sustainable alternative\n impacted by operational issues in our largest products has been strong. There has been a\n business in North America, as a result of an lower investment in acquisitions following a\n organisational change which resulted in lost record year in 2024, but we were delighted to\n Jacky Simmonds, Chair of the Remuneration Committee business with certain customers that was not welcome eight new businesses to the Group.\n offset by momentum elsewhere. This\n Performance and reward for 2025\n “\u0007A more challenging year in some\n meaningfully impacted the Group’s profit\n performance in the year and was compounded I can comfirm that the Policy operated as\n further by global macroeconomic uncertainty intended in terms of quantum and performance\n\n of Bunzl’s major markets led directly related to tariffs. These negatively affected\n business and consumer sentiment and pressured\n in 2025.\n Annual bonus\n to lower outturns for the Executive\n certain of Bunzl’s larger end markets. Pricing\n pressures also persisted in certain cleaning and Annual bonus payments were based on a\n hygiene businesses, reflecting deflation and combination of key financial measures (70%)\n\n Directors for 2025. In 2026 we will post-pandemic normalisation. Throughout the\n year, the Group has been very focused on taking\n comprising eps, return on average operating\n capital (‘RAOC’) and operating cash flow, with\n\n commence the review of our actions to improve performance and, 20% based on personal objectives and 10% on\n encouragingly, the impact of these actions Environmental, Social and Governance (‘ESG’)\n objectives. The on-target performance level for\n\n Remuneration Policy with the\n supported an improved performance in the\n second half compared to the first half, meaning the financial elements of the bonus for 2025 was\n that the Group achieved the profit guidance it set set at, or close to, the budgeted level of\n\n objective of supporting the next out in April 2025. The business saw good performance. The personal and ESG objectives\n momentum towards the end of the year, with selected are closely aligned to the strategic\n priorities for the business and are generally\n phase of Bunzl’s growth.”\n business wins supporting a return to underlying\n revenue growth, and a moderation in the rate of measurable. The Committee conducted a detailed\n operating margin decline. review of the evidence to support the evaluation\n of these non-financial objectives.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\n110\n\nDIRECTORS’ REMUNERATION REPORT\nIntroduction from Jacky Simmonds\nI am pleased to present the Directors’\nremuneration report for the year ended\n31 December 2025. This is the second year\nof the application of the policy approved by\nshareholders in April 2024, and we have already\nstarted to prepare our thinking for a review of this\npolicy in 2026 in advance of the next approval.\n2025 has proved to be a challenging year for the\nGroup, particularly in major markets, and this has\nbeen reflected in significantly lower outturns from\nthe Annual Bonus, which predominantly linked to\nfinancial performance. Despite these headwinds,\nit has been positive to see progress on the three\nlong-term strategic priorities of Digital,\nSustainability and Talent.\n\nContext of remuneration\n\nJacky Simmonds, Chair of the Remuneration Committee\n\n“\u0007A more challenging year in some\nof Bunzl’s major markets led directly\nto lower outturns for the Executive\nDirectors for 2025. In 2026 we will\ncommence the review of our\nRemuneration Policy with the\nobjective of supporting the next\nphase of Bunzl’s growth.”\n\nBunzl’s performance in 2025 was strongly\nimpacted by operational issues in our largest\nbusiness in North America, as a result of an\norganisational change which resulted in lost\nbusiness with certain customers that was not\noffset by momentum elsewhere. This\nmeaningfully impacted the Group’s profit\nperformance in the year and was compounded\nfurther by global macroeconomic uncertainty\nrelated to tariffs. These negatively affected\nbusiness and consumer sentiment and pressured\ncertain of Bunzl’s larger end markets. Pricing\npressures also persisted in certain cleaning and\nhygiene businesses, reflecting deflation and\npost-pandemic normalisation. Throughout the\nyear, the Group has been very focused on taking\nactions to improve performance and,\nencouragingly, the impact of these actions\nsupported an improved performance in the\nsecond half compared to the first half, meaning\nthat the Group achieved the profit guidance it set\nout in April 2025. The business saw good\nmomentum towards the end of the year, with\nbusiness wins supporting a return to underlying\nrevenue growth, and a moderation in the rate of\noperating margin decline.\n\nInevitably, however, the impact of a weaker first\nhalf performance was seen in the assessment of\nthe financial targets, and the threshold Earnings\nper share (‘eps’) and Return on Average Operating\nCapital (‘RAOC’) required for the payment of these\nelements of bonus were not achieved. However, a\ndisciplined approach to cash management across\nthe year led to a modest payout for the Operating\nCashflow element of the bonus.\nDespite the market and operational challenges,\nwe were still able to make significant progress\nwith our strategic objectives. Good progress has\nbeen made with the digitisation of transactions\nand some exciting AI applications are starting\nto gain real traction. We have delivered our\nlong-term supplier audit target of having 90% of\nour spend from high-risk countries coming from\nassessed and compliant suppliers, and customer\nengagement around sustainable alternative\nproducts has been strong. There has been a\nlower investment in acquisitions following a\nrecord year in 2024, but we were delighted to\nwelcome eight new businesses to the Group.\n\nPerformance and reward for 2025\nI can comfirm that the Policy operated as\nintended in terms of quantum and performance\nin 2025.\nAnnual bonus\nAnnual bonus payments were based on a\ncombination of key financial measures (70%)\ncomprising eps, return on average operating\ncapital (‘RAOC’) and operating cash flow, with\n20% based on personal objectives and 10% on\nEnvironmental, Social and Governance (‘ESG’)\nobjectives. The on-target performance level for\nthe financial elements of the bonus for 2025 was\nset at, or close to, the budgeted level of\nperformance. The personal and ESG objectives\nselected are closely aligned to the strategic\npriorities for the business and are generally\nmeasurable. The Committee conducted a detailed\nreview of the evidence to support the evaluation\nof these non-financial objectives.", "tables": [ [ [ "", "", "" ], [ "", "", "" ], [ "", "", "" ], [ "", "Jacky Simmonds, Chair of the Remuneration Committee", "" ], [ "", "“ A more challenging year in some of Bunzl’s major markets led directly to lower outturns for the Executive Directors for 2025. In 2026 we will commence the review of our Remuneration Policy with the objective of supporting the next", "" ], [ "", "phase of Bunzl’s growth.”", "" ] ] ], "word_count": 647, "visual_charts": [] }, { "page_number": 113, "section": "Directors' Report", "subsection": "Directors' Remuneration Report", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 111", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 111\n\nDIRECTORS’ REMUNERATION REPORT continued\n\nThe Committee’s evaluation of the annual bonus or regulatory issues were identified. The The annual bonus performance measures Conclusions\ntargets, in the context of the performance Committee also noted that the underlying value of continue to be a balanced scorecard of key While 2025 presented significant challenges,\nchallenges outlined above, resulted in a payment the awards has been impacted by share price financial metrics – adjusted eps, RAOC and these have not derailed progress against the\nof 35% of maximum for Frank van Zanten and performance, aligning outcomes for the directors operating cash flow. For 2026, recognising Group’s long-term strategy. The Committee\n37% of maximum for Richard Howes. No with the shareholder experience. shareholder focus, the Committee has remains focused on ensuring that remuneration\ndiscretion was applied to adjust the financial determined that a greater weighting should be continues to support sustainable performance,\n Therefore, I can confirm that the Committee has\noutcomes, as overall payments reflected business attached to them, increasing it from 70% to 85% disciplined execution and long-term value\n determined that these awards should vest in full.\nperformance. The Committee is aware of the fall of the total bonus opportunity. The remaining creation as we prepare for the next phase\n More detail can be found on page 118. Once\nin share price over the year but believes the below 15% will be linked to clearly-defined strategic of growth.\n vested the awards remain subject to a two year\ntarget annual bonus outcome is reflective of the non-financial goals aligned with the Group’s\n holding period as well as malus and clawback Although there has been no specific engagement\ngeneral performance of the Company when taking priorities. 50% of any bonus awarded will be\n provisions. on executive remuneration this year, I would like\ninto account the wider stakeholder experience deferred into shares for a period of three years.\nand the progress made by executives on broader Employee pay to thank shareholders for all their support for the\n Long Term Incentives work of the Committee and for the Bunzl\nstrategic objectives. In line with the Policy, 50% of\n The Committee always considers the broader The Committee expects to make grants of\nthe annual bonuses will be delivered in shares, management team. It has been very much\n context of employee pay across the Group when Restricted Shares to the executive directors and\nsubject to a three-year deferral period. appreciated. I look forward to further engagement\n reviewing and implementing the policy for other participants as per the terms of the current in 2026 on our policy proposals.\nLong Term Incentives directors. It closely monitors base pay increases, policy. For the CEO, these shares will be\nThe Restricted Share Awards (‘RSAs’) were bonus awards and other pay elements. In the equivalent to 175% of salary, and for the CFO In the following pages you will find details of:\ngranted on 1 March 2023, immediately after the broader context, it is worth noting that over 9,400 125% of salary. These will vest in 2029, subject to • the ‘at a glance’ guide to executive directors’\npublication of the results for the year ended 31 employees across the Group will receive a bonus continued employment and the assessment of remuneration for 2025;\nDecember 2022. These vested on 1 March 2026 based on 2025 performance. As required we have performance against the underpin. The • the annual report on directors’ remuneration\nbased on satisfaction of a performance underpin again disclosed in this year’s Directors’ Committee noted that the share price at grant is for 2025, including how we will apply the\nas measured over a three-year period to 31 remuneration report the ratio between the Chief likely to be significantly lower than the grant price remuneration policy in 2026; and\nDecember 2025. The Committee reviewed the Executive Officer’s remuneration and the median, for the 2025 awards. It will assess the\nwide range of financial and non-financial metrics lower quartile and upper quartile of UK appropriateness of vesting outcomes, including • the remuneration policy in place for 2026, as\nin the underpin with particular scrutiny this year employees. any potential for “windfall gains” at the point of approved by shareholders on 24 April 2024.\nrecognising the challenges of 2025, which vesting. As usual, it will also review all aspects of The policy can also be viewed in the corporate\nrepresented just one year of the three-year Implementing the Policy for the the underpin and apply overall judgement. The governance section of the Company’s website,\nperformance period. Specific factors considered 2026 financial year Committee has the discretion to scale back www.bunzl.com.\nin assessing “in the round” performance for this Base salary awards if it concludes there is material I hope that you will find this report to be clear and\naward included: The base salaries for the executive directors, underperformance and vested awards will be helpful in understanding our remuneration policy\n• Financial health of the business (revenue, Frank van Zanten and Richard Howes, have been subject to a two-year holding period. and practices.\n profitability, cashflow, returns) increased by 2.5%, effective from 1 January 2026.\n Both these increases are in line with those Priorities for 2026 Jacky Simmonds\n• Delivery of strategic priorities Chair of the Remuneration Committee\n budgeted for the Bunzl plc head office and for the The Committee continues to monitor\n• Stakeholder experience UK leadership team. The average pay awards for developments in the executive pay landscape, 2 March 2026\n• Progress towards ESG goals the Group leadership team ranged from 2.5% to both in the UK and internationally, recognising\n 4.5% excluding currency adjustments. Bunzl’s global footprint and the importance of\nHaving considered these factors in the round, the\n remaining competitive while maintaining strong\nCommittee concluded that the financial and Annual bonus alignment with performance and shareholder\nnon-financial fundamentals of the Business As per the policy approved in 2024, the on-target value creation. It also recognises, and welcomes,\nremain sound. As detailed above, there have been bonus opportunity for the 2026 financial year is the more pragmatic and performance-focused\nsome challenges in 2025 but the management 100% of salary for Frank van Zanten and 87.5% for approach being taken by key bodies such as The\nteam were swift to address these and the H2 Richard Howes. Investment Association. As we embark on\nperformance was improved. Importantly the\n reviewing our policy, I am looking forward to\nfinancial performance of 2025 was not lower than\n capturing the views of our investors.\nthat of 2022, and the longer-term trend since\n2019 remains positive. No material risk, control", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\n111\n\nDIRECTORS’ REMUNERATION REPORT continued\nThe Committee’s evaluation of the annual bonus\ntargets, in the context of the performance\nchallenges outlined above, resulted in a payment\nof 35% of maximum for Frank van Zanten and\n37% of maximum for Richard Howes. No\ndiscretion was applied to adjust the financial\noutcomes, as overall payments reflected business\nperformance. The Committee is aware of the fall\nin share price over the year but believes the below\ntarget annual bonus outcome is reflective of the\ngeneral performance of the Company when taking\ninto account the wider stakeholder experience\nand the progress made by executives on broader\nstrategic objectives. In line with the Policy, 50% of\nthe annual bonuses will be delivered in shares,\nsubject to a three-year deferral period.\nLong Term Incentives\nThe Restricted Share Awards (‘RSAs’) were\ngranted on 1 March 2023, immediately after the\npublication of the results for the year ended 31\nDecember 2022. These vested on 1 March 2026\nbased on satisfaction of a performance underpin\nas measured over a three-year period to 31\nDecember 2025. The Committee reviewed the\nwide range of financial and non-financial metrics\nin the underpin with particular scrutiny this year\nrecognising the challenges of 2025, which\nrepresented just one year of the three-year\nperformance period. Specific factors considered\nin assessing “in the round” performance for this\naward included:\n• Financial health of the business (revenue,\nprofitability, cashflow, returns)\n• Delivery of strategic priorities\n• Stakeholder experience\n• Progress towards ESG goals\nHaving considered these factors in the round, the\nCommittee concluded that the financial and\nnon-financial fundamentals of the Business\nremain sound. As detailed above, there have been\nsome challenges in 2025 but the management\nteam were swift to address these and the H2\nperformance was improved. Importantly the\nfinancial performance of 2025 was not lower than\nthat of 2022, and the longer-term trend since\n2019 remains positive. No material risk, control\n\nor regulatory issues were identified. The\nCommittee also noted that the underlying value of\nthe awards has been impacted by share price\nperformance, aligning outcomes for the directors\nwith the shareholder experience.\nTherefore, I can confirm that the Committee has\ndetermined that these awards should vest in full.\nMore detail can be found on page 118. Once\nvested the awards remain subject to a two year\nholding period as well as malus and clawback\nprovisions.\n\nEmployee pay\nThe Committee always considers the broader\ncontext of employee pay across the Group when\nreviewing and implementing the policy for\ndirectors. It closely monitors base pay increases,\nbonus awards and other pay elements. In the\nbroader context, it is worth noting that over 9,400\nemployees across the Group will receive a bonus\nbased on 2025 performance. As required we have\nagain disclosed in this year’s Directors’\nremuneration report the ratio between the Chief\nExecutive Officer’s remuneration and the median,\nlower quartile and upper quartile of UK\nemployees.\n\nImplementing the Policy for the\n2026 financial year\nBase salary\nThe base salaries for the executive directors,\nFrank van Zanten and Richard Howes, have been\nincreased by 2.5%, effective from 1 January 2026.\nBoth these increases are in line with those\nbudgeted for the Bunzl plc head office and for the\nUK leadership team. The average pay awards for\nthe Group leadership team ranged from 2.5% to\n4.5% excluding currency adjustments.\nAnnual bonus\nAs per the policy approved in 2024, the on-target\nbonus opportunity for the 2026 financial year is\n100% of salary for Frank van Zanten and 87.5% for\nRichard Howes.\n\nThe annual bonus performance measures\ncontinue to be a balanced scorecard of key\nfinancial metrics – adjusted eps, RAOC and\noperating cash flow. For 2026, recognising\nshareholder focus, the Committee has\ndetermined that a greater weighting should be\nattached to them, increasing it from 70% to 85%\nof the total bonus opportunity. The remaining\n15% will be linked to clearly-defined strategic\nnon-financial goals aligned with the Group’s\npriorities. 50% of any bonus awarded will be\ndeferred into shares for a period of three years.\nLong Term Incentives\nThe Committee expects to make grants of\nRestricted Shares to the executive directors and\nother participants as per the terms of the current\npolicy. For the CEO, these shares will be\nequivalent to 175% of salary, and for the CFO\n125% of salary. These will vest in 2029, subject to\ncontinued employment and the assessment of\nperformance against the underpin. The\nCommittee noted that the share price at grant is\nlikely to be significantly lower than the grant price\nfor the 2025 awards. It will assess the\nappropriateness of vesting outcomes, including\nany potential for “windfall gains” at the point of\nvesting. As usual, it will also review all aspects of\nthe underpin and apply overall judgement. The\nCommittee has the discretion to scale back\nawards if it concludes there is material\nunderperformance and vested awards will be\nsubject to a two-year holding period.\n\nPriorities for 2026\nThe Committee continues to monitor\ndevelopments in the executive pay landscape,\nboth in the UK and internationally, recognising\nBunzl’s global footprint and the importance of\nremaining competitive while maintaining strong\nalignment with performance and shareholder\nvalue creation. It also recognises, and welcomes,\nthe more pragmatic and performance-focused\napproach being taken by key bodies such as The\nInvestment Association. As we embark on\nreviewing our policy, I am looking forward to\ncapturing the views of our investors.\n\nConclusions\nWhile 2025 presented significant challenges,\nthese have not derailed progress against the\nGroup’s long-term strategy. The Committee\nremains focused on ensuring that remuneration\ncontinues to support sustainable performance,\ndisciplined execution and long-term value\ncreation as we prepare for the next phase\nof growth.\nAlthough there has been no specific engagement\non executive remuneration this year, I would like\nto thank shareholders for all their support for the\nwork of the Committee and for the Bunzl\nmanagement team. It has been very much\nappreciated. I look forward to further engagement\nin 2026 on our policy proposals.\nIn the following pages you will find details of:\n• the ‘at a glance’ guide to executive directors’\nremuneration for 2025;\n• the annual report on directors’ remuneration\nfor 2025, including how we will apply the\nremuneration policy in 2026; and\n• the remuneration policy in place for 2026, as\napproved by shareholders on 24 April 2024.\nThe policy can also be viewed in the corporate\ngovernance section of the Company’s website,\nwww.bunzl.com.\nI hope that you will find this report to be clear and\nhelpful in understanding our remuneration policy\nand practices.\nJacky Simmonds\nChair of the Remuneration Committee\n2 March 2026", "tables": [ [ [ "Bunzl plc Annual", "Report 2025", "", "Strategic Report", "Dir", "ectors’ Report", "Fina", "ncial Stat", "ements", "Additional Informatio", "n", "", "11" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "DIRECTORS’ R", "EMUNERATIO", "N REPORT continu", "ed", "", "", "", "", "", "", "", "", "" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "The Committee’s targets, in the con challenges outlin of 35% of maximu 37% of maximum discretion was ap outcomes, as ove", "evaluation of th text of the perf ed above, result m for Frank va for Richard Ho plied to adjust t rall payments r", "e annual bonus ormance ed in a payment n Zanten and wes. No he financial eflected business", "or regulatory issues wer Committee also noted th the awards has been im performance, aligning ou with the shareholder ex Therefore, I can confirm determined that these a", "e identified. T at the underl pacted by sha tcomes for th perience. that the Com wards should", "he ying value of re price e directors mittee has vest in full.", "The annual bonus per continue to be a balan financial metrics – adj operating cash flow. F shareholder focus, the determined that a gre attached to them, incr", "formanc ced scor usted ep or 2026, Commi ater weig easing it", "e measures ecard of key s, RAOC and recognising ttee has hting should be from 70% to 85%", "Conclusions While 2025 presente these have not dera Group’s long-term s remains focused on continues to suppor disciplined executio", "d signifi iled pro trategy. ensurin t sustain n and lo", "cant challen gress against The Commit g that remun able perfor ng-term valu", "ges, the tee eration mance, e" ], [ "performance. The in share price ove target annual bon general performa into account the and the progress strategic objectiv the annual bonus", "Committee is r the year but b us outcome is nce of the Com wider stakehold made by execu es. In line with t es will be delive", "aware of the fall elieves the below reflective of the pany when taking er experience tives on broader he Policy, 50% of red in shares,", "More detail can be foun vested the awards remai holding period as well as provisions. Employee pay The Committee always c", "d on page 118. n subject to a malus and cl onsiders the b", "Once two year awback roader", "of the total bonus opp 15% will be linked to cl non-financial goals ali priorities. 50% of any deferred into shares f Long Term Incentive The Committee expec", "ortunity early-de gned wit bonus a or a peri s ts to ma", ". The remaining fined strategic h the Group’s warded will be od of three years. ke grants of", "creation as we prep of growth. Although there has on executive remun to thank shareholde work of the Committ management team.", "are for t been no eration t rs for all ee and It has be", "he next phas specific eng his year, I wo their suppo for the Bunz en very muc", "e agemen uld like rt for th l h" ], [ "subject to a three Long Term Incen", "-year deferral p tives", "eriod.", "context of employee pay reviewing and implemen directors. It closely moni", "across the Gr ting the policy tors base pay", "oup when for increases,", "Restricted Shares to t other participants as policy. For the CEO, th", "he execu per the t ese shar", "tive directors and erms of the current es will be", "appreciated. I look f in 2026 on our polic", "orward t y propos", "o further en als.", "gageme" ], [ "The Restricted Sh", "are Awards (‘RS", "As’) were", "bonus awards and other", "pay elements", ". In the", "equivalent to 175% of", "salary, a", "nd for the CFO", "In the following page", "s you w", "ill find detail", "s of:" ], [ "granted on 1 Mar", "ch 2023, immed", "iately after the", "broader context, it is wo", "rth noting tha", "t over 9,400", "125% of salary. These", "will vest", "in 2029, subject to", "• the ‘at a glance’ gu", "ide to e", "xecutive dire", "ctors’" ], [ "publication of the December 2022. based on satisfac as measured ove December 2025.", "results for the These vested o tion of a perfor r a three-year p The Committee", "year ended 31 n 1 March 2026 mance underpin eriod to 31 reviewed the", "employees across the G based on 2025 perform again disclosed in this ye remuneration report the Executive Officer’s remu", "roup will recei ance. As requi ar’s Directors ratio betwee neration and t", "ve a bonus red we have ’ n the Chief he median,", "continued employmen performance against t Committee noted that likely to be significantl for the 2025 awards. I", "t and th he unde the sha y lower t t will ass", "e assessment of rpin. The re price at grant is han the grant price ess the", "remuneration for • the annual report for 2025, includin remuneration pol • the remuneration", "2025; on direc g how w icy in 20 policy i", "tors’ remun e will apply t 26; and n place for 2", "eration he 026, as" ], [ "wide range of fina in the underpin w recognising the c represented just performance per", "ncial and non-fi ith particular sc hallenges of 202 one year of the iod. Specific fac", "nancial metrics rutiny this year 5, which three-year tors considered", "lower quartile and uppe employees. Implementing the 2026 financial yea", "r quartile of U Policy for r", "K the", "appropriateness of ve any potential for “wind vesting. As usual, it wil the underpin and app Committee has the dis", "sting out fall gain l also rev ly overall cretion", "comes, including s” at the point of iew all aspects of judgement. The to scale back", "approved by shar The policy can als governance sectio www.bunzl.com.", "eholder o be vie n of the", "s on 24 April wed in the co Company’s", "2024. rporate website," ], [ "in assessing “in th", "e round” perfo", "rmance for this", "Base salary", "", "", "awards if it concludes", "there is", "material", "I hope that you will fi", "nd this", "report to be", "clear an" ], [ "award included:", "", "", "The base salaries for the", "executive dir", "ectors,", "underperformance an", "d vested", "awards will be", "helpful in understan", "ding ou", "r remunerati", "on polic" ], [ "• Financial health profitability, ca • Delivery of stra", "of the busines shflow, returns) tegic priorities", "s (revenue,", "Frank van Zanten and Ri increased by 2.5%, effec Both these increases are", "chard Howes, tive from 1 Jan in line with th", "have been uary 2026. ose", "subject to a two-year Priorities for 20", "holding p 26", "eriod.", "and practices. Jacky Simmonds", "", "", "" ], [ "• Stakeholder ex • Progress towar Having considere Committee concl non-financial fun remain sound. As", "perience ds ESG goals d these factors uded that the fi damentals of th detailed above", "in the round, the nancial and e Business , there have been", "budgeted for the Bunzl p UK leadership team. The the Group leadership te 4.5% excluding currency Annual bonus As per the policy approv bonus opportunity for th", "lc head office average pay a am ranged fro adjustments. ed in 2024, th e 2026 financ", "and for the wards for m 2.5% to e on-target ial year is", "The Committee contin developments in the e both in the UK and int Bunzl’s global footprin remaining competitive alignment with perfor value creation. It also", "ues to m xecutive ernation t and th while m mance a recognis", "onitor pay landscape, ally, recognising e importance of aintaining strong nd shareholder es, and welcomes,", "Chair of the Remun 2 March 2026", "eration", "Committee", "" ], [ "some challenges team were swift t performance was financial perform that of 2022, and", "in 2025 but the o address these improved. Imp ance of 2025 w the longer-term", "management and the H2 ortantly the as not lower than trend since", "100% of salary for Frank Richard Howes.", "van Zanten a", "nd 87.5% for", "the more pragmatic a approach being taken Investment Associatio reviewing our policy, I capturing the views of", "nd perfo by key b n. As we am looki our inve", "rmance-focused odies such as The embark on ng forward to stors.", "", "", "", "" ], [ "2019 remains pos", "itive. No materi", "al risk, control", "", "", "", "", "", "", "", "", "", "" ] ] ], "word_count": 1105, "visual_charts": [] }, { "page_number": 114, "section": "Directors' Report", "subsection": "Directors' Remuneration Report", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 112", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 112\n\nDIRECTORS’ REMUNERATION REPORT continued\n\n\nThe responsibilities and operation The key responsibilities of the Committee • ensuring that provisions relating to disclosure Compliance statement\nof the Committee in 2025 included: of remuneration as set out in the relevant This report has been prepared on behalf of and\n • ensuring that executive directors and senior legislation, the Financial Conduct Authority’s has been approved by the Board. It complies with\nComposition, role and remit executives are properly incentivised to attract, Listing Rules and the Code are fulfilled. Schedule 8 of the Large and Medium-sized\nThe Committee comprises all of the independent retain and fairly reward them for their individual Companies and Groups (Accounts and Reports)\nnon-executive directors of the Company. While contribution to the Company, having due Committee membership Regulations 2008 (as amended) (the ‘Regulations’),\nneither the Chairman nor the Chief Executive regard to the policies and practices applied to Date of appointment the Code and the Financial Conduct Authority’s\nOfficer are members of the Committee, they the rest of the employees within the Group; to the Committee\n Listing Rules and takes into account the\nattend meetings by invitation. The Director of Jacky Simmonds 1 March 2023\n • determining the framework and broad policy accompanying Directors’ Remuneration Reporting\nGroup Human Resources also attends meetings.\n for the remuneration of the Chairman and the Lloyd Pitchford* 1 March 2017 Guidance and the relevant policies of shareholder\nThe Committee’s terms of reference, which were\n executive directors of the Board; Stephan Nanninga 1 May 2017 representative bodies.\nreviewed by both the Committee and the Board\nin 2025, are available on the Company’s website, • monitoring the external pay landscape, Vin Murria 1 June 2020 In accordance with the Regulations, at the 2025\nwww.bunzl.com. recognising that the Group is a global business Pam Kirby 1 August 2022 AGM the Company will be asking shareholders\n with a significant proportion of revenue to put forward an advisory vote on the\nNo director plays any part in determining his Daniela Barone Soares 16 December 2024\n generated in North America; Directors’ remuneration report as set out on\nor her remuneration. During the year ended Julia Wilson 16 December 2024\n • ensuring that remuneration is aligned with and pages 110 to 124.\n31 December 2025, both the Chief Executive * Lloyd Pitchford stepped down as a director at the AGM in\n supports the Company’s strategy and\nOfficer and the Chairman were consulted and April 2025\n performance, having due regard to the\ninvited to attend meetings of the Committee\n interests of the shareholders and to the Meetings\nbut were not present during any part of the\n financial and commercial health of the\nmeeting when their own remuneration was Meetings\n Company, while at the same time not eligible to Meetings\nunder consideration.\n encouraging undue risk taking; attend attended\nThe independent non-executive directors who • communicating and discussing any Jacky Simmonds 3 3/3\nwere members of the Committee during 2025 remuneration issues with the Company’s Lloyd Pitchford* 1 1/3\nare listed opposite. stakeholders as and when appropriate; Stephan Nanninga 3 3/3\nThe primary role of the Committee is to • setting and reviewing the executive directors’ Vin Murria 3 3/3\ndetermine the framework and broad policy for remuneration and benefits including, but not\n Pam Kirby 3 3/3\nthe remuneration of the Chairman, the executive limited to, base salary, bonus, long term\ndirectors of the Board and the senior incentive plans and retirement benefits; Daniela Barone Soares 3 3/3\nmanagement group directly below Board level. • ensuring that all remuneration paid to the Julia Wilson 3 3/3\nThe Committee proposes the directors’ executive directors is in accordance with the * Lloyd Pitchford stepped down as a director at the AGM in\nremuneration policy for shareholder approval Company’s previously approved remuneration April 2025\nat least every three years. It also governs the policy;\nimplementation of the policy, ensuring that the\n • ensuring all contractual terms on termination,\nremuneration of the executive directors and\n and any payments made, are fair to the\nsenior management supports the sustainable\n individual and the Company;\nperformance of the business and that it is aligned\nwith the Company’s shareholders’ interests. The • monitoring the policies and practices applied in\nCommittee considers market practice, respect of the remuneration of senior\nshareholders’ views and the Group’s broader executives directly below Board level and\nremuneration arrangements when setting the making recommendations as appropriate;\nGroup’s performance-related incentives and • overseeing the Company’s long term incentive\nensures compliance with UK corporate plans for all employees; and\ngovernance good practice.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\n112\n\nDIRECTORS’ REMUNERATION REPORT continued\n\nThe responsibilities and operation\nof the Committee\nComposition, role and remit\nThe Committee comprises all of the independent\nnon-executive directors of the Company. While\nneither the Chairman nor the Chief Executive\nOfficer are members of the Committee, they\nattend meetings by invitation. The Director of\nGroup Human Resources also attends meetings.\nThe Committee’s terms of reference, which were\nreviewed by both the Committee and the Board\nin 2025, are available on the Company’s website,\nwww.bunzl.com.\nNo director plays any part in determining his\nor her remuneration. During the year ended\n31 December 2025, both the Chief Executive\nOfficer and the Chairman were consulted and\ninvited to attend meetings of the Committee\nbut were not present during any part of the\nmeeting when their own remuneration was\nunder consideration.\n\nThe key responsibilities of the Committee\nin 2025 included:\n• ensuring that executive directors and senior\nexecutives are properly incentivised to attract,\nretain and fairly reward them for their individual\ncontribution to the Company, having due\nregard to the policies and practices applied to\nthe rest of the employees within the Group;\n\n• ensuring that provisions relating to disclosure\nof remuneration as set out in the relevant\nlegislation, the Financial Conduct Authority’s\nListing Rules and the Code are fulfilled.\n\n• determining the framework and broad policy\nfor the remuneration of the Chairman and the\nexecutive directors of the Board;\n\nJacky Simmonds\nLloyd Pitchford*\nStephan Nanninga\nVin Murria\nPam Kirby\nDaniela Barone Soares\nJulia Wilson\n\n• monitoring the external pay landscape,\nrecognising that the Group is a global business\nwith a significant proportion of revenue\ngenerated in North America;\n• ensuring that remuneration is aligned with and\nsupports the Company’s strategy and\nperformance, having due regard to the\ninterests of the shareholders and to the\nfinancial and commercial health of the\nCompany, while at the same time not\nencouraging undue risk taking;\n\nThe independent non-executive directors who\nwere members of the Committee during 2025\nare listed opposite.\n\n• communicating and discussing any\nremuneration issues with the Company’s\nstakeholders as and when appropriate;\n\nThe primary role of the Committee is to\ndetermine the framework and broad policy for\nthe remuneration of the Chairman, the executive\ndirectors of the Board and the senior\nmanagement group directly below Board level.\nThe Committee proposes the directors’\nremuneration policy for shareholder approval\nat least every three years. It also governs the\nimplementation of the policy, ensuring that the\nremuneration of the executive directors and\nsenior management supports the sustainable\nperformance of the business and that it is aligned\nwith the Company’s shareholders’ interests. The\nCommittee considers market practice,\nshareholders’ views and the Group’s broader\nremuneration arrangements when setting the\nGroup’s performance-related incentives and\nensures compliance with UK corporate\ngovernance good practice.\n\n• setting and reviewing the executive directors’\nremuneration and benefits including, but not\nlimited to, base salary, bonus, long term\nincentive plans and retirement benefits;\n• ensuring that all remuneration paid to the\nexecutive directors is in accordance with the\nCompany’s previously approved remuneration\npolicy;\n• ensuring all contractual terms on termination,\nand any payments made, are fair to the\nindividual and the Company;\n• monitoring the policies and practices applied in\nrespect of the remuneration of senior\nexecutives directly below Board level and\nmaking recommendations as appropriate;\n• overseeing the Company’s long term incentive\nplans for all employees; and\n\nCommittee membership\nDate of appointment\nto the Committee\n\n1 March 2023\n1 March 2017\n1 May 2017\n1 June 2020\n1 August 2022\n16 December 2024\n16 December 2024\n\n* Lloyd Pitchford stepped down as a director at the AGM in\nApril 2025\n\nMeetings\nMeetings\neligible to\nattend\n\nMeetings\nattended\n\n3/3\n\nJacky Simmonds\n\n3\n\nLloyd Pitchford*\n\n1\n\n1/3\n\nStephan Nanninga\n\n3\n\n3/3\n\nVin Murria\n\n3\n\n3/3\n\nPam Kirby\n\n3\n\n3/3\n\nDaniela Barone Soares\n\n3\n\n3/3\n\nJulia Wilson\n\n3\n\n3/3\n\n* Lloyd Pitchford stepped down as a director at the AGM in\nApril 2025\n\nCompliance statement\nThis report has been prepared on behalf of and\nhas been approved by the Board. It complies with\nSchedule 8 of the Large and Medium-sized\nCompanies and Groups (Accounts and Reports)\nRegulations 2008 (as amended) (the ‘Regulations’),\nthe Code and the Financial Conduct Authority’s\nListing Rules and takes into account the\naccompanying Directors’ Remuneration Reporting\nGuidance and the relevant policies of shareholder\nrepresentative bodies.\nIn accordance with the Regulations, at the 2025\nAGM the Company will be asking shareholders\nto put forward an advisory vote on the\nDirectors’ remuneration report as set out on\npages 110 to 124.", "tables": [ [ [ "Bunzl plc Annual R", "eport 2025", "", "", "Str", "ategic Report", "", "Directors’ Report", "Fin", "ancial", "Statements", "", "", "Additional Informa", "tion", "", "112" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "DIRECTORS’ RE", "MUNERA", "TION REPO", "RT continu", "ed", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "The responsi of the Comm Composition, rol The Committee co non-executive dir neither the Chair", "bilities ittee e and rem mprises a ectors of t man nor th", "and opera it ll of the indep he Company. e Chief Execu", "tion endent While tive", "Th in •", "e key responsibil 2025 included: ensuring that exec executives are pro retain and fairly re contribution to the regard to the polici", "ities of t utive dire perly ince ward the Compan es and p", "he Committee ctors and senior ntivised to attract, m for their individual y, having due ractices applied to", "• ensuring that prov of remuneration a legislation, the Fina Listing Rules and t Committee me", "isions s set o ncial he Co mbe", "relating to di ut in the rele Conduct Aut de are fulfille rship Date of a", "sclos vant horit d. ppoin", "ure y’s tment", "Compliance s This report has be has been approve Schedule 8 of the Companies and G Regulations 2008 the Code and the", "tatem en prepa d by the Large an roups (Ac (as amen Financial", "ent red on b Board. It d Mediu counts a ded) (the Conduct", "ehalf of and complies with m-sized nd Reports) ‘Regulations’), Authority’s" ], [ "Officer are memb attend meetings b Group Human Re The Committee’s t reviewed by both in 2025, are availa www.bunzl.com. No director plays or her remunerati 31 December 202 Officer and the Ch", "ers of the y invitatio sources als erms of re the Comm ble on the any part in on. During 5, both th airman we", "Committee, t n. The Direct o attends m ference, whic ittee and the Company’s w determining the year end e Chief Execu re consulted", "hey or of eetings. h were Board ebsite, his ed tive and", "• • •", "the rest of the emp determining the fr for the remunerati executive directors monitoring the ext recognising that th with a significant p generated in North ensuring that remu supports the Com", "loyees w amework on of the of the B ernal pay e Group roportio America neration pany’s str", "ithin the Group; and broad policy Chairman and the oard; landscape, is a global business n of revenue ; is aligned with and ategy and", "Jacky Simmonds Lloyd Pitchford* Stephan Nanninga Vin Murria Pam Kirby Daniela Barone Soare Julia Wilson * Lloyd Pitchford stepped April 2025", "s down a", "to th 1 M 1 M 1 1 1 Au 16 Dece 16 Dece s a director at the", "e Com arch arch May June gust mber mber AGM", "mittee 2023 2017 2017 2020 2022 2024 2024 in", "Listing Rules and t accompanying Dir Guidance and the representative bo In accordance wit AGM the Compan to put forward an Directors’ remune pages 110 to 124.", "akes into ectors’ R relevant dies. h the Reg y will be a advisory ration re", "account emunera policies ulations, sking sh vote on t port as s", "the tion Reporting of shareholder at the 2025 areholders he et out on" ], [ "invited to attend but were not pres meeting when the under considerati The independent", "meetings o ent during ir own rem on. non-execu", "f the Commit any part of t uneration w tive directors", "tee he as who", "•", "performance, havi interests of the sh financial and comm Company, while at encouraging undu communicating an", "ng due re areholder ercial he the same e risk taki d discuss", "gard to the s and to the alth of the time not ng; ing any", "Meetings Jacky Simmonds", "M el", "eetings igible to attend 3", "Me att", "etings ended 3/3", "", "", "", "" ], [ "were members of are listed opposit", "the Comm e.", "ittee during", "2025", "", "remuneration issu stakeholders as an", "es with th d when a", "e Company’s ppropriate;", "Lloyd Pitchford*", "", "1", "", "1/3", "", "", "", "" ], [ "The primary role o determine the fra", "f the Com mework an", "mittee is to d broad poli", "cy for", "•", "setting and reviewi remuneration and", "ng the ex benefits", "ecutive directors’ including, but not", "Stephan Nanninga Vin Murria Pam Kirby", "", "3 3 3", "", "3/3 3/3 3/3", "", "", "", "" ], [ "the remuneration directors of the B", "of the Cha oard and t", "irman, the ex he senior", "ecutive", "", "limited to, base sal incentive plans and", "ary, bonu retirem", "s, long term ent benefits;", "Daniela Barone Soare", "s", "3", "", "3/3", "", "", "", "" ], [ "management grou The Committee pr", "p directly oposes th", "below Board e directors’", "level.", "•", "ensuring that all re", "munerat", "ion paid to the", "Julia Wilson", "", "3", "", "3/3", "", "", "", "" ], [ "remuneration poli", "cy for sha", "reholder app", "roval", "", "executive directors Company’s previou", "is in acc sly appr", "ordance with the oved remuneration", "* Lloyd Pitchford stepped April 2025", "down a", "s a director at the", "AGM", "in", "", "", "", "" ], [ "at least every thre implementation o remuneration of t senior manageme performance of th", "e years. It f the polic he executi nt suppor e busines", "also governs y, ensuring th ve directors a ts the sustain s and that it i", "the at the nd able s aligned", "•", "policy; ensuring all contra and any payments individual and the", "ctual ter made, ar Company", "ms on termination, e fair to the ;", "", "", "", "", "", "", "", "", "" ], [ "with the Company Committee consid shareholders’ view remuneration arr Group’s performa", "’s shareho ers marke s and the angement nce-relate", "lders’ interes t practice, Group’s broa s when settin d incentives a", "ts. The der g the nd", "• •", "monitoring the pol respect of the rem executives directly making recommen overseeing the Co", "icies and uneratio below B dations a mpany’s l", "practices applied in n of senior oard level and s appropriate; ong term incentive", "", "", "", "", "", "", "", "", "" ], [ "ensures complian", "ce with UK", "corporate", "", "", "plans for all emplo", "yees; and", "", "", "", "", "", "", "", "", "", "" ], [ "governance good", "practice.", "", "", "", "", "", "", "", "", "", "", "", "", "", "", "" ] ] ], "word_count": 764, "visual_charts": [] }, { "page_number": 115, "section": "Directors' Report", "subsection": "Directors' Remuneration Report", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 113", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 113\n\nDIRECTORS’ REMUNERATION REPORT continued\n\n\n2025 Remuneration at a glance\n 1. ELEMENTS OF Short term Long term\n REMUNERATION\n FOR OUR EXECUTIVE\n DIRECTORS Restricted\n Deferred\n Share Awards\n Pension and Bonus: bonus shares Total\n Salary + other benefits\n + Cash\n + typically vest after\n + (‘RSAs’) = remuneration\n vest after\n three years\n three years\n\n\n Fixed Variable\n\n\nRemuneration\n 2. ALIGNMENT OF PERFORMANCE AND REMUNERATION 2025 ​ 3. SUMMARY OF EXECUTIVE DIRECTORS’ REMUNERATION IN 2025\nprinciples\n• Materially differentiate Annual bonus Chief Executive Officer Chief Financial Officer\n reward according to To motivate and reward the achievement of the Company’s strategic and operational objectives Frank van Zanten (£000) Richard Howes (£000)\n performance\n Eps 1,380.5 1,010.0\n• Reward competitively 30%\n Linked financial KPI: eps\n to attract and retain 2,111.0\n the best talent RAOC 1,825.5 1,010.0\n 15%\n Linked financial KPI: RAOC 724.2 525.4\n• Breakdown of fixed\n and variable pay to 738.9 1,201.4\n 1,055.3 525.4\n Operating cash flow\n be appropriate to 25%\n 1,337.0 1,340.6 1,340.6\n Linked financial KPI: cash conversion 444.4\n each role 723.9 738.2 738.2\n• Framework to be Non-financial strategic goals Frank van Zanten 20%\n transparent with clear Payable to the executive directors in relation 2024 2025 Max 2024 2025 Max\n Richard Howes 20%\n line of sight from to agreed non-financial strategic goals Salary +benefits+pension Bonus RSA\n performance to\n individual outcomes ESG goals Frank van Zanten 10%\n\n Richard Howes 10%\n 4. HIGHLIGHTS OF WIDER WORKFORCE REMUNERATION IN 2025\n\n Total bonus opportunity/result Frank van Zanten\n Richard Howes\n 100%\n 542 c.14,750 c.12,900\n 100% leaders across the people benefit people have an\n Group receive share from the opportunity element of\n Restricted Shares awards as part of to participate in performance related\n To motivate and reward performance linked to long term success their remuneration all-employee pay in their\n share plans remuneration with\n 73% receiving a\n RSA 100% bonus\n 100%\n Total opportunity \u0007Result", "text_reading_order": "Bunzl plc Annual Report 2025\n\nDirectors’ Report\n\nStrategic Report\n\nFinancial Statements\n\n113\n\nAdditional Information\n\nDIRECTORS’ REMUNERATION REPORT continued\n\n2025 Remuneration at a glance\nShort term\n\n1. ELEMENTS OF\nREMUNERATION\nFOR OUR EXECUTIVE\nDIRECTORS\nSalary\n\n+\n\nPension and\nother benefits\n\nLong term\n\nBonus:\nCash\n\n+\n\n+\n\nDeferred\nbonus shares\ntypically vest after\nthree years\n\nFixed\n\nRemuneration\nprinciples\n• Materially differentiate\nreward according to\nperformance\n• Reward competitively\nto attract and retain\nthe best talent\n• Breakdown of fixed\nand variable pay to\nbe appropriate to\neach role\n• Framework to be\ntransparent with clear\nline of sight from\nperformance to\nindividual outcomes\n\nRestricted\nShare Awards\n(‘RSAs’)\nvest after\nthree years\n\n+\n\n=\n\nTotal\nremuneration\n\nVariable\n\n2. ALIGNMENT OF PERFORMANCE AND REMUNERATION 2025 ​\n\n3. SUMMARY OF EXECUTIVE DIRECTORS’ REMUNERATION IN 2025\n\nAnnual bonus\n\nChief Executive Officer\n\nEps\nLinked financial KPI: eps\n\nESG goals\n\nTotal bonus opportunity/result\n\n1,825.5\n\n15%\n\n25%\n\nFrank van Zanten\n\n20%\n\nRichard Howes\n\n20%\n\nFrank van Zanten\n\n10%\n\nRichard Howes\n\n10%\n\n1,337.0\n\n2024\n\nFrank van Zanten\n\n100%\n\nRichard Howes\n\n100%\n\n100%\n100%\n\n\u0007Result\n\n1,010.0\n\n2,111.0\n724.2\n\n1,340.6\n\n2025\n\n1,055.3\n1,340.6\n\nMax\nBonus\n\n525.4\n525.4\n\n1,201.4\n\n444.4\n723.9\n\n738.2\n\n738.2\n\n2024\n\n2025\n\nMax\n\nRSA\n\n4. HIGHLIGHTS OF WIDER WORKFORCE REMUNERATION IN 2025\n\nTo motivate and reward performance linked to long term success\n\nTotal opportunity\n\n1,010.0\n\nSalary +benefits+pension\n\nRestricted Shares\n\nRSA\n\nRichard Howes (£000)\n\n738.9\n\nOperating cash flow\nLinked financial KPI: cash conversion\nNon-financial strategic goals\nPayable to the executive directors in relation\nto agreed non-financial strategic goals\n\n1,380.5\n\n30%\n\nRAOC\nLinked financial KPI: RAOC\n\nChief Financial Officer\n\nFrank van Zanten (£000)\n\nTo motivate and reward the achievement of the Company’s strategic and operational objectives\n\n542\n\nleaders across the\nGroup receive share\nawards as part of\ntheir remuneration\n\nc.14,750\n\npeople benefit\nfrom the opportunity\nto participate in\nall-employee\nshare plans\n\nc.12,900\n\npeople have an\nelement of\nperformance related\npay in their\nremuneration with\n73% receiving a\nbonus", "tables": [ [ [ "1. ELEMENTS OF REMUNERATION FOR OUR EXECUTIVE DIRECTORS", "Short term Long term Restricted Deferred Share Awards Pension and Bonus: bonus shares Total Salary + + + + (‘RSAs’) = other benefits Cash typically vest after remuneration vest after three years three years Fixed Variable" ] ], [ [ "" ], [ "Long term" ] ], [ [ "Fixed" ], [ "" ] ], [ [ "" ], [ "Variable" ] ], [ [ "2. ALIGNMENT OF PERFORMANCE AND REMUNERATION 2025", "", "" ], [ "Annual bonus To motivate and reward the achievement of the Company’s strategic and operational objectives", "", "" ], [ "Eps Linked financial KPI: eps", "", "30%" ], [ "RAOC Linked financial KPI: RAOC", "15%", "" ], [ "Operating cash flow Linked financial KPI: cash conversion", "25", "%" ], [ "Non-financial strategic goals Payable to the executive directors in relation to agreed non-financial strategic goals", "Frank van Zanten 20% Richard Howes 20%", "" ], [ "ESG goals", "Frank van Zanten 10% Richard Howes 10%", "" ], [ "Total bonus opportunity/result", "Frank van Zanten Richard Howes", "100% 100%" ], [ "Restricted Shares To motivate and reward performance linked to long term success", "", "" ], [ "RSA", "", "100% 100%" ] ], [ [ "3. SUMMARY OF EXECUTIVE DIRECTORS’ REMUNERATION IN 2025" ], [ "Chief Executive Officer Chief Financial Officer Frank van Zanten (£000) Richard Howes (£000) 1,380.5 1,010.0 2,111.0 1,825.5 1,010.0 724.2 525.4 738.9 1,201.4 1,055.3 525.4 1,337.0 1,340.6 1,340.6 444.4 723.9 738.2 738.2 2024 2025 Max 2024 2025 Max Salary + benefits + pension Bonus RSA" ] ], [ [ "1,380.5" ], [ "1,825.5" ], [ "1,337.0" ] ], [ [ "2,111.0" ], [ "1,340.6" ] ], [ [ "724.2" ], [ "1,055.3" ], [ "723.9" ] ], [ [ "525.4" ], [ "1,201.4" ], [ "738.2" ] ], [ [ "738.9" ], [ "1,340.6" ] ], [ [ "525.4" ], [ "444.4" ], [ "738.2" ] ], [ [ "4. HIGHLIGHTS OF WIDER WORKFORCE REMUNERATION IN 2025" ], [ "542 c.14,750 c.12,900 leaders across the people benefit people have an Group receive share from the opportunity element of awards as part of to participate in performance related their remuneration all-employee pay in their share plans remuneration with 73% receiving a bonus" ] ] ], "word_count": 318, "visual_charts": [ { "title": "Alignment of performance and remuneration 2025 (annual bonus weightings)", "type": "weightings", "series": [ { "measure": "EPS (financial KPI)", "weight_percent": 30 }, { "measure": "ROACE (financial KPI)", "weight_percent": 15 }, { "measure": "Operating cash flow (financial KPI: cash conversion)", "weight_percent": 25 }, { "measure": "Non-financial strategic goals – Frank van Zanten", "weight_percent": 20 }, { "measure": "Non-financial strategic goals – Richard Howes", "weight_percent": 20 }, { "measure": "ESG goals – Frank van Zanten", "weight_percent": 10 }, { "measure": "ESG goals – Richard Howes", "weight_percent": 10 }, { "measure": "Total bonus opportunity – Frank van Zanten", "weight_percent": 100 }, { "measure": "Total bonus opportunity – Richard Howes", "weight_percent": 100 }, { "measure": "Restricted Shares (RSA)", "weight_percent": 100 } ] }, { "title": "Summary of executive directors' remuneration (stacked bars)", "type": "stacked_bar", "unit_note": "£000; components Salary+benefits+pension, Bonus, RSA", "chief_executive_officer": { "name": "Frank van Zanten", "2024": { "salary_benefits_pension": 1337.0, "bonus": 1825.5, "rsa": 1380.5 }, "2025": { "salary_benefits_pension": 1340.6, "bonus": 1010.0, "rsa": 738.9 }, "max": { "salary_benefits_pension": 1340.6, "bonus": 2111.0, "rsa": 1010.0 } }, "chief_financial_officer": { "name": "Richard Howes", "2024": { "salary_benefits_pension": 723.9, "bonus": 1055.3, "rsa": 724.2 }, "2025": { "salary_benefits_pension": 738.2, "bonus": 525.4, "rsa": 444.4 }, "max": { "salary_benefits_pension": 738.2, "bonus": 1201.4, "rsa": 525.4 } }, "note": "Stacked-bar values read visually; verify exact figures against the single total figure table on the same spread." }, { "title": "Highlights of wider workforce remuneration 2025", "type": "headline_metrics", "series": [ { "metric": "Leaders across the Group receiving share awards", "value": 542 }, { "metric": "People benefiting from opportunity to participate in all-employee share plans", "value": "c.14,750" }, { "metric": "People with an element of performance related pay", "value": "c.12,900", "detail": "73% receiving a bonus" } ] } ] }, { "page_number": 116, "section": "Directors' Report", "subsection": "Directors' Remuneration Report", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 114", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 114\n\nDIRECTORS’ REMUNERATION REPORT continued\n\n\n\nAnnual report on directors’ remuneration\nThis report sets out the elements of remuneration paid to, or earned by, the directors in respect of the financial year 2025.\n\nSingle total figure of remuneration 2025 (audited information)\nExecutive directors\n Sub-total of Sub-total of\n Salary Taxable benefits Pension Bonus RSA Total fixed pay variable pay\n £000 £000 £000 £000 £000 £000 £000 £000\n 2025 2024 2025 2024 2025 2024 2025 2024 2025 2024 2025 2024 2025 2025\nFrank van Zanten 1,055.5 1,034.9 232.3 250.4 52.8 51.7 738.9 1,825.5 1,010.0 1,380.5 3,089.5 4,543.0 1,340.6 1,748.9\nRichard Howes 686.5 673.0 17.4 17.2 34.3 33.7 444.4 1,055.3 525.4 724.2 1,708.0 2,503.4 738.2 969.8\nTotal 1,742.0 1,707.9 249.7 267.6 87.1 85.4 1,183.3 2,880.8 1,535.4 2,104.7 4,797.5 7,046.4 2,078.8 2,718.7\nNotes\na) The figures above represent remuneration earned by executive directors during the relevant financial year including the full bonus, half of which is paid as cash and half of which is deferred under the Deferred Annual Share Bonus Scheme (‘DASBS’). Awards of options\n relating to the 2024 deferred bonus were granted in 2025 as shown in the table on page 119 and the awards of options relating to the 2025 bonus will be granted in 2026.\nb) The annual bonus for 2025 was determined according to a formulaic calculation in respect of adjusted eps, RAOC and operating cash flow measures, while the Committee used its judgement to assess performance of individual objectives (20% of the bonus) and ESG\n objectives (10% of the bonus). No discretionary adjustment was applied.\nc) Benefits provided for Richard Howes include a car allowance and family medical insurance coverage. Benefits provided for Frank van Zanten include an education allowance, a hybrid working allowance (to cover ad-hoc home, secretarial support and security), a car & IT\n allowance and family medical costs.\nd) The 2024 RSA figure has been restated. The share price used to calculate the value of the 2022 RSA awards which vested in 2025 has been updated to reflect the mid-market share price on the vesting date of 4 March 2025 (3,036p). In last year’s report, an estimated vesting\n price was used based on the three-month average share price to 31 December 2024 (3,480p).\ne) Due to the decrease in the share price, the total long term incentive figures have decreased by £233,767 for Frank van Zanten and by £71,088 for Richard Howes in 2025. The 2025 RSA figure is based on the 2023 Restricted Share Awards which vested at 100% on 1 March\n 2026. The value is estimated based on the average share price of 2,251p between 1 October 2025 and 31 December 2025. The 2025 RSA figure will be updated in the 2026 Directors’ Remuneration Report to reflect the actual closing mid-market share price on 2 March 2026,\n the first working day after the vesting date of 1 March 2026.\nf) The pension contributions for executive directors were delivered as monthly cash payments in lieu of pension.\n\nNon-executive directors\n Committee Chair/ Taxable payments/\n Board fees SID fees expenses Total\n £000 £000 £000 £000\n 2025 2024 2025 2024 2025 2024 2025 2024\nPeter Ventress – Chairman 427.5 419.0 – – 0.5 0.3 428.0 419.3\nVanda Murray – 26.0 – 14.3 – 0.4 – 40.7\nLloyd Pitchford 26.2 81.5 7.6 23.0 – 0.9 33.8 105.4\nStephan Nanninga 83.0 81.5 – – 19.0 6.4 102.0 87.9\nVin Murria 83.0 81.5 – – 3.3 3.0 86.3 84.5\nPam Kirby 83.0 81.5 21.8 14.9 0.1 0.2 104.9 96.6\nJacky Simmonds 83.0 81.5 24.0 15.8 4.0 2.0 111.0 99.3\nDaniela Barone Soares 83.0 3.8 – – 3.3 – 86.3 3.8\nJulia Wilson 83.0 3.8 16.5 – 1.8 – 101.3 3.8\nTotal 951.7 860.1 69.9 68.0 32.0 13.2 1,053.6 941.3\nNotes\na) Taxable payments/expenses for non-executive directors are costs incurred for travel and accommodation in order to attend Board meetings. These costs have been grossed up to include the relevant income tax payable where applicable.\nb) Vanda Murray stepped down from the Board on 24 April 2024.\nc) Lloyd Pitchford stepped down from the Board on 23 April 2025.\nd) Daniela Barone Soares and Julia Wilson were appointed to the Board on 16 December 2024.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nDirectors’ Report\n\nStrategic Report\n\nFinancial Statements\n\n114\n\nAdditional Information\n\nDIRECTORS’ REMUNERATION REPORT continued\n\nAnnual report on directors’ remuneration\nThis report sets out the elements of remuneration paid to, or earned by, the directors in respect of the financial year 2025.\n\nSingle total figure of remuneration 2025 (audited information)\nExecutive directors\nSalary\n£000\n\nFrank van Zanten\nRichard Howes\nTotal\n\nTaxable benefits\n£000\n\nPension\n£000\n\nBonus\n£000\n\nRSA\n£000\n\nTotal\n£000\n\nSub-total of\nfixed pay\n£000\n\nSub-total of\nvariable pay\n£000\n\n2025\n\n2024\n\n2025\n\n2024\n\n2025\n\n2024\n\n2025\n\n2024\n\n2025\n\n2024\n\n2025\n\n2024\n\n2025\n\n2025\n\n1,055.5\n686.5\n1,742.0\n\n1,034.9\n673.0\n1,707.9\n\n232.3\n17.4\n249.7\n\n250.4\n17.2\n267.6\n\n52.8\n34.3\n87.1\n\n51.7\n33.7\n85.4\n\n738.9\n444.4\n1,183.3\n\n1,825.5\n1,055.3\n2,880.8\n\n1,010.0\n525.4\n1,535.4\n\n1,380.5\n724.2\n2,104.7\n\n3,089.5\n1,708.0\n4,797.5\n\n4,543.0\n2,503.4\n7,046.4\n\n1,340.6\n738.2\n2,078.8\n\n1,748.9\n969.8\n2,718.7\n\nNotes\na) The figures above represent remuneration earned by executive directors during the relevant financial year including the full bonus, half of which is paid as cash and half of which is deferred under the Deferred Annual Share Bonus Scheme (‘DASBS’). Awards of options\nrelating to the 2024 deferred bonus were granted in 2025 as shown in the table on page 119 and the awards of options relating to the 2025 bonus will be granted in 2026.\nb) The annual bonus for 2025 was determined according to a formulaic calculation in respect of adjusted eps, RAOC and operating cash flow measures, while the Committee used its judgement to assess performance of individual objectives (20% of the bonus) and ESG\nobjectives (10% of the bonus). No discretionary adjustment was applied.\nc) Benefits provided for Richard Howes include a car allowance and family medical insurance coverage. Benefits provided for Frank van Zanten include an education allowance, a hybrid working allowance (to cover ad-hoc home, secretarial support and security), a car & IT\nallowance and family medical costs.\nd) The 2024 RSA figure has been restated. The share price used to calculate the value of the 2022 RSA awards which vested in 2025 has been updated to reflect the mid-market share price on the vesting date of 4 March 2025 (3,036p). In last year’s report, an estimated vesting\nprice was used based on the three-month average share price to 31 December 2024 (3,480p).\ne) Due to the decrease in the share price, the total long term incentive figures have decreased by £233,767 for Frank van Zanten and by £71,088 for Richard Howes in 2025. The 2025 RSA figure is based on the 2023 Restricted Share Awards which vested at 100% on 1 March\n2026. The value is estimated based on the average share price of 2,251p between 1 October 2025 and 31 December 2025. The 2025 RSA figure will be updated in the 2026 Directors’ Remuneration Report to reflect the actual closing mid-market share price on 2 March 2026,\nthe first working day after the vesting date of 1 March 2026.\nf) The pension contributions for executive directors were delivered as monthly cash payments in lieu of pension.\n\nNon-executive directors\nCommittee Chair/\nSID fees\n£000\n\nBoard fees\n£000\n\nPeter Ventress – Chairman\nVanda Murray\nLloyd Pitchford\nStephan Nanninga\nVin Murria\nPam Kirby\nJacky Simmonds\nDaniela Barone Soares\nJulia Wilson\nTotal\n\nTaxable payments/\nexpenses\n£000\n\nTotal\n£000\n\n2025\n\n2024\n\n2025\n\n2024\n\n2025\n\n2024\n\n2025\n\n2024\n\n427.5\n–\n26.2\n83.0\n83.0\n83.0\n83.0\n83.0\n83.0\n951.7\n\n419.0\n26.0\n81.5\n81.5\n81.5\n81.5\n81.5\n3.8\n3.8\n860.1\n\n–\n–\n7.6\n–\n–\n21.8\n24.0\n–\n16.5\n69.9\n\n–\n14.3\n23.0\n–\n–\n14.9\n15.8\n–\n–\n68.0\n\n0.5\n–\n–\n19.0\n3.3\n0.1\n4.0\n3.3\n1.8\n32.0\n\n0.3\n0.4\n0.9\n6.4\n3.0\n0.2\n2.0\n–\n–\n13.2\n\n428.0\n–\n33.8\n102.0\n86.3\n104.9\n111.0\n86.3\n101.3\n1,053.6\n\n419.3\n40.7\n105.4\n87.9\n84.5\n96.6\n99.3\n3.8\n3.8\n941.3\n\nNotes\na) Taxable payments/expenses for non-executive directors are costs incurred for travel and accommodation in order to attend Board meetings. These costs have been grossed up to include the relevant income tax payable where applicable.\nb) Vanda Murray stepped down from the Board on 24 April 2024.\nc) Lloyd Pitchford stepped down from the Board on 23 April 2025.\nd) Daniela Barone Soares and Julia Wilson were appointed to the Board on 16 December 2024.", "tables": [ [ [ "2025", "2024", "2025", "2024", "2025", "2024", "2025", "2024", "2025", "", "2025", "2024", "2025", "2025" ], [ "1,055.5", "1,034.9 673.0", "232.3", "250.4 17.2", "52.8", "51.7 33.7", "738.9", "1,825.5 1,055.3", "1,010.0", "1,380.5 724.2", "3,089.5", "4,543.0 2,503.4", "1,340.6", "1,748.9" ], [ "686.5", "", "17.4", "", "34.3", "", "444.4", "", "525.4", "", "1,708.0", "", "738.2", "969.8" ], [ "1,742.0", "1,707.9", "249.7", "267.6", "87.1", "85.4", "1,183.3", "2,880.8", "1,535.4", "2,104.7", "4,797.5", "7,046.4", "2,078.8", "2,718.7" ] ], [ [ "2025", "2024", "2025", "", "2025", "", "2025" ], [ "427.5", "419.0 26.0 81.5 81.5 81.5 81.5 81.5 3.8 3.8", "–", "– 14.3 23.0 – – 14.9 15.8 – –", "0.5", "0.3 0.4 0.9 6.4 3.0 0.2 2.0 – –", "428.0" ], [ "–", "", "–", "", "–", "", "–" ], [ "26.2", "", "7.6", "", "–", "", "33.8" ], [ "83.0", "", "–", "", "19.0", "", "102.0" ], [ "83.0", "", "–", "", "3.3", "", "86.3" ], [ "83.0", "", "21.8", "", "0.1", "", "104.9" ], [ "83.0", "", "24.0", "", "4.0", "", "111.0" ], [ "83.0", "", "–", "", "3.3", "", "86.3" ], [ "83.0", "", "16.5", "", "1.8", "", "101.3" ], [ "951.7", "860.1", "69.9", "68.0", "32.0", "13.2", "1,053.6" ] ] ], "word_count": 706, "visual_charts": [] }, { "page_number": 117, "section": "Directors' Report", "subsection": "Directors' Remuneration Report", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 115", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 115\n\nDIRECTORS’ REMUNERATION REPORT continued\n\nPayments for loss of office (audited information) Non-executive directors’ fees (audited information)\nNo payments were or are to be made to directors in respect of loss of office. The Chairman and non-executive directors’ fees were reviewed with effect from 1 January 2025 in\n accordance with the normal fees policy.\nPayments to past directors (audited information)\n With\nNo payments were or are to be made to former directors. effect from Fees Increase in\n 1 January paid in fees\nMalus and Clawback 2025 2024 2024 to 2025\n\nAs detailed in the Policy (page 129), malus and clawback may be applied to bonus and RSA awards Chairman’s fee £427,500 £419,000 2.0%\nin cases such as material misstatement, performance assessment errors, significant risk or control Non-executive director fee £83,000 £81,500 1.8%\nfailings, misconduct, corporate failure, reputational damage, or material management failure. Supplements:\nThe discovery period is three years from the end of the performance period for bonus and deferred Senior Independent Director £21,800 £21,800 –\nbonus, and three years from vesting for RSA awards. These periods reflect the Company’s risk profile Audit Committee Chair £24,000 £23,000 4.3%\nand allow sufficient time for issues to surface. Remuneration Committee Chair £24,000 £23,000 4.3%\nNo malus or clawback was applied during 2025.\n The Chairman’s and non-executive directors’ fees were reviewed with effect from 1 January 2026 and\nExecutive directors’ annual salary (audited information) the increases awarded are shown on page 124.\nAs disclosed last year, executive directors’ salaries were reviewed with effect from 1 January 2025 in Performance against annual bonus targets (audited information)\naccordance with normal policy and were increased taking into account the average salary increases for\n The bonus measures for 2025 were Group adjusted eps, RAOC, operating cash flow, personal\nemployees across the Group.\n performance on strategic objectives and specific objectives related to ESG matters.\n Salary from Salary from Increase in\n 1 January 1 January salary The maximum bonus achievable was 200% of salary for Frank van Zanten and 175% for Richard Howes.\n 2025 2024 2024 to 2025 The results for 2025 reflect the general performance of the Company.\nFrank van Zanten £1,055,547 £1,034,850 2.0%\nRichard Howes £686,460 £673,000 2.0%\n Group performance (70%)\n Actual outturn\n calculated % of\nExecutive directors’ salaries were also reviewed with effect from 1 January 2026 and the increases at constant maximum\nawarded are shown on page 123. Weighting Scorecard performance metric Threshold Target Stretch exchange rates bonus\n 30% Adjusted eps (p) 188.4 198.3 208.2 181.7 –\nExecutive directors’ external appointments\n % of target 95.0% 100.0% 105.0% 91.6%\nDuring 2025, Frank van Zanten served as a non-executive director of Ahold Delhaize N.V. and Richard\nHowes served as a non-executive director of Smiths Group plc. During the year, Frank van Zanten % salary – Frank van Zanten 15.0% 30.0% 60.0% –\nretained fees of €185,000 from Ahold Delhaize N.V. and Richard Howes retained fees of £119,998 from % salary – Richard Howes 13.1% 26.3% 52.5% –\nSmiths Group plc. 15% RAOC % 37.6% 39.6% 41.6% 37.2% –\n % of target 95.0% 100.0% 105.0% 93.9%\n % salary – Frank van Zanten 7.5% 15.0% 30.0% –\n % salary – Richard Howes 6.6% 13.1% 26.3% –\n 25% Operating cash flow (£m) 823.7 867.1 910.5 842.8 36%\n % of target 95.0% 100.0% 105.0% 97.2%\n % salary – Frank van Zanten 12.5% 25.0% 50.0% 18.0%\n % salary – Richard Howes 10.9% 21.9% 43.8% 15.7%\n Total 13%\n Notes\n a) The adjusted eps outturn for 2025 (179.3p) calculated at the exchange rates used in setting the 2025 target is 181.7p.\n b) The actual outturn calculated at constant exchange rates is the actual result of the relevant measures retranslated at the exchange\n rates used in setting the target for that measure.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nDirectors’ Report\n\nStrategic Report\n\nFinancial Statements\n\n115\n\nAdditional Information\n\nDIRECTORS’ REMUNERATION REPORT continued\nPayments for loss of office (audited information)\n\nNon-executive directors’ fees (audited information)\n\nNo payments were or are to be made to directors in respect of loss of office.\n\nThe Chairman and non-executive directors’ fees were reviewed with effect from 1 January 2025 in\naccordance with the normal fees policy.\n\nPayments to past directors (audited information)\nNo payments were or are to be made to former directors.\n\nMalus and Clawback\nAs detailed in the Policy (page 129), malus and clawback may be applied to bonus and RSA awards\nin cases such as material misstatement, performance assessment errors, significant risk or control\nfailings, misconduct, corporate failure, reputational damage, or material management failure.\nThe discovery period is three years from the end of the performance period for bonus and deferred\nbonus, and three years from vesting for RSA awards. These periods reflect the Company’s risk profile\nand allow sufficient time for issues to surface.\nNo malus or clawback was applied during 2025.\n\nFees\npaid in\n2024\n\nIncrease in\nfees\n2024 to 2025\n\n£427,500\n£83,000\n\n£419,000\n£81,500\n\n2.0%\n1.8%\n\n£21,800\n£24,000\n£24,000\n\n£21,800\n£23,000\n£23,000\n\n–\n4.3%\n4.3%\n\nThe Chairman’s and non-executive directors’ fees were reviewed with effect from 1 January 2026 and\nthe increases awarded are shown on page 124.\n\nExecutive directors’ annual salary (audited information)\nAs disclosed last year, executive directors’ salaries were reviewed with effect from 1 January 2025 in\naccordance with normal policy and were increased taking into account the average salary increases for\nemployees across the Group.\n\nFrank van Zanten\nRichard Howes\n\nChairman’s fee\nNon-executive director fee\nSupplements:\nSenior Independent Director\nAudit Committee Chair\nRemuneration Committee Chair\n\nWith\neffect from\n1 January\n2025\n\nSalary from\n1 January\n2025\n\nSalary from\n1 January\n2024\n\nIncrease in\nsalary\n2024 to 2025\n\n£1,055,547\n£686,460\n\n£1,034,850\n£673,000\n\n2.0%\n2.0%\n\nExecutive directors’ salaries were also reviewed with effect from 1 January 2026 and the increases\nawarded are shown on page 123.\n\nExecutive directors’ external appointments\nDuring 2025, Frank van Zanten served as a non-executive director of Ahold Delhaize N.V. and Richard\nHowes served as a non-executive director of Smiths Group plc. During the year, Frank van Zanten\nretained fees of €185,000 from Ahold Delhaize N.V. and Richard Howes retained fees of £119,998 from\nSmiths Group plc.\n\nPerformance against annual bonus targets (audited information)\nThe bonus measures for 2025 were Group adjusted eps, RAOC, operating cash flow, personal\nperformance on strategic objectives and specific objectives related to ESG matters.\nThe maximum bonus achievable was 200% of salary for Frank van Zanten and 175% for Richard Howes.\nThe results for 2025 reflect the general performance of the Company.\n\nGroup performance (70%)\nWeighting\n\nScorecard performance metric\n\n30%\n\nAdjusted eps (p)\n% of target\n% salary – Frank van Zanten\n% salary – Richard Howes\nRAOC %\n% of target\n% salary – Frank van Zanten\n% salary – Richard Howes\nOperating cash flow (£m)\n% of target\n% salary – Frank van Zanten\n% salary – Richard Howes\n\n15%\n\n25%\n\nThreshold\n\nTarget\n\nStretch\n\n188.4\n95.0%\n15.0%\n13.1%\n37.6%\n95.0%\n7.5%\n6.6%\n823.7\n95.0%\n12.5%\n10.9%\n\n198.3\n100.0%\n30.0%\n26.3%\n39.6%\n100.0%\n15.0%\n13.1%\n867.1\n100.0%\n25.0%\n21.9%\n\n208.2\n105.0%\n60.0%\n52.5%\n41.6%\n105.0%\n30.0%\n26.3%\n910.5\n105.0%\n50.0%\n43.8%\n\nActual outturn\ncalculated\nat constant\nexchange rates\n\n181.7\n91.6%\n–\n–\n37.2%\n93.9%\n–\n–\n842.8\n97.2%\n18.0%\n15.7%\nTotal\n\n% of\nmaximum\nbonus\n\n–\n\n–\n\n36%\n\n13%\n\nNotes\na) The adjusted eps outturn for 2025 (179.3p) calculated at the exchange rates used in setting the 2025 target is 181.7p.\nb) The actual outturn calculated at constant exchange rates is the actual result of the relevant measures retranslated at the exchange\nrates used in setting the target for that measure.", "tables": [ [ [ "With effect from 1 January 2025" ], [ "£427,500" ], [ "£83,000" ], [ "" ], [ "£21,800" ], [ "£24,000" ], [ "£24,000" ] ], [ [ "Salary from 1 January 2025" ], [ "£1,055,547" ], [ "£686,460" ] ] ], "word_count": 630, "visual_charts": [] }, { "page_number": 118, "section": "Directors' Report", "subsection": "Directors' Remuneration Report", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 116", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 116\n\nDIRECTORS’ REMUNERATION REPORT continued\n\nNon-financial strategic goals (30%) Richard Howes – Chief Financial Officer\n Non-financial objectives (20% of bonus) Evaluation\nFollowing a review of performance against specific personal objectives for 2025, the Committee\n • Further enhance the cost and performance- • Enhanced reporting has helped to focus more attention\ndetermined the bonus percentages payable to the executive directors in relation to the non-financial\n focused culture in Bunzl including for new on the performance of individual businesses and more\nstrategic goals. The specific objectives, and the related evaluation of performance, are shown in the\n acquisitions. Establish and monitor cost detailed additional performance reviews to assess\ntable below:\n efficiency programmes across the Group with trading performance and financial visibility have been\nFrank van Zanten – Chief Executive Officer reference to budget assumptions and ensuring a implemented in key areas of the Group.\nNon-financial objectives (20% of bonus) Evaluation heightened focus on key financial metrics across\n• Accelerate the progress of the digital agenda • Digital statistics have improved and now stand at 76% the Group, sharing approaches and undertaking\n across the Group, including further increasing for sales orders (75% last year) and 66% for supplier training with Finance teams where necessary.\n the % of sales orders and supplier invoices invoices by value (61% last year). A specific programme • Agree with each business area their Vision for • Business area plans were created and shared with the\n transacted digitally via websites, EDI or other has been initiated to accelerate progress in the 2030 and the operating model for Finance. Finance Leadership Team. For those regions with\n electronic means. In addition, maximise the application of AI including workstreams on data Establish the operating plan to deliver the shared service centres (North America/ UK / Brazil /\n use of AI by ensuring that specific pilot projects readiness, creation of the AI engine and sales Vision by 2030 and establish the process for Australia) most of the focus was building on these\n receive the necessary leadership resource and enablement. Pilots are live in every region and monitoring the development of the cost of platforms and improving delivery and scope. This work\n support, and that the learnings are shared additional prototypes (e.g. AI chatbot for customer Finance. Undertake a similar process to assess will be continued in 2026.\n rapidly so that tools can be scaled up across service) have been developed and showcased the cost of IT services across the Group.\n the Group. across the Group. • Establish a revised approach to Internal • Good progress was made during the year, with internal\n• Continue to drive the progress of Own Brand • Own Brand as % of sales has increased over 2025 Controls Essentials programme, optimising financial control operating testing completed for 98%\n sales as a driver of margin improvement and from 28% to 30% of total revenue and this continues the scope of activities including the financial of in-scope controls by February 2026 as part of the\n profit performance, measured as an increased % to be a focus going forward. The Distribution business integration of new acquisitions from a Internal Control Essentials programme. The pass rate\n of total sales vs 2024. Ensure that the local sales in North America has continued to focus on Own Brand compliance standpoint. Define an approach to has improved significantly year on year. Significant\n teams have the necessary capability to maximise development and learnings were shared by their team ensure that the Group meets the requirements progress was made on the Group’s approach to the\n the contribution of Own Brand and that at the Global Conference. of the UK Corporate Governance code for 2026 revised internal control and risk requirements of the\n learnings on the Own Brand development and deliver the milestones for 2025. Connected UK Corporate Governance code applicable for the 2026\n and sales processes are effectively shared to this, agree the 2030 Vision for Internal Audit financial year. Material controls were identified, pilot\n across the Group. with the Audit Committee. testing undertaken and a new Material Controls policy\n• Further build the necessary leadership bench • Some movement in the leadership population has and cadence of reporting for 2026 was approved by the\n strength to support the future growth of the created opportunities for several high-potentials at Board. A revised 5 year Internal Audit strategy was\n Group. Specifically, ensure that there is good CEO-2 level to broaden their experience. Significant finalised which included important risk based changes\n medium- and long-term succession to the progress has been made with developing the pipeline to scope and audit frequency together with investment\n leadership team and a strong pipeline of leaders in early to mid-career with a higher volume of external in the Internal Audit function such as a new audit hub in\n at country/operating company level. Continue hiring (e.g. North America). The key focus of leadership Brazil. This was approved by the Audit Committee and\n to champion the investment in leadership development activity has been portfolio management used as a basis for the 2026 internal audit plan.\n development activities and maximise the return and a new programme will be piloted in 2026. The % of base salary awarded 33.3%\n on the investment in the 2025 Global Conference received overwhelmingly positive feedback % of maximum 95%\n Conference. and accelerated collaboration across the Group.\n% of base salary awarded 34.0%\n% of maximum 85%", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\n116\n\nDIRECTORS’ REMUNERATION REPORT continued\nNon-financial strategic goals (30%)\nFollowing a review of performance against specific personal objectives for 2025, the Committee\ndetermined the bonus percentages payable to the executive directors in relation to the non-financial\nstrategic goals. The specific objectives, and the related evaluation of performance, are shown in the\ntable below:\nFrank van Zanten – Chief Executive Officer\nNon-financial objectives (20% of bonus)\n\nEvaluation\n\n• Accelerate the progress of the digital agenda\n• Digital statistics have improved and now stand at 76%\nacross the Group, including further increasing\nfor sales orders (75% last year) and 66% for supplier\nthe % of sales orders and supplier invoices\ninvoices by value (61% last year). A specific programme\ntransacted digitally via websites, EDI or other\nhas been initiated to accelerate progress in the\nelectronic means. In addition, maximise the\napplication of AI including workstreams on data\nuse of AI by ensuring that specific pilot projects\nreadiness, creation of the AI engine and sales\nreceive the necessary leadership resource and\nenablement. Pilots are live in every region and\nsupport, and that the learnings are shared\nadditional prototypes (e.g. AI chatbot for customer\nrapidly so that tools can be scaled up across\nservice) have been developed and showcased\nthe Group.\nacross the Group.\n• Continue to drive the progress of Own Brand\n•\nsales as a driver of margin improvement and\nprofit performance, measured as an increased %\nof total sales vs 2024. Ensure that the local sales\nteams have the necessary capability to maximise\nthe contribution of Own Brand and that\nlearnings on the Own Brand development\nand sales processes are effectively shared\nacross the Group.\n\nOwn Brand as % of sales has increased over 2025\nfrom 28% to 30% of total revenue and this continues\nto be a focus going forward. The Distribution business\nin North America has continued to focus on Own Brand\ndevelopment and learnings were shared by their team\nat the Global Conference.\n\n• Further build the necessary leadership bench •\nstrength to support the future growth of the\nGroup. Specifically, ensure that there is good\nmedium- and long-term succession to the\nleadership team and a strong pipeline of leaders\nat country/operating company level. Continue\nto champion the investment in leadership\ndevelopment activities and maximise the return\non the investment in the 2025 Global\nConference.\n\nSome movement in the leadership population has\ncreated opportunities for several high-potentials at\nCEO-2 level to broaden their experience. Significant\nprogress has been made with developing the pipeline\nin early to mid-career with a higher volume of external\nhiring (e.g. North America). The key focus of leadership\ndevelopment activity has been portfolio management\nand a new programme will be piloted in 2026. The\nConference received overwhelmingly positive feedback\nand accelerated collaboration across the Group.\n\n% of base salary awarded\n\n34.0%\n\n% of maximum\n\n85%\n\nRichard Howes – Chief Financial Officer\nNon-financial objectives (20% of bonus)\n\nEvaluation\n\n• Further enhance the cost and performance•\nfocused culture in Bunzl including for new\nacquisitions. Establish and monitor cost\nefficiency programmes across the Group with\nreference to budget assumptions and ensuring a\nheightened focus on key financial metrics across\nthe Group, sharing approaches and undertaking\ntraining with Finance teams where necessary.\n• Agree with each business area their Vision for\n2030 and the operating model for Finance.\nEstablish the operating plan to deliver the\nVision by 2030 and establish the process for\nmonitoring the development of the cost of\nFinance. Undertake a similar process to assess\nthe cost of IT services across the Group.\n\nEnhanced reporting has helped to focus more attention\non the performance of individual businesses and more\ndetailed additional performance reviews to assess\ntrading performance and financial visibility have been\nimplemented in key areas of the Group.\n\n• Business area plans were created and shared with the\nFinance Leadership Team. For those regions with\nshared service centres (North America/ UK / Brazil /\nAustralia) most of the focus was building on these\nplatforms and improving delivery and scope. This work\nwill be continued in 2026.\n\n• Establish a revised approach to Internal\n•\nControls Essentials programme, optimising\nthe scope of activities including the financial\nintegration of new acquisitions from a\ncompliance standpoint. Define an approach to\nensure that the Group meets the requirements\nof the UK Corporate Governance code for 2026\nand deliver the milestones for 2025. Connected\nto this, agree the 2030 Vision for Internal Audit\nwith the Audit Committee.\n\nGood progress was made during the year, with internal\nfinancial control operating testing completed for 98%\nof in-scope controls by February 2026 as part of the\nInternal Control Essentials programme. The pass rate\nhas improved significantly year on year. Significant\nprogress was made on the Group’s approach to the\nrevised internal control and risk requirements of the\nUK Corporate Governance code applicable for the 2026\nfinancial year. Material controls were identified, pilot\ntesting undertaken and a new Material Controls policy\nand cadence of reporting for 2026 was approved by the\nBoard. A revised 5 year Internal Audit strategy was\nfinalised which included important risk based changes\nto scope and audit frequency together with investment\nin the Internal Audit function such as a new audit hub in\nBrazil. 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The sitive feedback", "%", "of base salary", "awarded", "", "", "", "33", ".3%", "", "", "", "" ], [ "", "Conference.", "", "", "", "and accelerated colla", "boration across th", "e Group.", "%", "of maximum", "", "", "", "", "95", "%", "", "", "", "" ], [ "%", "of base salar", "y awarded", "", "34", ".0%", "", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "%", "of maximum", "", "", "85", "%", "", "", "", "", "", "", "", "", "", "", "", "", "", "" ] ] ], "word_count": 906, "visual_charts": [] }, { "page_number": 119, "section": "Directors' Report", "subsection": "Directors' Remuneration Report", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 117", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 117\n\nDIRECTORS’ REMUNERATION REPORT continued\n\nESG objectives – shared objectives (10% of bonus) Evaluation When assessing performance and outcomes the Committee was mindful of the Company’s general\n• Ensure that the assessment and auditing • 93% of 2025 spend in high risk countries now comes performance and stakeholder experience. The outcomes are considered appropriate in light of a\n programme in high-risk countries inside and from assessed and compliant suppliers. The Audit challenging year for business performance. Accordingly, the total payments under the annual bonus\n outside of Asia is further expanded, taking it to programme for 2026 onwards has been redesigned, plans were:\n 90% of 2025 spend coming from assessed and engaging all relevant stakeholders before gaining Total bonus payment (cash and deferred shares) as a % of salary\n compliant suppliers. approval from the leadership team. This will be\n 2025 2024 2023 2022 2021\n communicated in our modern slavery statement. % % % % %\n• Deliver a 2.5% reduction in absolute emissions • There has been a small increase in overall emissions Frank van Zanten 70.0 176.4 161.8 176.4 176.4\n (Scope 1 & Scope 2). Deliver an increase in the (0.6%). The increase caused by emissions of acquisitions\n Richard Howes 64.7 156.8 143.8 156.8 155.2\n proportion of suppliers (by emissions in our (not included in the 2022 re-baseline) in the reporting\n target boundary) with Science Based targets year is approximately 3.7%. The reduction achieved by The monetary values of the bonus payments for 2025 and 2024 are included in the table on page 114.\n (from 2024 outturn position). the 2024 ‘base business’ is therefore 3.1%.\n The deferred portion of the bonus is 50% of the total and is delivered under DASBS awards which vest\n • The KPI set for the proportion of suppliers with after three years and are subject to continued employment. The total bonus payment for Frank van\n science-based targets has been exceeded, achieving Zanten represents 35% of the maximum bonus and the total bonus payment for Richard Howes\n a 44% against the stretched target of 40%. Over 70% represents 37% of the maximum bonus.\n of suppliers are now fully registered on the Avetta\n platform, despite adding over 200 new suppliers\n mid-year.\n• Ensure that the Head of Sustainability and the • More than 300 customers were engaged across the\n regional sustainability teams create regional five regions. Several notable commercial results were\n customer engagement plans across three delivered with new contracts won, or existing contracts\n groups of large customers during 2025 – (a) extended (see page 55). The perception of our\n existing customers with limited potential for sustainability expertise in senior sales teams was\n increased share of wallet where the objective is significantly improved.\n to retain business (b) existing customers where\n we can increase share of wallet and revenues\n and (c) new target customers where\n sustainability credentials can be used as a\n starting point for engagement.\n• Continue to drive initiatives that lead to more • The % of women in leadership roles remained at 25% in\n women in leadership roles over time. Maintain 2025. Mentoring activity has been further expanded\n the current % of females in leadership roles over the year and Employee Resource Groups including\n (25%) and visibly support initiatives around Inspiring Women in Bunzl are thriving. Dedicated CEO\n inclusion and belonging such as employee Listening Groups for females and ethnically diverse\n resource groups, mentoring initiatives, the Great colleagues from across Bunzl have continued\n Place to Work survey and dedicated listening successfully. The “fairness” questions in GPTW (“People\n sessions with a cross-section of employees. here are treated fairly regardless of…”) remained very\n high scoring across all dimensions (83-92% positive) and\n “I can be myself around here” scored 81% positive.\n% of base salary awarded Frank van Zanten – 18.0% Richard Howes – 15.8%\n% of maximum 90% 90%", "text_reading_order": "Bunzl plc Annual Report 2025\n\nDirectors’ Report\n\nStrategic Report\n\nFinancial Statements\n\n117\n\nAdditional Information\n\nDIRECTORS’ REMUNERATION REPORT continued\nESG objectives – shared objectives (10% of bonus)\n\nEvaluation\n\n• Ensure that the assessment and auditing\n• 93% of 2025 spend in high risk countries now comes\nprogramme in high-risk countries inside and\nfrom assessed and compliant suppliers. The Audit\noutside of Asia is further expanded, taking it to\nprogramme for 2026 onwards has been redesigned,\n90% of 2025 spend coming from assessed and\nengaging all relevant stakeholders before gaining\ncompliant suppliers.\napproval from the leadership team. This will be\ncommunicated in our modern slavery statement.\n• Deliver a 2.5% reduction in absolute emissions\n(Scope 1 & Scope 2). Deliver an increase in the\nproportion of suppliers (by emissions in our\ntarget boundary) with Science Based targets\n(from 2024 outturn position).\n\n• There has been a small increase in overall emissions\n(0.6%). The increase caused by emissions of acquisitions\n(not included in the 2022 re-baseline) in the reporting\nyear is approximately 3.7%. The reduction achieved by\nthe 2024 ‘base business’ is therefore 3.1%.\n• The KPI set for the proportion of suppliers with\nscience-based targets has been exceeded, achieving\na 44% against the stretched target of 40%. Over 70%\nof suppliers are now fully registered on the Avetta\nplatform, despite adding over 200 new suppliers\nmid-year.\n\n• Ensure that the Head of Sustainability and the • More than 300 customers were engaged across the\nregional sustainability teams create regional\nfive regions. Several notable commercial results were\ncustomer engagement plans across three\ndelivered with new contracts won, or existing contracts\ngroups of large customers during 2025 – (a)\nextended (see page 55). The perception of our\nexisting customers with limited potential for\nsustainability expertise in senior sales teams was\nincreased share of wallet where the objective is\nsignificantly improved.\nto retain business (b) existing customers where\nwe can increase share of wallet and revenues\nand (c) new target customers where\nsustainability credentials can be used as a\nstarting point for engagement.\n• Continue to drive initiatives that lead to more\n•\nwomen in leadership roles over time. Maintain\nthe current % of females in leadership roles\n(25%) and visibly support initiatives around\ninclusion and belonging such as employee\nresource groups, mentoring initiatives, the Great\nPlace to Work survey and dedicated listening\nsessions with a cross-section of employees.\n\nThe % of women in leadership roles remained at 25% in\n2025. Mentoring activity has been further expanded\nover the year and Employee Resource Groups including\nInspiring Women in Bunzl are thriving. Dedicated CEO\nListening Groups for females and ethnically diverse\ncolleagues from across Bunzl have continued\nsuccessfully. The “fairness” questions in GPTW (“People\nhere are treated fairly regardless of…”) remained very\nhigh scoring across all dimensions (83-92% positive) and\n“I can be myself around here” scored 81% positive.\n\n% of base salary awarded\n\nFrank van Zanten – 18.0%\n\nRichard Howes – 15.8%\n\n% of maximum\n\n90%\n\n90%\n\nWhen assessing performance and outcomes the Committee was mindful of the Company’s general\nperformance and stakeholder experience. The outcomes are considered appropriate in light of a\nchallenging year for business performance. Accordingly, the total payments under the annual bonus\nplans were:\nTotal bonus payment (cash and deferred shares) as a % of salary\n\nFrank van Zanten\nRichard Howes\n\n2025\n%\n\n2024\n%\n\n2023\n%\n\n2022\n%\n\n2021\n%\n\n70.0\n64.7\n\n176.4\n156.8\n\n161.8\n143.8\n\n176.4\n156.8\n\n176.4\n155.2\n\nThe monetary values of the bonus payments for 2025 and 2024 are included in the table on page 114.\nThe deferred portion of the bonus is 50% of the total and is delivered under DASBS awards which vest\nafter three years and are subject to continued employment. The total bonus payment for Frank van\nZanten represents 35% of the maximum bonus and the total bonus payment for Richard Howes\nrepresents 37% of the maximum bonus.", "tables": [ [ [ "2025 %" ], [ "70.0" ], [ "64.7" ] ] ], "word_count": 645, "visual_charts": [] }, { "page_number": 120, "section": "Directors' Report", "subsection": "Directors' Remuneration Report", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 118", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 118\n\nDIRECTORS’ REMUNERATION REPORT continued\n\nRestricted Share Awards with underpin assessment period ending in 2025 Share Awards granted in 2025 (audited information)\n(audited information) Restricted Shares\nLTIP – 2023 Restricted Share Awards In 2025 a single grant of RSAs was made on 11 April 2025 in accordance with the policy as approved at\nThe annual grant of Restricted Share Awards was made under the 2021 Policy on 1 March 2023. These the 2024 AGM.\nawards vest after three years subject to the achievement of an underpin (assessed for the year ended LTIP interests awarded during the financial year (audited information)\n31 December 2025) and continued service. After each completed financial year during the three year Date of Basis of Face value Number of Performance\nunderpin assessment period, the Committee considered carefully and documented progress towards Award Type grant RSA award £000 shares period end date\nachieving the underpin. Performance versus the underpin was reviewed in 2023 and 2024 and the Frank van Nil-Cost Options 11 April 175% 1,847.2 59,167 31 December\nCommittee also looked carefully at the summary of performance in 2025. As context, it noted that the Zanten 2025 of salary 2027\nperiod 2023–2025 was impacted by significant product price deflation following a period of supply Richard Nil-Cost Options 11 April 125% 858.1 27,484 31 December\nchain disruption and significant product price inflation during and immediately after the Covid 19 Howes 2025 of salary 2027\nperiod (2020–2022). It also noted that the long-term profit growth of the Group since 2019 has been\nsignificant. The Committee concluded that the conditions of the underpin for the three-year period Notes\n a) The number of awards is calculated using the average of the closing mid-market share price over the dealing days that fell within the\nhave been satisfied, based on the following key points: 60-day period immediately preceding the grant of the awards.\n• The longer term business performance has been strong; b) The RSA award was granted under the 2024 LTIP Part B on 11 April 2025 at a value of 3,122p per share.\n c) The RSA is subject to an underpin, as detailed below. If the underpin during the performance period for assessment is met, then\n• Notwithstanding the impact in 2025’s financial performance, there has been good progress on all key 100% of the award will vest. Alternatively, if the underpin has not been satisfactorily met in full, then the award may be scaled back\n strategic priorities, including ESG; or lapse in exceptional circumstances.\n\n• There have been no material risk issues or regulatory failures; The extent to which the Restricted Share Award, granted as nil-cost options, may vest is subject to a\n• The underlying value of the RSA is contingent on share price performance and so participants are performance underpin which will be closely reviewed by the Committee before these awards vest in\n directly aligned with the shareholder experience. The 2023 RSAs have a lower value at vesting when 2028 as follows:\n compared to the equivalent 2022 RSA awards which vested last year, as shown in the single total\n figure table. FACTORS TO BE CONSIDERED (NOT LIMITED TO) IN ASSESSING THE RSA UNDERPIN\n\n Number of Financial health • Revenue growth\n awards vesting Estimated of the business, • Operating margin\n Number of Underpin (incl. dividend value of award\n Date of grant shares granted achieved equivalents) vesting considering key • Adjusted earnings per share\n financial • Return on capital (RAOC/ROIC)\nFrank van Zanten 1 March 2023 41,682 Yes 44,870 £1,010,024\n indicators • Cash conversion\nRichard Howes 1 March 2023 21,682 Yes 23,340 £525,383 • Balance sheet strength\nNotes\na) The Restricted Share Awards were granted under the LTIP Part B on 1 March 2023 at a share price based on the average of the Strategic Delivery of key strategic objectives over the vesting period including\n closing mid-market share price on the 60 calendar days prior to the grant of the award (2,984p). priorities operational and individual performance\nb) The estimated vesting value is based on the three-month average of the closing mid-market share price to 31 December 2025\n (2,251p). The value will be updated in the 2026 Directors’ Remuneration Report to reflect the actual closing mid-market share price Stakeholder Consideration of our key stakeholders including employees, customers,\n on 2 March 2026, the first working day after the vesting date of 1 March 2026. Vested awards are subject to a further two-year\n holding period.\n experience suppliers and shareholders\nc) The 2022 Restricted Share Awards vested on 4 March 2025. In last year’s report, the vesting values were estimated based on the\n three-month average share price to 31 December 2024. The vesting values have been restated in the single figure table using the ESG progress Progress towards key achievement of ESG objectives including climate change\n closing mid-market share price on the vesting date of 4 March 2025 (3,036p). ambitions, ethical supply, investing in our people and diversity\n\nTotal pension entitlements (audited information) Vested awards are subject to a two-year holding period.\n Value of cash Total\n allowance in pension\n 2025 2025\n\nFrank van Zanten £52,777 £52,777\nRichard Howes £34,323 £34,323", "text_reading_order": "Bunzl plc Annual Report 2025\n\nDirectors’ Report\n\nStrategic Report\n\nFinancial Statements\n\n118\n\nAdditional Information\n\nDIRECTORS’ REMUNERATION REPORT continued\nRestricted Share Awards with underpin assessment period ending in 2025\n(audited information)\nLTIP – 2023 Restricted Share Awards\nThe annual grant of Restricted Share Awards was made under the 2021 Policy on 1 March 2023. These\nawards vest after three years subject to the achievement of an underpin (assessed for the year ended\n31 December 2025) and continued service. After each completed financial year during the three year\nunderpin assessment period, the Committee considered carefully and documented progress towards\nachieving the underpin. Performance versus the underpin was reviewed in 2023 and 2024 and the\nCommittee also looked carefully at the summary of performance in 2025. As context, it noted that the\nperiod 2023–2025 was impacted by significant product price deflation following a period of supply\nchain disruption and significant product price inflation during and immediately after the Covid 19\nperiod (2020–2022). It also noted that the long-term profit growth of the Group since 2019 has been\nsignificant. The Committee concluded that the conditions of the underpin for the three-year period\nhave been satisfied, based on the following key points:\n• The longer term business performance has been strong;\n• Notwithstanding the impact in 2025’s financial performance, there has been good progress on all key\nstrategic priorities, including ESG;\n• There have been no material risk issues or regulatory failures;\n• The underlying value of the RSA is contingent on share price performance and so participants are\ndirectly aligned with the shareholder experience. The 2023 RSAs have a lower value at vesting when\ncompared to the equivalent 2022 RSA awards which vested last year, as shown in the single total\nfigure table.\n\nFrank van Zanten\nRichard Howes\n\nDate of grant\n\nNumber of\nshares granted\n\nUnderpin\nachieved\n\nNumber of\nawards vesting\n(incl. dividend\nequivalents)\n\n1 March 2023\n1 March 2023\n\n41,682\n21,682\n\nYes\nYes\n\n44,870\n23,340\n\nEstimated\nvalue of award\nvesting\n\n£1,010,024\n£525,383\n\nNotes\na) The Restricted Share Awards were granted under the LTIP Part B on 1 March 2023 at a share price based on the average of the\nclosing mid-market share price on the 60 calendar days prior to the grant of the award (2,984p).\nb) The estimated vesting value is based on the three-month average of the closing mid-market share price to 31 December 2025\n(2,251p). The value will be updated in the 2026 Directors’ Remuneration Report to reflect the actual closing mid-market share price\non 2 March 2026, the first working day after the vesting date of 1 March 2026. Vested awards are subject to a further two-year\nholding period.\nc) The 2022 Restricted Share Awards vested on 4 March 2025. In last year’s report, the vesting values were estimated based on the\nthree-month average share price to 31 December 2024. The vesting values have been restated in the single figure table using the\nclosing mid-market share price on the vesting date of 4 March 2025 (3,036p).\n\nTotal pension entitlements (audited information)\n\nFrank van Zanten\nRichard Howes\n\nValue of cash\nallowance in\n2025\n\nTotal\npension\n2025\n\n£52,777\n£34,323\n\n£52,777\n£34,323\n\nShare Awards granted in 2025 (audited information)\nRestricted Shares\nIn 2025 a single grant of RSAs was made on 11 April 2025 in accordance with the policy as approved at\nthe 2024 AGM.\nLTIP interests awarded during the financial year (audited information)\nAward Type\n\nFrank van\nZanten\nRichard\nHowes\n\nNil-Cost Options\nNil-Cost Options\n\nDate of\ngrant\n\nBasis of\nRSA award\n\nFace value Number of\n£000\nshares\n\nPerformance\nperiod end date\n\n11 April\n2025\n11 April\n2025\n\n175%\nof salary\n125%\nof salary\n\n1,847.2\n\n59,167\n\n858.1\n\n27,484\n\n31 December\n2027\n31 December\n2027\n\nNotes\na) The number of awards is calculated using the average of the closing mid-market share price over the dealing days that fell within the\n60-day period immediately preceding the grant of the awards.\nb) The RSA award was granted under the 2024 LTIP Part B on 11 April 2025 at a value of 3,122p per share.\nc) The RSA is subject to an underpin, as detailed below. If the underpin during the performance period for assessment is met, then\n100% of the award will vest. Alternatively, if the underpin has not been satisfactorily met in full, then the award may be scaled back\nor lapse in exceptional circumstances.\n\nThe extent to which the Restricted Share Award, granted as nil-cost options, may vest is subject to a\nperformance underpin which will be closely reviewed by the Committee before these awards vest in\n2028 as follows:\nFACTORS TO BE CONSIDERED (NOT LIMITED TO) IN ASSESSING THE RSA UNDERPIN\nFinancial health\nof the business,\nconsidering key\nfinancial\nindicators\n\n• Revenue growth\n• Operating margin\n• Adjusted earnings per share\n• Return on capital (RAOC/ROIC)\n• Cash conversion\n• Balance sheet strength\n\nStrategic\npriorities\n\nDelivery of key strategic objectives over the vesting period including\noperational and individual performance\n\nStakeholder\nexperience\n\nConsideration of our key stakeholders including employees, customers,\nsuppliers and shareholders\n\nESG progress\n\nProgress towards key achievement of ESG objectives including climate change\nambitions, ethical supply, investing in our people and diversity\n\nVested awards are subject to a two-year holding period.", "tables": [ [ [ "", "FACTORS TO BE CONSIDERED (NOT LIMITED TO) IN ASSESSING THE RSA UNDERPIN" ], [ "Financial health of the business, considering key financial indicators", "• Revenue growth • Operating margin • Adjusted earnings per share • Return on capital (RAOC/ROIC) • Cash conversion • Balance sheet strength" ], [ "Strategic priorities", "Delivery of key strategic objectives over the vesting period including operational and individual performance" ], [ "Stakeholder experience", "Consideration of our key stakeholders including employees, customers, suppliers and shareholders" ], [ "ESG progress", "Progress towards key achievement of ESG objectives including climate change ambitions, ethical supply, investing in our people and diversity" ] ], [ [ "Total pension 2025" ], [ "£52,777" ], [ "£34,323" ] ] ], "word_count": 860, "visual_charts": [] }, { "page_number": 121, "section": "Directors' Report", "subsection": "Directors' Remuneration Report", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 119", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 119\n\nDIRECTORS’ REMUNERATION REPORT continued\n\nDeferred share awards awarded during the financial year (audited information) Additional information on directors’ interests (audited information)\n Face value Number of Normal Details of the executive directors’ interests in outstanding share awards under the DASBS, LTIP and all\n Award Type Date of grant Basis of share award £000 shares Vesting date\n employee share plans are set out below.\nFrank van Nil-Cost Options 10 March 50% 912.7 29,672 1 March\nZanten 2025 of 2024 Bonus 2028 Deferred share awards as at 31 December 2025\n The awards granted to each director of the Company and any director with an interest in the Company\nRichard Nil-Cost Options 10 March 50% 527.6 17,153 1 March\n under the DASBS are set out in the table below. Further information relating to the deferred bonus is\nHowes 2025 of 2024 Bonus 2028\n provided on pages 126 and 127.\nNotes\na) The number of awards is calculated using the closing mid-market share price on the day preceding the grant date (3,076p). Total number Monetary\nb) Deferred bonus awards vest on the 1 March in the third calendar year after the calendar year in which they were granted, subject to Awards Shares Shares of awards value of\n continued service only. (shares) held awarded vested (shares) at Share price Market price vested\n at 1 January during during 31 December Normal at grant at vesting awards\n 2025 2025 2025 2025 vesting date p p £000\nShareholder dilution\n Frank van Zanten 27,124 28,889 – 01.03.25 2,969 3,072 887\nIn accordance with The Investment Association’s Principles of Remuneration (as published in October\n 27,959 27,959 01.03.26 2,964\n2024) and the rules of the Company’s share schemes, the Company is permitted to satisfy awards to\nemployees under its share plans with new issue shares or shares issued from treasury, up to a 25,529 25,529 01.03.27 3,153\nmaximum of 10% of its issued share capital (adjusted for share issuance and cancellation) in a rolling 29,672 29,672 01.03.28 3,076\n10-year period. Within this 10% limit, the Company is only permitted to issue (as newly issued shares or Total 80,612 29,672 28,889 83,160\nfrom treasury), 5% of its issued share capital (adjusted for share issuance and cancellation) to satisfy Richard Howes 15,651 16,669 – 01.03.25 2,969 3,072 512\nawards under executive (discretionary) plans.\n 16,298 16,298 01.03.26 2,964\nAs well as the LTIP, the Company operates various all employee share schemes as described on page 14,755 14,755 01.03.27 3,153\n128. Newly issued shares are currently used to satisfy the exercise of options under the Bunzl plc 17,153 17,153 01.03.28 3,076\nSharesave Scheme and the International and Irish Sharesave Plans. Awards of executive options,\n Total 46,704 17,153 16,669 48,206\nperformance share awards and RSAs made under the LTIP are principally satisfied by shares delivered\nfrom the Employee Benefit Trust which buys shares on the market, unless security laws in relevant Notes\n a) The deferred element of the 2025 annual bonus plan as shown on page 114 is not included in the table above as the appropriate\njurisdictions prevent this.\n number of shares have not yet been awarded. No shares lapsed during the year.\n Cumulative options and awards granted as b) The DASBS vested during 2025 include dividend equivalents accrued over the vesting period.\n a percentage of issued share capital as at c) The DASBS awarded during 2025 relate to 50% of the bonus for 2024 and are structured as nil-cost options, with the number of\nLimit on awards 31 December 2025 shares being determined by reference to the mid-market closing share price on the day preceding the grant date. The face value of\n the DASBS awards on the grant date 10 March 2025 was £912,711 for Frank van Zanten and £527,626 for Richard Howes.\n10% in any rolling 10 year period (all plans) 1.0% d) Frank van Zanten exercised 28,889 DASBS granted in 2022 (including related dividend equivalent shares) on 22 April 2025 following\n5% in any rolling 10 year period (executive (discretionary) plans) 0.2% vesting with a total value of £887,470 based on the vesting share price and a total gain of £671,857 based on the exercise share price\n of 2,326p.\n e) Richard Howes exercised 16,669 DASBS granted in 2022 (including related dividend equivalent shares) on 23 April 2025 following\n vesting with a total value of £512,072 based on the vesting share price and a total gain of £404,373 based on the exercise share price\n of 2,426p.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nDirectors’ Report\n\nStrategic Report\n\nFinancial Statements\n\n119\n\nAdditional Information\n\nDIRECTORS’ REMUNERATION REPORT continued\nAdditional information on directors’ interests (audited information)\n\nDeferred share awards awarded during the financial year (audited information)\n\nFrank van\nZanten\nRichard\nHowes\n\nAward Type\n\nDate of grant\n\nBasis of share award\n\nNil-Cost Options\n\n10 March\n2025\n10 March\n2025\n\n50%\nof 2024 Bonus\n50%\nof 2024 Bonus\n\nNil-Cost Options\n\nFace value Number of\n£000\nshares\n\n912.7\n\n29,672\n\n527.6\n\n17,153\n\nNormal\nVesting date\n\n1 March\n2028\n1 March\n2028\n\nNotes\na) The number of awards is calculated using the closing mid-market share price on the day preceding the grant date (3,076p).\nb) Deferred bonus awards vest on the 1 March in the third calendar year after the calendar year in which they were granted, subject to\ncontinued service only.\n\nShareholder dilution\nIn accordance with The Investment Association’s Principles of Remuneration (as published in October\n2024) and the rules of the Company’s share schemes, the Company is permitted to satisfy awards to\nemployees under its share plans with new issue shares or shares issued from treasury, up to a\nmaximum of 10% of its issued share capital (adjusted for share issuance and cancellation) in a rolling\n10-year period. Within this 10% limit, the Company is only permitted to issue (as newly issued shares or\nfrom treasury), 5% of its issued share capital (adjusted for share issuance and cancellation) to satisfy\nawards under executive (discretionary) plans.\nAs well as the LTIP, the Company operates various all employee share schemes as described on page\n128. Newly issued shares are currently used to satisfy the exercise of options under the Bunzl plc\nSharesave Scheme and the International and Irish Sharesave Plans. Awards of executive options,\nperformance share awards and RSAs made under the LTIP are principally satisfied by shares delivered\nfrom the Employee Benefit Trust which buys shares on the market, unless security laws in relevant\njurisdictions prevent this.\n\nLimit on awards\n\n10% in any rolling 10 year period (all plans)\n5% in any rolling 10 year period (executive (discretionary) plans)\n\nCumulative options and awards granted as\na percentage of issued share capital as at\n31 December 2025\n\n1.0%\n0.2%\n\nDetails of the executive directors’ interests in outstanding share awards under the DASBS, LTIP and all\nemployee share plans are set out below.\nDeferred share awards as at 31 December 2025\nThe awards granted to each director of the Company and any director with an interest in the Company\nunder the DASBS are set out in the table below. Further information relating to the deferred bonus is\nprovided on pages 126 and 127.\nAwards\n(shares) held\nat 1 January\n2025\n\nFrank van Zanten\n\n27,124\n27,959\n25,529\n\nTotal\nRichard Howes\n\n80,612\n15,651\n16,298\n14,755\n\nTotal\n\n46,704\n\nShares\nawarded\nduring\n2025\n\nTotal number\nShares\nof awards\nvested\n(shares) at\nduring 31 December\nNormal\n2025\n2025 vesting date\n\n28,889\n\n29,672\n29,672\n\n17,153\n17,153\n\n28,889\n16,669\n\n16,669\n\n–\n27,959\n25,529\n29,672\n83,160\n–\n16,298\n14,755\n17,153\n48,206\n\nShare price Market price\nat grant\nat vesting\np\np\n\nMonetary\nvalue of\nvested\nawards\n£000\n\n01.03.25\n01.03.26\n01.03.27\n01.03.28\n\n2,969\n2,964\n3,153\n3,076\n\n3,072\n\n887\n\n01.03.25\n01.03.26\n01.03.27\n01.03.28\n\n2,969\n2,964\n3,153\n3,076\n\n3,072\n\n512\n\nNotes\na) The deferred element of the 2025 annual bonus plan as shown on page 114 is not included in the table above as the appropriate\nnumber of shares have not yet been awarded. No shares lapsed during the year.\nb) The DASBS vested during 2025 include dividend equivalents accrued over the vesting period.\nc) The DASBS awarded during 2025 relate to 50% of the bonus for 2024 and are structured as nil-cost options, with the number of\nshares being determined by reference to the mid-market closing share price on the day preceding the grant date. The face value of\nthe DASBS awards on the grant date 10 March 2025 was £912,711 for Frank van Zanten and £527,626 for Richard Howes.\nd) Frank van Zanten exercised 28,889 DASBS granted in 2022 (including related dividend equivalent shares) on 22 April 2025 following\nvesting with a total value of £887,470 based on the vesting share price and a total gain of £671,857 based on the exercise share price\nof 2,326p.\ne) Richard Howes exercised 16,669 DASBS granted in 2022 (including related dividend equivalent shares) on 23 April 2025 following\nvesting with a total value of £512,072 based on the vesting share price and a total gain of £404,373 based on the exercise share price\nof 2,426p.", "tables": [ [ [ "Total number of awards (shares) at 31 December 2025" ], [ "–" ], [ "27,959" ], [ "25,529" ], [ "29,672" ], [ "83,160" ], [ "–" ], [ "16,298" ], [ "14,755" ], [ "17,153" ], [ "48,206" ] ] ], "word_count": 746, "visual_charts": [] }, { "page_number": 122, "section": "Directors' Report", "subsection": "Directors' Remuneration Report", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 120", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 120\n\nDIRECTORS’ REMUNERATION REPORT continued\n\nLTIP Restricted Share Awards – LTIP Part B\nThe tables below show the number of executive share options and restricted share awards (‘RSAs’) held Awards Market Lapsed Exercised Market Awards\nby the executive directors under the LTIP during 2025 with shaded details indicating options that have (shares) Shares price per awards awards price per (shares)\n held at awarded share at (shares) (shares) share at Value at held at 31\nvested. 1 January during Award award during during exercise exercise December\n 2025 2025 date p 2025 2025 p £000 2025\nExecutive share options – LTIP Part A\n Vested options Frank van\n Options held at Exercise Options held at Zanten 42,693 – 01.03.22 2,751 – 45,471 2,326 1,057 –\n 1 January Grant price exercisable 31 December\n 2025 date p between 2025 41,682 – 01.03.23 2,984 – – – – 41,682\nFrank van Zanten 34,946 02.03.17 2,335 02.03.20–01.03.27 34,946 40,398 – 01.03.24 3,202 – – – – 40,398\n 42,782 01.03.18 1,955 01.03.21–29.02.28 42,782 17,110 – 01.05.24 3,024 – – – – 17,110\n 35,010 31.08.18 2,389 31.08.21–30.08.28 35,010 59,167 11.04.25 3,122 – – – – 59,167\n 34,978 28.02.19 2,375 28.02.22–27.02.29 34,978 Total 141,883 59,167 – 45,471 158,357\n 39,427 11.09.19 2,107 11.09.22–10.09.29 39,427 Richard\n 48,225 10.03.20 1,840 10.03.23–09.03.30 48,225 Howes 26,205 – 21.04.21 2,489 – 26,205 2,426 636 –\n 37,096 09.09.20 2,392 09.09.23–08.09.30 37,096 22,398 – 01.03.22 2,751 – 23,855 2,426 579 –\nTotal 272,464 272,464 21,682 – 01.03.23 2,984 – – – – 21,682\n 21,018 – 01.03.24 3,202 – – – – 21,018\nNotes\na) The mid-market price of a share on 31 December 2025 was 2,076p and the range during 2025 was 2,072p to 3,452p. 5,563 – 01.05.24 3,024 – – – – 5,563\nb) Executive share options are structured as market value options. 27,484 11.04.25 3,122 – – – – 27,484\nc) Richard Howes holds no executive share options.\n Total 96,866 27,484 – 50,060 75,747\n Notes\n a) Restricted Share Awards for executive directors are structured as nil-cost options.\n b) Frank van Zanten exercised 45,471 RSAs granted in 2022 (including related dividend equivalent shares) on 22 April 2025 with a total\n value of £1,057,496. The net vested shares remain subject to a two year post vest holding period.\n c) Richard Howes exercised 26,205 RSAs granted in 2021 (including related dividend equivalent shares) and 23,855 RSAs granted in\n 2022 (including related dividend equivalent shares) on 23 April 2025 with a total value of £635,707 and £578,699 respectively. The\n net vested shares remain subject to a two year post vest holding period.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nDirectors’ Report\n\nStrategic Report\n\nFinancial Statements\n\n120\n\nAdditional Information\n\nDIRECTORS’ REMUNERATION REPORT continued\nLTIP\nThe tables below show the number of executive share options and restricted share awards (‘RSAs’) held\nby the executive directors under the LTIP during 2025 with shaded details indicating options that have\nvested.\nExecutive share options – LTIP Part A\nOptions held at\n1 January\n2025\n\nFrank van Zanten\n\nTotal\n\n34,946\n42,782\n35,010\n34,978\n39,427\n48,225\n37,096\n272,464\n\nGrant\ndate\n\nExercise\nprice\np\n\nOptions\nexercisable\nbetween\n\n02.03.17\n01.03.18\n31.08.18\n28.02.19\n11.09.19\n10.03.20\n09.09.20\n\n2,335\n1,955\n2,389\n2,375\n2,107\n1,840\n2,392\n\n02.03.20–01.03.27\n01.03.21–29.02.28\n31.08.21–30.08.28\n28.02.22–27.02.29\n11.09.22–10.09.29\n10.03.23–09.03.30\n09.09.23–08.09.30\n\nNotes\na) The mid-market price of a share on 31 December 2025 was 2,076p and the range during 2025 was 2,072p to 3,452p.\nb) Executive share options are structured as market value options.\nc) Richard Howes holds no executive share options.\n\nVested options\nheld at\n31 December\n2025\n\n34,946\n42,782\n35,010\n34,978\n39,427\n48,225\n37,096\n272,464\n\nRestricted Share Awards – LTIP Part B\nAwards\n(shares)\nheld at\n1 January\n2025\n\nFrank van\nZanten\n\n42,693\n41,682\n40,398\n17,110\n\nTotal\nRichard\nHowes\n\n141,883\n\nTotal\n\n96,866\n\n26,205\n22,398\n21,682\n21,018\n5,563\n\nAward\ndate\n\nMarket\nprice per\nshare at\naward\np\n\nLapsed\nawards\n(shares)\nduring\n2025\n\nExercised\nawards\n(shares)\nduring\n2025\n\nMarket\nprice per\nshare at\nexercise\np\n\nValue at\nexercise\n£000\n\n–\n–\n–\n–\n59,167\n59,167\n\n01.03.22\n01.03.23\n01.03.24\n01.05.24\n11.04.25\n\n2,751\n2,984\n3,202\n3,024\n3,122\n\n–\n–\n–\n–\n–\n–\n\n45,471\n–\n–\n–\n–\n45,471\n\n2,326\n–\n–\n–\n–\n\n1,057\n–\n–\n–\n–\n\n–\n41,682\n40,398\n17,110\n59,167\n158,357\n\n–\n–\n–\n–\n–\n27,484\n27,484\n\n21.04.21\n01.03.22\n01.03.23\n01.03.24\n01.05.24\n11.04.25\n\n2,489\n2,751\n2,984\n3,202\n3,024\n3,122\n\n–\n–\n–\n–\n–\n–\n–\n\n26,205\n23,855\n–\n–\n–\n–\n50,060\n\n2,426\n2,426\n–\n–\n–\n–\n\n636\n579\n–\n–\n–\n–\n\n–\n–\n21,682\n21,018\n5,563\n27,484\n75,747\n\nShares\nawarded\nduring\n2025\n\nAwards\n(shares)\nheld at 31\nDecember\n2025\n\nNotes\na) Restricted Share Awards for executive directors are structured as nil-cost options.\nb) Frank van Zanten exercised 45,471 RSAs granted in 2022 (including related dividend equivalent shares) on 22 April 2025 with a total\nvalue of £1,057,496. The net vested shares remain subject to a two year post vest holding period.\nc) Richard Howes exercised 26,205 RSAs granted in 2021 (including related dividend equivalent shares) and 23,855 RSAs granted in\n2022 (including related dividend equivalent shares) on 23 April 2025 with a total value of £635,707 and £578,699 respectively. The\nnet vested shares remain subject to a two year post vest holding period.", "tables": [ [ [ "42,693", "–", "01.03.22", "2,751", "–", "45,471", "2,326", "1,057", "–" ] ], [ [ "34,946", "02.03.17", "2,335", "02.03.20–01.03.27", "34,946" ], [ "42,782", "01.03.18", "1,955", "01.03.21–29.02.28", "42,782" ], [ "35,010", "31.08.18", "2,389", "31.08.21–30.08.28", "35,010" ], [ "34,978", "28.02.19", "2,375", "28.02.22–27.02.29", "34,978" ], [ "39,427", "11.09.19", "2,107", "11.09.22–10.09.29", "39,427" ], [ "48,225", "10.03.20", "1,840", "10.03.23–09.03.30", "48,225" ], [ "37,096", "09.09.20", "2,392", "09.09.23–08.09.30", "37,096" ] ], [ [ "26,205", "–", "21.04.21", "2,489", "–", "26,205", "2,426", "636", "–" ], [ "22,398", "–", "01.03.22", "2,751", "–", "23,855", "2,426", "579", "–" ] ] ], "word_count": 435, "visual_charts": [] }, { "page_number": 123, "section": "Directors' Report", "subsection": "Directors' Remuneration Report", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 121", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 121\n\nDIRECTORS’ REMUNERATION REPORT continued\n\nAll employee share schemes Performance against shareholding guidelines\nThe table below shows the number of share options granted to the executive directors under the As at 31 December 2025, each of the executive directors and their connected persons have a\nSharesave Schemes. Details of the Sharesave Schemes are set out on page 128. shareholding as follows:\nSharesave Schemes Share ownership as a\n Options at Exercise Options Options at Requirement for percentage of salary at\n 1 January Grant price exercisable 31 December share ownership as a 31 December 2025 at\n 2025 date p between 2025 percentage of salary the closing mid-market\n (31 December 2025) price (2,076p)\nFrank van Zanten 368 03.04.23 2,343 01.05.26–31.10.26 368\n 389 03.04.24 2,453 01.05.27–31.10.27 389 Frank van Zanten 350% 808%\nTotal 757 757 Richard Howes 250% 507%\nRichard Howes 756 03.04.24 2,453 01.05.27–31.10.27 756 Note\n Shares contributing to the qualifying share ownership as a percentage of salary include (i) owned shares including those held jointly\nTotal 756 756 with or by the executive’s spouse, civil partner or children; (ii) DASBS awards (net of tax); (iii) vested but unexercised award shares, by\n reference to exercise gain potential if relevant (net of tax); and (iv) award shares relating to any relevant dividend equivalent entitlements\nInterests in shares and share options (audited disclosure) determined for vested but unexercised awards (net of tax).\n\nThe interests of the directors in office, and their connected persons, in the Company’s ordinary shares Performance graph and table\nand share options at 31 December 2025 were:\n Schedule 8 to the Large- and Medium-sized Companies and Groups (Accounts and Reports)\n Total Regulations 2008 requires that the Company must provide a graph comparing the TSR performance\n Options (LTIP Part A and interests\n Shares (LTIP B RSA) Sharesave) held\n of a hypothetical holding of shares in the Company with a broad equity market index over a 10 year\n period. The Company’s TSR performance against the FTSE 350 Support Services Sector over a 10 year\n Vested but Unvested and Unvested\n not exercised subject to an subject to Vested period to 31 December 2025 is shown below. Due to the Company’s business model, this is\n Owned Unvested (LTIP Part B underpin continued but not considered to be the most appropriate comparator group as it contains a broad range of support\n outright (DASBS) RSA) (LTIP Part B RSA) employment exercised\n service companies.\nFrank van Zanten 365,013 83,160 – 158,357 757 272,464 879,751\nRichard Howes 142,001 48,206 – 75,747 756 – 266,710\n 250 Bunzl\nPeter Ventress 11,069 – – – – – 11,069\n FTSE 350 Support Services\nVin Murria – – – – – – –\nStephan Nanninga 10,000 – – – – – 10,000 200 Source: Datastream (a LSEG product)\n\nPam Kirby 1,800 – – – – – 1,800\n\n\n\n\n Value (£) (rebased)\nJacky Simmonds 3,645 – – – – – 3,645 150\nDaniela Barone Soares 953 – – – – – 953\nJulia Wilson 2,793 – – – – – 2,793\n 100\nNotes\na) No changes to the directors’ ordinary share interests shown in this remuneration report have taken place between 31 December\n 2025 and 2 March 2026, that were notifiable under article 19 of the Market Abuse Regulation.\n 50\nb) RSAs are structured as nil-cost options.\nc) Frank van Zanten’s shares owned outright include 165,185 ordinary shares held by his connected person(s).\nd) Richard Howes’ shares owned outright include 107,270 ordinary shares held by his connected person(s).\ne) Julia Wilson’s shares owned outright include 1,491 ordinary shares held by her connected person(s) that were acquired prior to her 0\n appointment as a director. 2015 2016 2017 2018 2019 2020 2021 2022 2023 2024 2025\nf) For two years after leaving, each executive director must maintain a post employment shareholding equal to the lower of the\n policy‑required shareholding or the LTIP-related shares they hold at the cessation date (including vested or unexercised awards,\n adjusted for tax). Vested RSAs continue to be subject to a two-year holding period.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nDirectors’ Report\n\nStrategic Report\n\nFinancial Statements\n\n121\n\nAdditional Information\n\nDIRECTORS’ REMUNERATION REPORT continued\nAll employee share schemes\nThe table below shows the number of share options granted to the executive directors under the\nSharesave Schemes. Details of the Sharesave Schemes are set out on page 128.\n\nPerformance against shareholding guidelines\nAs at 31 December 2025, each of the executive directors and their connected persons have a\nshareholding as follows:\n\nSharesave Schemes\n\nFrank van Zanten\nTotal\nRichard Howes\nTotal\n\n368\n389\n757\n756\n756\n\nGrant\ndate\n\nExercise\nprice\np\n\nOptions\nexercisable\nbetween\n\nOptions at\n31 December\n2025\n\n03.04.23\n03.04.24\n\n2,343\n2,453\n\n01.05.26–31.10.26\n01.05.27–31.10.27\n\n03.04.24\n\n2,453\n\n01.05.27–31.10.27\n\n368\n389\n757\n756\n756\n\nShare ownership as a\nRequirement for percentage of salary at\nshare ownership as a\n31 December 2025 at\npercentage of salary the closing mid-market\n(31 December 2025)\nprice (2,076p)\n\nFrank van Zanten\nRichard Howes\n\nInterests in shares and share options (audited disclosure)\nThe interests of the directors in office, and their connected persons, in the Company’s ordinary shares\nand share options at 31 December 2025 were:\n\nShares (LTIP B RSA)\n\nOwned\noutright\n\nUnvested\n(DASBS)\n\nFrank van Zanten\n365,013\nRichard Howes\n142,001\nPeter Ventress\n11,069\nVin Murria\n–\nStephan Nanninga\n10,000\nPam Kirby\n1,800\nJacky Simmonds\n3,645\nDaniela Barone Soares\n953\nJulia Wilson\n2,793\n\n83,160\n48,206\n–\n–\n–\n–\n–\n–\n–\n\nVested but\nUnvested and\nnot exercised\nsubject to an\n(LTIP Part B\nunderpin\nRSA) (LTIP Part B RSA)\n\n–\n–\n–\n–\n–\n–\n–\n–\n–\n\n158,357\n75,747\n–\n–\n–\n–\n–\n–\n–\n\nOptions (LTIP Part A and\nSharesave)\nUnvested\nsubject to\ncontinued\nemployment\n\nVested\nbut not\nexercised\n\n757\n756\n–\n–\n–\n–\n–\n–\n–\n\n272,464\n–\n–\n–\n–\n–\n–\n–\n–\n\n350%\n250%\n\n808%\n507%\n\nNote\nShares contributing to the qualifying share ownership as a percentage of salary include (i) owned shares including those held jointly\nwith or by the executive’s spouse, civil partner or children; (ii) DASBS awards (net of tax); (iii) vested but unexercised award shares, by\nreference to exercise gain potential if relevant (net of tax); and (iv) award shares relating to any relevant dividend equivalent entitlements\ndetermined for vested but unexercised awards (net of tax).\n\nTotal\ninterests\nheld\n\n879,751\n266,710\n11,069\n–\n10,000\n1,800\n3,645\n953\n2,793\n\nNotes\na) No changes to the directors’ ordinary share interests shown in this remuneration report have taken place between 31 December\n2025 and 2 March 2026, that were notifiable under article 19 of the Market Abuse Regulation.\nb) RSAs are structured as nil-cost options.\nc) Frank van Zanten’s shares owned outright include 165,185 ordinary shares held by his connected person(s).\nd) Richard Howes’ shares owned outright include 107,270 ordinary shares held by his connected person(s).\ne) Julia Wilson’s shares owned outright include 1,491 ordinary shares held by her connected person(s) that were acquired prior to her\nappointment as a director.\nf) For two years after leaving, each executive director must maintain a post employment shareholding equal to the lower of the\npolicy‑required shareholding or the LTIP-related shares they hold at the cessation date (including vested or unexercised awards,\nadjusted for tax). Vested RSAs continue to be subject to a two-year holding period.\n\nPerformance graph and table\nSchedule 8 to the Large- and Medium-sized Companies and Groups (Accounts and Reports)\nRegulations 2008 requires that the Company must provide a graph comparing the TSR performance\nof a hypothetical holding of shares in the Company with a broad equity market index over a 10 year\nperiod. The Company’s TSR performance against the FTSE 350 Support Services Sector over a 10 year\nperiod to 31 December 2025 is shown below. Due to the Company’s business model, this is\nconsidered to be the most appropriate comparator group as it contains a broad range of support\nservice companies.\n\nValue (£) (rebased)\n\nOptions at\n1 January\n2025\n\n250\n\nBunzl\nFTSE 350 Support Services\n\n200\n\nSource: Datastream (a LSEG product)\n\n150\n\n100\n\n50\n\n0\n2015\n\n2016\n\n2017\n\n2018\n\n2019\n\n2020\n\n2021\n\n2022\n\n2023\n\n2024\n\n2025", "tables": [ [ [ "Options at 31 December 2025" ], [ "368" ], [ "389" ], [ "757" ], [ "756" ], [ "756" ] ] ], "word_count": 682, "visual_charts": [] }, { "page_number": 124, "section": "Directors' Report", "subsection": "Directors' Remuneration Report", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 122", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 122\n\nDIRECTORS’ REMUNERATION REPORT continued\n\nChief Executive Officer’s single total figure of remuneration history\nThe table below summarises the Chief Executive Officer’s single total figure of remuneration, annual bonus and long term incentive payout as a percentage of maximum opportunity for 2025 and the previous\nnine years.\n 2016 2016\n MR FvZ 2017 2018 2019 2020 2021 2022 2023 2024 2025\nSingle total figure of\nremuneration £000 2,353.3 1,492.0 2,812.0 2,828.8 2,769.4 3,490.3 4,225.4 4,505.1 6,314.2 4,543.0 3,089.5\nAnnual bonus payment as a\npercentage of maximum 0% 67% 73% 70% 60% 100% 98% 98% 90% 98% 35%\nLong term incentive LTIP Part A (options) 100% 0% 100% 100% 100% 100% 96% 100% – – –\nvesting as a percentage LTIP Part B (performance shares) 82% 0% 69% 54% 63% 45% 81% 60% 88% – –\nof maximum LTIP Part B (Restricted Share Awards) – – – – – – – – 100% 100% 100%\nNotes\na) The data for 2016 includes the amounts relating to Michael Roney (‘MR’) from 1 January 2016 to 19 April 2016 and also includes the LTIP awards made to him that vested in the period from 20 April to 31 December 2016. There was no bonus award for Michael Roney in relation\n to 2016.\nb) The data for 2016 also includes the amounts relating to Frank van Zanten (‘FvZ’) from 20 April to 31 December 2016, including the bonus award for that period and the international relocation package with accommodation benefit support but excludes the LTIP awards made\n to him in his previous role that vested during the period from 20 April to 31 December 2016.\nc) Frank van Zanten succeeded Michael Roney as CEO in 2016.\nd) The total remuneration figure for 2023 includes both the 2020 LTIP B awards and the 2021 Restricted Share Award due to reporting requirements.\n\nPercentage change in each director’s remuneration\nThe table below sets out the annual changes from the prior year, for the years 2020 through to 2025, in the salary, benefits, and bonus values of all directors and employees of the legal entity which employs the\nChief Executive Officer, Bunzl plc.\n Salary/Fees Benefits Bonus\n 2020 2021 2022 2023 2024 2025 2020 2021 2022 2023 2024 2025 2020 2021 2022 2023 2024 2025\nChief Executive Officer – Frank van Zanten 3.0% 2.9% 2.9% 5.9% 4.0% 2.0% (42.0%) (14.1%) 57.2% 15.0% (7.0%) (7.2%) 73.0% 0.8% 2.9% (2.9%) 13.4% (59.5%)\nChief Financial Officer – Richard Howes 3.0% 2.9% 2.9% 5.0% 4.0% 2.0% n/a 1.2% 2.5% (0.6%) 3.6% 1.2% n/a (0.2%) 4.0% (3.7%) 13.4% (57.9%)\n\nChairman – Peter Ventress 3.1% 0.0% 4.9% 0.0% 8.5% 2.0% n/a 100.0% (100.0%) 0.0% 100.0% 54.8% n/a n/a n/a n/a n/a n/a\nNon-executive director – Lloyd Pitchford 1.1% 1.6% 3.0% 4.7% 4.0% n/a (100.0%) 0.0% 0.0% 100.0% 7.2% (100.0%) n/a n/a n/a n/a n/a n/a\nNon-executive director – Stephan Nanninga n/a 2.0% 2.5% 4.7% 3.8% 1.8% (64.0%) (100.0%) 100.0% (0.9%) (18.3%) 196.7% n/a n/a n/a n/a n/a n/a\nNon-executive director – Vin Murria n/a 2.0% 2.5% 4.7% 3.8% 1.8% n/a 0.0% 100.0% (2.0%) 410.6% 10.9% n/a n/a n/a n/a n/a n/a\nNon-executive director – Pam Kirby n/a n/a n/a 4.7% 22.9% 1.5% n/a n/a n/a 0.0% 100.0% (49.2%) n/a n/a n/a n/a n/a n/a\nNon-executive director – Jacky Simmonds n/a n/a n/a n/a 23.9% 2.4% n/a n/a n/a n/a 23.4% 99.6% n/a n/a n/a n/a n/a n/a\nNon-executive director – Daniela Barone Soares n/a n/a n/a n/a n/a 1.8% n/a n/a n/a n/a n/a 100.0% n/a n/a n/a n/a n/a n/a\nNon-executive director – Julia Wilson n/a n/a n/a n/a n/a 31.3% n/a n/a n/a n/a n/a 100.0% n/a n/a n/a n/a n/a n/a\nAverage of employees in Bunzl plc 3.2% 3.1% 4.7% 6.7% 8.5% 3.1% (3.3%) 5.8% 3.8% 3.1% 6.1% 13.3% 162.0% (15.9%) (23.2%) (17.1%) 22.9% (72.3%)\nNotes\na) Benefits are annualised.\nb) The scope for the average of Bunzl plc employees excludes executive directors and non-executive directors. Any employees who have joined, left or changed roles in either comparable years have been removed from the data to prevent distortion.\nc) Benefits for the non-executive directors are costs incurred for travel and accommodation in order to attend Board meetings in London.\nd) The percentage movements above are calculated based on annualised non-executive director fees. Julia Wilson’s increase reflects her in-year appointment as Audit Committee Chair.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nDirectors’ Report\n\nStrategic Report\n\nFinancial Statements\n\n122\n\nAdditional Information\n\nDIRECTORS’ REMUNERATION REPORT continued\nChief Executive Officer’s single total figure of remuneration history\nThe table below summarises the Chief Executive Officer’s single total figure of remuneration, annual bonus and long term incentive payout as a percentage of maximum opportunity for 2025 and the previous\nnine years.\n\nSingle total figure of\nremuneration £000\nAnnual bonus payment as a\npercentage of maximum\nLong term incentive\nvesting as a percentage\nof maximum\n\nLTIP Part A (options)\nLTIP Part B (performance shares)\nLTIP Part B (Restricted Share Awards)\n\n2016\nMR\n\n2016\nFvZ\n\n2017\n\n2018\n\n2019\n\n2020\n\n2021\n\n2022\n\n2023\n\n2024\n\n2025\n\n2,353.3\n\n1,492.0\n\n2,812.0\n\n2,828.8\n\n2,769.4\n\n3,490.3\n\n4,225.4\n\n4,505.1\n\n6,314.2\n\n4,543.0\n\n3,089.5\n\n0%\n100%\n82%\n–\n\n67%\n0%\n0%\n–\n\n73%\n100%\n69%\n–\n\n70%\n100%\n54%\n–\n\n60%\n100%\n63%\n–\n\n100%\n100%\n45%\n–\n\n98%\n96%\n81%\n–\n\n98%\n100%\n60%\n–\n\n90%\n–\n88%\n100%\n\n98%\n–\n–\n100%\n\n35%\n–\n–\n100%\n\nNotes\na) The data for 2016 includes the amounts relating to Michael Roney (‘MR’) from 1 January 2016 to 19 April 2016 and also includes the LTIP awards made to him that vested in the period from 20 April to 31 December 2016. There was no bonus award for Michael Roney in relation\nto 2016.\nb) The data for 2016 also includes the amounts relating to Frank van Zanten (‘FvZ’) from 20 April to 31 December 2016, including the bonus award for that period and the international relocation package with accommodation benefit support but excludes the LTIP awards made\nto him in his previous role that vested during the period from 20 April to 31 December 2016.\nc) Frank van Zanten succeeded Michael Roney as CEO in 2016.\nd) The total remuneration figure for 2023 includes both the 2020 LTIP B awards and the 2021 Restricted Share Award due to reporting requirements.\n\nPercentage change in each director’s remuneration\nThe table below sets out the annual changes from the prior year, for the years 2020 through to 2025, in the salary, benefits, and bonus values of all directors and employees of the legal entity which employs the\nChief Executive Officer, Bunzl plc.\nSalary/Fees\n\nBenefits\n\nBonus\n\n2020\n\n2021\n\n2022\n\n2023\n\n2024\n\n2025\n\n2020\n\n2021\n\n2022\n\n2023\n\n2024\n\n2025\n\n2020\n\n2021\n\n2022\n\n3.0%\n3.0%\n\n2.9%\n2.9%\n\n2.9%\n2.9%\n\n5.9%\n5.0%\n\n4.0%\n4.0%\n\n2.0%\n2.0%\n\n(42.0%)\nn/a\n\n(14.1%)\n1.2%\n\n57.2%\n2.5%\n\n15.0%\n(0.6%)\n\n(7.0%)\n3.6%\n\n(7.2%)\n1.2%\n\n73.0%\nn/a\n\n0.8%\n(0.2%)\n\n2.9%\n4.0%\n\nChairman – Peter Ventress\n3.1%\nNon-executive director – Lloyd Pitchford\n1.1%\nNon-executive director – Stephan Nanninga\nn/a\nNon-executive director – Vin Murria\nn/a\nNon-executive director – Pam Kirby\nn/a\nNon-executive director – Jacky Simmonds\nn/a\nNon-executive director – Daniela Barone Soares\nn/a\nNon-executive director – Julia Wilson\nn/a\nAverage of employees in Bunzl plc\n3.2%\n\n0.0%\n1.6%\n2.0%\n2.0%\nn/a\nn/a\nn/a\nn/a\n3.1%\n\n4.9%\n3.0%\n2.5%\n2.5%\nn/a\nn/a\nn/a\nn/a\n4.7%\n\n0.0%\n4.7%\n4.7%\n4.7%\n4.7%\nn/a\nn/a\nn/a\n6.7%\n\n8.5%\n4.0%\n3.8%\n3.8%\n22.9%\n23.9%\nn/a\nn/a\n8.5%\n\n2.0%\nn/a\n1.8%\n1.8%\n1.5%\n2.4%\n1.8%\n31.3%\n3.1%\n\nChief Executive Officer – Frank van Zanten\nChief Financial Officer – Richard Howes\n\n2024\n\n2025\n\n(2.9%) 13.4%\n(3.7%) 13.4%\n\n(59.5%)\n(57.9%)\n\nn/a 100.0% (100.0%) 0.0% 100.0%\n54.8%\nn/a\nn/a\nn/a\nn/a\nn/a\n(100.0%)\n0.0%\n0.0% 100.0%\n7.2% (100.0%)\nn/a\nn/a\nn/a\nn/a\nn/a\n(64.0%) (100.0%) 100.0%\n(0.9%) (18.3%) 196.7%\nn/a\nn/a\nn/a\nn/a\nn/a\nn/a\n0.0% 100.0%\n(2.0%) 410.6%\n10.9%\nn/a\nn/a\nn/a\nn/a\nn/a\nn/a\nn/a\nn/a\n0.0% 100.0%\n(49.2%)\nn/a\nn/a\nn/a\nn/a\nn/a\nn/a\nn/a\nn/a\nn/a 23.4%\n99.6%\nn/a\nn/a\nn/a\nn/a\nn/a\nn/a\nn/a\nn/a\nn/a\nn/a 100.0%\nn/a\nn/a\nn/a\nn/a\nn/a\nn/a\nn/a\nn/a\nn/a\nn/a 100.0%\nn/a\nn/a\nn/a\nn/a\nn/a\n(3.3%)\n5.8%\n3.8%\n3.1%\n6.1%\n13.3% 162.0% (15.9%) (23.2%) (17.1%) 22.9%\n\nn/a\nn/a\nn/a\nn/a\nn/a\nn/a\nn/a\nn/a\n(72.3%)\n\n2023\n\nNotes\na) Benefits are annualised.\nb) The scope for the average of Bunzl plc employees excludes executive directors and non-executive directors. Any employees who have joined, left or changed roles in either comparable years have been removed from the data to prevent distortion.\nc) Benefits for the non-executive directors are costs incurred for travel and accommodation in order to attend Board meetings in London.\nd) The percentage movements above are calculated based on annualised non-executive director fees. Julia Wilson’s increase reflects her in-year appointment as Audit Committee Chair.", "tables": [ [ [ "2025" ], [ "3,089.5" ], [ "35%" ], [ "–" ], [ "–" ], [ "100%" ] ], [ [ "2025", "", "2025", "", "2025" ], [ "2.0%", "(42.0%) (14.1%) 57.2% 15.0% (7.0%) n/a 1.2% 2.5% (0.6%) 3.6% n/a 100.0% (100.0%) 0.0% 100.0% (100.0%) 0.0% 0.0% 100.0% 7.2% (64.0%) (100.0%) 100.0% (0.9%) (18.3%) n/a 0.0% 100.0% (2.0%) 410.6% n/a n/a n/a 0.0% 100.0% n/a n/a n/a n/a 23.4% n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a (3.3%) 5.8% 3.8% 3.1% 6.1%", "(7.2%)", "73.0% 0.8% 2.9% (2.9%) 13.4% n/a (0.2%) 4.0% (3.7%) 13.4% n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a 162.0% (15.9%) (23.2%) (17.1%) 22.9%", "(59.5%)" ], [ "2.0%", "", "1.2%", "", "(57.9%)" ], [ "", "", "", "", "" ], [ "2.0%", "", "54.8%", "", "n/a" ], [ "n/a", "", "(100.0%)", "", "n/a" ], [ "1.8%", "", "196.7%", "", "n/a" ], [ "1.8%", "", "10.9%", "", "n/a" ], [ "1.5%", "", "(49.2%)", "", "n/a" ], [ "2.4%", "", "99.6%", "", "n/a" ], [ "1.8%", "", "100.0%", "", "n/a" ], [ "31.3%", "", "100.0%", "", "n/a" ], [ "3.1%", "", "13.3%", "", "(72.3%)" ] ] ], "word_count": 733, "visual_charts": [] }, { "page_number": 125, "section": "Directors' Report", "subsection": "Directors' Remuneration Report", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 123", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 123\n\nDIRECTORS’ REMUNERATION REPORT continued\n\nChief Executive Officer pay ratio Relative importance of spend on pay\nThe table below sets out the comparisons between the 25th, median, and 75th percentile employees The table below shows a comparison between the overall expenditure on pay and dividends paid to\nin the UK, with reference to 31 December 2025, and the Chief Executive Officer’s salary and total shareholders as well as adjusted earnings per share for 2024 and 2025 for the Group (as stated in\nremuneration as detailed in the single figure table. To calculate these ratios, the Company has used Note 26, Note 22 and Note 3 to the consolidated financial statements on pages 175, 171 and 147 to\nOption A and determined full time equivalent total remuneration as this is the most statistically robust 149, respectively).\nmethod. This includes scaling up salary for part time employees. Each employee’s pay and benefits are\n Percentage\ncalculated using each element of employee remuneration consistent with the Chief Executive Officer £m 2025 2024 change\nand no element of pay has been omitted. Overall expenditure on pay 1,115.0 1,103.5 1.0%\n CEO 25th percentile Median 75th percentile Dividends paid in the year 242.2 228.6 5.9%\n single figure Year Method pay ratio pay ratio pay ratio\n Adjusted earnings per share (p) 179.3 194.3 (7.7%)\nSalary £1,055,547 2025 Option A 39:1 34:1 26:1\n Notes\nTotal remuneration £3,089,602 2025 Option A 109:1 95:1 67:1 a) Overall expenditure on pay excludes employer’s social security costs.\nSalary £1,034,850 2024 Option A 40:1 35:1 26:1 b) Adjusted earnings per share is used as a comparator as it is a key financial indicator.\n\nTotal remuneration £4,542,968 2024 Option A 167:1 145:1 100:1\n Remuneration Arrangements for 2026\nSalary £995,050 2023 Option A 41:1 36:1 26:1\nTotal remuneration £6,314,240 2023 Option A 249:1 214:1 147:1 Salary\nSalary £939,600 2022 Option A 41:1 35:1 25:1 The salary increases for the executive directors for 2026, which are in line with the increase that has\nTotal remuneration £4,505,124 2022 Option A 193:1 163:1 108:1 been implemented for the wider leadership team and the plc head office, are as follows:\nSalary £913,078 2021 Option A 43:1 37:1 26.1 Salary from Salary from Increase in salary\n 1 January 2026 1 January 2025 2025 to 2026\nTotal remuneration £4,225,361 2021 Option A 196:1 164:1 106.1\n Frank van Zanten £1,082,000 £1,055,547 2.5%\nThe single total figure of remuneration in relation to 2024 has been recalculated to reflect the difference between the grant price and\nthe estimated value of vesting of the relevant RSAs on the actual date of vesting as detailed in Note (d) to the table of the single figure of Richard Howes £703,600 £686,460 2.5%\nremuneration 2025 on page 114. The 2024 salary ratio has not been restated because there was no difference to report.\n\n Total Bonus\n Salary remuneration The structure for Frank van Zanten’s and Richard Howes’ annual bonus for 2026 is a balanced\nChief Executive Officer £1,055,547 £3,089,602 scorecard of performance measures, based on adjusted eps, RAOC, operating cash flow and specified\n25th percentile employee £27,379 £28,331 strategic goals. The weighting of these measures has been adjusted to 85% financial measures and 15%\nMedian employee £30,758 £32,554 on strategic objectives as follows:\n75th percentile employee £41,335 £46,449 Weightings\n EPS 40%\nThe total remuneration ratios for 2023 were higher due to the inclusion of both the LTIP B vests and\nRSA vest in the single figure table for the Chief Executive Officer’s remuneration. For 2025, the median ROAC 15%\nsalary ratio remains broadly consistent as the Chief Executive Officer’s salary increase was in line with Operating cash flow 30%\nthe wider UK workforce and the total remuneration ratios were lower, primarily driven by lower variable Strategic objectives 15%\npay outcomes. 100%\n\n As per the 2024 policy, the maximum annual bonus quantum is 200% for the Chief Executive Officer\n and 175% for the Chief Financial Officer. The relevant performance points are: threshold, target, and\n maximum (the level at which the bonus for that measure is capped). These performance points are\n determined at the start of the year and no elements of the bonus are guaranteed. As in previous years,\n the performance measures, including the financial targets, are commercially sensitive and therefore are\n not disclosed until the following year.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nDirectors’ Report\n\nStrategic Report\n\nFinancial Statements\n\n123\n\nAdditional Information\n\nDIRECTORS’ REMUNERATION REPORT continued\nChief Executive Officer pay ratio\n\nRelative importance of spend on pay\n\nThe table below sets out the comparisons between the 25th, median, and 75th percentile employees\nin the UK, with reference to 31 December 2025, and the Chief Executive Officer’s salary and total\nremuneration as detailed in the single figure table. To calculate these ratios, the Company has used\nOption A and determined full time equivalent total remuneration as this is the most statistically robust\nmethod. This includes scaling up salary for part time employees. Each employee’s pay and benefits are\ncalculated using each element of employee remuneration consistent with the Chief Executive Officer\nand no element of pay has been omitted.\n\nThe table below shows a comparison between the overall expenditure on pay and dividends paid to\nshareholders as well as adjusted earnings per share for 2024 and 2025 for the Group (as stated in\nNote 26, Note 22 and Note 3 to the consolidated financial statements on pages 175, 171 and 147 to\n149, respectively).\n\nSalary\nTotal remuneration\nSalary\nTotal remuneration\nSalary\nTotal remuneration\nSalary\nTotal remuneration\nSalary\nTotal remuneration\n\nCEO\nsingle figure\n\nYear\n\n£1,055,547\n£3,089,602\n£1,034,850\n£4,542,968\n£995,050\n£6,314,240\n£939,600\n£4,505,124\n£913,078\n£4,225,361\n\n2025\n2025\n2024\n2024\n2023\n2023\n2022\n2022\n2021\n2021\n\nMethod\n\n25th percentile\npay ratio\n\nMedian\npay ratio\n\n75th percentile\npay ratio\n\nOption A\nOption A\nOption A\nOption A\nOption A\nOption A\nOption A\nOption A\nOption A\nOption A\n\n39:1\n109:1\n40:1\n167:1\n41:1\n249:1\n41:1\n193:1\n43:1\n196:1\n\n34:1\n95:1\n35:1\n145:1\n36:1\n214:1\n35:1\n163:1\n37:1\n164:1\n\n26:1\n67:1\n26:1\n100:1\n26:1\n147:1\n25:1\n108:1\n26.1\n106.1\n\nThe single total figure of remuneration in relation to 2024 has been recalculated to reflect the difference between the grant price and\nthe estimated value of vesting of the relevant RSAs on the actual date of vesting as detailed in Note (d) to the table of the single figure of\nremuneration 2025 on page 114. The 2024 salary ratio has not been restated because there was no difference to report.\n\nChief Executive Officer\n25th percentile employee\nMedian employee\n75th percentile employee\n\nSalary\n\nTotal\nremuneration\n\n£1,055,547\n£27,379\n£30,758\n£41,335\n\n£3,089,602\n£28,331\n£32,554\n£46,449\n\nThe total remuneration ratios for 2023 were higher due to the inclusion of both the LTIP B vests and\nRSA vest in the single figure table for the Chief Executive Officer’s remuneration. For 2025, the median\nsalary ratio remains broadly consistent as the Chief Executive Officer’s salary increase was in line with\nthe wider UK workforce and the total remuneration ratios were lower, primarily driven by lower variable\npay outcomes.\n\n2025\n\n2024\n\nPercentage\nchange\n\n1,115.0\n242.2\n179.3\n\n1,103.5\n228.6\n194.3\n\n1.0%\n5.9%\n(7.7%)\n\n£m\n\nOverall expenditure on pay\nDividends paid in the year\nAdjusted earnings per share (p)\n\nNotes\na) Overall expenditure on pay excludes employer’s social security costs.\nb) Adjusted earnings per share is used as a comparator as it is a key financial indicator.\n\nRemuneration Arrangements for 2026\nSalary\nThe salary increases for the executive directors for 2026, which are in line with the increase that has\nbeen implemented for the wider leadership team and the plc head office, are as follows:\n\nFrank van Zanten\nRichard Howes\n\nSalary from\n1 January 2026\n\nSalary from\n1 January 2025\n\nIncrease in salary\n2025 to 2026\n\n£1,082,000\n£703,600\n\n£1,055,547\n£686,460\n\n2.5%\n2.5%\n\nBonus\nThe structure for Frank van Zanten’s and Richard Howes’ annual bonus for 2026 is a balanced\nscorecard of performance measures, based on adjusted eps, RAOC, operating cash flow and specified\nstrategic goals. The weighting of these measures has been adjusted to 85% financial measures and 15%\non strategic objectives as follows:\nWeightings\n\nEPS\nROAC\nOperating cash flow\nStrategic objectives\n\n40%\n15%\n30%\n15%\n100%\n\nAs per the 2024 policy, the maximum annual bonus quantum is 200% for the Chief Executive Officer\nand 175% for the Chief Financial Officer. The relevant performance points are: threshold, target, and\nmaximum (the level at which the bonus for that measure is capped). These performance points are\ndetermined at the start of the year and no elements of the bonus are guaranteed. As in previous years,\nthe performance measures, including the financial targets, are commercially sensitive and therefore are\nnot disclosed until the following year.", "tables": [ [ [ "2025" ], [ "1,115.0" ], [ "242.2" ], [ "179.3" ] ] ], "word_count": 720, "visual_charts": [] }, { "page_number": 126, "section": "Directors' Report", "subsection": "Directors' Remuneration Report", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 124", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 124\n\nDIRECTORS’ REMUNERATION REPORT continued\n\nUnderpin and pricing basis for long term incentives to be awarded in 2026 Advisers to the Remuneration Committee\nIn 2026 Frank van Zanten will be granted a restricted share award to the value of 175% of his salary and In carrying out their responsibilities, the Committee seeks external remuneration advice as necessary.\nRichard Howes will be granted a restricted share award to the value of 125% of his salary. In respect of During the year the Committee received advice from Willis Towers Watson (‘WTW’) and FIT\ndetermining the number of awards to be granted in 2026, the 60-day average share price preceding the Remuneration Consultants LLP (‘FIT’). WTW provided external survey data on directors’ remuneration\ngrant date will be used. The Committee noted that the share price at grant is likely to be significantly and benefit levels and FIT advised the Remuneration Committee on senior executive pay. No other\nlower than the grant price for the 2025 awards. The Committee will assess the appropriateness of services were provided by either WTW or FIT in 2025.\nvesting outcomes at the point of vesting, including the potential for any “windfall gain”. The RSA\n The fees payable to each adviser, based on hourly rates, were: £19,800 (WTW) and £65,617 (FIT),\nunderpin (see below) will also apply.\n respectively for such work undertaken in 2025. Advisers are appointed by the Committee and reviewed\n periodically. A tender exercise was conducted in 2020 and FIT were selected to provide independent\n PERFORMANCE UNDERPIN\n FRAMEWORK FACTORS TO BE CONSIDERED (NOT LIMITED TO) advice to the Remuneration Committee on senior executive pay matters. The Committee conducts\n regular reviews of the effectiveness of the advisers and is satisfied that they remain objective and\n Financial health of the • Revenue growth independent.\n business, considering key • Operating margin\n financial indicators • Adjusted earnings per share Statement of voting at the 2025 AGM for the remuneration report\n • Return on average operating capital (RAOC/ROIC) The remuneration report and remuneration policy respectively received the following shareholder\n • Cash conversion votes at the 2025 AGM held on 23 April 2025 and the 2024 AGM held on 24 April 2024 – these being the\n • Balance sheet strength years they were last voted on by shareholders:\n\n Strategic priorities Delivery of key strategic objectives over the vesting period including % of shares\n % of shares Votes voted Votes\n operational and individual performance Votes cast Votes for voted for against against withheld\n\n Stakeholder experience Consideration of our key stakeholders including employees, Remuneration report (2025) 271,839,720 261,570,967 96.22% 10,268,753 3.78% 75,384\n customers, suppliers and shareholders Remuneration policy (2024) 291,751,332 264,037,122 90.50% 27,714,210 9.50% 32,984\n Notes\n ESG progress Progress towards key achievement of ESG objectives including a) The votes ‘For’ include votes given at the Company Chairman’s discretion.\n climate change ambitions, ethical supply, investing in our people b) A vote ‘Withheld’ is not a vote in law and is not counted in the calculation of the votes ‘For’ or ‘Against’ the resolution. Votes ‘For’ and\n and diversity ‘Against’ are expressed as a percentage of the votes cast.\n\n Jacky Simmonds\nThe Committee conducts an annual review of the underpin and overall performance to determine if the\n Chair of the Remuneration Committee\nshares should vest in full at the end of three years.\n 2 March 2026\nChairman’s and non-executive directors’ fees for 2026\nThe Chairman and the non-executive directors’ fees are reviewed annually with the most recent reviews\nfor both taking effect from 1 January 2026. The current fee structure for the Chairman and the\nnon-executive directors is shown below:\n With effect from Fees paid Increase in fees\n 1 January 2026 in 2025 2025 to 2026\nChairman’s fee £438,000 £427,500 2.5%\nNon-executive director fee £85,000 £83,000 2.4%\nSupplements:\nSenior Independent Director £23,000 £21,800 5.5%\nAudit Committee Chair £25,000 £24,000 4.2%\nRemuneration Committee Chair £25,000 £24,000 4.2%", "text_reading_order": "Bunzl plc Annual Report 2025\n\nDirectors’ Report\n\nStrategic Report\n\nFinancial Statements\n\n124\n\nAdditional Information\n\nDIRECTORS’ REMUNERATION REPORT continued\nUnderpin and pricing basis for long term incentives to be awarded in 2026\n\nAdvisers to the Remuneration Committee\n\nIn 2026 Frank van Zanten will be granted a restricted share award to the value of 175% of his salary and\nRichard Howes will be granted a restricted share award to the value of 125% of his salary. In respect of\ndetermining the number of awards to be granted in 2026, the 60-day average share price preceding the\ngrant date will be used. The Committee noted that the share price at grant is likely to be significantly\nlower than the grant price for the 2025 awards. The Committee will assess the appropriateness of\nvesting outcomes at the point of vesting, including the potential for any “windfall gain”. The RSA\nunderpin (see below) will also apply.\n\nIn carrying out their responsibilities, the Committee seeks external remuneration advice as necessary.\nDuring the year the Committee received advice from Willis Towers Watson (‘WTW’) and FIT\nRemuneration Consultants LLP (‘FIT’). WTW provided external survey data on directors’ remuneration\nand benefit levels and FIT advised the Remuneration Committee on senior executive pay. No other\nservices were provided by either WTW or FIT in 2025.\n\nPERFORMANCE UNDERPIN\nFRAMEWORK\n\nFACTORS TO BE CONSIDERED (NOT LIMITED TO)\n\nFinancial health of the\nbusiness, considering key\nfinancial indicators\n\n• Revenue growth\n• Operating margin\n• Adjusted earnings per share\n• Return on average operating capital (RAOC/ROIC)\n• Cash conversion\n• Balance sheet strength\n\nStrategic priorities\n\nDelivery of key strategic objectives over the vesting period including\noperational and individual performance\n\nThe fees payable to each adviser, based on hourly rates, were: £19,800 (WTW) and £65,617 (FIT),\nrespectively for such work undertaken in 2025. Advisers are appointed by the Committee and reviewed\nperiodically. A tender exercise was conducted in 2020 and FIT were selected to provide independent\nadvice to the Remuneration Committee on senior executive pay matters. The Committee conducts\nregular reviews of the effectiveness of the advisers and is satisfied that they remain objective and\nindependent.\n\nStatement of voting at the 2025 AGM for the remuneration report\nThe remuneration report and remuneration policy respectively received the following shareholder\nvotes at the 2025 AGM held on 23 April 2025 and the 2024 AGM held on 24 April 2024 – these being the\nyears they were last voted on by shareholders:\n\nVotes cast\n\nVotes for\n\n% of shares\nvoted for\n\nVotes\nagainst\n\n% of shares\nvoted\nagainst\n\nVotes\nwithheld\n\n271,839,720\n291,751,332\n\n261,570,967\n264,037,122\n\n96.22%\n90.50%\n\n10,268,753\n27,714,210\n\n3.78%\n9.50%\n\n75,384\n32,984\n\nStakeholder experience\n\nConsideration of our key stakeholders including employees,\ncustomers, suppliers and shareholders\n\nRemuneration report (2025)\nRemuneration policy (2024)\n\nESG progress\n\nProgress towards key achievement of ESG objectives including\nclimate change ambitions, ethical supply, investing in our people\nand diversity\n\nNotes\na) The votes ‘For’ include votes given at the Company Chairman’s discretion.\nb) A vote ‘Withheld’ is not a vote in law and is not counted in the calculation of the votes ‘For’ or ‘Against’ the resolution. Votes ‘For’ and\n‘Against’ are expressed as a percentage of the votes cast.\n\nThe Committee conducts an annual review of the underpin and overall performance to determine if the\nshares should vest in full at the end of three years.\n\nChairman’s and non-executive directors’ fees for 2026\nThe Chairman and the non-executive directors’ fees are reviewed annually with the most recent reviews\nfor both taking effect from 1 January 2026. The current fee structure for the Chairman and the\nnon-executive directors is shown below:\n\nChairman’s fee\nNon-executive director fee\nSupplements:\nSenior Independent Director\nAudit Committee Chair\nRemuneration Committee Chair\n\nWith effect from\n1 January 2026\n\nFees paid\nin 2025\n\nIncrease in fees\n2025 to 2026\n\n£438,000\n£85,000\n\n£427,500\n£83,000\n\n2.5%\n2.4%\n\n£23,000\n£25,000\n£25,000\n\n£21,800\n£24,000\n£24,000\n\n5.5%\n4.2%\n4.2%\n\nJacky Simmonds\nChair of the Remuneration Committee\n2 March 2026", "tables": [ [ [ "PERFORMANCE UNDERPIN FRAMEWORK", "FACTORS TO BE CONSIDERED (NOT LIMITED TO)" ], [ "Financial health of the business, considering key financial indicators", "• Revenue growth • Operating margin • Adjusted earnings per share • Return on average operating capital (RAOC/ROIC) • Cash conversion • Balance sheet strength" ], [ "Strategic priorities", "Delivery of key strategic objectives over the vesting period including operational and individual performance" ], [ "Stakeholder experience", "Consideration of our key stakeholders including employees, customers, suppliers and shareholders" ], [ "ESG progress", "Progress towards key achievement of ESG objectives including climate change ambitions, ethical supply, investing in our people and diversity" ] ] ], "word_count": 652, "visual_charts": [] }, { "page_number": 127, "section": "Directors' Report", "subsection": "Directors' Remuneration Report", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 125", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 125\n\nDIRECTORS’ REMUNERATION REPORT continued\n\n\nDirectors’ Remuneration Policy\nThe current policy was approved by shareholders at the 2024 AGM. It may remain in • The Committee considered the external market in which the Group operates and used comparator\n remuneration data from time to time to inform its decisions. However, the Committee recognised\nplace until the 2027 AGM at the latest. A copy of the Policy is set out from page 126. that such data should be used as a guide only (data can be volatile and may not be directly relevant)\nThe non-executive director terms of appointment and remuneration scenarios charts and that there is often a need to phase-in changes over a period of time. The Committee reviewed\n a range of relevant benchmarking data to guide the 2024 review;\nhave been updated.\n • Specifically, it looked at FTSE 11-100 companies with greater than 20% of revenue generated from\nObjectives of the Policy the United States. For the 2024 Policy Review, the peer group comprised RS Group, Convatec,\nThe objectives of the Directors’ Remuneration Policy are as follows: Melrose Industries, Smiths Group, Pearson, Intertek, Smurfit Kappa, Halma, Spirax-Sarco, Burberry,\n• Clarity: maintain transparency, clear alignment with shareholder value and promotion of longer term, Rolls-Royce, Informa, Intercontinental Hotels, Croda, WPP, Smith & Nephew, Rentokil, Imperial Brands,\n sustained performance. Flutter, Ashtead, Experian, BAE Systems, CRH, Haleon, Compass, National Grid, Reckitt Benckiser\n• Alignment with performance: continue to ensure that targets are stretching (but realistic), the and RELX.\n quantum of reward reflects both Company and individual performance and there are appropriate The Committee’s overall policy, having had due regard to the factors above, continues to be for a\n award caps and Committee discretions in place. proportion of total remuneration to be based on variable pay. This is achieved by setting base pay and\n• Support for the Company’s business strategy: for example, aligning the executive directors’ and benefits by reference to mid-market levels, with annual bonus linked to the achievement of demanding\n management’s incentives with the Company’s growth objectives. performance targets and long term incentives which vest over the medium term and are designed to\n• Simplicity: ensure that the remuneration structures avoid unnecessary complexity. align the interests of the directors with those of shareholders and the long term sustainable success\n of the business.\n• Appropriate management of risk: variable pay should drive performance within the Company’s risk\n appetite and encourage a prudent and balanced approach to the business.\n• Alignment to culture: the remuneration principles encourage the behaviour from the executive\n directors that the Committee expects to see throughout the business.\n• Proportionality: the link between individual awards, the delivery of strategy and long-term\n performance of the Group is clear.\nIn setting the remuneration policy for the executive directors, the Committee also took into\nconsideration a number of different factors:\n• It applied the principles set out in the Code and also takes into account best practice guidance issued\n by the major UK institutional investor bodies, the Financial Conduct Authority (including the\n provisions of any applicable remuneration codes) and other relevant organisations;\n• The Committee has overall responsibility for the remuneration policies and structures for employees\n of the Group as a whole and it reviews the remuneration policy on a Group wide basis. When the\n Committee reviewed the remuneration policy for the executive directors it considered and compared\n it against the pay policy and employment conditions of the rest of the Group to ensure that there was\n alignment between the two;", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\n125\n\nDIRECTORS’ REMUNERATION REPORT continued\n\nDirectors’ Remuneration Policy\nThe current policy was approved by shareholders at the 2024 AGM. It may remain in\nplace until the 2027 AGM at the latest. A copy of the Policy is set out from page 126.\nThe non-executive director terms of appointment and remuneration scenarios charts\nhave been updated.\nObjectives of the Policy\nThe objectives of the Directors’ Remuneration Policy are as follows:\n• Clarity: maintain transparency, clear alignment with shareholder value and promotion of longer term,\nsustained performance.\n• Alignment with performance: continue to ensure that targets are stretching (but realistic), the\nquantum of reward reflects both Company and individual performance and there are appropriate\naward caps and Committee discretions in place.\n• Support for the Company’s business strategy: for example, aligning the executive directors’ and\nmanagement’s incentives with the Company’s growth objectives.\n• Simplicity: ensure that the remuneration structures avoid unnecessary complexity.\n• Appropriate management of risk: variable pay should drive performance within the Company’s risk\nappetite and encourage a prudent and balanced approach to the business.\n• Alignment to culture: the remuneration principles encourage the behaviour from the executive\ndirectors that the Committee expects to see throughout the business.\n• Proportionality: the link between individual awards, the delivery of strategy and long-term\nperformance of the Group is clear.\nIn setting the remuneration policy for the executive directors, the Committee also took into\nconsideration a number of different factors:\n• It applied the principles set out in the Code and also takes into account best practice guidance issued\nby the major UK institutional investor bodies, the Financial Conduct Authority (including the\nprovisions of any applicable remuneration codes) and other relevant organisations;\n• The Committee has overall responsibility for the remuneration policies and structures for employees\nof the Group as a whole and it reviews the remuneration policy on a Group wide basis. When the\nCommittee reviewed the remuneration policy for the executive directors it considered and compared\nit against the pay policy and employment conditions of the rest of the Group to ensure that there was\nalignment between the two;\n\n• The Committee considered the external market in which the Group operates and used comparator\nremuneration data from time to time to inform its decisions. However, the Committee recognised\nthat such data should be used as a guide only (data can be volatile and may not be directly relevant)\nand that there is often a need to phase-in changes over a period of time. The Committee reviewed\na range of relevant benchmarking data to guide the 2024 review;\n• Specifically, it looked at FTSE 11-100 companies with greater than 20% of revenue generated from\nthe United States. For the 2024 Policy Review, the peer group comprised RS Group, Convatec,\nMelrose Industries, Smiths Group, Pearson, Intertek, Smurfit Kappa, Halma, Spirax-Sarco, Burberry,\nRolls-Royce, Informa, Intercontinental Hotels, Croda, WPP, Smith & Nephew, Rentokil, Imperial Brands,\nFlutter, Ashtead, Experian, BAE Systems, CRH, Haleon, Compass, National Grid, Reckitt Benckiser\nand RELX.\nThe Committee’s overall policy, having had due regard to the factors above, continues to be for a\nproportion of total remuneration to be based on variable pay. This is achieved by setting base pay and\nbenefits by reference to mid-market levels, with annual bonus linked to the achievement of demanding\nperformance targets and long term incentives which vest over the medium term and are designed to\nalign the interests of the directors with those of shareholders and the long term sustainable success\nof the business.", "tables": [ [ [ "Bu", "nzl plc Annual R", "eport 2025", "", "Strategic Rep", "ort", "Directors’", "Report", "", "Financi", "al Statements", "", "Additional", "Information", "", "" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "DI", "RECTORS’ RE", "MUNERATIO", "N REPOR", "T continued", "", "", "", "", "", "", "", "", "", "", "" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "D", "irector", "s’ Rem", "uner", "ation Polic", "y", "", "", "", "", "", "", "", "", "", "" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "T", "he current pol", "icy was app", "roved by", "shareholders at th", "e 2024 AGM.", "It may remain", "in •", "The Committee remuneration", "consid data fro", "ered the external m time to time to i", "market in nform its d", "which the G ecisions. H", "roup oper owever, th", "ates and used e Committee", "comparat recognised" ], [ "pl", "ace until the 2", "027 AGM a", "t the late", "st. A copy of the P", "olicy is set ou", "t from page 12", "6.", "that such data", "should", "be used as a guide", "only (data", "can be vol", "atile and m", "ay not be dir", "ectly releva" ], [ "T", "he non-execut", "ive director", "terms of", "appointment and", "remuneration", "scenarios cha", "rts", "and that there", "is often", "a need to phase-i", "n changes", "over a peri", "od of time.", "The Committ", "ee reviewe" ], [ "ha", "ve been upda", "ted.", "", "", "", "", "", "a range of relev", "ant be", "nchmarking data t", "o guide the", "2024 revie", "w;", "", "" ], [ "O", "bjectives of", "the Policy", "", "", "", "", "•", "Specifically, it l the United Stat", "ooked a es. For", "t FTSE 11-100 com the 2024 Policy Re", "panies wit view, the p", "h greater t eer group", "han 20% of comprised", "revenue gene RS Group, Co", "rated from nvatec," ], [ "Th", "e objectives of t", "he Directors’ R", "emunerati", "on Policy are as follow", "s:", "", "", "Melrose Indust", "ries, Sm", "iths Group, Pears", "on, Interte", "k, Smurfit K", "appa, Hal", "ma, Spirax-Sar", "co, Burberr" ], [ "•", "Clarity: maintain", "transparency,", "clear align", "ment with shareholde", "r value and prom", "otion of longer te", "rm,", "Rolls-Royce, Inf", "orma, I", "ntercontinental Ho", "tels, Croda", ", WPP, Smi", "th & Neph", "ew, Rentokil, I", "mperial Bra" ], [ "", "sustained perfo", "rmance.", "", "", "", "", "", "Flutter, Ashtea and RELX.", "d, Expe", "rian, BAE Systems,", "CRH, Hale", "on, Compa", "ss, Nationa", "l Grid, Reckitt", "Benckiser" ], [ "•", "Alignment with p quantum of rew", "erformance: c ard reflects bo", "ontinue to th Compa", "ensure that targets ar ny and individual perfo", "e stretching (bu rmance and the", "t realistic), the re are appropriate", "Th", "e Committee’s", "overall", "policy, having had", "due regard", "to the fac", "tors above,", "continues to", "be for a" ], [ "", "award caps and", "Committee dis", "cretions in", "place.", "", "", "pr", "oportion of tot", "al remu", "neration to be bas", "ed on varia", "ble pay. Th", "is is achiev", "ed by setting", "base pay a" ], [ "•", "Support for the", "Company’s bu", "siness stra", "tegy: for example, align", "ing the executiv", "e directors’ and", "be", "nefits by refere", "nce to", "mid-market levels,", "with annu", "al bonus lin", "ked to the", "achievement", "of demand" ], [ "", "management’s i", "ncentives with", "the Comp", "any’s growth objective", "s.", "", "pe ali", "rformance targ gn the interest", "ets an s of the", "d long term incenti directors with tho", "ves which se of share", "vest over th holders an", "e medium d the long", "term and are term sustaina", "designed t ble succes" ], [ "• •", "Simplicity: ensur Appropriate ma", "e that the rem nagement of ri", "uneration sk: variabl", "structures avoid unne e pay should drive perf", "cessary complex ormance within", "ity. the Company’s ris", "of k", "the business.", "", "", "", "", "", "", "" ], [ "", "appetite and en", "courage a prud", "ent and b", "alanced approach to th", "e business.", "", "", "", "", "", "", "", "", "", "" ], [ "•", "Alignment to cul", "ture: the remu", "neration p", "rinciples encourage th", "e behaviour fro", "m the executive", "", "", "", "", "", "", "", "", "" ], [ "", "directors that th", "e Committee e", "xpects to", "see throughout the bu", "siness.", "", "", "", "", "", "", "", "", "", "" ], [ "•", "Proportionality:", "the link betwe", "en individu", "al awards, the delivery", "of strategy and", "long-term", "", "", "", "", "", "", "", "", "" ], [ "", "performance of", "the Group is cl", "ear.", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "In", "setting the remu", "neration polic", "y for the e", "xecutive directors, the", "Committee also", "took into", "", "", "", "", "", "", "", "", "" ], [ "co", "nsideration a nu", "mber of differ", "ent factors", ":", "", "", "", "", "", "", "", "", "", "", "" ], [ "•", "It applied the pri", "nciples set ou", "t in the Co", "de and also takes into a", "ccount best pra", "ctice guidance iss", "ued", "", "", "", "", "", "", "", "" ], [ "", "by the major UK", "institutional in", "vestor bo", "dies, the Financial Cond", "uct Authority (i", "ncluding the", "", "", "", "", "", "", "", "", "" ], [ "", "provisions of an", "y applicable re", "muneratio", "n codes) and other rele", "vant organisati", "ons;", "", "", "", "", "", "", "", "", "" ], [ "•", "The Committee", "has overall res", "ponsibility", "for the remuneration", "policies and stru", "ctures for employ", "ees", "", "", "", "", "", "", "", "" ], [ "", "of the Group as", "a whole and it", "reviews th", "e remuneration policy", "on a Group wid", "e basis. When the", "", "", "", "", "", "", "", "", "" ], [ "", "Committee revie", "wed the remu", "neration p", "olicy for the executive", "directors it cons", "idered and comp", "ared", "", "", "", "", "", "", "", "" ], [ "", "it against the pa", "y policy and em", "ployment", "conditions of the rest", "of the Group to", "ensure that there", "was", "", "", "", "", "", "", "", "" ], [ "", "alignment betwe", "en the two;", "", "", "", "", "", "", "", "", "", "", "", "", "" ] ] ], "word_count": 592, "visual_charts": [] }, { "page_number": 128, "section": "Directors' Report", "subsection": "Directors' Remuneration Report", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 126", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 126\n\nDIRECTORS’ REMUNERATION REPORT continued\n\nRemuneration policy for executive directors ANNUAL BONUS\nThe following table summarises each element of the remuneration policy for the executive directors,\nexplaining how each element operates and links to the corporate strategy. Purpose • Incentivise the attainment of annual corporate targets\n • Retain and reward high performing employees\n BASE SALARY\n • Align with shareholders’ and wider stakeholders’ interests\n Purpose • Recognise knowledge, skills and experience as well as reflect the scope and size\n Operation • Bonus awards are based on performance targets and objectives set by the\n of the role\n Committee for the financial year\n • Reward individual performance without encouraging undue risk\n • At the end of the performance period, the Committee assesses the extent to\n Operation • Paid in 12 equal monthly instalments during the year which the performance measures have been achieved. The level of bonus for\n each measure is determined by reference to the actual performance against the\n • Normally reviewed annually in December (with any changes usually effective\n relevant performance targets\n from January). An out-of-cycle review may be conducted if the Committee\n determines that it is appropriate • Up to half the bonus is paid in cash and the remainder in shares (with the shares\n normally deferred for three years under the Deferred Annual Share Bonus\n • Takes into consideration a number of factors including (but not limited to)\n Scheme (‘DASBS’)) in respect of which dividend equivalents may apply to the\n individual and Group performance, the size and scope of the individual’s\n extent that such deferred awards vest. If a director resigns during the period of\n responsibilities, salary increases across the Group, typical salary levels for\n deferral any outstanding DASBS awards would normally lapse\n comparable roles using appropriate comparator groups, for example similarly\n sized companies with a large international presence • Malus and clawback provisions apply and are set out in more detail below\n • Pensionable • Bonus awards are non-pensionable and are payable at the Committee’s\n discretion\n Maximum • While there is no maximum salary level, salary increases are normally\n potential considered in relation to the salary increases of other employees in the Group Maximum • The annual bonus policy maximum is 200% of base salary (175% for the Chief\n value and performance of the individual. Higher salary increases may be made under potential Financial Officer)\n certain circumstances, such as when there has been a change in role or value • The annual target bonus opportunity is normally set at 50% of the maximum\n responsibility, a major market movement or when a director has been • The level of annual bonus for threshold performance is up to 25% of the\n appointed to the Board at a lower than typical salary initially maximum\n Performance • While there are no performance conditions attached to the payment of base\n metrics salary, individual performance in the role, as well as the performance of the\n Group and achievements related to environmental, social and governance\n issues, are all taken into consideration", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\n126\n\nDIRECTORS’ REMUNERATION REPORT continued\nRemuneration policy for executive directors\nThe following table summarises each element of the remuneration policy for the executive directors,\nexplaining how each element operates and links to the corporate strategy.\n\nANNUAL BONUS\nPurpose\n\n• Retain and reward high performing employees\n\nBASE SALARY\nPurpose\n\n• Align with shareholders’ and wider stakeholders’ interests\n• Recognise knowledge, skills and experience as well as reflect the scope and size\nof the role\n\nOperation\n\n• Reward individual performance without encouraging undue risk\nOperation\n\n• Up to half the bonus is paid in cash and the remainder in shares (with the shares\nnormally deferred for three years under the Deferred Annual Share Bonus\nScheme (‘DASBS’)) in respect of which dividend equivalents may apply to the\nextent that such deferred awards vest. If a director resigns during the period of\ndeferral any outstanding DASBS awards would normally lapse\n\n• Takes into consideration a number of factors including (but not limited to)\nindividual and Group performance, the size and scope of the individual’s\nresponsibilities, salary increases across the Group, typical salary levels for\ncomparable roles using appropriate comparator groups, for example similarly\nsized companies with a large international presence\n\n• Malus and clawback provisions apply and are set out in more detail below\n• Bonus awards are non-pensionable and are payable at the Committee’s\ndiscretion\n\n• Pensionable\n\nPerformance\nmetrics\n\n• While there is no maximum salary level, salary increases are normally\nconsidered in relation to the salary increases of other employees in the Group\nand performance of the individual. Higher salary increases may be made under\ncertain circumstances, such as when there has been a change in role or\nresponsibility, a major market movement or when a director has been\nappointed to the Board at a lower than typical salary initially\n• While there are no performance conditions attached to the payment of base\nsalary, individual performance in the role, as well as the performance of the\nGroup and achievements related to environmental, social and governance\nissues, are all taken into consideration\n\n• Bonus awards are based on performance targets and objectives set by the\nCommittee for the financial year\n• At the end of the performance period, the Committee assesses the extent to\nwhich the performance measures have been achieved. The level of bonus for\neach measure is determined by reference to the actual performance against the\nrelevant performance targets\n\n• Paid in 12 equal monthly instalments during the year\n• Normally reviewed annually in December (with any changes usually effective\nfrom January). An out-of-cycle review may be conducted if the Committee\ndetermines that it is appropriate\n\nMaximum\npotential\nvalue\n\n• Incentivise the attainment of annual corporate targets\n\nMaximum\npotential\nvalue\n\n• The annual bonus policy maximum is 200% of base salary (175% for the Chief\nFinancial Officer)\n• The annual target bonus opportunity is normally set at 50% of the maximum\n• The level of annual bonus for threshold performance is up to 25% of the\nmaximum", "tables": [ [ [ "ANNUAL BONUS", "" ], [ "Purpose", "• Incentivise the attainment of annual corporate targets • Retain and reward high performing employees • Align with shareholders’ and wider stakeholders’ interests" ], [ "Operation", "• Bonus awards are based on performance targets and objectives set by the Committee for the financial year • At the end of the performance period, the Committee assesses the extent to which the performance measures have been achieved. The level of bonus for each measure is determined by reference to the actual performance against the relevant performance targets • Up to half the bonus is paid in cash and the remainder in shares (with the shares normally deferred for three years under the Deferred Annual Share Bonus Scheme (‘DASBS’)) in respect of which dividend equivalents may apply to the extent that such deferred awards vest. If a director resigns during the period of deferral any outstanding DASBS awards would normally lapse • Malus and clawback provisions apply and are set out in more detail below • Bonus awards are non-pensionable and are payable at the Committee’s discretion" ], [ "Maximum potential value", "• The annual bonus policy maximum is 200% of base salary (175% for the Chief Financial Officer) • The annual target bonus opportunity is normally set at 50% of the maximum • The level of annual bonus for threshold performance is up to 25% of the maximum" ] ], [ [ "BASE SALARY", "" ], [ "Purpose", "• Recognise knowledge, skills and experience as well as reflect the scope and size of the role • Reward individual performance without encouraging undue risk" ], [ "Operation", "• Paid in 12 equal monthly instalments during the year • Normally reviewed annually in December (with any changes usually effective from January). An out-of-cycle review may be conducted if the Committee determines that it is appropriate • Takes into consideration a number of factors including (but not limited to) individual and Group performance, the size and scope of the individual’s responsibilities, salary increases across the Group, typical salary levels for comparable roles using appropriate comparator groups, for example similarly sized companies with a large international presence • Pensionable" ], [ "Maximum potential value", "• While there is no maximum salary level, salary increases are normally considered in relation to the salary increases of other employees in the Group and performance of the individual. Higher salary increases may be made under certain circumstances, such as when there has been a change in role or responsibility, a major market movement or when a director has been appointed to the Board at a lower than typical salary initially" ], [ "Performance metrics", "• While there are no performance conditions attached to the payment of base salary, individual performance in the role, as well as the performance of the Group and achievements related to environmental, social and governance issues, are all taken into consideration" ] ] ], "word_count": 509, "visual_charts": [] }, { "page_number": 129, "section": "Directors' Report", "subsection": "Directors' Remuneration Report", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 127", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 127\n\nDIRECTORS’ REMUNERATION REPORT continued\n\n\n ANNUAL BONUS LONG TERM INCENTIVES\n\n Performance Metrics will be set each year by the Committee taking into account the Company’s Maximum • The individual restricted share limit per financial year is 175% of base salary\n metrics key strategic objectives for the year. potential • The Chief Executive Officer may receive restricted shares per financial year with\n value a face value of up to 175% of salary\n For example, bonus metrics may include:\n • Financial measures chosen to align bonus outcomes with the underlying • The Chief Financial Officer may receive restricted shares per financial year with\n financial performance of the business, such as profit, return on average a face value of up to 125% of salary\n operating capital (‘RAOC’) and cash flow;\n Performance • Restricted share awards are not subject to performance measures but vesting\n • Non-financial measures are linked to the achievement of personal goals or metrics is subject to the achievement of an underpin normally reviewed over the three\n certain specified strategic goals, including environmental, social and governance financial years commencing with the financial year in which awards are granted\n matters;\n • In assessing the underpin, in normal circumstances the Committee may\n • The performance metrics and targets are reviewed each year to ensure that consider the Group’s overall performance, including financial and non-financial\n they remain appropriate. The Committee retains the discretion to set alternative performance over the course of the vesting period and any material risk/\n metrics as appropriate; and regulatory failures identified. Specifically, it will seek evidence of positive\n • The specific targets will be disclosed on a retrospective basis following the end progress against the Group’s financial and strategic objectives as follows:\n of the financial year unless they are deemed to be commercially sensitive. – Financial health of the business, considering financial indicators\n The Committee sets targets that are appropriately stretching in the context of the – Strategic priorities\n business outlook and taking into account internal and external factors. The – Stakeholder experience\n achievement of quantifiable financial targets will always drive the majority of the\n – ESG progress\n bonus outturn. Targets are set to ensure that there is appropriate alignment\n between stakeholder outcomes and to ensure that they do not drive unacceptable • In considering these factors, the Committee will assess performance in the\n levels of risk taking. round, with the expectation of full vesting unless there has been a lack of\n material progress towards a stated objective, or it has identified material\n LONG TERM INCENTIVES underperformance over the period. The Committee may scale back the awards\n (including to zero) if it is not satisfied the underpin has been met, and there is\n Purpose • Incentivise long term decision making as the basis for sustainable growth no threshold level of vesting.\n • Align with shareholders’ interests\n • Recruit and retain senior employees across the Group\n\n Operation Executive directors receive restricted share awards as the long term variable\n element of remuneration:\n • Restricted share awards are discretionary and will normally vest subject to\n continued employment and the satisfaction of the underpin after no less than\n three years;\n • A holding period will apply which means that restricted shares may not ordinarily\n be sold until at least five years after the grant date (other than to pay relevant\n taxes due on vested awards);\n • Malus and clawback provisions apply and are set out in more detail below;\n • Dividend equivalents shall accrue in respect of restricted share awards to the\n extent that they vest, including in relation to any holding periods; and\n • All awards are subject to the discretions contained in the relevant plan rules.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\n127\n\nDIRECTORS’ REMUNERATION REPORT continued\nANNUAL BONUS\nPerformance\nmetrics\n\nLONG TERM INCENTIVES\nMetrics will be set each year by the Committee taking into account the Company’s\nkey strategic objectives for the year.\nFor example, bonus metrics may include:\n• Financial measures chosen to align bonus outcomes with the underlying\nfinancial performance of the business, such as profit, return on average\noperating capital (‘RAOC’) and cash flow;\n• Non-financial measures are linked to the achievement of personal goals or\ncertain specified strategic goals, including environmental, social and governance\nmatters;\n• The performance metrics and targets are reviewed each year to ensure that\nthey remain appropriate. The Committee retains the discretion to set alternative\nmetrics as appropriate; and\n• The specific targets will be disclosed on a retrospective basis following the end\nof the financial year unless they are deemed to be commercially sensitive.\nThe Committee sets targets that are appropriately stretching in the context of the\nbusiness outlook and taking into account internal and external factors. The\nachievement of quantifiable financial targets will always drive the majority of the\nbonus outturn. Targets are set to ensure that there is appropriate alignment\nbetween stakeholder outcomes and to ensure that they do not drive unacceptable\nlevels of risk taking.\n\nLONG TERM INCENTIVES\nPurpose\n\n• Incentivise long term decision making as the basis for sustainable growth\n• Align with shareholders’ interests\n• Recruit and retain senior employees across the Group\n\nOperation\n\nExecutive directors receive restricted share awards as the long term variable\nelement of remuneration:\n• Restricted share awards are discretionary and will normally vest subject to\ncontinued employment and the satisfaction of the underpin after no less than\nthree years;\n• A holding period will apply which means that restricted shares may not ordinarily\nbe sold until at least five years after the grant date (other than to pay relevant\ntaxes due on vested awards);\n• Malus and clawback provisions apply and are set out in more detail below;\n• Dividend equivalents shall accrue in respect of restricted share awards to the\nextent that they vest, including in relation to any holding periods; and\n• All awards are subject to the discretions contained in the relevant plan rules.\n\nMaximum\npotential\nvalue\n\n• The individual restricted share limit per financial year is 175% of base salary\n• The Chief Executive Officer may receive restricted shares per financial year with\na face value of up to 175% of salary\n• The Chief Financial Officer may receive restricted shares per financial year with\na face value of up to 125% of salary\n\nPerformance\nmetrics\n\n• Restricted share awards are not subject to performance measures but vesting\nis subject to the achievement of an underpin normally reviewed over the three\nfinancial years commencing with the financial year in which awards are granted\n• In assessing the underpin, in normal circumstances the Committee may\nconsider the Group’s overall performance, including financial and non-financial\nperformance over the course of the vesting period and any material risk/\nregulatory failures identified. Specifically, it will seek evidence of positive\nprogress against the Group’s financial and strategic objectives as follows:\n– Financial health of the business, considering financial indicators\n– Strategic priorities\n– Stakeholder experience\n– ESG progress\n• In considering these factors, the Committee will assess performance in the\nround, with the expectation of full vesting unless there has been a lack of\nmaterial progress towards a stated objective, or it has identified material\nunderperformance over the period. The Committee may scale back the awards\n(including to zero) if it is not satisfied the underpin has been met, and there is\nno threshold level of vesting.", "tables": [ [ [ "ANNUAL BONUS", "" ], [ "Performance metrics", "Metrics will be set each year by the Committee taking into account the Company’s key strategic objectives for the year. For example, bonus metrics may include: • Financial measures chosen to align bonus outcomes with the underlying financial performance of the business, such as profit, return on average operating capital (‘RAOC’) and cash flow; • Non-financial measures are linked to the achievement of personal goals or certain specified strategic goals, including environmental, social and governance matters; • The performance metrics and targets are reviewed each year to ensure that they remain appropriate. The Committee retains the discretion to set alternative metrics as appropriate; and • The specific targets will be disclosed on a retrospective basis following the end of the financial year unless they are deemed to be commercially sensitive. The Committee sets targets that are appropriately stretching in the context of the business outlook and taking into account internal and external factors. The achievement of quantifiable financial targets will always drive the majority of the bonus outturn. Targets are set to ensure that there is appropriate alignment between stakeholder outcomes and to ensure that they do not drive unacceptable levels of risk taking." ], [ "LONG TERM INCENTIVES", "" ], [ "Purpose", "• Incentivise long term decision making as the basis for sustainable growth • Align with shareholders’ interests • Recruit and retain senior employees across the Group" ], [ "Operation", "Executive directors receive restricted share awards as the long term variable element of remuneration: • Restricted share awards are discretionary and will normally vest subject to continued employment and the satisfaction of the underpin after no less than three years; • A holding period will apply which means that restricted shares may not ordinarily be sold until at least five years after the grant date (other than to pay relevant taxes due on vested awards); • Malus and clawback provisions apply and are set out in more detail below; • Dividend equivalents shall accrue in respect of restricted share awards to the extent that they vest, including in relation to any holding periods; and • All awards are subject to the discretions contained in the relevant plan rules." ] ], [ [ "LONG TERM INCENTIVES", "" ], [ "Maximum potential value", "• The individual restricted share limit per financial year is 175% of base salary • The Chief Executive Officer may receive restricted shares per financial year with a face value of up to 175% of salary • The Chief Financial Officer may receive restricted shares per financial year with a face value of up to 125% of salary" ], [ "Performance metrics", "• Restricted share awards are not subject to performance measures but vesting is subject to the achievement of an underpin normally reviewed over the three financial years commencing with the financial year in which awards are granted • In assessing the underpin, in normal circumstances the Committee may consider the Group’s overall performance, including financial and non-financial performance over the course of the vesting period and any material risk/ regulatory failures identified. Specifically, it will seek evidence of positive progress against the Group’s financial and strategic objectives as follows: – Financial health of the business, considering financial indicators – Strategic priorities – Stakeholder experience – ESG progress • In considering these factors, the Committee will assess performance in the round, with the expectation of full vesting unless there has been a lack of material progress towards a stated objective, or it has identified material underperformance over the period. The Committee may scale back the awards (including to zero) if it is not satisfied the underpin has been met, and there is no threshold level of vesting." ] ] ], "word_count": 617, "visual_charts": [] }, { "page_number": 130, "section": "Directors' Report", "subsection": "Directors' Remuneration Report", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 128", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 128\n\nDIRECTORS’ REMUNERATION REPORT continued\n\n\n ALL EMPLOYEE SHARE PLANS OTHER BENEFITS\n\n Purpose • Encourage employees, including the executive directors, to build a shareholding Purpose • Provision of competitive benefits which helps to recruit and retain executive\n through the operation of all employee share plans such as the HM Revenue & directors\n Customs (‘HMRC’) tax advantaged Sharesave Scheme and the Internal Revenue\n Service (‘IRS’) approved Employee Stock Purchase Plan (US) (‘ESPP’) in the US Operation • Benefits may include a car allowance or a car which may be fully expensed,\n various insurances such as life, disability and medical and, in some jurisdictions,\n Operation • Executive directors may participate in all employee schemes on the same basis club expenses and other benefits provided from time to time.\n as other eligible employees • Some benefits may only be provided to reflect hybrid working and/or overseas\n • The Sharesave Scheme has standard terms under which participants can relocation, such as removal expenses, and in the case of an international\n normally enter into a savings contract, over a period of either three or five years, relocation might also include fees for accommodation, children’s schooling,\n in return for which they are granted options to acquire shares at a discount of home leave, tax equalisation and professional advice etc.\n up to 20% of the market price prevailing on the day immediately preceding the\n date of invitation to apply for the option. Options are normally exercisable either Maximum • The value of benefits is based on the cost to the Company and varies according to\n three or five years after they have been granted potential individual circumstances. For example, the cost of medical insurance varies\n value according to family circumstances and the jurisdiction in which the family is based\n Maximum • In the UK, the Sharesave Scheme is linked to a contract for monthly savings\n potential within the HMRC limits over a period of either three or five years (currently £500 Performance • Not applicable\n value per month) metrics\n\n Performance • Service conditions apply SHAREHOLDING REQUIREMENT\n metrics\n Purpose • Strengthen the alignment between the interests of the executive directors and\n RETIREMENT BENEFITS those of shareholders\n\n Purpose • Provision of retirement benefits Operation • In employment guideline: executive directors will normally be expected to retain\n shares, net of sales to settle tax, through the exercise of awards under the DASBS\n • Retain executive directors\n and the LTIP until they attain the required holding. Three years is the typical\n Operation • All defined benefit pension plans in the Group have been closed to new entrants expectation for executives who are promoted from within the Company to\n since 2003 with any new recruits being offered defined contribution retirement achieve the required shareholding. It is recognised that a longer time period may\n arrangements and/or a pension allowance. be required for externally recruited executives to achieve the expected\n shareholding. Unvested deferred shares held under the DASBS will count towards\n • Pension contributions and allowances are normally paid monthly\n the guideline (net of the expected sales for tax that would apply on vesting)\n Maximum • Company pension contributions to defined contribution retirement • Post-cessation guideline: upon cessation of employment, executive directors\n potential arrangements or cash allowances are capped at 5% of base salary for current should maintain a shareholding for two years thereafter at a level equal to the\n value and new executive directors lower of the in-employment guideline and the number of shares vested as at\n cessation (net of tax) under restricted share awards granted.\n Performance • Not applicable\n • Shares held by or to the benefit of an executive director’s spouse, civil partner or\n metrics\n children (or with them as relevant) may count for the purposes of the guidelines.\n\n Maximum • The Chief Executive Officer’s in-employment shareholding requirement is 350%\n potential of base salary. The in-employment requirement for other executive directors is\n value 250% of base salary.\n • The Chief Executive Officer’s post-employment shareholding requirement is\n 300% of salary. The post-employment shareholding requirement for other\n executive directors is 200%.\n\n Performance • Not applicable\n metrics", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\n128\n\nDIRECTORS’ REMUNERATION REPORT continued\nALL EMPLOYEE SHARE PLANS\n\nOTHER BENEFITS\n\nPurpose\n\nPurpose\n\n• Provision of competitive benefits which helps to recruit and retain executive\ndirectors\n\nOperation\n\n• Benefits may include a car allowance or a car which may be fully expensed,\nvarious insurances such as life, disability and medical and, in some jurisdictions,\nclub expenses and other benefits provided from time to time.\n\nOperation\n\n• Encourage employees, including the executive directors, to build a shareholding\nthrough the operation of all employee share plans such as the HM Revenue &\nCustoms (‘HMRC’) tax advantaged Sharesave Scheme and the Internal Revenue\nService (‘IRS’) approved Employee Stock Purchase Plan (US) (‘ESPP’) in the US\n• Executive directors may participate in all employee schemes on the same basis\nas other eligible employees\n• The Sharesave Scheme has standard terms under which participants can\nnormally enter into a savings contract, over a period of either three or five years,\nin return for which they are granted options to acquire shares at a discount of\nup to 20% of the market price prevailing on the day immediately preceding the\ndate of invitation to apply for the option. Options are normally exercisable either\nthree or five years after they have been granted\n\nMaximum\npotential\nvalue\n\n• In the UK, the Sharesave Scheme is linked to a contract for monthly savings\nwithin the HMRC limits over a period of either three or five years (currently £500\nper month)\n\nPerformance\nmetrics\n\n• Service conditions apply\n\n• Some benefits may only be provided to reflect hybrid working and/or overseas\nrelocation, such as removal expenses, and in the case of an international\nrelocation might also include fees for accommodation, children’s schooling,\nhome leave, tax equalisation and professional advice etc.\nMaximum\npotential\nvalue\n\n• The value of benefits is based on the cost to the Company and varies according to\nindividual circumstances. For example, the cost of medical insurance varies\naccording to family circumstances and the jurisdiction in which the family is based\n\nPerformance\nmetrics\n\n• Not applicable\n\nSHAREHOLDING REQUIREMENT\nPurpose\n\n• Strengthen the alignment between the interests of the executive directors and\nthose of shareholders\n\nOperation\n\n• In employment guideline: executive directors will normally be expected to retain\nshares, net of sales to settle tax, through the exercise of awards under the DASBS\nand the LTIP until they attain the required holding. Three years is the typical\nexpectation for executives who are promoted from within the Company to\nachieve the required shareholding. It is recognised that a longer time period may\nbe required for externally recruited executives to achieve the expected\nshareholding. Unvested deferred shares held under the DASBS will count towards\nthe guideline (net of the expected sales for tax that would apply on vesting)\n\nRETIREMENT BENEFITS\nPurpose\n\n• Provision of retirement benefits\n• Retain executive directors\n\nOperation\n\n• All defined benefit pension plans in the Group have been closed to new entrants\nsince 2003 with any new recruits being offered defined contribution retirement\narrangements and/or a pension allowance.\n• Pension contributions and allowances are normally paid monthly\n\nMaximum\npotential\nvalue\n\n• Company pension contributions to defined contribution retirement\narrangements or cash allowances are capped at 5% of base salary for current\nand new executive directors\n\nPerformance\nmetrics\n\n• Not applicable\n\n• Post-cessation guideline: upon cessation of employment, executive directors\nshould maintain a shareholding for two years thereafter at a level equal to the\nlower of the in-employment guideline and the number of shares vested as at\ncessation (net of tax) under restricted share awards granted.\n• Shares held by or to the benefit of an executive director’s spouse, civil partner or\nchildren (or with them as relevant) may count for the purposes of the guidelines.\nMaximum\npotential\nvalue\n\n• The Chief Executive Officer’s in-employment shareholding requirement is 350%\nof base salary. The in-employment requirement for other executive directors is\n250% of base salary.\n• The Chief Executive Officer’s post-employment shareholding requirement is\n300% of salary. The post-employment shareholding requirement for other\nexecutive directors is 200%.\n\nPerformance\nmetrics\n\n• Not applicable", "tables": [ [ [ "ALL EMPLOYEE SHARE PLANS", "" ], [ "Purpose", "• Encourage employees, including the executive directors, to build a shareholding through the operation of all employee share plans such as the HM Revenue & Customs (‘HMRC’) tax advantaged Sharesave Scheme and the Internal Revenue Service (‘IRS’) approved Employee Stock Purchase Plan (US) (‘ESPP’) in the US" ], [ "Operation", "• Executive directors may participate in all employee schemes on the same basis as other eligible employees • The Sharesave Scheme has standard terms under which participants can normally enter into a savings contract, over a period of either three or five years, in return for which they are granted options to acquire shares at a discount of up to 20% of the market price prevailing on the day immediately preceding the date of invitation to apply for the option. Options are normally exercisable either three or five years after they have been granted" ], [ "Maximum potential value", "• In the UK, the Sharesave Scheme is linked to a contract for monthly savings within the HMRC limits over a period of either three or five years (currently £500 per month)" ], [ "Performance metrics", "• Service conditions apply" ], [ "RETIREMENT BENEFITS", "" ], [ "Purpose", "• Provision of retirement benefits • Retain executive directors" ], [ "Operation", "• All defined benefit pension plans in the Group have been closed to new entrants since 2003 with any new recruits being offered defined contribution retirement arrangements and/or a pension allowance. • Pension contributions and allowances are normally paid monthly" ], [ "Maximum potential value", "• Company pension contributions to defined contribution retirement arrangements or cash allowances are capped at 5% of base salary for current and new executive directors" ], [ "Performance metrics", "• Not applicable" ] ], [ [ "OTHER BENEFITS", "" ], [ "Purpose", "• Provision of competitive benefits which helps to recruit and retain executive directors" ], [ "Operation", "• Benefits may include a car allowance or a car which may be fully expensed, various insurances such as life, disability and medical and, in some jurisdictions, club expenses and other benefits provided from time to time. • Some benefits may only be provided to reflect hybrid working and/or overseas relocation, such as removal expenses, and in the case of an international relocation might also include fees for accommodation, children’s schooling, home leave, tax equalisation and professional advice etc." ], [ "Maximum potential value", "• The value of benefits is based on the cost to the Company and varies according to individual circumstances. For example, the cost of medical insurance varies according to family circumstances and the jurisdiction in which the family is based" ], [ "Performance metrics", "• Not applicable" ], [ "SHAREHOLDING REQUIREMENT", "" ], [ "Purpose", "• Strengthen the alignment between the interests of the executive directors and those of shareholders" ], [ "Operation", "• In employment guideline: executive directors will normally be expected to retain shares, net of sales to settle tax, through the exercise of awards under the DASBS and the LTIP until they attain the required holding. Three years is the typical expectation for executives who are promoted from within the Company to achieve the required shareholding. It is recognised that a longer time period may be required for externally recruited executives to achieve the expected shareholding. Unvested deferred shares held under the DASBS will count towards the guideline (net of the expected sales for tax that would apply on vesting) • Post-cessation guideline: upon cessation of employment, executive directors should maintain a shareholding for two years thereafter at a level equal to the lower of the in-employment guideline and the number of shares vested as at cessation (net of tax) under restricted share awards granted. • Shares held by or to the benefit of an executive director’s spouse, civil partner or children (or with them as relevant) may count for the purposes of the guidelines." ], [ "Maximum potential value", "• The Chief Executive Officer’s in-employment shareholding requirement is 350% of base salary. The in-employment requirement for other executive directors is 250% of base salary. • The Chief Executive Officer’s post-employment shareholding requirement is 300% of salary. The post-employment shareholding requirement for other executive directors is 200%." ], [ "Performance metrics", "• Not applicable" ] ] ], "word_count": 685, "visual_charts": [] }, { "page_number": 131, "section": "Directors' Report", "subsection": "Directors' Remuneration Report", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 129", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 129\n\nDIRECTORS’ REMUNERATION REPORT continued\n\nFees policy for Chairman and non-executive directors (the ‘NEDs’)\nThe following table summarises the fees policy for the Chairman and the NEDs. Notes to the Policy Table\n FEES\n Malus and Clawback Provisions\n Malus and clawback provisions apply to the cash and deferred elements of the bonus and the RSA\n Purpose • Provision of a competitive fee to attract NEDs who have a broad range of awards. The malus and clawback provisions may be enforced in the event of material misstatement,\n experience and skills to oversee the implementation of the Company’s strategy errors in assessment of conditions, significant failure of risk control, serious misconduct, corporate\n failure (entailing the appointment of an administrator or liquidator) and serious reputational damage\n Operation • Determined in light of market practice and with reference to time commitment or where there has been a material failure in the management of the company to which the relevant\n and responsibilities associated with the roles individual has made a direct contribution. Malus or clawback as relevant may be affected by a reduction\n • Annual fees are paid in 12 equal monthly instalments during the year in the amount of any future bonus or subsisting award, the vesting of any subsisting award or future\n • The Senior Independent Director and Chairs of the Audit and Remuneration share award and/or a requirement to make a cash payment. In respect of bonus or deferred bonus the\n Committees are paid an extra fee to reflect their additional responsibilities relevant discovery period expires three years after the end of the relevant performance period. In\n • The NEDs and the Chairs are not eligible to receive benefits and do not respect of RSA awards (and legacy performance shares and options) the relevant discovery period\n participate in pension or incentive plans. Expenses incurred in respect of their expires on the third anniversary of the vesting of the awards.\n duties as directors of the Company are reimbursed Selection of performance measures and targets\n • The NEDs’ and Chairman’s fees are reviewed annually in January each year, the The Committee determines the performance measures, and the weighting of each, applying to the\n latest review being with effect from January 2026 for NED fees and the annual bonus based on the strategic priorities of the Group at the time. The bonus measures in place\n Chairman’s fees normally include the use of profit, RAOC and cash flow measures, but the precise metrics and their\n • The Board as a whole considers the policy and structure for the NEDs’ fees on weightings may change from year to year. Each of these measures is aligned with the Group’s key\n the recommendation of the Chairman and the Chief Executive Officer. The NEDs performance indicators (‘KPIs’) and has been chosen as, alongside growing profitability, a focus on cash\n do not participate in discussions on their specific levels of remuneration; the and effective investment of capital are particularly important. The management of capital employed\n Chairman’s fees are set by the Committee together with profitability and cash flow ensures the focus on cash generation, enabling the Group\n to pay dividends and to support the growth strategy by making acquisitions and reinvesting in the\n Maximum • Determined within the overall aggregate annual limit of £1,500,000 authorised underlying business. Strategic non-financial goals reward individual contribution to the success of the\n potential by shareholders with reference to the Company’s Articles of Association Group and allow a focus each year on important operational goals and strategic milestones, with a\n value approved at the 2021 AGM focus on the Environmental, Social and Governance agenda. This combination of performance\n Performance • Not eligible to participate in any performance related elements of remuneration measures provides a balance relevant to the Group’s business and market conditions as well as\n metrics providing a common goal for the executive directors, senior managers and shareholders.\n\n Taxable • Taxable expenses incurred in the course of carrying out NED duties are Statement of consideration of shareholder views\n benefits and reimbursed and grossed up to include tax payable The Committee considers shareholder feedback received in relation to the AGM each year and\n expenses guidance from shareholder representatives more generally. In addition, the Committee consults\n proactively with its major shareholders prior to making significant changes to its policy, as it did last\n year when a comprehensive shareholder consultation was undertaken. This was conducted through\n meetings, calls and correspondence and the views received helped to shape the policy proposals.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\n129\n\nDIRECTORS’ REMUNERATION REPORT continued\nFees policy for Chairman and non-executive directors (the ‘NEDs’)\nThe following table summarises the fees policy for the Chairman and the NEDs.\n\nNotes to the Policy Table\nMalus and Clawback Provisions\n\nFEES\nPurpose\n\n• Provision of a competitive fee to attract NEDs who have a broad range of\nexperience and skills to oversee the implementation of the Company’s strategy\n\nOperation\n\n• Determined in light of market practice and with reference to time commitment\nand responsibilities associated with the roles\n• Annual fees are paid in 12 equal monthly instalments during the year\n• The Senior Independent Director and Chairs of the Audit and Remuneration\nCommittees are paid an extra fee to reflect their additional responsibilities\n• The NEDs and the Chairs are not eligible to receive benefits and do not\nparticipate in pension or incentive plans. Expenses incurred in respect of their\nduties as directors of the Company are reimbursed\n• The NEDs’ and Chairman’s fees are reviewed annually in January each year, the\nlatest review being with effect from January 2026 for NED fees and the\nChairman’s fees\n• The Board as a whole considers the policy and structure for the NEDs’ fees on\nthe recommendation of the Chairman and the Chief Executive Officer. The NEDs\ndo not participate in discussions on their specific levels of remuneration; the\nChairman’s fees are set by the Committee\n\nMaximum\npotential\nvalue\n\n• Determined within the overall aggregate annual limit of £1,500,000 authorised\nby shareholders with reference to the Company’s Articles of Association\napproved at the 2021 AGM\n\nPerformance\nmetrics\n\n• Not eligible to participate in any performance related elements of remuneration\n\nTaxable\nbenefits and\nexpenses\n\n• Taxable expenses incurred in the course of carrying out NED duties are\nreimbursed and grossed up to include tax payable\n\nMalus and clawback provisions apply to the cash and deferred elements of the bonus and the RSA\nawards. The malus and clawback provisions may be enforced in the event of material misstatement,\nerrors in assessment of conditions, significant failure of risk control, serious misconduct, corporate\nfailure (entailing the appointment of an administrator or liquidator) and serious reputational damage\nor where there has been a material failure in the management of the company to which the relevant\nindividual has made a direct contribution. Malus or clawback as relevant may be affected by a reduction\nin the amount of any future bonus or subsisting award, the vesting of any subsisting award or future\nshare award and/or a requirement to make a cash payment. In respect of bonus or deferred bonus the\nrelevant discovery period expires three years after the end of the relevant performance period. In\nrespect of RSA awards (and legacy performance shares and options) the relevant discovery period\nexpires on the third anniversary of the vesting of the awards.\n\nSelection of performance measures and targets\nThe Committee determines the performance measures, and the weighting of each, applying to the\nannual bonus based on the strategic priorities of the Group at the time. The bonus measures in place\nnormally include the use of profit, RAOC and cash flow measures, but the precise metrics and their\nweightings may change from year to year. Each of these measures is aligned with the Group’s key\nperformance indicators (‘KPIs’) and has been chosen as, alongside growing profitability, a focus on cash\nand effective investment of capital are particularly important. The management of capital employed\ntogether with profitability and cash flow ensures the focus on cash generation, enabling the Group\nto pay dividends and to support the growth strategy by making acquisitions and reinvesting in the\nunderlying business. Strategic non-financial goals reward individual contribution to the success of the\nGroup and allow a focus each year on important operational goals and strategic milestones, with a\nfocus on the Environmental, Social and Governance agenda. This combination of performance\nmeasures provides a balance relevant to the Group’s business and market conditions as well as\nproviding a common goal for the executive directors, senior managers and shareholders.\n\nStatement of consideration of shareholder views\nThe Committee considers shareholder feedback received in relation to the AGM each year and\nguidance from shareholder representatives more generally. In addition, the Committee consults\nproactively with its major shareholders prior to making significant changes to its policy, as it did last\nyear when a comprehensive shareholder consultation was undertaken. This was conducted through\nmeetings, calls and correspondence and the views received helped to shape the policy proposals.", "tables": [ [ [ "FEES", "" ], [ "Purpose", "• Provision of a competitive fee to attract NEDs who have a broad range of experience and skills to oversee the implementation of the Company’s strategy" ], [ "Operation", "• Determined in light of market practice and with reference to time commitment and responsibilities associated with the roles • Annual fees are paid in 12 equal monthly instalments during the year • The Senior Independent Director and Chairs of the Audit and Remuneration Committees are paid an extra fee to reflect their additional responsibilities • The NEDs and the Chairs are not eligible to receive benefits and do not participate in pension or incentive plans. Expenses incurred in respect of their duties as directors of the Company are reimbursed • The NEDs’ and Chairman’s fees are reviewed annually in January each year, the latest review being with effect from January 2026 for NED fees and the Chairman’s fees • The Board as a whole considers the policy and structure for the NEDs’ fees on the recommendation of the Chairman and the Chief Executive Officer. The NEDs do not participate in discussions on their specific levels of remuneration; the Chairman’s fees are set by the Committee" ], [ "Maximum potential value", "• Determined within the overall aggregate annual limit of £1,500,000 authorised by shareholders with reference to the Company’s Articles of Association approved at the 2021 AGM" ], [ "Performance metrics", "• Not eligible to participate in any performance related elements of remuneration" ], [ "Taxable benefits and expenses", "• Taxable expenses incurred in the course of carrying out NED duties are reimbursed and grossed up to include tax payable" ] ] ], "word_count": 754, "visual_charts": [] }, { "page_number": 132, "section": "Directors' Report", "subsection": "Directors' Remuneration Report", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 130", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 130\n\nDIRECTORS’ REMUNERATION REPORT continued\n\nDiscretions retained by the Committee in operating the incentive plans Any fixed or variable pay awards for new executive directors will not exceed the maximum limits set out\nThe Committee operates the Group’s various incentive plans according to their respective rules and in the policy table above. However, in addition, for external appointments the Committee may consider\nin accordance with HMRC and IRS rules where relevant. To ensure the efficient administration of these offering additional cash and/or share based elements to replace deferred remuneration forfeited by\nplans, the Committee may apply certain operational discretions. These include the following: the individual on leaving their existing employment when it considers these to be in the best interests\n of the Company and its shareholders. Such elements, as appropriate, may be made under section 9.4.2\n• selecting the participants in the plans; of the Listing Rules and would normally take account of the nature, time horizons and performance\n• determining the timing of grants and/or payments; requirements attached to the awards forfeited.\n• determining the quantum of grants, reference pricing basis and/or payments (within the limits set Depending on the timing of the appointment, the Committee may deem it appropriate to set different\n out in the policy table above); annual bonus performance conditions for the first performance year of appointment. A long term\n• determining the extent of vesting based on the assessment of performance, including the vesting incentive award can be made shortly following an appointment (or as soon as is practical if the\n of restricted share awards; Company is in a close period).\n• determining the appropriate treatment of leavers and the extent of vesting in the case of the share Non-executive directors\n based plans; On appointment of a new Chairman of the Board or non-executive director, the fees will be set\n• determining the extent of vesting of awards under share based plans in the event of a change of taking into account the experience and calibre of the individual and the prevailing rates of the other\n control; non-executive directors at the time.\n• making the appropriate adjustments required in certain circumstances (e.g. rights issues, corporate\n restructuring events, variation of capital and special dividends);\n Executive directors’ service contracts\n The service contracts for Frank van Zanten and Richard Howes provide for an equal notice period from\n• determining the appropriate choice of measures, weightings and targets for the annual bonus plan\n the Company and the executive of a maximum 12 months’ notice and any contracts for newly\n from year to year, including discretion to amend the bonus outcome, as appropriate; and\n appointed executive directors will provide for equal notice in the future. The date of each service\n• varying the performance conditions applying to share based awards if an event occurs which causes contract is noted in the table below\n the Committee to consider that it would be appropriate to amend the performance conditions,\n provided the Committee considers the varied conditions are fair and reasonable and not materially Date of service contract\n less challenging than the original conditions would have been but for the event in question. Frank van Zanten 13 January 2016\n Richard Howes 10 May 2019\nLegacy arrangements\nThe proposed and previous directors’ remuneration policies give authority to the Company to honour Non-executive directors’ terms of appointment\nany commitments entered into with current or former directors (that have been disclosed to The non-executive directors do not have service contracts with the Company but instead have letters\nshareholders in previous remuneration reports) or internally promoted future directors (in each case, of appointment. The date of appointment and the most recent re-appointment and the length of\nsuch as the payment of a pension or the unwind of legacy share plans). Details of any payments to service for each non-executive director are shown in the table below:\nformer directors will be set out in the relevant remuneration report as they arise.\n Date of last\nExecutive directors’ external appointments Date of re-appointment Length of service\n appointment at AGM as at 2026 AGM\nWith the specific approval of the Board in each case, executive directors may accept external\n Peter Ventress 1 June 2019 22 April 2025 6 years 10 months\nappointments as non-executive directors of other companies and retain any related fees paid to them.\n Stephan Nanninga 1 May 2017 22 April 2025 8 years 11 months\nRecruitment of executive directors – approach to remuneration Vin Murria 1 June 2020 22 April 2025 5 years 10 months\nExecutive directors Pam Kirby 1 August 2022 22 April 2025 3 years 8 months\nFor the ongoing stability and growth of the Group, it is important to secure, as necessary, the Jacky Simmonds 1 March 2023 22 April 2025 3 years 1 month\nappointment of high calibre executives to the Board by either external recruitment or internal\n Daniela Barone Soares 16 December 2024 22 April 2025 1 year 4 months\npromotion. The overarching principles applied by the Committee in developing the remuneration\npackage will be to set an appropriate base salary together with retirement and other benefits and short Julia Wilson 16 December 2024 22 April 2025 1 year 4 months\nand long term incentives taking into consideration the skills and experience of the individual, the Note\ncomplexity and breadth of the role, the particular needs and situation of the Group, internal relativities, a)\t\u0007On termination, at any time, a non-executive director is entitled to any accrued but unpaid director’s fees but not to any other\nthe marketplace in which the executive will operate and an individual’s current remuneration package compensation.\n\nand location. In addition, the Committee recognises that it may need to meet certain relocation\nexpenses or expatriate benefits as appropriate.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\n130\n\nAdditional Information\n\nDIRECTORS’ REMUNERATION REPORT continued\nDiscretions retained by the Committee in operating the incentive plans\nThe Committee operates the Group’s various incentive plans according to their respective rules and\nin accordance with HMRC and IRS rules where relevant. To ensure the efficient administration of these\nplans, the Committee may apply certain operational discretions. These include the following:\n• selecting the participants in the plans;\n• determining the timing of grants and/or payments;\n• determining the quantum of grants, reference pricing basis and/or payments (within the limits set\nout in the policy table above);\n• determining the extent of vesting based on the assessment of performance, including the vesting\nof restricted share awards;\n• determining the appropriate treatment of leavers and the extent of vesting in the case of the share\nbased plans;\n\nAny fixed or variable pay awards for new executive directors will not exceed the maximum limits set out\nin the policy table above. However, in addition, for external appointments the Committee may consider\noffering additional cash and/or share based elements to replace deferred remuneration forfeited by\nthe individual on leaving their existing employment when it considers these to be in the best interests\nof the Company and its shareholders. Such elements, as appropriate, may be made under section 9.4.2\nof the Listing Rules and would normally take account of the nature, time horizons and performance\nrequirements attached to the awards forfeited.\nDepending on the timing of the appointment, the Committee may deem it appropriate to set different\nannual bonus performance conditions for the first performance year of appointment. A long term\nincentive award can be made shortly following an appointment (or as soon as is practical if the\nCompany is in a close period).\n\n• determining the extent of vesting of awards under share based plans in the event of a change of\ncontrol;\n\nNon-executive directors\nOn appointment of a new Chairman of the Board or non-executive director, the fees will be set\ntaking into account the experience and calibre of the individual and the prevailing rates of the other\nnon-executive directors at the time.\n\n• making the appropriate adjustments required in certain circumstances (e.g. rights issues, corporate\nrestructuring events, variation of capital and special dividends);\n\nExecutive directors’ service contracts\n\n• determining the appropriate choice of measures, weightings and targets for the annual bonus plan\nfrom year to year, including discretion to amend the bonus outcome, as appropriate; and\n• varying the performance conditions applying to share based awards if an event occurs which causes\nthe Committee to consider that it would be appropriate to amend the performance conditions,\nprovided the Committee considers the varied conditions are fair and reasonable and not materially\nless challenging than the original conditions would have been but for the event in question.\n\nLegacy arrangements\nThe proposed and previous directors’ remuneration policies give authority to the Company to honour\nany commitments entered into with current or former directors (that have been disclosed to\nshareholders in previous remuneration reports) or internally promoted future directors (in each case,\nsuch as the payment of a pension or the unwind of legacy share plans). Details of any payments to\nformer directors will be set out in the relevant remuneration report as they arise.\n\nThe service contracts for Frank van Zanten and Richard Howes provide for an equal notice period from\nthe Company and the executive of a maximum 12 months’ notice and any contracts for newly\nappointed executive directors will provide for equal notice in the future. The date of each service\ncontract is noted in the table below\nDate of service contract\n\nFrank van Zanten\nRichard Howes\n\nNon-executive directors’ terms of appointment\nThe non-executive directors do not have service contracts with the Company but instead have letters\nof appointment. The date of appointment and the most recent re-appointment and the length of\nservice for each non-executive director are shown in the table below:\nDate of\nappointment\n\nDate of last\nre-appointment\nat AGM\n\nLength of service\nas at 2026 AGM\n\nPeter Ventress\nStephan Nanninga\nVin Murria\nPam Kirby\nJacky Simmonds\nDaniela Barone Soares\n\n1 June 2019\n1 May 2017\n1 June 2020\n1 August 2022\n1 March 2023\n16 December 2024\n\n22 April 2025\n22 April 2025\n22 April 2025\n22 April 2025\n22 April 2025\n22 April 2025\n\n6 years 10 months\n8 years 11 months\n5 years 10 months\n3 years 8 months\n3 years 1 month\n1 year 4 months\n\nJulia Wilson\n\n16 December 2024\n\n22 April 2025\n\n1 year 4 months\n\nExecutive directors’ external appointments\nWith the specific approval of the Board in each case, executive directors may accept external\nappointments as non-executive directors of other companies and retain any related fees paid to them.\n\nRecruitment of executive directors – approach to remuneration\nExecutive directors\nFor the ongoing stability and growth of the Group, it is important to secure, as necessary, the\nappointment of high calibre executives to the Board by either external recruitment or internal\npromotion. The overarching principles applied by the Committee in developing the remuneration\npackage will be to set an appropriate base salary together with retirement and other benefits and short\nand long term incentives taking into consideration the skills and experience of the individual, the\ncomplexity and breadth of the role, the particular needs and situation of the Group, internal relativities,\nthe marketplace in which the executive will operate and an individual’s current remuneration package\nand location. In addition, the Committee recognises that it may need to meet certain relocation\nexpenses or expatriate benefits as appropriate.\n\n13 January 2016\n10 May 2019\n\nNote\na)\t\u0007On termination, at any time, a non-executive director is entitled to any accrued but unpaid director’s fees but not to any other\ncompensation.", "tables": [ [ [ "Bunzl plc Annual R", "eport 2025", "", "Stra", "tegic Report", "Direct", "ors’ Report", "Finan", "cial Statements", "A", "dditional", "Information", "" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "DIRECTORS’ RE", "MUNERA", "TION REPO", "RT continued", "", "", "", "", "", "", "", "", "" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "Discretions r The Committee o in accordance wit", "etained perates th h HMRC an", "by the Co e Group’s vario d IRS rules wh", "mmittee in us incentive pl ere relevant. To", "operating the i ans according to thei ensure the efficient", "ncentive pla r respective rules administration o", "ns and f these", "Any fixed or variable pa in the policy table abov offering additional cash the individual on leavin", "y awards for new ex e. However, in additi and/or share based g their existing empl", "ecutive dire on, for exte elements t oyment wh", "ctors wil rnal app o replac en it con", "l not exceed the maxim ointments the Commit e deferred remunerati siders these to be in th", "um limits set tee may cons on forfeited b e best intere" ], [ "plans, the Commit • selecting the pa • determining the • determining the", "tee may a rticipants timing of quantum", "pply certain op in the plans; grants and/or of grants, refe", "erational discr payments; rence pricing b", "etions. These include asis and/or payment", "the following: s (within the limit", "s set", "of the Company and its of the Listing Rules and requirements attached Depending on the timin", "shareholders. Such would normally take to the awards forfei g of the appointmen", "elements, account o ted. t, the Com", "as appro f the nat mittee m", "priate, may be made u ure, time horizons and ay deem it appropriate", "nder section performance to set differe" ], [ "out in the policy • determining the", "table abo extent of", "ve); vesting based", "on the assess", "ment of performance", ", including the ves", "ting", "annual bonus performa incentive award can be", "nce conditions for t made shortly followi", "he first per ng an appo", "formanc intment", "e year of appointment. (or as soon as is practi", "A long term cal if the" ], [ "of restricted sh • determining the", "are awards appropri", "; ate treatment", "of leavers and t", "he extent of vesting i", "n the case of the", "share", "Company is in a close p Non-executive direct", "eriod). ors", "", "", "", "" ], [ "based plans; • determining the", "extent of", "vesting of awa", "rds under shar", "e based plans in the", "event of a change", "of", "On appointment of a ne taking into account the", "w Chairman of the B experience and calib", "oard or no re of the in", "n-execu dividual", "tive director, the fees w and the prevailing rate", "ill be set s of the other" ], [ "control; • making the app restructuring e • determining the", "ropriate a vents, varia appropri", "djustments req tion of capital ate choice of m", "uired in certai and special div easures, weigh", "n circumstances (e.g. idends); tings and targets for", "rights issues, cor the annual bonu", "porate s plan", "non-executive director Executive directo The service contracts fo", "s at the time. rs’ service con r Frank van Zanten", "tracts and Richar", "d Howes", "provide for an equal n", "otice period f" ], [ "from year to ye • varying the perf the Committee", "ar, includin ormance to conside", "g discretion to conditions app r that it would", "amend the bo lying to share b be appropriate", "nus outcome, as app ased awards if an ev to amend the perfo", "ropriate; and ent occurs which rmance condition", "causes s,", "the Company and the e appointed executive dir contract is noted in the", "xecutive of a maxim ectors will provide f table below", "um 12 mon or equal no", "ths’ noti tice in th", "ce and any contracts fo e future. The date of e", "r newly ach service" ], [ "provided the Co", "mmittee c", "onsiders the v", "aried condition", "s are fair and reason", "able and not mat", "erially", "", "", "", "", "D", "ate of service con" ], [ "less challenging", "than the", "original conditi", "ons would hav", "e been but for the ev", "ent in question.", "", "Frank van Zanten", "", "", "", "", "13 January 2" ], [ "", "", "", "", "", "", "", "Richard Howes", "", "", "", "", "10 May 2" ], [ "Legacy arran", "gement", "s", "", "", "", "", "", "", "", "", "", "" ], [ "The proposed and any commitments shareholders in p", "previous entered i revious re", "directors’ rem nto with curren muneration re", "uneration polic t or former dir ports) or intern", "ies give authority to ectors (that have bee ally promoted future", "the Company to h n disclosed to directors (in each", "onour case,", "Non-executive di The non-executive dire", "rectors’ terms ctors do not have se", "of appoi rvice contr", "ntme acts with", "nt the Company but inst", "ead have lette" ], [ "such as the paym former directors w", "ent of a pe ill be set o", "nsion or the u ut in the relev", "nwind of legacy ant remunerati", "share plans). Details on report as they ari", "of any payments se.", "to", "of appointment. The da service for each non-ex", "te of appointment a ecutive director are", "nd the mos shown in th", "t recent e table", "re-appointment and th below:", "e length of" ], [ "", "", "", "", "", "", "", "", "", "", "", "Date of last", "" ], [ "Executive dir With the specific a", "ectors’ pproval of", "external a the Board in e", "ppointmen ach case, exec", "ts utive directors may a", "ccept external", "", "", "", "D appoin", "ate of tment", "re-appointment at AGM", "Length of se as at 2026" ], [ "appointments as", "non-execu", "tive directors", "of other compa", "nies and retain any r", "elated fees paid t", "o them.", "Peter Ventress Stephan Nanninga", "", "1 June 1 May", "2019 2017", "22 April 2025 6 22 April 2025 8", "years 10 mo years 11 mo" ], [ "Recruitment", "of exec", "utive direc", "tors – appr", "oach to remune", "ration", "", "Vin Murria", "", "1 June", "2020", "22 April 2025 5", "years 10 mo" ], [ "Executive direct", "ors", "", "", "", "", "", "Pam Kirby", "", "1 August", "2022", "22 April 2025", "3 years 8 mo" ], [ "For the ongoing st appointment of hi", "ability and gh calibre", "growth of the executives to t", "Group, it is im he Board by ei", "portant to secure, as ther external recruit", "necessary, the ment or internal", "", "Jacky Simmonds", "", "1 March", "2023", "22 April 2025", "3 years 1 m" ], [ "promotion. The ov", "erarching", "principles app", "lied by the Com", "mittee in developin", "g the remuneratio", "n", "Daniela Barone Soares", "16", "December", "2024", "22 April 2025", "1 year 4 mo" ], [ "package will be to", "set an app", "ropriate base", "salary together", "with retirement and", "other benefits a", "nd short", "Julia Wilson", "16", "December", "2024", "22 April 2025", "1 year 4 mo" ], [ "and long term inc", "entives tak", "ing into consid", "eration the skil", "ls and experience of", "the individual, th", "e", "Note", "", "", "", "", "" ], [ "complexity and br", "eadth of t", "he role, the pa", "rticular needs a", "nd situation of the G", "roup, internal rel", "ativities,", "a) O n termination, at any time compensation.", ", a non-executive director i", "s entitled to an", "y accrued", "but unpaid director’s fees but", "not to any other" ], [ "the marketplace i and location. In ad", "n which th dition, the", "e executive will Committee re", "operate and a cognises that i", "n individual’s current t may need to meet c", "remuneration pa ertain relocation", "ckage", "", "", "", "", "", "" ], [ "expenses or expa", "triate bene", "fits as approp", "riate.", "", "", "", "", "", "", "", "", "" ] ] ], "word_count": 962, "visual_charts": [] }, { "page_number": 133, "section": "Directors' Report", "subsection": "Directors' Remuneration Report", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 131", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 131\n\nDIRECTORS’ REMUNERATION REPORT continued\n\nPolicy on payment for departure from office\nOn termination of an executive director’s service contract, the Committee will take into account the\ndeparting director’s duty to mitigate his or her loss when determining the amount of compensation.\nThe Committee’s policy in respect of the treatment of executive directors leaving the Group is\ndescribed below and is designed to support a smooth transition from the Company taking into account\nthe interests of shareholders:\n\n COMPONENT VOLUNTARY RESIGNATION OR DEPARTURE AS A ‘GOOD LEAVER’ OR IN OTHER SPECIFIC COMPONENT VOLUNTARY RESIGNATION OR DEPARTURE AS A ‘GOOD LEAVER’ OR IN OTHER SPECIFIC\n OF PAY TERMINATION FOR CAUSE CIRCUMSTANCES INCLUDING ON AGREED TERMS OF PAY TERMINATION FOR CAUSE CIRCUMSTANCES INCLUDING ON AGREED TERMS\n\n Base salary, Paid for the proportion Paid up to the date of departure or death, including Options As per HMRC regulations As per HMRC regulations.\n pension of the notice period any untaken holidays pro-rated to such date. In the under\n and worked and any untaken case of ill health, a payment in lieu of notice may be Sharesave\n benefits holidays pro-rated to the made and, according to the circumstances, may be\n leaving date subject to mitigation. In such circumstances some Other None Disbursements, such as legal costs and outplacement\n benefits, such as company car or medical insurance fees may be paid.\n may be retained until the end of the notice period. Note:\n The Committee will have the authority to settle any legal claims against the Company, e.g. for unfair dismissal etc, that might arise on\n Annual Cessation of employment Cessation of employment during a bonus year or after termination.\n bonus cash during a bonus year will the year end but prior to the normal bonus payment\n normally result in no cash date will result in cash and deferred bonus being paid\n bonus being paid and pro-rated for the relevant portion of the financial\n year worked and performance achieved.\n\n Annual Unvested deferred shares In the case of the death of an executive, all deferred\n bonus will lapse shares will be transferred to the estate as soon as\n deferred possible after death. In all other cases, subject to the\n shares discretion of the Committee, unvested deferred shares\n will be transferred to the individual on a date\n determined by the Committee.\n\n Restricted Unvested restricted share Subject to the discretion of the Committee, unvested\n shares awards will lapse restricted share awards will normally be retained by\n the individual for the remainder of the vesting period,\n remain subject to the underpin conditions and will\n ordinarily be subject to time pro-ration. Holding period\n terms will ordinarily continue to run until (or be set to\n expire on or no later than) the second anniversary of\n departure from employment, commensurate with\n the post-cessation shareholding requirement.\n However, in the case of the death of an executive, the\n Committee will determine the extent to which the\n unvested shares may be exercised within 12 months\n of the date of death.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\n131\n\nDIRECTORS’ REMUNERATION REPORT continued\nPolicy on payment for departure from office\nOn termination of an executive director’s service contract, the Committee will take into account the\ndeparting director’s duty to mitigate his or her loss when determining the amount of compensation.\nThe Committee’s policy in respect of the treatment of executive directors leaving the Group is\ndescribed below and is designed to support a smooth transition from the Company taking into account\nthe interests of shareholders:\nCOMPONENT\nOF PAY\n\nVOLUNTARY RESIGNATION OR DEPARTURE AS A ‘GOOD LEAVER’ OR IN OTHER SPECIFIC\nTERMINATION FOR CAUSE\nCIRCUMSTANCES INCLUDING ON AGREED TERMS\n\nCOMPONENT\nOF PAY\n\nVOLUNTARY RESIGNATION OR DEPARTURE AS A ‘GOOD LEAVER’ OR IN OTHER SPECIFIC\nTERMINATION FOR CAUSE\nCIRCUMSTANCES INCLUDING ON AGREED TERMS\n\nBase salary,\npension\nand\nbenefits\n\nPaid for the proportion\nof the notice period\nworked and any untaken\nholidays pro-rated to the\nleaving date\n\nOptions\nunder\nSharesave\n\nAs per HMRC regulations\n\nAs per HMRC regulations.\n\nOther\n\nNone\n\nDisbursements, such as legal costs and outplacement\nfees may be paid.\n\nPaid up to the date of departure or death, including\nany untaken holidays pro-rated to such date. In the\ncase of ill health, a payment in lieu of notice may be\nmade and, according to the circumstances, may be\nsubject to mitigation. In such circumstances some\nbenefits, such as company car or medical insurance\nmay be retained until the end of the notice period.\n\nAnnual\nbonus cash\n\nCessation of employment\nduring a bonus year will\nnormally result in no cash\nbonus being paid\n\nCessation of employment during a bonus year or after\nthe year end but prior to the normal bonus payment\ndate will result in cash and deferred bonus being paid\nand pro-rated for the relevant portion of the financial\nyear worked and performance achieved.\n\nAnnual\nbonus\ndeferred\nshares\n\nUnvested deferred shares\nwill lapse\n\nIn the case of the death of an executive, all deferred\nshares will be transferred to the estate as soon as\npossible after death. In all other cases, subject to the\ndiscretion of the Committee, unvested deferred shares\nwill be transferred to the individual on a date\ndetermined by the Committee.\n\nRestricted\nshares\n\nUnvested restricted share\nawards will lapse\n\nSubject to the discretion of the Committee, unvested\nrestricted share awards will normally be retained by\nthe individual for the remainder of the vesting period,\nremain subject to the underpin conditions and will\nordinarily be subject to time pro-ration. Holding period\nterms will ordinarily continue to run until (or be set to\nexpire on or no later than) the second anniversary of\ndeparture from employment, commensurate with\nthe post-cessation shareholding requirement.\nHowever, in the case of the death of an executive, the\nCommittee will determine the extent to which the\nunvested shares may be exercised within 12 months\nof the date of death.\n\nNote:\nThe Committee will have the authority to settle any legal claims against the Company, e.g. for unfair dismissal etc, that might arise on\ntermination.", "tables": [ [ [ "COMPONENT OF PAY", "VOLUNTARY RESIGNATION OR TERMINATION FOR CAUSE", "DEPARTURE AS A ‘GOOD LEAVER’ OR IN OTHER SPECIFIC CIRCUMSTANCES INCLUDING ON AGREED TERMS" ], [ "Base salary, pension and benefits", "Paid for the proportion of the notice period worked and any untaken holidays pro-rated to the leaving date", "" ], [ "Annual bonus cash", "Cessation of employment during a bonus year will normally result in no cash bonus being paid", "" ], [ "Annual bonus deferred shares", "Unvested deferred shares will lapse", "" ], [ "Restricted shares", "Unvested restricted share awards will lapse", "" ] ], [ [ "COMPONENT OF PAY", "VOLUNTARY RESIGNATION OR TERMINATION FOR CAUSE", "DEPARTURE AS A ‘GOOD LEAVER’ OR IN OTHER SPECIFIC CIRCUMSTANCES INCLUDING ON AGREED TERMS" ], [ "Options under Sharesave", "As per HMRC regulations", "" ], [ "Other", "None", "" ] ] ], "word_count": 505, "visual_charts": [] }, { "page_number": 134, "section": "Directors' Report", "subsection": "Directors' Remuneration Report", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 132", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 132\n\nDIRECTORS’ REMUNERATION REPORT continued\n\nDifferences in remuneration policy for executive directors and Remuneration scenarios\nemployees in general The remuneration package comprises both core fixed elements (base salary, pension and other\nThe main difference in remuneration policy between the executive directors and employees in general benefits) and performance based variable elements (cash bonus, the DASBS and the LTIP). The\nis the split of fixed and performance related pay, such as bonus and long term incentives. Overall the structure of the remuneration packages for on-target and stretch performance for each of the two\npercentage of performance related pay, in particular longer term incentive pay, is greater for the executive directors for 2026, in line with the remuneration policy, is illustrated in the bar charts below.\nexecutive directors. This reflects that executive directors have more freedom to act and the\nconsequences of their decisions are likely to have a broader and more far reaching time span of effect Frank van Zanten 100%\n\nthan those decisions made by employees with more limited responsibility. As a consequence only Below threshold performance\nexecutive directors, Executive Committee members and other key employees (currently 28 people) are (Total £1,368,449)\n 32% 25% 43%\ngranted restricted share awards. Approximately 510 senior leaders are granted executive share option Target performance\nawards on an annual basis, which helps to provide a common focus for management in the Company’s (Total £4,343,949)\ndecentralised organisation structure. In most cases, the annual bonuses are related to the 25% 40% 35%\nperformance of individual operating units. Stretch performance\n (Total £5,425,949)\nBonus arrangements vary throughout the Group and are related to the specific role and the country\n 21% 35% 30% 14%\nin which the employee operates. The majority of bonus plans have quantitative targets, but the Stretch + 50% share price\nperformance measures and targets vary according to each specific role. Sales representatives often increase (Total £6,372,699)\nhave annual bonus payments which may be commission based.\n Richard Howes 100%\nWhen there is a critical mass of employees within a country to make it cost-effective to do so, to\nencourage wider employee share ownership, an all employee share plan may be offered. Currently Below threshold performance\nplans are offered to all employees based in Australia, New Zealand, Canada, Germany, Ireland, the (Total £756,136)\n 34% 26% 40%\nNetherlands, the US and the UK. In France, employees take part in profit sharing arrangements in Target performance\naccordance with local regulations. (Total £2,251,286)\n 26% 43% 31%\nRetirement and other benefits offered to employees across the Group differ according to the country\n Stretch performance\nin which the job is based and the function and seniority of the relevant role.\n (Total £2,866,936)\nStatement of consideration of employment conditions elsewhere 23% 37% 27% 13%\n Stretch + 50% share price\nin the Group increase (Total £3,306,686)\nThe Committee is provided annually with information on the salaries and proposed increases for the Total Fixed Remuneration Annual Bonus RSA 50% Share price\nExecutive Committee members and other senior direct reports of the Chief Executive Officer, as well\n Notes\nas data on the average salary increases for leadership teams in each region within the Group. In a)\t\u0007Salary represents annual salary for 2026. Benefits such as a car allowance and private medical insurance have been included based\naddition, the Committee reviews and agrees all grants of executive share options, performance share on 2025 figures. In the case of Frank van Zanten benefits also include a hybrid working allowance.\nawards and restricted share awards. b) Stretch performance plus 50% share price increase shows the effect of a 50% growth in the Company share price on the value of the\n restricted share awards.\nThe Committee considers the general basic salary increase within the geographical regions for the c) Pension represents the value of the annual pension allowance for 2026 for Frank van Zanten and Richard Howes.\nbroader employee population when determining the annual salary increases for the executive directors d) Below threshold performance comprises salary, benefits, pension with no bonus award and for restricted share awards an\n assumption that zero will vest.\nand is cognisant of the Group’s overall employment arrangements when reviewing and implementing\n e) Target performance comprises annual bonus awarded at target level (i.e. for 2026 at 100% of salary for Frank van Zanten and 87.5%\nthe executive directors’ remuneration policy. Members of the Committee held feedback sessions with of salary for Richard Howes comprised of half cash and half deferred shares under the DASBS) and for restricted share awards an\nemployees in all regions and part of the discussion sought the employees’ view on the executive assumption that 100% will vest.\nremuneration approach and application. In addition, the Company monitors employees’ views through f) Stretch performance comprises annual bonus awarded at stretch level (i.e. for 2026 at 200% of salary for Frank van Zanten and 175%\n of salary for Richard Howes comprised of half cash and half deferred shares under the DASBS) and for restricted share awards an\nregular employee surveys.\n assumption that 100% will vest.\n\n Jacky Simmonds\n Chair of the Remuneration Committee\n 2 March 2026", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\n132\n\nAdditional Information\n\nDIRECTORS’ REMUNERATION REPORT continued\nDifferences in remuneration policy for executive directors and\nemployees in general\nThe main difference in remuneration policy between the executive directors and employees in general\nis the split of fixed and performance related pay, such as bonus and long term incentives. Overall the\npercentage of performance related pay, in particular longer term incentive pay, is greater for the\nexecutive directors. This reflects that executive directors have more freedom to act and the\nconsequences of their decisions are likely to have a broader and more far reaching time span of effect\nthan those decisions made by employees with more limited responsibility. As a consequence only\nexecutive directors, Executive Committee members and other key employees (currently 28 people) are\ngranted restricted share awards. Approximately 510 senior leaders are granted executive share option\nawards on an annual basis, which helps to provide a common focus for management in the Company’s\ndecentralised organisation structure. In most cases, the annual bonuses are related to the\nperformance of individual operating units.\nBonus arrangements vary throughout the Group and are related to the specific role and the country\nin which the employee operates. The majority of bonus plans have quantitative targets, but the\nperformance measures and targets vary according to each specific role. Sales representatives often\nhave annual bonus payments which may be commission based.\nWhen there is a critical mass of employees within a country to make it cost-effective to do so, to\nencourage wider employee share ownership, an all employee share plan may be offered. Currently\nplans are offered to all employees based in Australia, New Zealand, Canada, Germany, Ireland, the\nNetherlands, the US and the UK. In France, employees take part in profit sharing arrangements in\naccordance with local regulations.\nRetirement and other benefits offered to employees across the Group differ according to the country\nin which the job is based and the function and seniority of the relevant role.\n\nStatement of consideration of employment conditions elsewhere\nin the Group\nThe Committee is provided annually with information on the salaries and proposed increases for the\nExecutive Committee members and other senior direct reports of the Chief Executive Officer, as well\nas data on the average salary increases for leadership teams in each region within the Group. In\naddition, the Committee reviews and agrees all grants of executive share options, performance share\nawards and restricted share awards.\nThe Committee considers the general basic salary increase within the geographical regions for the\nbroader employee population when determining the annual salary increases for the executive directors\nand is cognisant of the Group’s overall employment arrangements when reviewing and implementing\nthe executive directors’ remuneration policy. Members of the Committee held feedback sessions with\nemployees in all regions and part of the discussion sought the employees’ view on the executive\nremuneration approach and application. In addition, the Company monitors employees’ views through\nregular employee surveys.\n\nRemuneration scenarios\nThe remuneration package comprises both core fixed elements (base salary, pension and other\nbenefits) and performance based variable elements (cash bonus, the DASBS and the LTIP). The\nstructure of the remuneration packages for on-target and stretch performance for each of the two\nexecutive directors for 2026, in line with the remuneration policy, is illustrated in the bar charts below.\nFrank van Zanten\nBelow threshold performance\n(Total £1,368,449)\nTarget performance\n(Total £4,343,949)\nStretch performance\n(Total £5,425,949)\nStretch + 50% share price\nincrease (Total £6,372,699)\nRichard Howes\nBelow threshold performance\n(Total £756,136)\nTarget performance\n(Total £2,251,286)\nStretch performance\n(Total £2,866,936)\nStretch + 50% share price\nincrease (Total £3,306,686)\n\n100%\n\n32%\n\n25%\n\n43%\n\n25%\n\n40%\n\n35%\n\n21%\n\n35%\n\n30%\n\n14%\n\n100%\n\n34%\n\n26%\n\n40%\n\n26%\n\n43%\n\n31%\n\n23%\n\n37%\n\n27%\n\nTotal Fixed Remuneration\n\nAnnual Bonus\n\nRSA\n\n13%\n\n50% Share price\n\nNotes\na)\t\u0007Salary represents annual salary for 2026. Benefits such as a car allowance and private medical insurance have been included based\non 2025 figures. In the case of Frank van Zanten benefits also include a hybrid working allowance.\nb) Stretch performance plus 50% share price increase shows the effect of a 50% growth in the Company share price on the value of the\nrestricted share awards.\nc) Pension represents the value of the annual pension allowance for 2026 for Frank van Zanten and Richard Howes.\nd) Below threshold performance comprises salary, benefits, pension with no bonus award and for restricted share awards an\nassumption that zero will vest.\ne) Target performance comprises annual bonus awarded at target level (i.e. for 2026 at 100% of salary for Frank van Zanten and 87.5%\nof salary for Richard Howes comprised of half cash and half deferred shares under the DASBS) and for restricted share awards an\nassumption that 100% will vest.\nf) Stretch performance comprises annual bonus awarded at stretch level (i.e. for 2026 at 200% of salary for Frank van Zanten and 175%\nof salary for Richard Howes comprised of half cash and half deferred shares under the DASBS) and for restricted share awards an\nassumption that 100% will vest.\n\nJacky Simmonds\nChair of the Remuneration Committee\n2 March 2026", "tables": [ [ [ "Bunzl plc Annua", "l Report 2025", "", "Strategic Report", "", "Directors’ Report", "Fin", "ancial Statement", "s", "", "Additional Info", "rmation", "", "", "", "13" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "DIRECTORS’ R", "EMUNERAT", "ION REPORT contin", "ued", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "Differences", "in remune", "ration policy for", "executive dire", "ctors and", "", "Remuneration", "scenarios", "", "", "", "", "", "", "", "" ], [ "employees i", "n general", "", "", "", "", "The remuneration p", "ackage comprise", "s both co", "re fixed", "elements (ba", "se salary, pe", "nsion an", "d o", "ther", "" ], [ "The main differe", "nce in remune", "ration policy between", "the executive direct", "ors and emplo", "yees in general", "benefits) and perfor", "mance based var", "iable elem", "ents (", "cash bonus, th", "e DASBS an", "d the LTI", "P).", "The", "" ], [ "is the split of fix", "ed and perform", "ance related pay, suc", "h as bonus and long", "term incentive", "s. Overall the", "structure of the rem", "uneration packa", "ges for on", "-target", "and stretch p", "erformance", "for each", "of", "the tw", "o" ], [ "percentage of p", "erformance re", "lated pay, in particular", "longer term incentiv", "e pay, is greate", "r for the", "executive directors f", "or 2026, in line w", "ith the re", "muner", "ation policy, is", "illustrated i", "n the bar", "ch", "arts b", "elow." ], [ "executive direct", "ors. This reflec", "ts that executive direc", "tors have more free", "dom to act and", "the", "Frank van Zanten", "", "100%", "", "", "", "", "", "", "" ], [ "consequences o than those deci", "f their decisio sions made by", "ns are likely to have a b employees with more", "roader and more fa limited responsibilit", "r reaching time y. As a consequ", "span of effect ence only", "Below threshold per", "formance", "", "", "", "", "", "", "", "" ], [ "executive direct", "ors, Executive", "Committee members", "and other key emplo", "yees (currently", "28 people) are", "(Total £1,368,449)", "", "32%", "25%", "", "43%", "", "", "", "" ], [ "granted restrict awards on an an", "ed share awar nual basis, wh", "ds. Approximately 510 ich helps to provide a", "senior leaders are g common focus for m", "ranted executi anagement in", "ve share option the Company’s", "Target performance (Total £4,343,949)", "", "", "", "", "", "", "", "", "" ], [ "decentralised or performance of Bonus arrangem", "ganisation str individual ope ents vary thro", "ucture. In most cases, rating units. ughout the Group an", "the annual bonuses d are related to the s", "are related to pecific role an", "the d the country", "Stretch performance (Total £5,425,949)", "", "25% 21%", "", "40% 35%", "", "35% 30%", "", "14", "%" ], [ "in which the em performance m have annual bon When there is a encourage wide", "ployee operate easures and ta us payments critical mass o r employee sh", "s. The majority of bon rgets vary according t which may be commis f employees within a c are ownership, an all e", "us plans have quant o each specific role. sion based. ountry to make it co mployee share plan", "itative targets, Sales represen st-effective to may be offered", "but the tatives often do so, to . Currently", "Stretch + 50% share increase (Total £6,37 Richard Howes Below threshold per", "price 2,699) formance", "100%", "", "", "", "", "", "", "" ], [ "plans are offere Netherlands, th", "d to all employ e US and the U", "ees based in Australia K. In France, employe", ", New Zealand, Cana es take part in profit", "da, Germany, Ir sharing arrang", "eland, the ements in", "(Total £756,136) Target performance", "", "34%", "2", "6%", "40%", "", "", "", "" ], [ "accordance with Retirement and", "local regulatio other benefits", "ns. offered to employees", "across the Group di", "ffer according t", "o the country", "(Total £2,251,286)", "", "26%", "", "43%", "", "31%", "", "", "" ], [ "in which the job", "is based and t", "he function and senio", "rity of the relevant ro", "le.", "", "Stretch performance (Total £2,866,936)", "", "", "", "", "", "", "", "", "" ], [ "Statement in the Grou", "of consider p", "ation of employ", "ment condition", "s elsewher", "e", "Stretch + 50% share", "price", "23%", "", "37%", "", "27%", "", "13", "%" ], [ "The Committee", "is provided an", "nually with informatio", "n on the salaries and", "proposed incr", "eases for the", "increase (Total £3,30", "6,686) Tota", "l Fixed Rem", "unerati", "on Annual", "Bonus R", "SA 5", "0%", "Share p", "rice" ], [ "Executive Comm as data on the a", "ittee member verage salary i", "s and other senior dir ncreases for leadershi", "ect reports of the Ch p teams in each regi", "ief Executive O on within the G", "fficer, as well roup. In", "Notes a) S alary represents annua", "l salary for 2026. Ben", "efits such as", "a car allo", "wance and private", "medical insuran", "ce have be", "en i", "ncluded", "based" ], [ "addition, the Co awards and rest", "mmittee revie ricted share a", "ws and agrees all gran wards.", "ts of executive share", "options, perfo", "rmance share", "on 2025 figures. In the c b) Stretch performance pl", "ase of Frank van Zant us 50% share price inc", "en benefits a rease shows", "lso includ the effec", "e a hybrid working t of a 50% growth", "allowance. in the Company", "share price", "on", "the valu", "e of th" ], [ "", "", "", "", "", "", "restricted share awards", ".", "", "", "", "", "", "", "", "" ], [ "The Committee", "considers the", "general basic salary in", "crease within the ge", "ographical regi", "ons for the", "c) Pension represents the", "value of the annual pe", "nsion allowa", "nce for 2", "026 for Frank van", "Zanten and Rich", "ard Howes.", "", "", "" ], [ "broader employ and is cognisant", "ee population of the Group’", "when determining the s overall employment", "annual salary incre arrangements when", "ases for the ex reviewing and", "ecutive directors implementing", "d) Below threshold perfor assumption that zero wi e) Target performance com", "mance comprises sala ll vest. prises annual bonus", "ry, benefits, awarded at t", "pension w arget leve", "ith no bonus awa l (i.e. for 2026 at 1", "rd and for restri 00% of salary fo", "cted share r Frank van", "awa Zan", "rds an ten and", "87.5%" ], [ "the executive di employees in all", "rectors’ remun regions and p", "eration policy. Memb art of the discussion s", "ers of the Committee ought the employee", "held feedback s’ view on the e", "sessions with xecutive", "of salary for Richard Ho assumption that 100% w", "wes comprised of half ill vest.", "cash and hal", "f deferre", "d shares under the", "DASBS) and for", "restricted", "sha", "re award", "s an" ], [ "remuneration a", "pproach and a", "pplication. In addition,", "the Company monit", "ors employees", "’ views through", "f) Stretch performance co of salary for Richard Ho", "mprises annual bonus wes comprised of half", "awarded at cash and hal", "stretch le f deferre", "vel (i.e. for 2026 at d shares under the", "200% of salary DASBS) and for", "for Frank v restricted", "an Z sha", "anten an re award", "d 175 s an" ], [ "regular employe", "e surveys.", "", "", "", "", "assumption that 100% w", "ill vest.", "", "", "", "", "", "", "", "" ], [ "", "", "", "", "", "", "Jacky Simmonds", "", "", "", "", "", "", "", "", "" ], [ "", "", "", "", "", "", "Chair of the Remun", "eration Commit", "tee", "", "", "", "", "", "", "" ], [ "", "", "", "", "", "", "2 March 2026", "", "", "", "", "", "", "", "", "" ] ] ], "word_count": 852, "visual_charts": [ { "title": "Remuneration scenarios 2026 – Frank van Zanten (stacked bar, % split)", "type": "scenario_bar", "components": [ "Total Fixed Remuneration", "Annual Bonus", "RSA", "50% Share price" ], "scenarios": [ { "scenario": "Below threshold performance", "total_gbp": 1368449, "split_percent": { "Total Fixed Remuneration": 100 } }, { "scenario": "Target performance", "total_gbp": 4343949, "split_percent": { "Total Fixed Remuneration": 32, "Annual Bonus": 25, "RSA": 43 } }, { "scenario": "Stretch performance", "total_gbp": 5425949, "split_percent": { "Total Fixed Remuneration": 25, "Annual Bonus": 40, "RSA": 35 } }, { "scenario": "Stretch + 50% share price increase", "total_gbp": 6372699, "split_percent": { "Total Fixed Remuneration": 21, "Annual Bonus": 35, "RSA": 30, "50% Share price": 14 } } ] }, { "title": "Remuneration scenarios 2026 – Richard Howes (stacked bar, % split)", "type": "scenario_bar", "components": [ "Total Fixed Remuneration", "Annual Bonus", "RSA", "50% Share price" ], "scenarios": [ { "scenario": "Below threshold performance", "total_gbp": 756136, "split_percent": { "Total Fixed Remuneration": 100 } }, { "scenario": "Target performance", "total_gbp": 2251286, "split_percent": { "Total Fixed Remuneration": 34, "Annual Bonus": 26, "RSA": 40 } }, { "scenario": "Stretch performance", "total_gbp": 2866936, "split_percent": { "Total Fixed Remuneration": 26, "Annual Bonus": 43, "RSA": 31 } }, { "scenario": "Stretch + 50% share price increase", "total_gbp": 3306686, "split_percent": { "Total Fixed Remuneration": 23, "Annual Bonus": 37, "RSA": 27, "50% Share price": 13 } } ] } ] }, { "page_number": 135, "section": "Directors' Report", "subsection": "Other Statutory Information", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 133", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 133\n\nOTHER STATUTORY INFORMATION\n\nThe Strategic report on pages 2 to 73, the Additional regulatory disclosures • is absent without permission from Board Directors’ indemnities\nCorporate governance report on pages 74 to 132 Apart from the dividend waiver, which has been meetings for six consecutive months and the\n Qualifying third party indemnities were in force\nand this Other statutory information section issued in respect of shares held by the Bunzl Board resolves that his or her office be vacated;\n throughout 2025 and remain in force as at the\non pages 133 to 135 together, form the Group General Employee Benefit Trust (‘EBT’) or\n date of this report under which the Company\nDirectors’ report. referred to in Note 21 to the consolidated financial • becomes bankrupt or compounds with his has agreed to indemnify the directors and the\nThe Strategic report and Directors’ report make statements, there are no additional regulatory or her creditors generally; or Company Secretary, in addition to other senior\nup the management report as required under disclosures required to be included in the • is prohibited by law from being a director; or executives who are directors of subsidiaries of the\nRule 4.1.8R of the DTRs. Directors’ report. • ceases to be a director by virtue of any Company, to the extent permitted by law and the\n provision of the Companies Act 2006 or is Articles in respect of all losses arising out of, or\nThese reports have been drawn up and Board of directors in connection with, the execution of their powers,\npresented in accordance with, and in reliance removed from office pursuant to the Articles.\n Directors may be elected by ordinary resolution duties and responsibilities as a director or officer\nupon, applicable English company law and any at a duly convened general meeting or appointed Biographical details of all the current directors are of the Company or any of its subsidiaries.\nliability of the directors in connection with these by the Board. Under the Articles, the minimum set out on pages 76 and 77.\nreports shall be subject to the limitations and number of directors shall be two and the Branches\nrestrictions provided by such law. Directors’ interests in the Company’s ordinary\n maximum shall be 15. In accordance with the The Company, through various subsidiaries, has\n shares are shown in Note 24 to the consolidated\nUnder the Companies Act 2006, a safe harbour Articles, at every AGM all the directors at the date established branches in a number of different\n financial statements. None of the directors were\nlimits the liability of directors in respect of of the notice convening the AGM shall retire from countries in which the Group operates.\n materially interested in any contract of\nstatements in and omissions from a strategic office and may offer themselves for appointment\n significance with the Company or any of its Dividends\nreport and a directors’ report. Under English law, or re-appointment by the members. The Board\n subsidiary undertakings during or at the end of\nthe directors would be liable to the Company, but may also appoint a person willing to act as a An interim dividend of 20.2p per share was paid\n 2025.\nnot to any third party, if the Strategic report or the director during the year either to fill a vacancy on 5 January 2026 in respect of 2025 and the\nDirectors’ report contain errors as a result of or as an additional director but so that the total Information relating to the directors’ service directors are recommending a final dividend of\nrecklessness or knowing misstatement or number of directors shall not at any time exceed agreements, their remuneration for the year and 53.9p per share, making a total for the year of\ndishonest concealment of a material fact but 15. However, such appointee shall only hold office details of the directors’ share options under the 74.1p per share (2024: 73.9p). Dividend details\nwould not otherwise be liable. until the next AGM of the Company. Company’s share option schemes and awards are given in Note 22 to the consolidated financial\n under the Long Term Incentive Plan and statements. Subject to shareholder approval at\nAccounting policies, financial In addition to any power to remove a director\n Deferred Annual Share Bonus Scheme are set out the 2026 AGM, the final dividend will be paid on\n from office conferred by the Companies Act\ninstruments, and risk 2006, the Company may also by special resolution\n in the Directors’ remuneration report on pages 2 July 2026 to those shareholders on the register\nDetails of the Group’s accounting policies, 110 to 132. at the close of business on 22 May 2026.\n remove a director from office before the\nfinancial instruments and risk are outlined in expiration of his or her period of office under Powers of the directors Environmental and social\nNote 18 to the consolidated financial statements. the Articles. Subject to the Articles, the Companies Act 2006 responsibility\nAnnual General Meeting The office of a director shall also be vacated and any directions given by the Company by The directors recognise that the Company is\nThe Notice convening the Company’s pursuant to the Articles if the director: special resolution, the business of the Company part of a wider community and that it has a\nAnnual General Meeting (‘AGM’), to be held at • resigns by giving notice in writing sent to or is managed by the Board who may exercise all responsibility to act in a way that respects the\n5 Broadgate, London EC2M 2QS on Wednesday received at the office or at an address specified powers of the Company. The Board may, by power environment and social and community issues.\n22 April 2026 at 11.00 am, is set out in a separate by the Company for the purposes of of attorney or otherwise, appoint any person or Further information relating to the Company’s\nletter from the Chairman to shareholders. communication by electronic means or persons to be the agent or agents of the Company approach to these matters is set out in the\n tendered at a meeting of the Board and that for such purposes and on such conditions as the Sustainability report on pages 42 to 57.\nArticles of Association resignation becomes effective, or is asked to Board determines.\nAny amendments to the Company’s articles resign by all of the other directors who are not\nof association (the ‘Articles’) may be made in less than three in number; or\naccordance with the provisions of the Companies • is or has been suffering from mental or physical\nAct 2006 by way of a special resolution of the ill health and the Board resolves that his or her\nCompany’s shareholders at a general meeting. office be vacated; or", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\n133\n\nOTHER STATUTORY INFORMATION\nThe Strategic report on pages 2 to 73, the\nCorporate governance report on pages 74 to 132\nand this Other statutory information section\non pages 133 to 135 together, form the\nDirectors’ report.\nThe Strategic report and Directors’ report make\nup the management report as required under\nRule 4.1.8R of the DTRs.\nThese reports have been drawn up and\npresented in accordance with, and in reliance\nupon, applicable English company law and any\nliability of the directors in connection with these\nreports shall be subject to the limitations and\nrestrictions provided by such law.\nUnder the Companies Act 2006, a safe harbour\nlimits the liability of directors in respect of\nstatements in and omissions from a strategic\nreport and a directors’ report. Under English law,\nthe directors would be liable to the Company, but\nnot to any third party, if the Strategic report or the\nDirectors’ report contain errors as a result of\nrecklessness or knowing misstatement or\ndishonest concealment of a material fact but\nwould not otherwise be liable.\n\nAccounting policies, financial\ninstruments, and risk\nDetails of the Group’s accounting policies,\nfinancial instruments and risk are outlined in\nNote 18 to the consolidated financial statements.\n\nAnnual General Meeting\nThe Notice convening the Company’s\nAnnual General Meeting (‘AGM’), to be held at\n5 Broadgate, London EC2M 2QS on Wednesday\n22 April 2026 at 11.00 am, is set out in a separate\nletter from the Chairman to shareholders.\n\nArticles of Association\nAny amendments to the Company’s articles\nof association (the ‘Articles’) may be made in\naccordance with the provisions of the Companies\nAct 2006 by way of a special resolution of the\nCompany’s shareholders at a general meeting.\n\nAdditional regulatory disclosures\nApart from the dividend waiver, which has been\nissued in respect of shares held by the Bunzl\nGroup General Employee Benefit Trust (‘EBT’)\nreferred to in Note 21 to the consolidated financial\nstatements, there are no additional regulatory\ndisclosures required to be included in the\nDirectors’ report.\n\nBoard of directors\nDirectors may be elected by ordinary resolution\nat a duly convened general meeting or appointed\nby the Board. Under the Articles, the minimum\nnumber of directors shall be two and the\nmaximum shall be 15. In accordance with the\nArticles, at every AGM all the directors at the date\nof the notice convening the AGM shall retire from\noffice and may offer themselves for appointment\nor re-appointment by the members. The Board\nmay also appoint a person willing to act as a\ndirector during the year either to fill a vacancy\nor as an additional director but so that the total\nnumber of directors shall not at any time exceed\n15. However, such appointee shall only hold office\nuntil the next AGM of the Company.\nIn addition to any power to remove a director\nfrom office conferred by the Companies Act\n2006, the Company may also by special resolution\nremove a director from office before the\nexpiration of his or her period of office under\nthe Articles.\nThe office of a director shall also be vacated\npursuant to the Articles if the director:\n• resigns by giving notice in writing sent to or\nreceived at the office or at an address specified\nby the Company for the purposes of\ncommunication by electronic means or\ntendered at a meeting of the Board and that\nresignation becomes effective, or is asked to\nresign by all of the other directors who are not\nless than three in number; or\n• is or has been suffering from mental or physical\nill health and the Board resolves that his or her\noffice be vacated; or\n\n• is absent without permission from Board\nmeetings for six consecutive months and the\nBoard resolves that his or her office be vacated;\nor\n• becomes bankrupt or compounds with his\nor her creditors generally; or\n• is prohibited by law from being a director; or\n• ceases to be a director by virtue of any\nprovision of the Companies Act 2006 or is\nremoved from office pursuant to the Articles.\nBiographical details of all the current directors are\nset out on pages 76 and 77.\nDirectors’ interests in the Company’s ordinary\nshares are shown in Note 24 to the consolidated\nfinancial statements. None of the directors were\nmaterially interested in any contract of\nsignificance with the Company or any of its\nsubsidiary undertakings during or at the end of\n2025.\nInformation relating to the directors’ service\nagreements, their remuneration for the year and\ndetails of the directors’ share options under the\nCompany’s share option schemes and awards\nunder the Long Term Incentive Plan and\nDeferred Annual Share Bonus Scheme are set out\nin the Directors’ remuneration report on pages\n110 to 132.\n\nPowers of the directors\nSubject to the Articles, the Companies Act 2006\nand any directions given by the Company by\nspecial resolution, the business of the Company\nis managed by the Board who may exercise all\npowers of the Company. The Board may, by power\nof attorney or otherwise, appoint any person or\npersons to be the agent or agents of the Company\nfor such purposes and on such conditions as the\nBoard determines.\n\nDirectors’ indemnities\nQualifying third party indemnities were in force\nthroughout 2025 and remain in force as at the\ndate of this report under which the Company\nhas agreed to indemnify the directors and the\nCompany Secretary, in addition to other senior\nexecutives who are directors of subsidiaries of the\nCompany, to the extent permitted by law and the\nArticles in respect of all losses arising out of, or\nin connection with, the execution of their powers,\nduties and responsibilities as a director or officer\nof the Company or any of its subsidiaries.\n\nBranches\nThe Company, through various subsidiaries, has\nestablished branches in a number of different\ncountries in which the Group operates.\n\nDividends\nAn interim dividend of 20.2p per share was paid\non 5 January 2026 in respect of 2025 and the\ndirectors are recommending a final dividend of\n53.9p per share, making a total for the year of\n74.1p per share (2024: 73.9p). Dividend details\nare given in Note 22 to the consolidated financial\nstatements. Subject to shareholder approval at\nthe 2026 AGM, the final dividend will be paid on\n2 July 2026 to those shareholders on the register\nat the close of business on 22 May 2026.\n\nEnvironmental and social\nresponsibility\nThe directors recognise that the Company is\npart of a wider community and that it has a\nresponsibility to act in a way that respects the\nenvironment and social and community issues.\nFurther information relating to the Company’s\napproach to these matters is set out in the\nSustainability report on pages 42 to 57.", "tables": [ [ [ "Bunzl plc Annual Report", "2025", "", "Strategic Report", "", "Dir", "ectors’ Report", "", "Financial State", "ments", "", "Additional Informatio", "n", "", "133" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "OTHER STATUTO", "RY INFORMA", "TION", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "The Strategic report on Corporate governance r and this Other statutory", "pages 2 to 73, the eport on pages 74 information secti", "to 132 on", "Additional re Apart from the di issued in respect", "gulat vidend of shar", "ory disclo waiver, which es held by the", "sures has been Bunzl", "• is absent with meetings for s Board resolve", "out permission ix consecutive s that his or he", "from Boar months an r office be v", "d d the acated;", "Directors’ inde Qualifying third part throughout 2025 an", "mniti y indem d remai", "es nities were in n in force as a", "force t the" ], [ "on pages 133 to 135 tog Directors’ report. The Strategic report an", "ether, form the d Directors’ report", "make", "Group General E referred to in Not statements, ther", "mploye e 21 to e are no", "e Benefit Trust the consolidat additional reg", "(‘EBT’) ed financial ulatory", "or • becomes ban or her credito", "krupt or compo rs generally; or", "unds with", "his", "date of this report u has agreed to indem Company Secretary,", "nder wh nify the in addit", "ich the Comp directors and ion to other s", "any the enior" ], [ "up the management rep", "ort as required un", "der", "disclosures requi", "red to b", "e included in t", "he", "• is prohibited b", "y law from bei", "ng a directo", "r; or", "executives who are d", "irectors", "of subsidiari", "es of th" ], [ "Rule 4.1.8R of the DTRs. These reports have bee", "n drawn up and", "", "Directors’ report. Board of dire", "ctors", "", "", "• ceases to be a provision of th removed from", "director by vir e Companies A office pursuan", "tue of any ct 2006 or t to the Art", "is icles.", "Company, to the ext Articles in respect of in connection with, t", "ent perm all losse he exec", "itted by law s arising out ution of their", "and the of, or powers," ], [ "presented in accordanc upon, applicable English liability of the directors i reports shall be subject restrictions provided by Under the Companies A limits the liability of dire", "e with, and in relia company law and n connection with to the limitations a such law. ct 2006, a safe har ctors in respect of", "nce any these nd bour", "Directors may be at a duly convene by the Board. Un number of direct maximum shall b Articles, at every of the notice con", "elected d gene der the ors shal e 15. In AGM all vening t", "by ordinary r ral meeting or Articles, the m l be two and t accordance wi the directors he AGM shall r", "esolution appointed inimum he th the at the date etire from", "Biographical det set out on pages Directors’ intere shares are show financial stateme", "ails of all the cu 76 and 77. sts in the Comp n in Note 24 to nts. None of t", "rrent direc any’s ordin the consoli he directors", "tors are ary dated were", "duties and responsib of the Company or a Branches The Company, throu established branche countries in which th", "ilities a ny of its gh vario s in a nu e Grou", "s a director o subsidiaries. us subsidiarie mber of diffe p operates.", "r officer s, has rent" ], [ "statements in and omis report and a directors’ r the directors would be l not to any third party, if", "sions from a strate eport. Under Engli iable to the Compa the Strategic repo", "gic sh law, ny, but rt or the", "office and may off or re-appointme may also appoint director during th", "er the nt by th a perso e year", "mselves for ap e members. Th n willing to ac either to fill a v", "pointment e Board t as a acancy", "materially intere significance with subsidiary under 2025.", "sted in any con the Company takings during", "tract of or any of its or at the e", "nd of", "Dividends An interim dividend on 5 January 2026 in", "of 20.2p respect", "per share wa of 2025 and", "s paid the" ], [ "Directors’ report contai", "n errors as a result", "of", "or as an addition", "al direct", "or but so that", "the total", "Information rela", "ting to the dire", "ctors’ servic", "e", "directors are recom", "mending", "a final divide", "nd of" ], [ "recklessness or knowin", "g misstatement or", "", "number of direct", "ors shal", "l not at any tim", "e exceed", "agreements, the", "ir remuneratio", "n for the ye", "ar and", "53.9p per share, ma", "king a to", "tal for the yea", "r of" ], [ "dishonest concealment", "of a material fact b", "ut", "15. However, suc", "h appoi", "ntee shall only", "hold office", "details of the dir", "ectors’ share o", "ptions unde", "r the", "74.1p per share (202", "4: 73.9p", "). Dividend de", "tails" ], [ "would not otherwise be", "liable.", "", "until the next AG", "M of the", "Company.", "", "Company’s shar", "e option schem", "es and awa", "rds", "are given in Note 22", "to the c", "onsolidated fi", "nancial" ], [ "Accounting polici instruments, and", "es, financial risk", "", "In addition to any from office confe", "power rred by", "to remove a d the Companie", "irector s Act", "under the Long Deferred Annual in the Directors’", "Term Incentive Share Bonus S remuneration", "Plan and cheme are report on p", "set out ages", "statements. Subject the 2026 AGM, the fi 2 July 2026 to those", "to share nal divid shareho", "holder appro end will be p lders on the r", "val at aid on egister" ], [ "Details of the Group’s a financial instruments an Note 18 to the consolid", "ccounting policies, d risk are outlined ated financial state", "in ments.", "2006, the Compa remove a directo expiration of his the Articles.", "ny may r from o or her p", "also by specia ffice before th eriod of office", "l resolution e under", "110 to 132. Powers of th", "e director", "s", "", "at the close of busin Environmental", "ess on 2 and s", "2 May 2026. ocial", "" ], [ "Annual General M", "eeting", "", "The office of a dir pursuant to the A", "ector s rticles i", "hall also be vac f the director:", "ated", "Subject to the Ar and any directio special resolutio", "ticles, the Com ns given by the n, the business", "panies Act Company b of the Com", "2006 y pany", "responsibility The directors recogn", "ise that", "the Compan", "y is" ], [ "The Notice convening th Annual General Meeting", "e Company’s (‘AGM’), to be held", "at", "• resigns by givin", "g notic", "e in writing se", "nt to or", "is managed by th", "e Board who m", "ay exercis", "e all", "part of a wider comm responsibility to act i", "unity a n a way", "nd that it has that respects", "a the" ], [ "5 Broadgate, London EC", "2M 2QS on Wedne", "sday", "received at the", "office o", "r at an addres", "s specified", "powers of the Co", "mpany. The B", "oard may, b", "y power", "environment and so", "cial and", "community is", "sues." ], [ "22 April 2026 at 11.00 a", "m, is set out in a se", "parate", "by the Compan", "y for th", "e purposes of", "", "of attorney or ot", "herwise, appoi", "nt any pers", "on or", "Further information", "relating", "to the Comp", "any’s" ], [ "letter from the Chairma", "n to shareholders.", "", "communicatio", "n by ele", "ctronic means", "or", "persons to be th", "e agent or age", "nts of the C", "ompany", "approach to these m", "atters is", "set out in th", "e" ], [ "", "", "", "tendered at a", "meeting", "of the Board", "and that", "for such purpos", "es and on such", "conditions", "as the", "Sustainability report", "on pag", "es 42 to 57.", "" ], [ "Articles of Associ", "ation", "", "resignation be", "comes e", "ffective, or is", "asked to", "Board determin", "es.", "", "", "", "", "", "" ], [ "Any amendments to the", "Company’s article", "s", "resign by all of", "the oth", "er directors w", "ho are not", "", "", "", "", "", "", "", "" ], [ "of association (the ‘Artic", "les’) may be made", "in", "less than three", "in num", "ber; or", "", "", "", "", "", "", "", "", "" ], [ "accordance with the pro", "visions of the Com", "panies", "• is or has been", "sufferin", "g from mental", "or physical", "", "", "", "", "", "", "", "" ], [ "Act 2006 by way of a sp", "ecial resolution of t", "he", "ill health and t", "he Boar", "d resolves tha", "t his or her", "", "", "", "", "", "", "", "" ], [ "Company’s shareholder", "s at a general mee", "ting.", "office be vacat", "ed; or", "", "", "", "", "", "", "", "", "", "" ] ] ], "word_count": 1131, "visual_charts": [] }, { "page_number": 136, "section": "Directors' Report", "subsection": "Other Statutory Information", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 134", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 134\n\nOTHER STATUTORY INFORMATION continued\n\nEmployment policies Share capital attached to any class may be varied or abrogated Restrictions on transfer of shares\nThe employment policies of the Group have The Company has a single class of share capital by special resolution passed at a separate general Dealings in the Company’s ordinary shares by\nbeen developed to meet the needs of its different which is divided into ordinary shares of 32¹⁄ ⁷p meeting of such holders. Subject to the rights its directors, persons discharging managerial\nbusiness areas and the locations in which they each which rank pari passu in respect of attached to any existing shares, rights attached responsibilities, certain employees of the\noperate worldwide, embodying the principles of participation and voting rights. The shares are in to shares will be deemed to be varied by the Company and, in each case, any persons closely\nequal opportunity. The Group has standards of registered form, are fully paid up and are quoted reduction of capital paid up on the shares and by associated with them, are subject to the\nbusiness conduct with which it expects all its on the London Stock Exchange. In addition, the the allotment of further shares ranking in priority Company’s Share Dealing Code.\nemployees to comply. Bunzl encourages the Company operates a Level 1 American Depositary in respect of dividend or capital or which confer\n on the holders more favourable voting rights than Certain restrictions, which are customary for a\ninvolvement of its employees in the performance Receipt programme with J.P. Morgan Chase Bank,\n the first-mentioned shares, but will not otherwise listed company, apply to transfers of shares in the\nof the business in which they are employed and N.A. under which the Company’s shares are\n be deemed to be varied by the creation or issue Company. The Board may refuse to register an\naims to achieve a sense of shared commitment. traded on the over-the-counter market in the\n of further shares. instrument of transfer of any share which is not\nIn addition to a regular magazine, which provides form of American Depositary Receipts.\n a fully paid share and of a certificated share at its\na variety of information on activities and Power to issue and allot shares\n Details of changes to the issued share capital discretion unless it is:\ndevelopments within the Group and incorporates\n during the year are set out in Note 21 to the The directors are generally and unconditionally • lodged, duly stamped or duly certified, at the\nhalf year and annual financial results,\n consolidated financial statements. authorised under the authorities granted at the offices of the Company’s registrar or such other\nannouncements are periodically circulated to give\n 2025 AGM to allot shares in the Company up place as the Board may specify and is\ndetails of corporate and employee matters, Bunzl Group General Employee to approximately one third of the Company’s\ntogether with a number of subsidiary or business accompanied by the certificate for the shares to\n Benefit Trust issued share capital or two thirds in respect which it relates and such other evidence as the\narea publications dealing with activities in specific\n The trustee of the EBT holds shares in respect of of a rights issue. Board may reasonably require to show the right\nparts of the Group.\n employee share options and awards that have not of the transferor to make the transfer;\n The directors were also given the power to allot\nIt is the Group’s policy that applicants with a been exercised or vested. The EBT abstains from\n ordinary shares for cash up to a limit representing • in respect of only one class of share; and\ndisability should be considered for employment voting in respect of these shares. The trustee has\n approximately 20% of the Company’s issued • in favour of not more than four transferees.\nand career development on the basis of their agreed to waive the right to dividend payments\n share capital as at 11 March 2025, without regard\naptitudes and abilities. Employees who develop on shares held within the EBT. Details of the Registration of a transfer of an uncertificated\n to the pre-emption provisions of the Companies\na disability during their working life will be shares so held are set out in Note 21 to the share may be refused in the circumstances set out\n Act 2006; however, more than 10% can only be\nretained in employment wherever possible consolidated financial statements. in the uncertificated securities rules, and where, in\n used in connection with an acquisition or\nand given help with rehabilitation and training. the case of a transfer to joint holders, the number\n Rights and obligations attaching specified capital investment. In both cases an\nFurther information relating to the Group’s of joint holders to whom the uncertificated share\n additional follow-on offer, up to a nominal amount\nemployees can be found in the Our people to shares is to be transferred exceeds four.\n equal to 20% of any allotment made can be made\nsection on pages 39 to 41. Subject to the provisions of the Companies Act to existing holders of securities not allocated In addition, no instrument of transfer for\n 2006 and without prejudice to any rights attached\nFinancial instruments shares under the allotment. certificated shares shall be registered if the\n to any existing shares, the Company may resolve transferor has been served with a restriction\nInformation on the use of financial instruments by ordinary resolution to issue shares with such No such shares were issued or allotted under\n notice as defined in the Articles after failure to\ncan be found in the Financial review on pages 28 rights and restrictions as set out in such these authorities in 2025, nor is there any current\n provide the Company with information\nto 34 and in the Notes to the financial statements resolution or (if there is no such resolution or so intention to do so, other than to satisfy share\n concerning certain interests in the Company’s\non pages 141 to 177. far as it does not make specific provision) as the options under the Company’s share option\n shares required to be provided under the\n Board may decide. Subject to the provisions of schemes and, if necessary, to satisfy the\nPolitical donations consideration payable for businesses to be\n Companies Act 2006, unless the transfer is shown\n the Companies Act 2006 and of any resolution of to the Board to be pursuant to an arm’s length\nDuring 2025, no contributions were made for acquired. These authorities are valid until the\n the Company passed pursuant thereto and sale. The Board has the power to procure that\npolitical purposes. conclusion of the forthcoming AGM and the\n without prejudice to any rights attached to uncertificated shares are converted into\n existing shares, the Board is duly authorised to directors again propose to seek equivalent\n certificated shares and kept in certificated form\n issue and allot, grant options over or otherwise authorities at such AGM.\n for as long as the Board requires.\n dispose of the Company’s shares on such terms\n and conditions and at such times as it thinks fit. If The Company is not aware of any agreements\n at any time the share capital of the Company is between shareholders that may result in any\n divided into different classes of shares, the rights restriction of the transfer of shares or voting rights.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\n134\n\nOTHER STATUTORY INFORMATION continued\nEmployment policies\n\nShare capital\n\nThe employment policies of the Group have\nbeen developed to meet the needs of its different\nbusiness areas and the locations in which they\noperate worldwide, embodying the principles of\nequal opportunity. The Group has standards of\nbusiness conduct with which it expects all its\nemployees to comply. Bunzl encourages the\ninvolvement of its employees in the performance\nof the business in which they are employed and\naims to achieve a sense of shared commitment.\nIn addition to a regular magazine, which provides\na variety of information on activities and\ndevelopments within the Group and incorporates\nhalf year and annual financial results,\nannouncements are periodically circulated to give\ndetails of corporate and employee matters,\ntogether with a number of subsidiary or business\narea publications dealing with activities in specific\nparts of the Group.\n\nThe Company has a single class of share capital\nwhich is divided into ordinary shares of 32¹⁄ ⁷p\neach which rank pari passu in respect of\nparticipation and voting rights. The shares are in\nregistered form, are fully paid up and are quoted\non the London Stock Exchange. In addition, the\nCompany operates a Level 1 American Depositary\nReceipt programme with J.P. Morgan Chase Bank,\nN.A. under which the Company’s shares are\ntraded on the over-the-counter market in the\nform of American Depositary Receipts.\n\nIt is the Group’s policy that applicants with a\ndisability should be considered for employment\nand career development on the basis of their\naptitudes and abilities. Employees who develop\na disability during their working life will be\nretained in employment wherever possible\nand given help with rehabilitation and training.\nFurther information relating to the Group’s\nemployees can be found in the Our people\nsection on pages 39 to 41.\n\nFinancial instruments\nInformation on the use of financial instruments\ncan be found in the Financial review on pages 28\nto 34 and in the Notes to the financial statements\non pages 141 to 177.\n\nPolitical donations\nDuring 2025, no contributions were made for\npolitical purposes.\n\nDetails of changes to the issued share capital\nduring the year are set out in Note 21 to the\nconsolidated financial statements.\n\nBunzl Group General Employee\nBenefit Trust\nThe trustee of the EBT holds shares in respect of\nemployee share options and awards that have not\nbeen exercised or vested. The EBT abstains from\nvoting in respect of these shares. The trustee has\nagreed to waive the right to dividend payments\non shares held within the EBT. Details of the\nshares so held are set out in Note 21 to the\nconsolidated financial statements.\n\nRights and obligations attaching\nto shares\nSubject to the provisions of the Companies Act\n2006 and without prejudice to any rights attached\nto any existing shares, the Company may resolve\nby ordinary resolution to issue shares with such\nrights and restrictions as set out in such\nresolution or (if there is no such resolution or so\nfar as it does not make specific provision) as the\nBoard may decide. Subject to the provisions of\nthe Companies Act 2006 and of any resolution of\nthe Company passed pursuant thereto and\nwithout prejudice to any rights attached to\nexisting shares, the Board is duly authorised to\nissue and allot, grant options over or otherwise\ndispose of the Company’s shares on such terms\nand conditions and at such times as it thinks fit. If\nat any time the share capital of the Company is\ndivided into different classes of shares, the rights\n\nattached to any class may be varied or abrogated\nby special resolution passed at a separate general\nmeeting of such holders. Subject to the rights\nattached to any existing shares, rights attached\nto shares will be deemed to be varied by the\nreduction of capital paid up on the shares and by\nthe allotment of further shares ranking in priority\nin respect of dividend or capital or which confer\non the holders more favourable voting rights than\nthe first-mentioned shares, but will not otherwise\nbe deemed to be varied by the creation or issue\nof further shares.\n\nPower to issue and allot shares\nThe directors are generally and unconditionally\nauthorised under the authorities granted at the\n2025 AGM to allot shares in the Company up\nto approximately one third of the Company’s\nissued share capital or two thirds in respect\nof a rights issue.\nThe directors were also given the power to allot\nordinary shares for cash up to a limit representing\napproximately 20% of the Company’s issued\nshare capital as at 11 March 2025, without regard\nto the pre-emption provisions of the Companies\nAct 2006; however, more than 10% can only be\nused in connection with an acquisition or\nspecified capital investment. In both cases an\nadditional follow-on offer, up to a nominal amount\nequal to 20% of any allotment made can be made\nto existing holders of securities not allocated\nshares under the allotment.\nNo such shares were issued or allotted under\nthese authorities in 2025, nor is there any current\nintention to do so, other than to satisfy share\noptions under the Company’s share option\nschemes and, if necessary, to satisfy the\nconsideration payable for businesses to be\nacquired. These authorities are valid until the\nconclusion of the forthcoming AGM and the\ndirectors again propose to seek equivalent\nauthorities at such AGM.\n\nRestrictions on transfer of shares\nDealings in the Company’s ordinary shares by\nits directors, persons discharging managerial\nresponsibilities, certain employees of the\nCompany and, in each case, any persons closely\nassociated with them, are subject to the\nCompany’s Share Dealing Code.\nCertain restrictions, which are customary for a\nlisted company, apply to transfers of shares in the\nCompany. The Board may refuse to register an\ninstrument of transfer of any share which is not\na fully paid share and of a certificated share at its\ndiscretion unless it is:\n• lodged, duly stamped or duly certified, at the\noffices of the Company’s registrar or such other\nplace as the Board may specify and is\naccompanied by the certificate for the shares to\nwhich it relates and such other evidence as the\nBoard may reasonably require to show the right\nof the transferor to make the transfer;\n• in respect of only one class of share; and\n• in favour of not more than four transferees.\nRegistration of a transfer of an uncertificated\nshare may be refused in the circumstances set out\nin the uncertificated securities rules, and where, in\nthe case of a transfer to joint holders, the number\nof joint holders to whom the uncertificated share\nis to be transferred exceeds four.\nIn addition, no instrument of transfer for\ncertificated shares shall be registered if the\ntransferor has been served with a restriction\nnotice as defined in the Articles after failure to\nprovide the Company with information\nconcerning certain interests in the Company’s\nshares required to be provided under the\nCompanies Act 2006, unless the transfer is shown\nto the Board to be pursuant to an arm’s length\nsale. The Board has the power to procure that\nuncertificated shares are converted into\ncertificated shares and kept in certificated form\nfor as long as the Board requires.\nThe Company is not aware of any agreements\nbetween shareholders that may result in any\nrestriction of the transfer of shares or voting rights.", "tables": [ [ [ "Bunzl plc Annual Repor", "t 2025", "", "Strategic Report", "", "Directors’ Report", "", "Financial", "Statements", "", "Additional Information", "", "", "134" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "OTHER STATUTORY", "INFORMATION", "continued", "", "", "", "", "", "", "", "", "", "", "" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "Employment pol The employment polici been developed to me business areas and the operate worldwide, em equal opportunity. The business conduct with employees to comply. involvement of its emp of the business in whic aims to achieve a sens", "icies es of the Group ha et the needs of its locations in which bodying the princi Group has standa which it expects al Bunzl encourages t loyees in the perfo h they are employe e of shared commit", "ve different they ples of rds of l its he rmance d and ment.", "Share capital The Company has a si which is divided into o each which rank pari participation and voti registered form, are f on the London Stock Company operates a Receipt programme w N.A. under which the traded on the over-th", "ngle class of sh rdinary shares passu in respe ng rights. The s ully paid up an Exchange. In a Level 1 Americ ith J.P. Morgan Company’s sha e-counter mar", "are capital of 32¹⁄⁷p ct of hares are in d are quoted ddition, the an Depositary Chase Bank, res are ket in the", "attached to any by special resol meeting of such attached to any to shares will be reduction of ca the allotment o in respect of div on the holders the first-mentio be deemed to b", "class may ution pass holders. S existing s deemed t pital paid u f further sh idend or c more favou ned share e varied b", "be varied or ab ed at a separate ubject to the rig hares, rights att o be varied by t p on the shares ares ranking in apital or which c rable voting rig s, but will not ot y the creation or", "rogated general hts ached he and by priority onfer hts than herwise issue", "Restrictions on Dealings in the Comp its directors, persons responsibilities, certa Company and, in each associated with them Company’s Share Dea Certain restrictions, w listed company, apply Company. The Board", "transfer of any’s ordinary discharging m in employees o case, any pers , are subject to ling Code. hich are custo to transfers of may refuse to r", "shares shares by anagerial f the ons close the mary for a shares in egister an", "ly the" ], [ "In addition to a regular a variety of informatio developments within t half year and annual fi announcements are p details of corporate an together with a numbe area publications deali parts of the Group. It is the Group’s policy disability should be co and career developme aptitudes and abilities. a disability during their", "magazine, which p n on activities and he Group and incor nancial results, eriodically circulate d employee matter r of subsidiary or b ng with activities in that applicants wit nsidered for emplo nt on the basis of t Employees who de working life will be", "rovides porates d to give s, usiness specific h a yment heir velop", "form of American Dep Details of changes to during the year are se consolidated financial Bunzl Group Ge Benefit Trust The trustee of the EB employee share optio been exercised or ves voting in respect of th agreed to waive the ri on shares held within", "ositary Receip the issued sha t out in Note 2 statements. neral Empl T holds shares ns and awards ted. The EBT a ese shares. Th ght to dividend the EBT. Detail", "ts. re capital 1 to the oyee in respect of that have not bstains from e trustee has payments s of the", "of further share Power to is The directors a authorised und 2025 AGM to all to approximate issued share ca of a rights issue The directors w ordinary shares approximately share capital as to the pre-emp", "s. sue and re generall er the auth ot shares i ly one third pital or tw . ere also gi for cash u 20% of the at 11 Marc tion provisi", "allot share y and unconditi orities granted n the Company of the Compan o thirds in respe ven the power t p to a limit repr Company’s issu h 2025, without ons of the Com", "s onally at the up y’s ct o allot esenting ed regard panies", "instrument of transfe a fully paid share and discretion unless it is: • lodged, duly stamp offices of the Comp place as the Board accompanied by th which it relates and Board may reasona of the transferor to • in respect of only o • in favour of not mo Registration of a tran share may be refused", "r of any share of a certificate ed or duly cert any’s registrar may specify an e certificate for such other evi bly require to make the tran ne class of sha re than four tra sfer of an uncer in the circums", "which is no d share at ified, at th or such ot d is the share dence as t show the r sfer; re; and nsferees. tificated tances set", "t its e her s to he ight out" ], [ "retained in employme and given help with re Further information re employees can be fou section on pages 39 to Financial instru Information on the use can be found in the Fin to 34 and in the Notes on pages 141 to 177.", "nt wherever possibl habilitation and trai lating to the Group nd in the Our peopl 41. ments of financial instru ancial review on pa to the financial stat", "e ning. ’s e ments ges 28 ements", "shares so held are set consolidated financial Rights and oblig to shares Subject to the provisi 2006 and without pre to any existing shares by ordinary resolution rights and restriction resolution or (if there far as it does not mak", "out in Note 21 statements. ations att ons of the Com judice to any ri , the Company to issue share s as set out in s is no such res e specific provi", "to the aching panies Act ghts attached may resolve s with such uch olution or so sion) as the", "Act 2006; howe used in connec specified capita additional follo equal to 20% of to existing hold shares under th No such shares these authoritie intention to do options under t schemes and, if", "ver, more t tion with a l investme w-on offer, any allotm ers of secu e allotmen were issue s in 2025, so, other t he Compa necessary", "han 10% can on n acquisition or nt. In both case up to a nominal ent made can b rities not alloca t. d or allotted un nor is there any han to satisfy sh ny’s share optio , to satisfy the", "ly be s an amount e made ted der current are n", "in the uncertificated s the case of a transfer of joint holders to wh is to be transferred e In addition, no instru certificated shares sh transferor has been s notice as defined in t provide the Company concerning certain in shares required to be", "ecurities rules, to joint holders om the uncerti xceeds four. ment of transfe all be registere erved with a re he Articles afte with informati terests in the C provided unde", "and wher , the num ficated sha r for d if the striction r failure to on ompany’s r the", "e, in ber re" ], [ "Political donatio During 2025, no contri political purposes.", "ns butions were made", "for", "Board may decide. Su the Companies Act 20 the Company passed without prejudice to a existing shares, the B issue and allot, grant dispose of the Compa and conditions and at", "bject to the pr 06 and of any pursuant ther ny rights attac oard is duly au options over o ny’s shares on such times as", "ovisions of resolution of eto and hed to thorised to r otherwise such terms it thinks fit. If", "consideration p acquired. These conclusion of th directors again authorities at s", "ayable for authoritie e forthco propose to uch AGM.", "businesses to b s are valid until ming AGM and th seek equivalen", "e the e t", "Companies Act 2006, to the Board to be pu sale. The Board has t uncertificated shares certificated shares an for as long as the Boa The Company is not a between shareholder", "unless the tran rsuant to an ar he power to pro are converted d kept in certifi rd requires. ware of any agr s that may resu", "sfer is sh m’s length cure that into cated for eements lt in any", "own m" ] ] ], "word_count": 1231, "visual_charts": [] }, { "page_number": 137, "section": "Directors' Report", "subsection": "Other Statutory Information", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 135", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 135\n\nOTHER STATUTORY INFORMATION continued\n\nRestrictions on voting rights The second tranche of the 2025 Programme, External auditors The Company has chosen, in accordance with\nA member shall not be entitled to vote, unless the to purchase ordinary shares up to a maximum Each of the directors in office at the date of section 414C(11) of the Companies Act 2006,\nBoard otherwise decides, at any general meeting consideration of £150 million, commenced on approval of this report confirms that: to include the following matters in its Strategic\nor class meeting in respect of any shares held by 3 March 2025 and completed on 31 October report that would otherwise be required to be\n 2025. A total of 5,634,401 ordinary shares, with an • so far as the director is aware, there is no disclosed in this Directors’ report:\nthem if any call or other sums payable remain relevant audit information of which the Group\nunpaid. Currently, all issued shares are fully paid. aggregate nominal value of £1,811,057.46 • an indication of likely future developments in\n were purchased under the second tranche of and the Company’s auditors are unaware; and\nIn addition, no member shall be entitled to vote if the Group’s business (see pages 2 to 73); and\n the 2025 Programme. The volume weighted • the director has taken all steps that he or she\nthey have been served with a restriction notice • greenhouse gas emissions, energy\n average price paid per share was £26.62, with ought to have taken as a director in order to\nafter failing to provide the Company with consumption and energy efficiency (see\n a total consideration paid (excluding all costs) make the director aware of any relevant audit\ninformation concerning certain interests in the pages 42 to 57 and 200 to 212).\n of £150 million. information and to establish that the Group\nCompany’s shares required to be provided under\n and the Company’s auditors are aware of that By order of the Board\nthe Companies Act 2006. Votes may be exercised The shares purchased under the 2025 information.\nin person or by proxy. The Articles currently Programme represented 2.15% of the shares Laura Brinkworth-Bell\nprovide a deadline for submission of proxy forms in issue at its commencement. This confirmation is given and should be Secretary\nof 48 hours before the relevant meeting, 24 hours interpreted in accordance with the provisions 2 March 2026\nbefore a poll is taken if such poll is taken more The purpose of the 2025 Programme was to of section 418 of the Companies Act 2006.\nthan 48 hours after it was demanded or during reduce the issued share capital of the Company\n and all ordinary shares purchased thereunder Resolutions are to be proposed at the\nthe meeting at which the poll was demanded if\n have been cancelled. No shares were held in forthcoming AGM for the re-appointment of\nthe poll is not taken straight away but is taken\n treasury during the year, or during the period PricewaterhouseCoopers LLP as auditors\nnot more than 48 hours after it was demanded\n from year end up to (and including) 2 March 2026. of the Company, at a rate of remuneration\n(provided in each case that no account shall\n to be determined by the directors.\nbe taken of any part of a day that is not a Significant agreements\nworking day). The Strategic report and the Directors’ report\n The Company’s wholly owned subsidiary,\n were approved by the Board on 2 March 2026.\nAuthority to purchase own shares Bunzl Finance plc, has a number of bilateral loan\nAt the 2025 AGM, shareholders gave the Company facilities with a range of different counterparties,\nauthority to purchase up to a maximum amount all of which are guaranteed by the Company, are\nequivalent to approximately 10% of its issued in substantially the same form and are repayable\nshare capital. The Company will seek to renew this at the option of the lender in the event of a\nauthority at the forthcoming 2026 AGM, in line change of control of the Company. Similar change\nwith the recommendations of the Pre-Emption of control provisions in relation to the Company\nGroup and within the limits set out in the notice are included in the US dollar, sterling and euro\nof the 2026 AGM. US private placement notes and the senior\n unsecured bonds (which are listed on the Main\nOn 17 December 2024, the Company announced Market and International Securities Market of\n Substantial shareholdings\nits intention to execute £200 million of buybacks the London Stock Exchange), all of which have As at 31 December 2025, the Company had been notified of the following significant interests in\nduring 2025 (the ‘2025 Programme’). The first been entered into by Bunzl Finance plc and the issued share capital of the Company, in accordance with Rule 5 of the Financial Conduct\ntranche of the 2025 Programme, to purchase the Company and are also guaranteed by Authority’s DTRs.\nordinary shares up to a maximum consideration the Company. Date of Number of % of issued\nof £50 million, commenced on 2 January 2025 and Shareholder notification shares share capital\ncompleted on 25 February 2025. A total of Schroders plc 06.11.24 16,695,791 4.99%\n1,485,587 ordinary shares, with an aggregate\n Mawer Investment Management Ltd. 21.11.25 16,179,937 4.99%\nnominal value of £477,510.11 were purchased\nunder the first tranche of the 2025 Programme. The Capital Group Companies, Inc. 19.02.25 16,031,548 4.86%\nThe volume weighted average price paid per Norges Bank 22.05.24 10,065,895 2.98%\nshare was £33.66, with a total consideration paid\n(excluding all costs) of £50 million. No notifications have been received between 31 December 2025 and 2 March 2026.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\n135\n\nAdditional Information\n\nOTHER STATUTORY INFORMATION continued\nRestrictions on voting rights\nA member shall not be entitled to vote, unless the\nBoard otherwise decides, at any general meeting\nor class meeting in respect of any shares held by\nthem if any call or other sums payable remain\nunpaid. Currently, all issued shares are fully paid.\nIn addition, no member shall be entitled to vote if\nthey have been served with a restriction notice\nafter failing to provide the Company with\ninformation concerning certain interests in the\nCompany’s shares required to be provided under\nthe Companies Act 2006. Votes may be exercised\nin person or by proxy. The Articles currently\nprovide a deadline for submission of proxy forms\nof 48 hours before the relevant meeting, 24 hours\nbefore a poll is taken if such poll is taken more\nthan 48 hours after it was demanded or during\nthe meeting at which the poll was demanded if\nthe poll is not taken straight away but is taken\nnot more than 48 hours after it was demanded\n(provided in each case that no account shall\nbe taken of any part of a day that is not a\nworking day).\n\nAuthority to purchase own shares\nAt the 2025 AGM, shareholders gave the Company\nauthority to purchase up to a maximum amount\nequivalent to approximately 10% of its issued\nshare capital. The Company will seek to renew this\nauthority at the forthcoming 2026 AGM, in line\nwith the recommendations of the Pre-Emption\nGroup and within the limits set out in the notice\nof the 2026 AGM.\nOn 17 December 2024, the Company announced\nits intention to execute £200 million of buybacks\nduring 2025 (the ‘2025 Programme’). The first\ntranche of the 2025 Programme, to purchase\nordinary shares up to a maximum consideration\nof £50 million, commenced on 2 January 2025 and\ncompleted on 25 February 2025. A total of\n1,485,587 ordinary shares, with an aggregate\nnominal value of £477,510.11 were purchased\nunder the first tranche of the 2025 Programme.\nThe volume weighted average price paid per\nshare was £33.66, with a total consideration paid\n(excluding all costs) of £50 million.\n\nThe second tranche of the 2025 Programme,\nto purchase ordinary shares up to a maximum\nconsideration of £150 million, commenced on\n3 March 2025 and completed on 31 October\n2025. A total of 5,634,401 ordinary shares, with an\naggregate nominal value of £1,811,057.46\nwere purchased under the second tranche of\nthe 2025 Programme. The volume weighted\naverage price paid per share was £26.62, with\na total consideration paid (excluding all costs)\nof £150 million.\nThe shares purchased under the 2025\nProgramme represented 2.15% of the shares\nin issue at its commencement.\nThe purpose of the 2025 Programme was to\nreduce the issued share capital of the Company\nand all ordinary shares purchased thereunder\nhave been cancelled. No shares were held in\ntreasury during the year, or during the period\nfrom year end up to (and including) 2 March 2026.\n\nSignificant agreements\nThe Company’s wholly owned subsidiary,\nBunzl Finance plc, has a number of bilateral loan\nfacilities with a range of different counterparties,\nall of which are guaranteed by the Company, are\nin substantially the same form and are repayable\nat the option of the lender in the event of a\nchange of control of the Company. Similar change\nof control provisions in relation to the Company\nare included in the US dollar, sterling and euro\nUS private placement notes and the senior\nunsecured bonds (which are listed on the Main\nMarket and International Securities Market of\nthe London Stock Exchange), all of which have\nbeen entered into by Bunzl Finance plc and\nthe Company and are also guaranteed by\nthe Company.\n\nExternal auditors\nEach of the directors in office at the date of\napproval of this report confirms that:\n• so far as the director is aware, there is no\nrelevant audit information of which the Group\nand the Company’s auditors are unaware; and\n• the director has taken all steps that he or she\nought to have taken as a director in order to\nmake the director aware of any relevant audit\ninformation and to establish that the Group\nand the Company’s auditors are aware of that\ninformation.\nThis confirmation is given and should be\ninterpreted in accordance with the provisions\nof section 418 of the Companies Act 2006.\n\nThe Company has chosen, in accordance with\nsection 414C(11) of the Companies Act 2006,\nto include the following matters in its Strategic\nreport that would otherwise be required to be\ndisclosed in this Directors’ report:\n• an indication of likely future developments in\nthe Group’s business (see pages 2 to 73); and\n• greenhouse gas emissions, energy\nconsumption and energy efficiency (see\npages 42 to 57 and 200 to 212).\nBy order of the Board\nLaura Brinkworth-Bell\nSecretary\n2 March 2026\n\nResolutions are to be proposed at the\nforthcoming AGM for the re-appointment of\nPricewaterhouseCoopers LLP as auditors\nof the Company, at a rate of remuneration\nto be determined by the directors.\nThe Strategic report and the Directors’ report\nwere approved by the Board on 2 March 2026.\n\nSubstantial shareholdings\nAs at 31 December 2025, the Company had been notified of the following significant interests in\nthe issued share capital of the Company, in accordance with Rule 5 of the Financial Conduct\nAuthority’s DTRs.\nShareholder\n\nDate of\nnotification\n\nNumber of\nshares\n\n% of issued\nshare capital\n\nSchroders plc\nMawer Investment Management Ltd.\nThe Capital Group Companies, Inc.\nNorges Bank\n\n06.11.24\n21.11.25\n19.02.25\n22.05.24\n\n16,695,791\n16,179,937\n16,031,548\n10,065,895\n\n4.99%\n4.99%\n4.86%\n2.98%\n\nNo notifications have been received between 31 December 2025 and 2 March 2026.", "tables": [ [ [ "Bunzl plc Annual R", "eport 2025", "", "", "Strategic Report", "", "Directors’ Report", "", "Financial", "Statements", "", "Additional In", "formati", "on", "" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "OTHER STATUT", "ORY INFO", "RMATION c", "ontinued", "", "", "", "", "", "", "", "", "", "", "" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "Restrictions o A member shall no Board otherwise d or class meeting in them if any call or unpaid. Currently, In addition, no me they have been se after failing to pro information conce Company’s shares", "n voting t be entitle ecides, at a respect of other sums all issued s mber shall rved with a vide the Co rning certai required to", "rights d to vote, unle ny general m any shares h payable rem hares are fully be entitled to restriction no mpany with n interests in be provided", "ss the eeting eld by ain paid. vote if tice the under", "The second tra to purchase or consideration o 3 March 2025 a 2025. A total of aggregate nom were purchase the 2025 Progr average price p a total consider of £150 million.", "nche of the 2025 Pr dinary shares up to f £150 million, com nd completed on 3 5,634,401 ordinary inal value of £1,811, d under the second amme. The volume aid per share was £ ation paid (excludi", "ogramme, a maximum menced on 1 October shares, with an 057.46 tranche of weighted 26.62, with ng all costs)", "Ex Eac ap • s r a • t o i", "ternal auditors h of the directors in offi proval of this report con o far as the director is a elevant audit informatio nd the Company’s audi he director has taken al ught to have taken as a make the director aware nformation and to estab", "ce at the dat firms that: ware, there i n of which th tors are unaw l steps that h director in o of any releva lish that the", "e of s no e Group are; and e or she rder to nt audit Group", "The Compa section 414 to include t report that disclosed in • an indica the Grou • greenhou consump pages 42", "ny has c C(11) of he follo would o this Dir tion of li p’s busi se gas tion an to 57 a", "hosen, in accorda the Companies Ac wing matters in its therwise be requi ectors’ report: kely future develo ness (see pages 2 t emissions, energy d energy efficiency nd 200 to 212).", "nce with t 2006, Strategic red to be pments i o 73); an (see" ], [ "the Companies Ac in person or by pr provide a deadline of 48 hours befor before a poll is tak than 48 hours afte the meeting at wh the poll is not take not more than 48 (provided in each be taken of any pa working day).", "t 2006. Vote oxy. The Art for submis e the releva en if such p r it was de ich the poll n straight a hours after case that no rt of a day t", "s may be exe icles currentl sion of proxy nt meeting, 24 oll is taken m manded or du was demande way but is tak it was deman account shal hat is not a", "rcised y forms hours ore ring d if en ded l", "The shares pur Programme rep in issue at its co The purpose of reduce the issu and all ordinary have been canc treasury during from year end u Significant", "chased under the 2 resented 2.15% of mmencement. the 2025 Program ed share capital of shares purchased elled. No shares w the year, or during p to (and including agreements", "025 the shares me was to the Company thereunder ere held in the period ) 2 March 2026.", "a i Thi int of s Res for Pri of t to Th", "nd the Company’s audi nformation. s confirmation is given a erpreted in accordance ection 418 of the Comp olutions are to be prop thcoming AGM for the r cewaterhouseCoopers L he Company, at a rate o be determined by the di e Strategic report and th", "tors are awar nd should b with the prov anies Act 20 osed at the e-appointme LP as audito f remunerati rectors. e Directors’ r", "e of that e isions 06. nt of rs on eport", "By order of Laura Brin Secretary 2 March 20", "the Boa kworth 26", "rd -Bell", "" ], [ "Authority to At the 2025 AGM, authority to purch equivalent to appr share capital. The authority at the fo", "purchase shareholder ase up to a oximately 1 Company w rthcoming 2", "own shar s gave the Co maximum am 0% of its issu ill seek to ren 026 AGM, in l", "es mpany ount ed ew this ine", "The Company’s Bunzl Finance p facilities with a all of which are in substantially at the option of change of contr", "wholly owned sub lc, has a number o range of different c guaranteed by the the same form and the lender in the e ol of the Company.", "sidiary, f bilateral loan ounterparties, Company, are are repayable vent of a Similar change", "we", "re approved by the Boar", "d on 2 Marc", "h 2026.", "", "", "", "" ], [ "with the recomme Group and within of the 2026 AGM. On 17 December its intention to exe", "ndations of the limits se 2024, the Co cute £200", "the Pre-Empt t out in the n mpany anno million of buy", "ion otice unced backs", "of control provi are included in US private plac unsecured bon Market and Inte the London Sto", "sions in relation to the US dollar, sterli ement notes and th ds (which are listed rnational Securitie ck Exchange), all of", "the Company ng and euro e senior on the Main s Market of which have", "", "Substantial share As at 31 December 202", "holdings 5, the Compa", "ny had been n", "otified of th", "e follow", "ing significant inte", "rests in" ], [ "during 2025 (the ‘2", "025 Progra", "mme’). The fir", "st", "been entered i", "nto by Bunzl Financ", "e plc and", "", "the issued share capital", "of the Comp", "any, in accord", "ance with R", "ule 5 of", "the Financial Cond", "uct" ], [ "tranche of the 202 ordinary shares u", "5 Program p to a maxim", "me, to purcha um consider", "se ation", "the Company a", "nd are also guarant", "eed by", "", "Authority’s DTRs.", "", "", "", "", "", "" ], [ "of £50 million, com", "menced on", "2 January 20", "25 and", "the Company.", "", "", "", "Shareholder", "", "", "Dat notifica", "e of tion", "Number of shares sh", "% of issued are capital" ], [ "completed on 25 F 1,485,587 ordinar nominal value of £", "ebruary 20 y shares, wi 477,510.11", "25. A total of th an aggrega were purchas", "te ed", "", "", "", "", "Schroders plc Mawer Investment Man", "agement Ltd.", "", "06.11 21.11", ".24 .25", "16,695,791 16,179,937", "4.99% 4.99%" ], [ "under the first tra The volume weigh", "nche of the ted average", "2025 Program price paid pe", "me. r", "", "", "", "", "The Capital Group Comp Norges Bank", "anies, Inc.", "", "19.02 22.05", ".25 .24", "16,031,548 10,065,895", "4.86% 2.98%" ], [ "share was £33.66,", "with a total", "consideratio", "n paid", "", "", "", "", "No notifications have b", "een received", "between 31 D", "ecember 20", "25 and", "2 March 2026.", "" ] ] ], "word_count": 950, "visual_charts": [] }, { "page_number": 138, "section": "Financial Statements", "subsection": "Consolidated Income Statement and Statement of Comprehensive Income", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 136", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 136\n\nCONSOLIDATED INCOME STATEMENT CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME\nfor the year ended 31 December 2025 for the year ended 31 December 2025\n 2025 2024 2025 2024\n Notes £m £m Notes £m £m\nRevenue 4 11,845.4 11,776.4 Profit for the year 459.8 501.0\nOperating profit 4 735.3 799.3\n Other comprehensive income/(expense)\nFinance income 6 54.6 72.6\n Items that will not be reclassified to profit or loss:\nFinance expense 6 (181.3) (178.0)\n Actuarial loss on defined benefit pension schemes 25 (3.7) (35.1)\nDisposal of businesses 10 11.9 (20.3)\n Tax on items that will not be reclassified to profit or loss 7 0.9 8.2\nProfit before income tax 620.5 673.6\n Total items that will not be reclassified to profit or loss (2.8) (26.9)\nIncome tax 7 (160.7) (172.6)\n Items that may be reclassified subsequently to profit or loss:\nProfit for the year 459.8 501.0\n Foreign currency translation differences on foreign operations (31.8) (193.3)\nProfit is attributable to: Reclassification from translation reserve to income statement on disposal\nCompany's equity holders 459.2 500.4 of foreign operations 10 (5.6) 18.7\nNon-controlling interests 0.6 0.6 (Loss)/gain recognised in cash flow hedge reserve (6.9) 6.3\nProfit for the year 459.8 501.0 Gain taken to equity as a result of effective net investment hedges 5.2 20.3\n Tax on items that may be reclassified to profit or loss 7 1.8 (1.7)\nEarnings per share attributable to the Company’s equity holders Total items that may be reclassified subsequently to profit or loss (37.3) (149.7)\nBasic 8 141.5p 149.6p Other comprehensive expense for the year (40.1) (176.6)\nDiluted 8 140.9p 148.7p Total comprehensive income 419.7 324.4\n\nAlternative performance measures† Total comprehensive income is attributable to:\nOperating profit 4 735.3 799.3 Company's equity holders 419.2 323.8\nAdjusted for: Non-controlling interests 0.5 0.6\nAmortisation excluding software 4 151.5 148.3 Total comprehensive income 419.7 324.4\nAcquisition related items through operating profit 4 23.5 31.7\nNon-recurring pension scheme credit 4 – (3.2)\nAdjusted operating profit 910.3 976.1\nFinance income 6 54.6 72.6\nAdjusted finance expense 6 (177.8) (175.8)\nAdjusted profit before income tax 787.1 872.9\nTax on adjusted profit 7 (204.6) (222.4)\nAdjusted profit for the year 582.5 650.5\n\nAdjusted profit is attributable to:\nCompany's equity holders 581.9 649.9\nNon-controlling interests 0.6 0.6\nAdjusted profit for the year 582.5 650.5\n\nAdjusted earnings per share attributable to the Company’s\n equity holders 8 179.3p 194.3p\n† See Note 3 on pages 147 to 149 for further details of the alternative performance measures.\n\nThe Accounting policies and other Notes on pages 141 to 177 form part of these consolidated\nfinancial statements.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nCONSOLIDATED INCOME STATEMENT\n\nfor the year ended 31 December 2025\n2025\n£m\n\n2024\n£m\n\n11,845.4\n735.3\n54.6\n(181.3)\n11.9\n620.5\n(160.7)\n459.8\n\n11,776.4\n799.3\n72.6\n(178.0)\n(20.3)\n673.6\n(172.6)\n501.0\n\n459.2\n0.6\n459.8\n\n500.4\n0.6\n501.0\n\n8\n8\n\n141.5p\n140.9p\n\n149.6p\n148.7p\n\n4\n\n735.3\n\n799.3\n\n4\n4\n4\n\n151.5\n23.5\n–\n910.3\n54.6\n(177.8)\n787.1\n(204.6)\n582.5\n\n148.3\n31.7\n(3.2)\n976.1\n72.6\n(175.8)\n872.9\n(222.4)\n650.5\n\n581.9\n0.6\n582.5\n\n649.9\n0.6\n650.5\n\n179.3p\n\n194.3p\n\nNotes\n\n4\n4\n6\n6\n10\n7\n\nProfit is attributable to:\nCompany's equity holders\nNon-controlling interests\nProfit for the year\nEarnings per share attributable to the Company’s equity holders\nBasic\nDiluted\nAlternative performance measures†\nOperating profit\nAdjusted for:\nAmortisation excluding software\nAcquisition related items through operating profit\nNon-recurring pension scheme credit\nAdjusted operating profit\nFinance income\nAdjusted finance expense\nAdjusted profit before income tax\nTax on adjusted profit\nAdjusted profit for the year\n\n6\n6\n7\n\nAdjusted profit is attributable to:\nCompany's equity holders\nNon-controlling interests\nAdjusted profit for the year\nAdjusted earnings per share attributable to the Company’s\nequity holders\n\n136\n\nAdditional Information\n\nCONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME\n\nfor the year ended 31 December 2025\nRevenue\nOperating profit\nFinance income\nFinance expense\nDisposal of businesses\nProfit before income tax\nIncome tax\nProfit for the year\n\nFinancial Statements\n\n8\n\n† See Note 3 on pages 147 to 149 for further details of the alternative performance measures.\n\nThe Accounting policies and other Notes on pages 141 to 177 form part of these consolidated\nfinancial statements.\n\nNotes\n\nProfit for the year\nOther comprehensive income/(expense)\nItems that will not be reclassified to profit or loss:\nActuarial loss on defined benefit pension schemes\nTax on items that will not be reclassified to profit or loss\nTotal items that will not be reclassified to profit or loss\nItems that may be reclassified subsequently to profit or loss:\nForeign currency translation differences on foreign operations\nReclassification from translation reserve to income statement on disposal\nof foreign operations\n(Loss)/gain recognised in cash flow hedge reserve\nGain taken to equity as a result of effective net investment hedges\nTax on items that may be reclassified to profit or loss\nTotal items that may be reclassified subsequently to profit or loss\nOther comprehensive expense for the year\nTotal comprehensive income\nTotal comprehensive income is attributable to:\nCompany's equity holders\nNon-controlling interests\nTotal comprehensive income\n\n25\n7\n\n10\n\n7\n\n2025\n£m\n\n2024\n£m\n\n459.8\n\n501.0\n\n(3.7)\n0.9\n(2.8)\n\n(35.1)\n8.2\n(26.9)\n\n(31.8)\n\n(193.3)\n\n(5.6)\n(6.9)\n5.2\n1.8\n(37.3)\n(40.1)\n419.7\n\n18.7\n6.3\n20.3\n(1.7)\n(149.7)\n(176.6)\n324.4\n\n419.2\n0.5\n419.7\n\n323.8\n0.6\n324.4", "tables": [ [ [ "11,845.4" ], [ "735.3" ], [ "54.6" ], [ "(181.3)" ], [ "11.9" ], [ "620.5" ], [ "(160.7)" ], [ "459.8" ], [ "" ], [ "" ], [ "459.2" ], [ "0.6" ], [ "459.8" ], [ "" ], [ "" ], [ "141.5p" ], [ "140.9p" ] ], [ [ "459.8" ], [ "" ], [ "" ], [ "" ], [ "(3.7)" ], [ "0.9" ], [ "(2.8)" ], [ "" ], [ "(31.8)" ], [ "(5.6)" ], [ "(6.9)" ], [ "5.2" ], [ "1.8" ], [ "(37.3)" ], [ "(40.1)" ], [ "419.7" ], [ "" ], [ "" ], [ "419.2" ], [ "0.5" ], [ "419.7" ] ], [ [ "Alternative performance measures† Operating profit 4 Adjusted for: Amortisation excluding software 4 Acquisition related items through operating profit 4 Non-recurring pension scheme credit 4", "", "799.3 148.3 31.7 (3.2)" ], [ "", "735.3", "" ], [ "", "", "" ], [ "", "151.5", "" ], [ "", "23.5", "" ], [ "", "–", "" ], [ "Adjusted operating profit Finance income 6 Adjusted finance expense 6", "910.3", "976.1 72.6 (175.8)" ], [ "", "54.6", "" ], [ "", "(177.8)", "" ], [ "Adjusted profit before income tax", "787.1", "872.9" ], [ "Tax on adjusted profit 7", "(204.6)", "(222.4)" ], [ "Adjusted profit for the year", "582.5", "650.5" ], [ "Adjusted profit is attributable to: Company's equity holders Non-controlling interests", "", "649.9 0.6" ], [ "", "", "" ], [ "", "581.9", "" ], [ "", "0.6", "" ], [ "Adjusted profit for the year", "582.5", "650.5" ], [ "Adjusted earnings per share attributable to the Company’s equity holders 8", "", "194.3p" ], [ "", "179.3p", "" ] ] ], "word_count": 436, "visual_charts": [] }, { "page_number": 139, "section": "Financial Statements", "subsection": "Consolidated Balance Sheet", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 137", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 137\n\nCONSOLIDATED BALANCE SHEET\nat 31 December 2025\n 2025 2024 2025 2024\n Notes £m £m Notes £m £m\nAssets Equity\nProperty, plant and equipment 11 231.1 213.3 Share capital 21 104.2 106.4\nRight-of-use assets 12 682.1 697.6 Share premium 215.5 212.1\nIntangible assets 13 3,618.1 3,683.8 Translation reserve (356.6) (324.6)\nDefined benefit pension assets 25 34.2 35.8 Other reserves 22.0 24.3\nDerivative financial assets 6.1 – Retained earnings 2,803.9 2,769.2\nDeferred tax assets 20 21.9 14.1 Total equity attributable to the Company’s equity holders 2,789.0 2,787.4\nTotal non-current assets 4,593.5 4,644.6 Non-controlling interests 3.8 3.3\n Total equity 2,792.8 2,790.7\nInventories 15 1,682.6 1,760.9\nTrade and other receivables 16 1,729.4 1,634.1 Liabilities\nIncome tax receivable 15.8 13.0 Interest bearing loans and borrowings 28 1,736.5 1,361.7\nDerivative financial assets 10.8 28.0 Defined benefit pension liabilities 25 16.8 16.0\nCash and cash equivalents 28 540.1 1,432.9 Other payables 17 240.2 255.4\nAssets classified as held for sale – 15.7 Provisions 19 55.4 49.7\nTotal current assets 3,978.7 4,884.6 Lease liabilities 27 555.5 573.7\nTotal assets 8,572.2 9,529.2 Derivative financial liabilities 62.9 82.8\n Deferred tax liabilities 20 258.7 263.3\n Total non-current liabilities 2,926.0 2,602.6\n\n Bank overdrafts 28 212.6 987.9\n Interest bearing loans and borrowings 28 203.8 619.2\n Trade and other payables 17 2,108.4 2,206.1\n Income tax payable 77.6 63.7\n Provisions 19 57.5 57.1\n Lease liabilities 27 187.0 180.4\n Derivative financial liabilities 6.5 15.8\n Liabilities relating to assets classified as held for sale – 5.7\n Total current liabilities 2,853.4 4,135.9\n Total liabilities 5,779.4 6,738.5\n Total equity and liabilities 8,572.2 9,529.2\n\n The financial statements on pages 136 to 177 were approved by the Board of Directors of Bunzl plc\n (Company registration number 358948) on 2 March 2026 and signed on its behalf by Frank van Zanten,\n Chief Executive Officer and Richard Howes, Chief Financial Officer.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nFinancial Statements\n\nDirectors’ Report\n\n137\n\nAdditional Information\n\nCONSOLIDATED BALANCE SHEET\n\nat 31 December 2025\n\nNotes\n\nAssets\nProperty, plant and equipment\nRight-of-use assets\nIntangible assets\nDefined benefit pension assets\nDerivative financial assets\nDeferred tax assets\nTotal non-current assets\nInventories\nTrade and other receivables\nIncome tax receivable\nDerivative financial assets\nCash and cash equivalents\nAssets classified as held for sale\nTotal current assets\nTotal assets\n\n11\n12\n13\n25\n20\n15\n16\n\n28\n\n2025\n£m\n\n2024\n£m\n\n231.1\n682.1\n3,618.1\n34.2\n6.1\n21.9\n4,593.5\n\n213.3\n697.6\n3,683.8\n35.8\n–\n14.1\n4,644.6\n\n1,682.6\n1,729.4\n15.8\n10.8\n540.1\n–\n3,978.7\n8,572.2\n\n1,760.9\n1,634.1\n13.0\n28.0\n1,432.9\n15.7\n4,884.6\n9,529.2\n\nNotes\n\nEquity\nShare capital\nShare premium\nTranslation reserve\nOther reserves\nRetained earnings\nTotal equity attributable to the Company’s equity holders\n\n21\n\n2025\n£m\n\n2024\n£m\n\n104.2\n215.5\n(356.6)\n22.0\n2,803.9\n2,789.0\n\n106.4\n212.1\n(324.6)\n24.3\n2,769.2\n2,787.4\n\n3.8\n\n3.3\n\n2,792.8\n\n2,790.7\n\n28\n\n1,736.5\n\n1,361.7\n\nDefined benefit pension liabilities\nOther payables\nProvisions\nLease liabilities\nDerivative financial liabilities\nDeferred tax liabilities\nTotal non-current liabilities\n\n25\n17\n19\n27\n\n16.8\n240.2\n55.4\n555.5\n62.9\n258.7\n2,926.0\n\n16.0\n255.4\n49.7\n573.7\n82.8\n263.3\n2,602.6\n\nBank overdrafts\nInterest bearing loans and borrowings\n\n28\n28\n\n212.6\n203.8\n\n987.9\n619.2\n\nTrade and other payables\nIncome tax payable\nProvisions\nLease liabilities\nDerivative financial liabilities\nLiabilities relating to assets classified as held for sale\nTotal current liabilities\nTotal liabilities\nTotal equity and liabilities\n\n17\n\n2,108.4\n77.6\n57.5\n187.0\n6.5\n–\n2,853.4\n5,779.4\n8,572.2\n\n2,206.1\n63.7\n57.1\n180.4\n15.8\n5.7\n4,135.9\n6,738.5\n9,529.2\n\nNon-controlling interests\nTotal equity\nLiabilities\nInterest bearing loans and borrowings\n\n20\n\n19\n27\n\nThe financial statements on pages 136 to 177 were approved by the Board of Directors of Bunzl plc\n(Company registration number 358948) on 2 March 2026 and signed on its behalf by Frank van Zanten,\nChief Executive Officer and Richard Howes, Chief Financial Officer.", "tables": [ [ [ "" ], [ "231.1" ], [ "682.1" ], [ "3,618.1" ], [ "34.2" ], [ "6.1" ], [ "21.9" ], [ "4,593.5" ], [ "" ], [ "1,682.6" ], [ "1,729.4" ], [ "15.8" ], [ "10.8" ], [ "540.1" ], [ "–" ], [ "3,978.7" ], [ "8,572.2" ] ], [ [ "" ], [ "104.2" ], [ "215.5" ], [ "(356.6)" ], [ "22.0" ], [ "2,803.9" ], [ "2,789.0" ], [ "3.8" ], [ "2,792.8" ], [ "" ], [ "" ], [ "1,736.5" ], [ "16.8" ], [ "240.2" ], [ "55.4" ], [ "555.5" ], [ "62.9" ], [ "258.7" ], [ "2,926.0" ], [ "" ], [ "212.6" ], [ "203.8" ], [ "2,108.4" ], [ "77.6" ], [ "57.5" ], [ "187.0" ], [ "6.5" ], [ "–" ], [ "2,853.4" ], [ "5,779.4" ], [ "8,572.2" ] ] ], "word_count": 312, "visual_charts": [] }, { "page_number": 140, "section": "Financial Statements", "subsection": "Consolidated Statement of Changes in Equity", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 138", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 138\n\nCONSOLIDATED STATEMENT OF CHANGES IN EQUITY\nfor the year ended 31 December 2025\n Other reserves Retained earnings Total\n attributable to\n Share Share Translation Capital Cash flow Own the Company’s Non-controlling Total\n capital premium reserve Merger redemption hedge shares Earnings equity holders interests equity\n £m £m £m £m £m £m £m £m £m £m £m\n\nAt 1 January 2025 106.4 212.1 (324.6) 2.5 18.4 3.4 (63.3) 2,832.5 2,787.4 3.3 2,790.7\nProfit for the year 459.2 459.2 0.6 459.8\nActuarial losses on defined benefit pension schemes (3.7) (3.7) – (3.7)\nForeign currency translation differences on foreign operations (31.7) (31.7) (0.1) (31.8)\nReclassification from translation reserve to income statement on disposal\n of foreign operations (5.6) (5.6) – (5.6)\nGain taken to equity as a result of effective net investment hedges 5.2 5.2 – 5.2\nLoss recognised in cash flow hedge reserve (6.9) (6.9) – (6.9)\nIncome tax credit on other comprehensive expense 0.1 1.7 0.9 2.7 – 2.7\nTotal comprehensive income (32.0) (5.2) 456.4 419.2 0.5 419.7\n2024 interim dividend (66.7) (66.7) – (66.7)\n2024 final dividend (175.5) (175.5) – (175.5)\nMovement from cash flow hedge reserve to inventory (net of tax) 0.6 0.6 – 0.6\nHyperinflation accounting adjustments1 11.2 11.2 – 11.2\nIssue of share capital 0.1 3.4 3.5 – 3.5\nOwn shares purchased for cancellation (Note 21) (151.5) (151.5) – (151.5)\nOwn shares cancelled (Note 21) (2.3) 2.3 – – –\nEmployee trust shares (38.8) (38.8) – (38.8)\nMovement on own share reserves 35.8 (35.8) – – –\nShare based payments (net of tax) (0.4) (0.4) – (0.4)\nAt 31 December 2025 104.2 215.5 (356.6) 2.5 20.7 (1.2) (66.3) 2,870.2 2,789.0 3.8 2,792.8", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nFinancial Statements\n\nDirectors’ Report\n\n138\n\nAdditional Information\n\nCONSOLIDATED STATEMENT OF CHANGES IN EQUITY\n\nfor the year ended 31 December 2025\n\nOther reserves\n\nAt 1 January 2025\nProfit for the year\nActuarial losses on defined benefit pension schemes\nForeign currency translation differences on foreign operations\n\nShare\ncapital\n£m\n\nShare\npremium\n£m\n\nTranslation\nreserve\n£m\n\nMerger\n£m\n\nCapital\nredemption\n£m\n\nCash flow\nhedge\n£m\n\nOwn\nshares\n£m\n\n106.4\n\n212.1\n\n(324.6)\n\n2.5\n\n18.4\n\n3.4\n\n(63.3)\n\nReclassification from translation reserve to income statement on disposal\nof foreign operations\nGain taken to equity as a result of effective net investment hedges\nLoss recognised in cash flow hedge reserve\nIncome tax credit on other comprehensive expense\nTotal comprehensive income\n2024 interim dividend\n2024 final dividend\nMovement from cash flow hedge reserve to inventory (net of tax)\nHyperinflation accounting adjustments1\nIssue of share capital\nOwn shares purchased for cancellation (Note 21)\nOwn shares cancelled (Note 21)\nEmployee trust shares\nMovement on own share reserves\nShare based payments (net of tax)\nAt 31 December 2025\n\nRetained earnings\nEarnings\n£m\n\n(31.7)\n\n3.3\n0.6\n–\n(0.1)\n\n2,790.7\n459.8\n(3.7)\n(31.8)\n\n(5.6)\n5.2\n\n(5.6)\n5.2\n\n–\n–\n\n(5.6)\n5.2\n\n(6.9)\n2.7\n419.2\n(66.7)\n(175.5)\n0.6\n11.2\n3.5\n(151.5)\n–\n(38.8)\n–\n(0.4)\n2,789.0\n\n–\n–\n0.5\n–\n–\n–\n–\n–\n–\n–\n–\n–\n–\n3.8\n\n(6.9)\n2.7\n419.7\n(66.7)\n(175.5)\n0.6\n11.2\n3.5\n(151.5)\n–\n(38.8)\n–\n(0.4)\n2,792.8\n\n(6.9)\n1.7\n(5.2)\n\n0.9\n456.4\n(66.7)\n(175.5)\n\n0.6\n11.2\n0.1\n\n3.4\n(151.5)\n\n(2.3)\n\n2.3\n(38.8)\n35.8\n\n104.2\n\n215.5\n\nTotal\nequity\n£m\n\n2,787.4\n459.2\n(3.7)\n(31.7)\n\n0.1\n(32.0)\n\n2,832.5\n459.2\n(3.7)\n\nTotal\nattributable to\nthe Company’s Non-controlling\nequity holders\ninterests\n£m\n£m\n\n(356.6)\n\n2.5\n\n20.7\n\n(1.2)\n\n(66.3)\n\n(35.8)\n(0.4)\n2,870.2", "tables": [ [ [ "106.4", "212.1", "(324.6)", "2.5", "18.4", "3.4", "(63.3)", "2,832.5", "2,787.4", "3.3", "2,790.7" ], [ "", "", "", "", "", "", "", "459.2", "459.2", "0.6", "459.8" ], [ "", "", "", "", "", "", "", "(3.7)", "(3.7)", "–", "(3.7)" ], [ "", "", "(31.7)", "", "", "", "", "", "(31.7)", "(0.1)", "(31.8)" ], [ "", "", "(5.6)", "", "", "", "", "", "(5.6)", "–", "(5.6)" ], [ "", "", "5.2", "", "", "", "", "", "5.2", "–", "5.2" ], [ "", "", "", "", "", "(6.9)", "", "", "(6.9)", "–", "(6.9)" ], [ "", "", "0.1", "", "", "1.7", "", "0.9", "2.7", "–", "2.7" ], [ "", "", "(32.0)", "", "", "(5.2)", "", "456.4", "419.2", "0.5", "419.7" ], [ "", "", "", "", "", "", "", "(66.7)", "(66.7)", "–", "(66.7)" ], [ "", "", "", "", "", "", "", "(175.5)", "(175.5)", "–", "(175.5)" ], [ "", "", "", "", "", "0.6", "", "", "0.6", "–", "0.6" ], [ "", "", "", "", "", "", "", "11.2", "11.2", "–", "11.2" ], [ "0.1", "3.4", "", "", "", "", "", "", "3.5", "–", "3.5" ], [ "", "", "", "", "", "", "", "(151.5)", "(151.5)", "–", "(151.5)" ], [ "(2.3)", "", "", "", "2.3", "", "", "", "–", "–", "–" ], [ "", "", "", "", "", "", "(38.8)", "", "(38.8)", "–", "(38.8)" ], [ "", "", "", "", "", "", "35.8", "(35.8)", "–", "–", "–" ], [ "", "", "", "", "", "", "", "(0.4)", "(0.4)", "–", "(0.4)" ], [ "104.2", "215.5", "(356.6)", "2.5", "20.7", "(1.2)", "(66.3)", "2,870.2", "2,789.0", "3.8", "2,792.8" ] ] ], "word_count": 286, "visual_charts": [] }, { "page_number": 141, "section": "Financial Statements", "subsection": "Consolidated Statement of Changes in Equity", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 139", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 139\n\nCONSOLIDATED STATEMENT OF CHANGES IN EQUITY\nfor the year ended 31 December 2025 continued\n Other reserves Retained earnings Total\n attributable to\n Share Share Translation Capital Cash flow Own the Company’s Non-controlling Total\n capital premium reserve Merger redemption hedge shares Earnings equity holders interests equity\n £m £m £m £m £m £m £m £m £m £m £m\nAt 1 January 2024 108.6 205.2 (170.2) 2.5 16.1 (1.9) (70.9) 2,876.9 2,966.3 – 2,966.3\nProfit for the year 500.4 500.4 0.6 501.0\nActuarial losses on defined benefit pension schemes (35.1) (35.1) – (35.1)\nForeign currency translation differences on foreign operations (193.3) (193.3) – (193.3)\nReclassification from translation reserve to income statement on disposal\n of foreign operations 18.7 18.7 – 18.7\nGain taken to equity as a result of effective net investment hedges 20.3 20.3 – 20.3\nGain recognised in cash flow hedge reserve 6.3 6.3 – 6.3\nIncome tax (charge)/credit on other comprehensive expense (0.1) (1.6) 8.2 6.5 – 6.5\nTotal comprehensive income (154.4) 4.7 473.5 323.8 0.6 324.4\n2023 interim dividend (61.0) (61.0) – (61.0)\n2023 final dividend (167.6) (167.6) – (167.6)\nMovement from cash flow hedge reserve to inventory (net of tax) 0.6 0.6 – 0.6\nHyperinflation accounting adjustments1 17.1 17.1 – 17.1\nNon-controlling interest acquired – 2.7 2.7\nIssue of share capital 0.1 6.9 7.0 – 7.0\nOwn shares purchased for cancellation (Note 21) (301.2) (301.2) – (301.2)\nOwn shares cancelled (Note 21) (2.3) 2.3 – – –\nEmployee trust shares (16.6) (16.6) – (16.6)\nMovement on own share reserves 24.2 (24.2) – – –\nShare based payments (net of tax) 19.0 19.0 – 19.0\nAt 31 December 2024 106.4 212.1 (324.6) 2.5 18.4 3.4 (63.3) 2,832.5 2,787.4 3.3 2,790.7\n1.\t\u0007IAS 29 ‘Financial Reporting in Hyperinflationary Economies’ remains applicable for the Group’s businesses with a functional currency of the Turkish lira. The results of the Group’s businesses in Turkey have been adjusted for the effects of inflation in accordance with IAS 29.\n See Note 1 for further details.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nFinancial Statements\n\nDirectors’ Report\n\n139\n\nAdditional Information\n\nCONSOLIDATED STATEMENT OF CHANGES IN EQUITY\n\nfor the year ended 31 December 2025 continued\n\nTotal\nattributable to\nthe Company’s\nequity holders\n£m\n\nNon-controlling\ninterests\n£m\n\nTotal\nequity\n£m\n\n(193.3)\n\n2,966.3\n500.4\n(35.1)\n(193.3)\n\n–\n0.6\n–\n–\n\n2,966.3\n501.0\n(35.1)\n(193.3)\n\n18.7\n20.3\n\n18.7\n20.3\n\n–\n–\n\n18.7\n20.3\n\n6.3\n6.5\n323.8\n(61.0)\n(167.6)\n0.6\n17.1\n\n–\n–\n0.6\n–\n–\n–\n–\n\n6.3\n6.5\n324.4\n(61.0)\n(167.6)\n0.6\n17.1\n\n–\n7.0\n(301.2)\n–\n(16.6)\n–\n19.0\n2,787.4\n\n2.7\n–\n–\n–\n–\n–\n–\n3.3\n\n2.7\n7.0\n(301.2)\n–\n(16.6)\n–\n19.0\n2,790.7\n\nOther reserves\n\nAt 1 January 2024\nProfit for the year\nActuarial losses on defined benefit pension schemes\nForeign currency translation differences on foreign operations\n\nShare\ncapital\n£m\n\nShare\npremium\n£m\n\nTranslation\nreserve\n£m\n\nMerger\n£m\n\nCapital\nredemption\n£m\n\nCash flow\nhedge\n£m\n\nOwn\nshares\n£m\n\n108.6\n\n205.2\n\n(170.2)\n\n2.5\n\n16.1\n\n(1.9)\n\n(70.9)\n\nReclassification from translation reserve to income statement on disposal\nof foreign operations\nGain taken to equity as a result of effective net investment hedges\nGain recognised in cash flow hedge reserve\nIncome tax (charge)/credit on other comprehensive expense\nTotal comprehensive income\n2023 interim dividend\n2023 final dividend\nMovement from cash flow hedge reserve to inventory (net of tax)\nHyperinflation accounting adjustments1\nNon-controlling interest acquired\nIssue of share capital\nOwn shares purchased for cancellation (Note 21)\nOwn shares cancelled (Note 21)\nEmployee trust shares\nMovement on own share reserves\nShare based payments (net of tax)\nAt 31 December 2024\n\nRetained earnings\n\n6.3\n(1.6)\n4.7\n\n(0.1)\n(154.4)\n\nEarnings\n£m\n\n2,876.9\n500.4\n(35.1)\n\n8.2\n473.5\n(61.0)\n(167.6)\n\n0.6\n17.1\n0.1\n\n6.9\n(301.2)\n\n(2.3)\n\n2.3\n(16.6)\n24.2\n\n106.4\n\n212.1\n\n(324.6)\n\n2.5\n\n18.4\n\n3.4\n\n(63.3)\n\n(24.2)\n19.0\n2,832.5\n\n1.\t\u0007IAS 29 ‘Financial Reporting in Hyperinflationary Economies’ remains applicable for the Group’s businesses with a functional currency of the Turkish lira. The results of the Group’s businesses in Turkey have been adjusted for the effects of inflation in accordance with IAS 29.\nSee Note 1 for further details.", "tables": [ [ [ "Bunzl plc Annual Repor", "t 2025", "Strategic Report", "", "Directors’ Re", "port", "", "Financial St", "atements", "", "Additional Inf", "ormation", "", "139" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "CONSOLIDATED", "STATEMENT O", "F CHANGES IN EQUITY", "", "", "", "", "", "", "", "", "", "", "" ], [ "for the year ended 3", "1 December 202", "5 continued", "", "", "", "", "", "", "", "", "", "", "" ], [ "", "", "", "", "", "", "", "", "", "", "", "Total", "", "" ], [ "", "", "", "", "", "", "", "Other", "reserves", "Retaine", "d earnings attr", "ibutable to", "", "" ], [ "", "", "", "Share", "Share Tra", "nslation", "", "Capital C", "ash flow", "Own", "the", "Company’s", "Non-controlling", "Total" ], [ "", "", "", "capital", "premium", "reserve", "Merger", "redemption", "hedge", "shares", "Earnings equ", "ity holders", "interests", "equity" ], [ "", "", "", "£m", "£m", "£m", "£m", "£m", "£m", "£m", "£m", "£m", "£m", "£m" ], [ "At 1 January 2024", "", "", "108.6", "205.2", "(170.2)", "2.5", "16.1", "(1.9)", "(70.9)", "2,876.9", "2,966.3", "–", "2,966.3" ], [ "Profit for the year", "", "", "", "", "", "", "", "", "", "500.4", "500.4", "0.6", "501.0" ], [ "Actuarial losses on defi", "ned benefit pension", "schemes", "", "", "", "", "", "", "", "(35.1)", "(35.1)", "–", "(35.1" ], [ "Foreign currency transl", "ation differences on", "foreign operations", "", "", "(193.3)", "", "", "", "", "", "(193.3)", "–", "(193.3" ], [ "Reclassification from tra", "nslation reserve to", "income statement on disposal", "", "", "", "", "", "", "", "", "", "", "" ], [ "of foreign operations", "", "", "", "", "18.7", "", "", "", "", "", "18.7", "–", "18.7" ], [ "Gain taken to equity as", "a result of effective", "net investment hedges", "", "", "20.3", "", "", "", "", "", "20.3", "–", "20.3" ], [ "Gain recognised in cash", "flow hedge reserve", "", "", "", "", "", "", "6.3", "", "", "6.3", "–", "6.3" ], [ "Income tax (charge)/cre", "dit on other compre", "hensive expense", "", "", "(0.1)", "", "", "(1.6)", "", "8.2", "6.5", "–", "6.5" ], [ "Total comprehensive in", "come", "", "", "", "(154.4)", "", "", "4.7", "", "473.5", "323.8", "0.6", "324.4" ], [ "2023 interim dividend", "", "", "", "", "", "", "", "", "", "(61.0)", "(61.0)", "–", "(61.0" ], [ "2023 final dividend", "", "", "", "", "", "", "", "", "", "(167.6)", "(167.6)", "–", "(167.6" ], [ "Movement from cash fl", "ow hedge reserve to", "inventory (net of tax)", "", "", "", "", "", "0.6", "", "", "0.6", "–", "0.6" ], [ "Hyperinflation accounti", "ng adjustments1", "", "", "", "", "", "", "", "", "17.1", "17.1", "–", "17.1" ], [ "Non-controlling interest", "acquired", "", "", "", "", "", "", "", "", "", "–", "2.7", "2.7" ], [ "Issue of share capital", "", "", "0.1", "6.9", "", "", "", "", "", "", "7.0", "–", "7.0" ], [ "Own shares purchased", "for cancellation (No", "te 21)", "", "", "", "", "", "", "", "(301.2)", "(301.2)", "–", "(301.2" ], [ "Own shares cancelled (", "Note 21)", "", "(2.3)", "", "", "", "2.3", "", "", "", "–", "–", "–" ], [ "Employee trust shares", "", "", "", "", "", "", "", "", "(16.6)", "", "(16.6)", "–", "(16.6" ], [ "Movement on own shar", "e reserves", "", "", "", "", "", "", "", "24.2", "(24.2)", "–", "–", "–" ], [ "Share based payments", "(net of tax)", "", "", "", "", "", "", "", "", "19.0", "19.0", "–", "19.0" ], [ "At 31 December 2024", "", "", "106.4", "212.1", "(324.6)", "2.5", "18.4", "3.4", "(63.3)", "2,832.5", "2,787.4", "3.3", "2,790.7" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "1. I AS 29 ‘Financial Reporting", "in Hyperinflationary Econ", "omies’ remains applicable for the Group’s busi", "nesses with a f", "unctional curren", "cy of the Turkish", "lira. The re", "sults of the Group", "’s businesses in Tu", "rkey have be", "en adjusted for th", "e effects of in", "flation in accordance with", "IAS 29." ] ] ], "word_count": 342, "visual_charts": [] }, { "page_number": 142, "section": "Financial Statements", "subsection": "Consolidated Cash Flow Statement", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 140", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 140\n\nCONSOLIDATED CASH FLOW STATEMENT\nfor the year ended 31 December 2025\n 2025 2024 2025 2024\n Notes £m £m Notes £m £m\nCash flow from operating activities Cash, cash equivalents and overdrafts at start of year 445.0 551.9\nProfit before income tax 620.5 673.6 Decrease in cash, cash equivalents and overdrafts (108.3) (79.3)\nAdjusted for: Currency translation (9.2) (27.6)\n net finance expense 6 126.7 105.4 Cash, cash equivalents and overdrafts at end of year 28 327.5 445.0\n amortisation excluding software 13 151.5 148.3\n acquisition related items through operating profit 4 23.5 31.7 Alternative performance measures†\n non-recurring pension scheme credit 25 – (3.2) Cash generated from operations before acquisition related items 1,136.1 1,133.4\n disposal of businesses 10 (11.9) 20.3 Purchase of property, plant and equipment and software (71.5) (54.4)\nAdjusted operating profit 910.3 976.1 Sale of property, plant and equipment and software 2.7 17.2\nAdjustments: Payment of lease liabilities 27 (232.7) (216.7)\n depreciation and software amortisation 30 253.2 235.8 Operating cash flow 834.6 879.5\n other non-cash items 30 3.1 18.6\n Adjusted operating profit 910.3 976.1\n working capital movement 30 (30.5) (97.1)\n Add back depreciation of right-of-use assets 12 197.8 186.1\nCash generated from operations before acquisition related items 1,136.1 1,133.4\n Deduct payment of lease liabilities 27 (232.7) (216.7)\nCash outflow from acquisition related items 9 (43.4) (42.0)\n Lease adjusted operating profit 875.4 945.5\nIncome tax paid (179.7) (180.5)\nCash inflow from operating activities 913.0 910.9\n Cash conversion (operating cash flow as a percentage of lease adjusted\nCash flow from investing activities operating profit) 95% 93%\nInterest received 50.9 61.4\n Operating cash flow 834.6 879.5\nPurchase of property, plant and equipment and software 11,13 (71.5) (54.4)\n Net interest paid excluding interest on lease liabilities (76.4) (65.2)\nSale of property, plant and equipment and software 2.7 17.2\n Income tax paid (179.7) (180.5)\nPurchase of businesses net of cash acquired 9 (118.5) (636.2)\n Free cash flow 578.5 633.8\nDisposal of businesses net of cash disposed 10 17.0 2.9\n † See Note 3 on pages 147 to 149 for further details of the alternative performance measures.\nCash outflow from investing activities (119.4) (609.1)\n\nCash flow from financing activities\nInterest paid excluding interest on lease liabilities (127.3) (126.6)\nDividends paid 22 (242.2) (228.6)\nIncrease in borrowings 495.4 561.7\nRepayment of borrowings (559.2) (132.9)\nReceipts on settlement of foreign exchange contracts 8.9 24.2\nPayment of lease liabilities – principal 27 (192.1) (178.2)\nPayment of lease liabilities – interest 27 (40.6) (38.5)\nProceeds from issue of ordinary shares to settle share options 3.5 7.0\nProceeds from exercise of market purchase share options 2.8 53.7\nPurchase of own shares 21 (204.8) (247.9)\nPurchase of employee trust shares (46.3) (75.0)\nCash outflow from financing activities (901.9) (381.1)\nDecrease in cash, cash equivalents and overdrafts (108.3) (79.3)", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\n140\n\nAdditional Information\n\nCONSOLIDATED CASH FLOW STATEMENT\n\nfor the year ended 31 December 2025\n\n2025\n£m\n\n2024\n£m\n\n620.5\n\n673.6\n\n6\n13\n4\n25\n10\n\n126.7\n151.5\n23.5\n–\n(11.9)\n910.3\n\n105.4\n148.3\n31.7\n(3.2)\n20.3\n976.1\n\n30\n30\n30\n\n253.2\n3.1\n(30.5)\n1,136.1\n(43.4)\n(179.7)\n913.0\n\n235.8\n18.6\n(97.1)\n1,133.4\n(42.0)\n(180.5)\n910.9\n\n50.9\n(71.5)\n2.7\n(118.5)\n17.0\n(119.4)\n\n61.4\n(54.4)\n17.2\n(636.2)\n2.9\n(609.1)\n\n(127.3)\n(242.2)\n495.4\n(559.2)\n8.9\n(192.1)\n(40.6)\n3.5\n2.8\n(204.8)\n(46.3)\n(901.9)\n(108.3)\n\n(126.6)\n(228.6)\n561.7\n(132.9)\n24.2\n(178.2)\n(38.5)\n7.0\n53.7\n(247.9)\n(75.0)\n(381.1)\n(79.3)\n\nNotes\n\nCash flow from operating activities\nProfit before income tax\nAdjusted for:\nnet finance expense\namortisation excluding software\nacquisition related items through operating profit\nnon-recurring pension scheme credit\ndisposal of businesses\nAdjusted operating profit\nAdjustments:\ndepreciation and software amortisation\nother non-cash items\nworking capital movement\nCash generated from operations before acquisition related items\nCash outflow from acquisition related items\nIncome tax paid\nCash inflow from operating activities\nCash flow from investing activities\nInterest received\nPurchase of property, plant and equipment and software\nSale of property, plant and equipment and software\nPurchase of businesses net of cash acquired\nDisposal of businesses net of cash disposed\nCash outflow from investing activities\nCash flow from financing activities\nInterest paid excluding interest on lease liabilities\nDividends paid\nIncrease in borrowings\nRepayment of borrowings\nReceipts on settlement of foreign exchange contracts\nPayment of lease liabilities – principal\nPayment of lease liabilities – interest\nProceeds from issue of ordinary shares to settle share options\nProceeds from exercise of market purchase share options\nPurchase of own shares\nPurchase of employee trust shares\nCash outflow from financing activities\nDecrease in cash, cash equivalents and overdrafts\n\n9\n\n11,13\n9\n10\n\n22\n\n27\n27\n\n21\n\nCash, cash equivalents and overdrafts at start of year\nDecrease in cash, cash equivalents and overdrafts\nCurrency translation\nCash, cash equivalents and overdrafts at end of year\nAlternative performance measures†\nCash generated from operations before acquisition related items\nPurchase of property, plant and equipment and software\nSale of property, plant and equipment and software\nPayment of lease liabilities\nOperating cash flow\nAdjusted operating profit\nAdd back depreciation of right-of-use assets\nDeduct payment of lease liabilities\nLease adjusted operating profit\nCash conversion (operating cash flow as a percentage of lease adjusted\noperating profit)\nOperating cash flow\nNet interest paid excluding interest on lease liabilities\nIncome tax paid\nFree cash flow\n† See Note 3 on pages 147 to 149 for further details of the alternative performance measures.\n\nNotes\n\n2025\n£m\n\n2024\n£m\n\n28\n\n445.0\n(108.3)\n(9.2)\n327.5\n\n551.9\n(79.3)\n(27.6)\n445.0\n\n1,136.1\n(71.5)\n2.7\n(232.7)\n834.6\n\n1,133.4\n(54.4)\n17.2\n(216.7)\n879.5\n\n910.3\n197.8\n(232.7)\n875.4\n\n976.1\n186.1\n(216.7)\n945.5\n\n95%\n\n93%\n\n834.6\n(76.4)\n(179.7)\n578.5\n\n879.5\n(65.2)\n(180.5)\n633.8\n\n27\n\n12\n27", "tables": [ [ [ "" ], [ "620.5" ], [ "" ], [ "126.7" ], [ "151.5" ], [ "23.5" ], [ "–" ], [ "(11.9)" ], [ "910.3" ], [ "" ], [ "253.2" ], [ "3.1" ], [ "(30.5)" ], [ "1,136.1" ], [ "(43.4)" ], [ "(179.7)" ], [ "913.0" ], [ "" ], [ "" ], [ "50.9" ], [ "(71.5)" ], [ "2.7" ], [ "(118.5)" ], [ "17.0" ], [ "(119.4)" ], [ "" ], [ "" ], [ "(127.3)" ], [ "(242.2)" ], [ "495.4" ], [ "(559.2)" ], [ "8.9" ], [ "(192.1)" ], [ "(40.6)" ], [ "3.5" ], [ "2.8" ], [ "(204.8)" ], [ "(46.3)" ], [ "(901.9)" ], [ "(108.3)" ] ], [ [ "", "445.0", "" ], [ "", "(108.3)", "" ], [ "", "(9.2)", "" ], [ "", "327.5", "" ], [ "", "", "" ], [ "Alternative performance measures† Cash generated from operations before acquisition related items Purchase of property, plant and equipment and software Sale of property, plant and equipment and software Payment of lease liabilities 27", "", "1,133.4 (54.4) 17.2 (216.7)" ], [ "", "1,136.1", "" ], [ "", "(71.5)", "" ], [ "", "2.7", "" ], [ "", "(232.7)", "" ], [ "Operating cash flow", "834.6", "879.5" ], [ "Adjusted operating profit Add back depreciation of right-of-use assets 12 Deduct payment of lease liabilities 27", "", "976.1 186.1 (216.7)" ], [ "", "910.3", "" ], [ "", "197.8", "" ], [ "", "(232.7)", "" ], [ "Lease adjusted operating profit", "875.4", "945.5" ], [ "", "", "" ], [ "Cash conversion (operating cash flow as a percentage of lease adjusted operating profit)", "95%", "93%" ], [ "Operating cash flow Net interest paid excluding interest on lease liabilities Income tax paid", "", "879.5 (65.2) (180.5)" ], [ "", "834.6", "" ], [ "", "(76.4)", "" ], [ "", "(179.7)", "" ], [ "Free cash flow", "578.5", "633.8" ] ] ], "word_count": 469, "visual_charts": [] }, { "page_number": 143, "section": "Financial Statements", "subsection": "Notes to the Consolidated Financial Statements", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 141", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 141\n\nNOTES\n\n1 Basis of preparation (ii) Impact of hyperinflation on the financial statements at 31 December 2025\nBunzl plc (the ‘Company’) is a public company, which is limited by shares and is listed on the London The Group’s financial statements include the results and financial position of its Turkish operations\nStock Exchange. The Company is incorporated and domiciled in the United Kingdom and is registered restated to the measuring unit current at the end of the year, with hyperinflationary gains and losses in\nin England and Wales. respect of monetary items being reported in finance expense. Comparative amounts presented in the\n financial statements have not been restated. The inflation rates used by the Group are the official rates\na. Basis of accounting published by the Turkish Statistical Institute. The movement in the publicly available official price index\nThe consolidated financial statements for the year ended 31 December 2025 have been approved for the year ended 31 December 2025 was an increase of 31% (2024: increase of 44%) in Turkey.\nby the Board of directors of Bunzl plc. They are prepared in accordance with UK-adopted International\nAccounting Standards (‘IASs’) in conformity with the requirements of the Companies Act 2006 and the IAS 29 requires that the income statement is adjusted for inflation in the year and translated at the\napplicable legal requirements of the Companies Act 2006. The consolidated financial statements also year end foreign exchange rates and that non-monetary assets and liabilities on the balance sheet\ncomply fully with International Financial Reporting Standards (‘IFRSs’) as issued by the International are inflated to reflect the change in purchasing power caused by inflation from the date of initial\nAccounting Standards Board (‘IASB’). They are prepared under the historical cost convention with recognition. For the year ended 31 December 2025, this resulted in an increase in goodwill of £5.2m\nthe exception of certain items which are measured at fair value as described in the accounting (2024: £7.5m). The impacts on other non-monetary assets and liabilities were immaterial. The impact\npolicies below. to retained earnings during the year was a gain of £11.2m (2024: gain of £17.1m). The total impact to the\n(i) Going concern Consolidated income statement during the year was a charge of £6.6m (2024: £9.8m) to profit after tax\nThe directors, having reassessed the principal risks and uncertainties, consider it appropriate to adopt from hyperinflation accounting adjustments, comprising a £6.8m adverse impact (2024: £9.9m adverse\nthe going concern basis of accounting in the preparation of the financial statements. impact) on adjusted profit before tax and a decreased tax charge of £0.2m (2024: £0.1m decreased\n tax charge).\nIn reaching this conclusion, the directors noted the Group’s strong operating cash flow performance\nin the year and the substantial funding held by the Group as described in the Financial Review. The When applying IAS 29 on an ongoing basis, comparatives in a stable currency are not restated with\ndirectors also considered a range of different forecast scenarios for the 18 month period from the date the translation effect presented within other comprehensive income during the year, and the effect\nof these financial statements to the end of June 2027 starting with a base case projection derived from of inflating opening balances to the measuring unit current at the end of the reporting period\nthe Group’s 2026 Budget excluding any non-committed spending or changes in funding. The resilience presented as a change in equity.\nof the Group to a severe but plausible downside scenario was factored into the directors’ b. Newly adopted accounting policies\nconsiderations. The severe but plausible downside scenario included a 15% reduction in adjusted There are no new standards or amendments to existing standards that are effective that have had\noperating profit from the potential for adverse impacts from the crystallisation of the principal risks to a material impact on the Group. Based on the Group’s ongoing assessment, the Group does not\nthe Group’s organic growth and a reduction in the Group cash conversion to 80% (cash conversion in anticipate any new or revised standards and interpretations that are effective from 1 January 2026 and\n2025 was 95% and in 2024 was 93%). beyond to have a material impact on its consolidated results or financial position.\n\nIn addition, the Group has carried out a reverse stress test against the base case to determine the level\nof performance that would result in a breach of financial covenants (as disclosed in Note 18). In order\nfor a breach of covenants to occur during the 18 month period to the end of June 2027 the Group would\nneed to experience a reduction in EBITDA of over 45% compared with the base case.\nIn the severe but plausible downside scenario it was found that the Group was resilient and in\nparticular it remained in compliance with the relevant financial covenants. The conditions required to\ncreate the reverse stress test scenario were so severe that they were considered to be implausible.\nThe directors are therefore satisfied that the Group’s forecasts, and the severe but plausible downside\nscenario applied to them, show that there are no material uncertainties over going concern, including\nno anticipated breach of covenants, and therefore the going concern basis of preparation continues\nto be appropriate.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\n141\n\nNOTES\n1 Basis of preparation\nBunzl plc (the ‘Company’) is a public company, which is limited by shares and is listed on the London\nStock Exchange. The Company is incorporated and domiciled in the United Kingdom and is registered\nin England and Wales.\na. Basis of accounting\nThe consolidated financial statements for the year ended 31 December 2025 have been approved\nby the Board of directors of Bunzl plc. They are prepared in accordance with UK-adopted International\nAccounting Standards (‘IASs’) in conformity with the requirements of the Companies Act 2006 and the\napplicable legal requirements of the Companies Act 2006. The consolidated financial statements also\ncomply fully with International Financial Reporting Standards (‘IFRSs’) as issued by the International\nAccounting Standards Board (‘IASB’). They are prepared under the historical cost convention with\nthe exception of certain items which are measured at fair value as described in the accounting\npolicies below.\n(i) Going concern\nThe directors, having reassessed the principal risks and uncertainties, consider it appropriate to adopt\nthe going concern basis of accounting in the preparation of the financial statements.\nIn reaching this conclusion, the directors noted the Group’s strong operating cash flow performance\nin the year and the substantial funding held by the Group as described in the Financial Review. The\ndirectors also considered a range of different forecast scenarios for the 18 month period from the date\nof these financial statements to the end of June 2027 starting with a base case projection derived from\nthe Group’s 2026 Budget excluding any non-committed spending or changes in funding. The resilience\nof the Group to a severe but plausible downside scenario was factored into the directors’\nconsiderations. The severe but plausible downside scenario included a 15% reduction in adjusted\noperating profit from the potential for adverse impacts from the crystallisation of the principal risks to\nthe Group’s organic growth and a reduction in the Group cash conversion to 80% (cash conversion in\n2025 was 95% and in 2024 was 93%).\nIn addition, the Group has carried out a reverse stress test against the base case to determine the level\nof performance that would result in a breach of financial covenants (as disclosed in Note 18). In order\nfor a breach of covenants to occur during the 18 month period to the end of June 2027 the Group would\nneed to experience a reduction in EBITDA of over 45% compared with the base case.\nIn the severe but plausible downside scenario it was found that the Group was resilient and in\nparticular it remained in compliance with the relevant financial covenants. The conditions required to\ncreate the reverse stress test scenario were so severe that they were considered to be implausible.\nThe directors are therefore satisfied that the Group’s forecasts, and the severe but plausible downside\nscenario applied to them, show that there are no material uncertainties over going concern, including\nno anticipated breach of covenants, and therefore the going concern basis of preparation continues\nto be appropriate.\n\n(ii) Impact of hyperinflation on the financial statements at 31 December 2025\nThe Group’s financial statements include the results and financial position of its Turkish operations\nrestated to the measuring unit current at the end of the year, with hyperinflationary gains and losses in\nrespect of monetary items being reported in finance expense. Comparative amounts presented in the\nfinancial statements have not been restated. The inflation rates used by the Group are the official rates\npublished by the Turkish Statistical Institute. The movement in the publicly available official price index\nfor the year ended 31 December 2025 was an increase of 31% (2024: increase of 44%) in Turkey.\nIAS 29 requires that the income statement is adjusted for inflation in the year and translated at the\nyear end foreign exchange rates and that non-monetary assets and liabilities on the balance sheet\nare inflated to reflect the change in purchasing power caused by inflation from the date of initial\nrecognition. For the year ended 31 December 2025, this resulted in an increase in goodwill of £5.2m\n(2024: £7.5m). The impacts on other non-monetary assets and liabilities were immaterial. The impact\nto retained earnings during the year was a gain of £11.2m (2024: gain of £17.1m). The total impact to the\nConsolidated income statement during the year was a charge of £6.6m (2024: £9.8m) to profit after tax\nfrom hyperinflation accounting adjustments, comprising a £6.8m adverse impact (2024: £9.9m adverse\nimpact) on adjusted profit before tax and a decreased tax charge of £0.2m (2024: £0.1m decreased\ntax charge).\nWhen applying IAS 29 on an ongoing basis, comparatives in a stable currency are not restated with\nthe translation effect presented within other comprehensive income during the year, and the effect\nof inflating opening balances to the measuring unit current at the end of the reporting period\npresented as a change in equity.\nb. Newly adopted accounting policies\nThere are no new standards or amendments to existing standards that are effective that have had\na material impact on the Group. Based on the Group’s ongoing assessment, the Group does not\nanticipate any new or revised standards and interpretations that are effective from 1 January 2026 and\nbeyond to have a material impact on its consolidated results or financial position.", "tables": [ [ [ "Bunzl plc Annual R", "eport 2", "025", "", "Strate", "gic Report", "Di", "rectors’ Report", "Fin", "ancial Statemen", "ts", "Addition", "al Infor", "mation", "", "", "141" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "NOTES", "", "", "", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "1 Basis of pre Bunzl plc (the ‘Co Stock Exchange. T in England and W", "para mpany’ he Com ales.", "tion ) is a public c pany is inco", "ompany, rporated", "which is limite and domicile", "d by shares and d in the United K", "is listed on the ingdom and is", "London registered", "(ii) Impact of hyperi The Group’s financia restated to the mea respect of monetary", "nflation on the fi l statements incl suring unit curre items being rep", "nancial ude the nt at the orted in", "statements at 3 results and finan end of the year, finance expense", "1 Dece cial po with hy . Comp", "mber 2025 sition of its perinflation arative am", "Turkish ary gain ounts pr", "operations s and losse esented in t", "s in he" ], [ "a. Basis of accou The consolidated by the Board of di", "nting financi rectors", "al statement of Bunzl plc", "s for the . They ar", "year ended 31 e prepared in", "December 202 accordance with", "5 have been ap UK-adopted In", "proved ternational", "financial statements published by the Tur for the year ended 3", "have not been r kish Statistical In 1 December 202", "estated. stitute. 5 was a", "The inflation rat The movement i n increase of 31%", "es use n the p (2024", "d by the Gro ublicly avail : increase of", "up are t able offic 44%) in", "he official r ial price ind Turkey.", "ates ex" ], [ "Accounting Stand", "ards (‘I", "ASs’) in confo", "rmity wit", "h the require", "ments of the Co", "mpanies Act 20", "06 and the", "IAS 29 requires that", "the income state", "ment is", "adjusted for infl", "ation in", "the year an", "d transl", "ated at the", "" ], [ "applicable legal re", "quirem", "ents of the", "Compani", "es Act 2006. 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The impa", "ct" ], [ "policies below. (i) Going concern", "", "", "", "", "", "", "", "to retained earnings Consolidated incom from hyperinflation", "during the year e statement duri accounting adjus", "was a ga ng the y tments,", "in of £11.2m (20 ear was a charge comprising a £6.", "24: gain of £6.6 8m ad", "of £17.1m). m (2024: £ verse impac", "The tota 9.8m) to t (2024:", "l impact to profit after £9.9m adve", "the tax rse" ], [ "The directors, hav the going concern", "ing rea basis", "ssessed the of accounting", "principal in the p", "risks and unc reparation of", "ertainties, consi the financial stat", "der it appropria ements.", "te to adopt", "impact) on adjusted tax charge).", "profit before tax", "and a d", "ecreased tax cha", "rge of", "£0.2m (202", "4: £0.1m", "decreased", "" ], [ "In reaching this co in the year and th directors also con", "nclusio e subst sidere", "n, the direct antial fundin d a range of d", "ors note g held by ifferent f", "d the Group’s the Group as orecast scen", "strong operatin described in th arios for the 18 m", "g cash flow perf e Financial Revi onth period fr", "ormance ew. The om the date", "When applying IAS 2 the translation effec", "9 on an ongoing t presented withi", "basis, c n other", "omparatives in a comprehensive i", "stable ncome", "currency ar during the", "e not re year, an", "stated with d the effect", "" ], [ "of these financial the Group’s 2026 of the Group to a", "statem Budget severe", "ents to the e excluding a but plausible", "nd of Jun ny non-c downsi", "e 2027 startin ommitted spe de scenario w", "g with a base ca nding or change as factored into", "se projection d s in funding. Th the directors’", "erived from e resilience", "of inflating opening presented as a chan b. Newly adopted", "balances to the m ge in equity. accounting polic", "easurin ies", "g unit current at", "the en", "d of the rep", "orting p", "eriod", "" ], [ "considerations. 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Base", "d on th", "e Group’s ongoin", "g asse", "ssment, the", "Group", "does not", "" ], [ "the Group’s organ", "ic grow", "th and a red", "uction in", "the Group ca", "sh conversion to", "80% (cash con", "version in", "anticipate any new o", "r revised standa", "rds and", "interpretations t", "hat are", "effective fr", "om 1 Jan", "uary 2026", "and" ], [ "2025 was 95% an", "d in 20", "24 was 93%).", "", "", "", "", "", "beyond to have a m", "aterial impact on", "its cons", "olidated results", "or finan", "cial positio", "n.", "", "" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "In addition, the G", "roup ha", "s carried ou", "t a revers", "e stress test", "against the base", "case to determ", "ine the level", "", "", "", "", "", "", "", "", "" ], [ "of performance t", "hat wou", "ld result in a", "breach o", "f financial cov", "enants (as discl", "osed in Note 18", "). In order", "", "", "", "", "", "", "", "", "" ], [ "for a breach of co", "venant", "s to occur du", "ring the", "18 month peri", "od to the end of", "June 2027 the", "Group would", "", "", "", "", "", "", "", "", "" ], [ "need to experien", "ce a red", "uction in EB", "ITDA of o", "ver 45% comp", "ared with the b", "ase case.", "", "", "", "", "", "", "", "", "", "" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "In the severe but", "plausib", "le downside", "scenario", "it was found t", "hat the Group w", "as resilient and", "in", "", "", "", "", "", "", "", "", "" ], [ "particular it remai", "ned in", "compliance", "with the r", "elevant financ", "ial covenants. T", "he conditions r", "equired to", "", "", "", "", "", "", "", "", "" ], [ "create the reverse", "stress", "test scenari", "o were so", "severe that t", "hey were consid", "ered to be impl", "ausible.", "", "", "", "", "", "", "", "", "" ], [ "The directors are", "therefo", "re satisfied t", "hat the G", "roup’s foreca", "sts, and the sev", "ere but plausibl", "e downside", "", "", "", "", "", "", "", "", "" ], [ "scenario applied t", "o them", ", show that t", "here are", "no material u", "ncertainties ove", "r going concern", ", including", "", "", "", "", "", "", "", "", "" ], [ "no anticipated br", "each of", "covenants, a", "nd there", "fore the going", "concern basis o", "f preparation c", "ontinues", "", "", "", "", "", "", "", "", "" ], [ "to be appropriate", ".", "", "", "", "", "", "", "", "", "", "", "", "", "", "", "" ] ] ], "word_count": 885, "visual_charts": [] }, { "page_number": 144, "section": "Financial Statements", "subsection": "Notes to the Consolidated Financial Statements", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 142", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 142\n\nNOTES continued\n\n2 Accounting policies When less than 100% of the issued share capital of a subsidiary is acquired and the acquisition includes\nThe accounting policies set out below have, unless otherwise stated, been applied consistently to all an option to purchase the remaining share capital of the subsidiary, the anticipated acquisition method\nyears presented in the consolidated financial statements. is applied, where judged appropriate to do so based on the risks and rewards associated with the\n option to purchase, meaning that no non-controlling interest is recognised. A liability is carried on the\na. Basis of consolidation balance sheet equal to the fair value of the option and this is revised to fair value at each reporting date\n(i) Subsidiaries with differences being recorded in acquisition related items in the income statement.\nSubsidiaries are entities controlled by the Group. Control exists when the Group is either exposed\nor has rights to variable returns from its involvement with the entity and has the ability to affect When less than 100% of the issued share capital of a subsidiary is acquired and the acquisition does\nthose returns through its power over the entity. Subsidiaries are included in the consolidated financial not include an option to purchase the remaining share capital of the subsidiary, the non-controlling\nstatements from the date that control commences until the date that control ceases. A list of all of the interests are stated at the non-controlling interests’ proportion of the fair values of the assets and\nCompany’s subsidiary undertakings is included in the Related undertakings note in the Shareholder liabilities recognised.\ninformation section on pages 191 to 197 and is incorporated by reference within these financial (iii) Disposal of businesses\nstatements and is, therefore, subject to audit. The results of all of the subsidiary undertakings are Where a subsidiary undertaking is sold, the profit or loss on disposal is calculated as the difference\nincluded in full in these consolidated financial statements. between the aggregate of the fair value of the consideration received and the carrying amount of the\nThe following UK subsidiaries are exempt from the requirements under the Companies Act 2006 assets and liabilities of the subsidiary on the date of disposal less any transaction costs relating to the\nrelating to the audit of individual financial statements by virtue of section 479A of the Act. disposal. On the disposal of a subsidiary with assets and liabilities denominated in foreign currency,\n the cumulative translation difference associated with that subsidiary in the translation reserve is\nCompany Name Registered number credited or debited to the profit or loss on disposal recognised in the income statement. Cash received\nBunzl American Holdings (No. 1) Limited 02865710 on disposal of businesses is shown within investing activities in the Consolidated cash flow statement,\n net of cash, cash equivalents and overdrafts disposed of and transaction costs paid.\nBunzl American Holdings (No. 2) Limited 05286676\n (iv) Assets held for sale\nBunzl Holding GTL Limited 0685352\n Non-current assets and disposal groups are classified as held for sale if their carrying amount will be\nBunzl Holding LCE Limited 0970892 recovered principally through a sale transaction rather than through continuing use, they are available\nBunzl Mexico Holdings 1 Limited 13558260 for immediate disposal and the sale is highly probable. Non-current assets and disposal groups held for\nBunzl Mexico Holdings 2 Limited 13558193 sale are measured at the lower of their carrying amount or fair value less costs to sell.\nBunzl Overseas Holdings Limited 02865701 (v) Transactions eliminated on consolidation\nBunzl Overseas Holdings (No. 2) Limited 02090880 Intragroup balances and any unrealised gains and losses or income and expenses arising from\nBunzl Overseas Holdings (No. 3) Limited 08224950 intragroup transactions are eliminated in preparing the consolidated financial statements.\nHenares Limited 06387342 b. Foreign currency\n Transactions in foreign currencies are recorded at the rate of exchange at the date of the transaction.\nYorse No. 1 Limited 04373660\n Monetary assets and liabilities denominated in foreign currencies at the balance sheet date are\nYorse No. 3 Limited 02317609 translated at the exchange rate prevailing at that date. Foreign exchange differences arising on\nSelectuser Limited 03829908 translation are recognised in the income statement, unless they qualify for cash flow or net investment\n(ii) Business combinations hedge accounting treatment, in which case the effective portion is recognised directly in other\nThe acquisition method of accounting is used to account for the acquisition of subsidiaries. Identifiable comprehensive income.\nassets acquired and liabilities and contingent liabilities assumed in a business combination are Assets and liabilities of foreign operations are translated at the exchange rate prevailing at the balance\nmeasured initially at fair value at the acquisition date. The consideration paid or payable in respect of sheet date. Income and expenses of foreign operations are translated at average exchange rates with\nacquisitions comprises amounts paid on completion and deferred consideration, excluding payments the exception of subsidiaries in hyperinflationary economies that are translated at the closing rate at\nwhich are contingent on the continued employment of former owners of businesses acquired. Where the end of the year. All resulting exchange differences, including exchange differences arising from the\nmaterial, deferred consideration is discounted to present value using an appropriate discount rate and translation of borrowings and other financial instruments designated as hedges of such balances, are\nis unwound within finance expense over the relevant period. The excess of the consideration over the recognised directly in other comprehensive income and accumulated in the translation reserve.\nfair value of the identifiable net assets acquired is recorded as goodwill. Payments that are contingent Differences that have arisen since 1 January 2004, the date of transition to IFRS, are presented in this\non future employment are charged to the income statement over the period of employment. separate component of equity.\nTransaction costs and expenses such as professional fees are charged to the income statement in the\n c. Revenue\nperiod they are incurred.\n The Group is principally engaged in the delivery of goods to customers representing a single performance\n obligation which is typically satisfied upon delivery of the relevant goods. Revenue related to the provision", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\n142\n\nNOTES continued\n2 Accounting policies\nThe accounting policies set out below have, unless otherwise stated, been applied consistently to all\nyears presented in the consolidated financial statements.\na. Basis of consolidation\n(i) Subsidiaries\nSubsidiaries are entities controlled by the Group. Control exists when the Group is either exposed\nor has rights to variable returns from its involvement with the entity and has the ability to affect\nthose returns through its power over the entity. Subsidiaries are included in the consolidated financial\nstatements from the date that control commences until the date that control ceases. A list of all of the\nCompany’s subsidiary undertakings is included in the Related undertakings note in the Shareholder\ninformation section on pages 191 to 197 and is incorporated by reference within these financial\nstatements and is, therefore, subject to audit. The results of all of the subsidiary undertakings are\nincluded in full in these consolidated financial statements.\nThe following UK subsidiaries are exempt from the requirements under the Companies Act 2006\nrelating to the audit of individual financial statements by virtue of section 479A of the Act.\nCompany Name\n\nBunzl American Holdings (No. 1) Limited\nBunzl American Holdings (No. 2) Limited\nBunzl Holding GTL Limited\nBunzl Holding LCE Limited\nBunzl Mexico Holdings 1 Limited\nBunzl Mexico Holdings 2 Limited\nBunzl Overseas Holdings Limited\nBunzl Overseas Holdings (No. 2) Limited\nBunzl Overseas Holdings (No. 3) Limited\nHenares Limited\nYorse No. 1 Limited\nYorse No. 3 Limited\nSelectuser Limited\n\nRegistered number\n\n02865710\n05286676\n0685352\n0970892\n13558260\n13558193\n02865701\n02090880\n08224950\n06387342\n04373660\n02317609\n03829908\n\n(ii) Business combinations\nThe acquisition method of accounting is used to account for the acquisition of subsidiaries. Identifiable\nassets acquired and liabilities and contingent liabilities assumed in a business combination are\nmeasured initially at fair value at the acquisition date. The consideration paid or payable in respect of\nacquisitions comprises amounts paid on completion and deferred consideration, excluding payments\nwhich are contingent on the continued employment of former owners of businesses acquired. Where\nmaterial, deferred consideration is discounted to present value using an appropriate discount rate and\nis unwound within finance expense over the relevant period. The excess of the consideration over the\nfair value of the identifiable net assets acquired is recorded as goodwill. Payments that are contingent\non future employment are charged to the income statement over the period of employment.\nTransaction costs and expenses such as professional fees are charged to the income statement in the\nperiod they are incurred.\n\nWhen less than 100% of the issued share capital of a subsidiary is acquired and the acquisition includes\nan option to purchase the remaining share capital of the subsidiary, the anticipated acquisition method\nis applied, where judged appropriate to do so based on the risks and rewards associated with the\noption to purchase, meaning that no non-controlling interest is recognised. A liability is carried on the\nbalance sheet equal to the fair value of the option and this is revised to fair value at each reporting date\nwith differences being recorded in acquisition related items in the income statement.\nWhen less than 100% of the issued share capital of a subsidiary is acquired and the acquisition does\nnot include an option to purchase the remaining share capital of the subsidiary, the non-controlling\ninterests are stated at the non-controlling interests’ proportion of the fair values of the assets and\nliabilities recognised.\n(iii) Disposal of businesses\nWhere a subsidiary undertaking is sold, the profit or loss on disposal is calculated as the difference\nbetween the aggregate of the fair value of the consideration received and the carrying amount of the\nassets and liabilities of the subsidiary on the date of disposal less any transaction costs relating to the\ndisposal. On the disposal of a subsidiary with assets and liabilities denominated in foreign currency,\nthe cumulative translation difference associated with that subsidiary in the translation reserve is\ncredited or debited to the profit or loss on disposal recognised in the income statement. Cash received\non disposal of businesses is shown within investing activities in the Consolidated cash flow statement,\nnet of cash, cash equivalents and overdrafts disposed of and transaction costs paid.\n(iv) Assets held for sale\nNon-current assets and disposal groups are classified as held for sale if their carrying amount will be\nrecovered principally through a sale transaction rather than through continuing use, they are available\nfor immediate disposal and the sale is highly probable. Non-current assets and disposal groups held for\nsale are measured at the lower of their carrying amount or fair value less costs to sell.\n(v) Transactions eliminated on consolidation\nIntragroup balances and any unrealised gains and losses or income and expenses arising from\nintragroup transactions are eliminated in preparing the consolidated financial statements.\nb. Foreign currency\nTransactions in foreign currencies are recorded at the rate of exchange at the date of the transaction.\nMonetary assets and liabilities denominated in foreign currencies at the balance sheet date are\ntranslated at the exchange rate prevailing at that date. Foreign exchange differences arising on\ntranslation are recognised in the income statement, unless they qualify for cash flow or net investment\nhedge accounting treatment, in which case the effective portion is recognised directly in other\ncomprehensive income.\nAssets and liabilities of foreign operations are translated at the exchange rate prevailing at the balance\nsheet date. Income and expenses of foreign operations are translated at average exchange rates with\nthe exception of subsidiaries in hyperinflationary economies that are translated at the closing rate at\nthe end of the year. All resulting exchange differences, including exchange differences arising from the\ntranslation of borrowings and other financial instruments designated as hedges of such balances, are\nrecognised directly in other comprehensive income and accumulated in the translation reserve.\nDifferences that have arisen since 1 January 2004, the date of transition to IFRS, are presented in this\nseparate component of equity.\nc. Revenue\nThe Group is principally engaged in the delivery of goods to customers representing a single performance\nobligation which is typically satisfied upon delivery of the relevant goods. Revenue related to the provision", "tables": [ [ [ "Bunzl plc Ann", "ual Report 2025", "", "", "Strategic", "Report", "", "", "Dire", "ctors’ Report", "Fina", "ncial Statemen", "ts Addit", "ional Informati", "on", "", "", "142" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "NOTES con", "tinued", "", "", "", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "2 Accoun The accounti years presen", "ting policies ng policies set o ted in the consol", "ut below idated fi", "have, unless ot nancial stateme", "herwise s nts.", "tated, bee", "n applied cons", "is", "tent", "ly to all", "When less than 100% an option to purchase is applied, where judge option to purchase, m", "of the issued s the remaining d appropriate eaning that no", "hare capital of a subsi share capital of the s to do so based on th non-controlling intere", "diary is acquire ubsidiary, the a e risks and rew st is recognise", "d nt ar d.", "and the icipated ds assoc A liabilit", "acquisition inc acquisition me iated with the y is carried on", "ludes thod the" ], [ "a. Basis of c (i) Subsidiari Subsidiaries", "onsolidation es are entities contr", "olled by", "the Group. Con", "trol exist", "s when th", "e Group is eith", "er", "exp", "osed", "balance sheet equal to with differences being", "the fair value recorded in ac", "of the option and this quisition related item", "is revised to fa s in the income", "ir s", "value at tatemen", "each reporting t.", "date" ], [ "or has rights", "to variable retur", "ns from", "its involvement", "with the", "entity and", "has the ability", "to", "affe", "ct", "When less than 100%", "of the issued s", "hare capital of a subsi", "diary is acquire", "d", "and the", "acquisition do", "es" ], [ "those return", "s through its pow", "er over", "the entity. Subs", "idiaries a", "re include", "d in the consol", "id", "ated", "financial", "not include an option t", "o purchase th", "e remaining share cap", "ital of the subs", "id", "iary, the", "non-controllin", "g" ], [ "statements f", "rom the date tha", "t contro", "l commences un", "til the da", "te that co", "ntrol ceases. A", "lis", "t of", "all of the", "interests are stated at", "the non-contr", "olling interests’ propo", "rtion of the fair", "v", "alues of", "the assets and", "" ], [ "Company’s s", "ubsidiary undert", "akings i", "s included in the", "Related", "undertakin", "gs note in the", "Sh", "are", "holder", "liabilities recognised.", "", "", "", "", "", "", "" ], [ "information s", "ection on pages", "191 to", "197 and is incorp", "orated b", "y referenc", "e within these", "fin", "anc", "ial", "(iii) Disposal of busine", "sses", "", "", "", "", "", "" ], [ "statements a", "nd is, therefore,", "subject", "to audit. The res", "ults of all", "of the su", "bsidiary undert", "ak", "ing", "s are", "Where a subsidiary un", "dertaking is so", "ld, the profit or loss o", "n disposal is ca", "lc", "ulated as", "the differenc", "e" ], [ "included in f The following", "ull in these conso UK subsidiaries", "lidated are exe", "financial statem mpt from the re", "ents. quiremen", "ts under t", "he Companies", "A", "ct 2", "006", "between the aggregat assets and liabilities of", "e of the fair val the subsidiary", "ue of the consideratio on the date of dispos", "n received and al less any tran", "t s", "he carryi action co", "ng amount of t sts relating to", "he the" ], [ "relating to th Company Name Bunzl Americ Bunzl Americ", "e audit of individ an Holdings (No. an Holdings (No.", "ual fina 1) Limit 2) Limit", "ncial statements ed ed", "by virtue", "of section", "479A of the A", "ct.", "Regis", "tered number 02865710 05286676", "disposal. On the dispo the cumulative transla credited or debited to on disposal of busines net of cash, cash equiv", "sal of a subsidi tion difference the profit or lo ses is shown w alents and ove", "ary with assets and li associated with that ss on disposal recogn ithin investing activiti rdrafts disposed of a", "abilities denom subsidiary in th ised in the inco es in the Conso nd transaction", "in e m lid co", "ated in f translati e statem ated ca sts paid", "oreign currenc on reserve is ent. Cash rec sh flow statem .", "y, eived ent," ], [ "Bunzl Holdin Bunzl Holdin Bunzl Mexico", "g GTL Limited g LCE Limited Holdings 1 Limit", "ed", "", "", "", "", "", "", "0685352 0970892 13558260", "(iv) Assets held for sal Non-current assets an recovered principally t for immediate disposa", "e d disposal gro hrough a sale t l and the sale i", "ups are classified as h ransaction rather tha s highly probable. No", "eld for sale if t n through cont n-current asset", "hei in s", "r carryin uing use and disp", "g amount will , they are avail osal groups he", "be able ld fo" ], [ "Bunzl Mexico", "Holdings 2 Limit", "ed", "", "", "", "", "", "", "13558193", "sale are measured at t", "he lower of the", "ir carrying amount or", "fair value less", "co", "sts to se", "ll.", "" ], [ "Bunzl Overse", "as Holdings Limi", "ted", "", "", "", "", "", "", "02865701", "(v) Transactions elimi", "nated on cons", "olidation", "", "", "", "", "" ], [ "Bunzl Overse", "as Holdings (No.", "2) Limit", "ed", "", "", "", "", "", "02090880", "Intragroup balances a intragroup transaction", "nd any unrealis s are eliminate", "ed gains and losses o d in preparing the co", "r income and e nsolidated fina", "xp nc", "enses a ial state", "rising from ments.", "" ], [ "Bunzl Overse Henares Limi Yorse No. 1 L", "as Holdings (No. ted imited", "3) Limit", "ed", "", "", "", "", "", "08224950 06387342 04373660", "b. Foreign currency Transactions in foreign Monetary assets and l", "currencies ar iabilities deno", "e recorded at the rate minated in foreign cur", "of exchange at rencies at the b", "t al", "he date o ance sh", "f the transacti eet date are", "on." ], [ "Yorse No. 3 L Selectuser Li (ii) Business", "imited mited combinations", "", "", "", "", "", "", "", "02317609 03829908", "translated at the excha translation are recogni hedge accounting trea", "nge rate preva sed in the inco tment, in whic", "iling at that date. For me statement, unless h case the effective po", "eign exchange they qualify fo rtion is recogn", "di r is", "fferences cash flow ed direc", "arising on or net invest tly in other", "ment" ], [ "The acquisiti assets acquir", "on method of ac ed and liabilities", "countin and co", "g is used to acco ntingent liabilitie", "unt for th s assume", "e acquisiti d in a bus", "on of subsidiar iness combina", "ie tio", "s. Id n ar", "entifiable e", "comprehensive incom Assets and liabilities of", "e. foreign opera", "tions are translated a", "t the exchange", "ra", "te preva", "iling at the bal", "ance" ], [ "measured ini", "tially at fair value", "at the", "acquisition date.", "The cons", "ideration", "paid or payabl", "e i", "n re", "spect of", "sheet date. Income an", "d expenses of f", "oreign operations are", "translated at", "av", "erage ex", "change rates w", "ith" ], [ "acquisitions", "comprises amou", "nts paid", "on completion", "and defer", "red consi", "deration, exclu", "di", "ng p", "ayments", "the exception of subsi", "diaries in hyper", "inflationary economi", "es that are tran", "sl", "ated at t", "he closing rate", "at" ], [ "which are co", "ntingent on the c", "ontinue", "d employment o", "f former", "owners of", "businesses ac", "qu", "ire", "d. Where", "the end of the year. All", "resulting exch", "ange differences, incl", "uding exchange", "d", "ifferenc", "es arising from", "the" ], [ "material, def", "erred considerat", "ion is di", "scounted to pre", "sent value", "using an", "appropriate di", "sc", "oun", "t rate and", "translation of borrowin", "gs and other fi", "nancial instruments", "designated as h", "e", "dges of s", "uch balances,", "are" ], [ "is unwound", "within finance ex", "pense o", "ver the relevant", "period. T", "he excess", "of the conside", "ra", "tion", "over the", "recognised directly in", "other compreh", "ensive income and ac", "cumulated in t", "he", "translat", "ion reserve.", "" ], [ "fair value of t", "he identifiable n", "et asset", "s acquired is rec", "orded as", "goodwill.", "Payments that", "ar", "e co", "ntingent", "Differences that have a", "risen since 1 J", "anuary 2004, the date", "of transition t", "o I", "FRS, are", "presented in t", "his" ], [ "on future em Transaction c", "ployment are ch osts and expens", "arged t es such", "o the income sta as professional", "tement o fees are", "ver the pe charged to", "riod of employ the income st", "m at", "ent. em", "ent in the", "separate component o c. Revenue", "f equity.", "", "", "", "", "", "" ], [ "period they a", "re incurred.", "", "", "", "", "", "", "", "", "The Group is principall obligation which is typi", "y engaged in th cally satisfied u", "e delivery of goods to pon delivery of the rel", "customers rep evant goods. R", "re ev", "senting a enue rel", "single perform ated to the pro", "ance vision" ] ] ], "word_count": 1024, "visual_charts": [] }, { "page_number": 145, "section": "Financial Statements", "subsection": "Notes to the Consolidated Financial Statements", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 143", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 143\n\nNOTES continued\n\n2 Accounting policies continued majority of termination options held are exercisable only by the Group and not by the respective lessor.\n In determining the lease term, management considers all facts and circumstances that create an\nof services is recognised when the service is provided, which for the majority of the Group’s service\n economic incentive to exercise a termination option. Periods after the date of a termination option\nrevenue represents a single performance obligation. Service revenue is recognised over time where it\n are only included in the lease term if it is reasonably certain that the lease will not be terminated. The\nrelates to multiple performance obligations being satisfied, usually based on work completed to date.\n assessment of the lease term is reviewed if a significant event or a significant change in circumstances\nRevenue is not recognised if there is significant uncertainty regarding recovery of the consideration due.\n occurs that is within the control of the Group.\nRevenue is valued at invoiced amounts, excluding sales taxes and including estimates for variable\n Payments associated with short term leases and leases of low value assets are recognised on a straight\nconsideration where relevant, such as returns, rebates and discounts, for which a liability is recognised\n line basis as an expense in profit or loss. Short term leases are leases with a lease term of 12 months or\nas required. Returns and early settlement discount liabilities are based on experience over an\n less. Low value assets are assets with a value of less than £5,000 when new, typically small items of IT\nappropriate period whereas volume discount (including rebates) liabilities are based on agreements\n equipment, office equipment and office furniture.\nwith customers and expected volumes.\n h. Income tax\nd. Cost of goods sold\n Income tax in the income statement comprises current and deferred tax. Income tax is recognised in\nCost of goods sold consists of the cost of the inventories sold or disposed of in the period where the\n the income statement except to the extent that it relates to items recognised directly in equity or other\ncost of inventories is net of supplier rebate income related to those inventories.\n comprehensive income.\ne. Supplier rebates\nThe Group has various rebate arrangements with a number of suppliers. Some of these arrangements Current tax is the expected tax payable or recoverable on the taxable income or loss for the year using\nare based on the volume of products purchased and others are based on the volume of products sold. tax rates enacted or substantively enacted at the balance sheet date and any adjustments in respect\nSupplier rebate income is recognised in cost of goods sold concurrent with the sale of the inventories of prior years. Current tax payable is recognised when it is probable that the Group will be required to\nto which it relates and is calculated by reference to the expected consideration receivable from each settle the obligation. The Group’s policy for accounting for current tax payable or receivable where it is\nrebate arrangement. Substantially all supplier rebate income is unconditional and non-judgemental. uncertain is described in more detail in Note 2y – Sources of estimation uncertainty – Taxation.\nSupplier rebate income is not recognised if there is significant uncertainty regarding recovery of the Deferred tax is provided using the balance sheet liability method providing for temporary differences\namount due. Supplier rebate income accrued but not yet received is included in other receivables. arising between tax bases and carrying amounts in the consolidated financial statements. Deferred tax\nf. Share based payments is measured at the tax rates that are expected to be applied to temporary differences when they\nThe Group operates a number of equity settled share based payment compensation plans. Details reverse, based on the laws that have been enacted or substantively enacted at the balance sheet date.\nof these plans are outlined in Note 21 and the Directors’ remuneration report. The total expected\n Deferred tax is not recognised for the following temporary differences: goodwill not deductible for\nexpense is based on the fair value of options and other share based incentives at the grant date,\n tax purposes, the initial recognition of assets and liabilities that affect neither accounting nor taxable\ncalculated using a valuation model, and is spread over the expected vesting period with a\n profits and differences relating to investments in subsidiaries to the extent that they will probably\ncorresponding credit to equity.\n not reverse in the foreseeable future and where the Company controls the timing of the reversal.\ng. Leases A deferred tax asset is recognised only to the extent that it is probable that future taxable profit will\nThe Group recognises a right-of-use asset and a lease liability at the lease commencement date. The be available against which the temporary difference can be utilised.\nright-of-use asset is initially measured at cost, comprising the initial amount of the lease liability plus any\n i. Property, plant and equipment\ninitial direct costs incurred and any lease payments made at or before the lease commencement date,\n Property, plant and equipment is stated at historical cost less accumulated depreciation and any\nless any lease incentives received. The right-of-use asset is subsequently depreciated using the straight\n impairment losses. The carrying values of property, plant and equipment are periodically reviewed\nline method from the commencement date to the earlier of the end of the useful life of the asset or the\n for impairment when events or changes in circumstances indicate that the carrying values may not be\nend of the lease term. The lease liability is initially measured at the present value of the lease payments\n recoverable. Where parts of an item of property, plant and equipment have different useful lives, they\nthat are not paid at the commencement date, discounted using the interest rate implicit in the lease. If\n are accounted for as separate items.\nthat rate cannot readily be determined, as is the case in the vast majority of the leasing activities of the\nGroup, the lessee’s incremental borrowing rate is used, being the rate that the lessee would have to pay j. Depreciation\nto borrow the funds necessary to obtain an asset in a similar economic environment with similar terms Depreciation is charged to the income statement on a straight line basis to write off cost less estimated\nand conditions. The lease liability is subsequently measured at amortised cost using the effective residual value over the assets’ estimated remaining useful lives. The estimated useful lives are as follows:\ninterest method. It is remeasured when there is a change in future lease payments arising from a Buildings 50 years (or depreciated over life of lease if shorter than 50 years)\nchange in an index/rate or a change in the Group’s assessment of whether it will exercise an extension Plant and machinery 3 to 12 years\nor termination option. When the lease liability is remeasured, a corresponding adjustment is made to Fixtures, fittings and equipment 3 to 12 years\nthe right-of-use asset. Freehold land Not depreciated\nJudgements are involved in determining the lease term, particularly because termination options are Assets’ residual values, useful lives and depreciation methods are reviewed, and adjusted if\nincluded in a number of property leases across the Group to facilitate operational flexibility. The appropriate, at each balance sheet date.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\n143\n\nNOTES continued\n2 Accounting policies continued\nof services is recognised when the service is provided, which for the majority of the Group’s service\nrevenue represents a single performance obligation. Service revenue is recognised over time where it\nrelates to multiple performance obligations being satisfied, usually based on work completed to date.\nRevenue is not recognised if there is significant uncertainty regarding recovery of the consideration due.\nRevenue is valued at invoiced amounts, excluding sales taxes and including estimates for variable\nconsideration where relevant, such as returns, rebates and discounts, for which a liability is recognised\nas required. Returns and early settlement discount liabilities are based on experience over an\nappropriate period whereas volume discount (including rebates) liabilities are based on agreements\nwith customers and expected volumes.\nd. Cost of goods sold\nCost of goods sold consists of the cost of the inventories sold or disposed of in the period where the\ncost of inventories is net of supplier rebate income related to those inventories.\ne. Supplier rebates\nThe Group has various rebate arrangements with a number of suppliers. Some of these arrangements\nare based on the volume of products purchased and others are based on the volume of products sold.\nSupplier rebate income is recognised in cost of goods sold concurrent with the sale of the inventories\nto which it relates and is calculated by reference to the expected consideration receivable from each\nrebate arrangement. Substantially all supplier rebate income is unconditional and non-judgemental.\nSupplier rebate income is not recognised if there is significant uncertainty regarding recovery of the\namount due. Supplier rebate income accrued but not yet received is included in other receivables.\nf. Share based payments\nThe Group operates a number of equity settled share based payment compensation plans. Details\nof these plans are outlined in Note 21 and the Directors’ remuneration report. The total expected\nexpense is based on the fair value of options and other share based incentives at the grant date,\ncalculated using a valuation model, and is spread over the expected vesting period with a\ncorresponding credit to equity.\n\nmajority of termination options held are exercisable only by the Group and not by the respective lessor.\nIn determining the lease term, management considers all facts and circumstances that create an\neconomic incentive to exercise a termination option. Periods after the date of a termination option\nare only included in the lease term if it is reasonably certain that the lease will not be terminated. The\nassessment of the lease term is reviewed if a significant event or a significant change in circumstances\noccurs that is within the control of the Group.\nPayments associated with short term leases and leases of low value assets are recognised on a straight\nline basis as an expense in profit or loss. Short term leases are leases with a lease term of 12 months or\nless. Low value assets are assets with a value of less than £5,000 when new, typically small items of IT\nequipment, office equipment and office furniture.\nh. Income tax\nIncome tax in the income statement comprises current and deferred tax. Income tax is recognised in\nthe income statement except to the extent that it relates to items recognised directly in equity or other\ncomprehensive income.\nCurrent tax is the expected tax payable or recoverable on the taxable income or loss for the year using\ntax rates enacted or substantively enacted at the balance sheet date and any adjustments in respect\nof prior years. Current tax payable is recognised when it is probable that the Group will be required to\nsettle the obligation. The Group’s policy for accounting for current tax payable or receivable where it is\nuncertain is described in more detail in Note 2y – Sources of estimation uncertainty – Taxation.\nDeferred tax is provided using the balance sheet liability method providing for temporary differences\narising between tax bases and carrying amounts in the consolidated financial statements. Deferred tax\nis measured at the tax rates that are expected to be applied to temporary differences when they\nreverse, based on the laws that have been enacted or substantively enacted at the balance sheet date.\nDeferred tax is not recognised for the following temporary differences: goodwill not deductible for\ntax purposes, the initial recognition of assets and liabilities that affect neither accounting nor taxable\nprofits and differences relating to investments in subsidiaries to the extent that they will probably\nnot reverse in the foreseeable future and where the Company controls the timing of the reversal.\nA deferred tax asset is recognised only to the extent that it is probable that future taxable profit will\nbe available against which the temporary difference can be utilised.\n\ng. Leases\nThe Group recognises a right-of-use asset and a lease liability at the lease commencement date. The\nright-of-use asset is initially measured at cost, comprising the initial amount of the lease liability plus any\ninitial direct costs incurred and any lease payments made at or before the lease commencement date,\nless any lease incentives received. The right-of-use asset is subsequently depreciated using the straight\nline method from the commencement date to the earlier of the end of the useful life of the asset or the\nend of the lease term. The lease liability is initially measured at the present value of the lease payments\nthat are not paid at the commencement date, discounted using the interest rate implicit in the lease. If\nthat rate cannot readily be determined, as is the case in the vast majority of the leasing activities of the\nGroup, the lessee’s incremental borrowing rate is used, being the rate that the lessee would have to pay\nto borrow the funds necessary to obtain an asset in a similar economic environment with similar terms\nand conditions. The lease liability is subsequently measured at amortised cost using the effective\ninterest method. It is remeasured when there is a change in future lease payments arising from a\nchange in an index/rate or a change in the Group’s assessment of whether it will exercise an extension\nor termination option. When the lease liability is remeasured, a corresponding adjustment is made to\nthe right-of-use asset.\n\nBuildings\nPlant and machinery\nFixtures, fittings and equipment\nFreehold land\n\nJudgements are involved in determining the lease term, particularly because termination options are\nincluded in a number of property leases across the Group to facilitate operational flexibility. The\n\nAssets’ residual values, useful lives and depreciation methods are reviewed, and adjusted if\nappropriate, at each balance sheet date.\n\ni. Property, plant and equipment\nProperty, plant and equipment is stated at historical cost less accumulated depreciation and any\nimpairment losses. The carrying values of property, plant and equipment are periodically reviewed\nfor impairment when events or changes in circumstances indicate that the carrying values may not be\nrecoverable. Where parts of an item of property, plant and equipment have different useful lives, they\nare accounted for as separate items.\nj. Depreciation\nDepreciation is charged to the income statement on a straight line basis to write off cost less estimated\nresidual value over the assets’ estimated remaining useful lives. The estimated useful lives are as follows:\n50 years (or depreciated over life of lease if shorter than 50 years)\n3 to 12 years\n3 to 12 years\nNot depreciated", "tables": [ [ [ "Bunzl plc Annua", "l Report 2025", "", "Strate", "gic Report", "", "Directors’ Report", "", "Financial St", "atements", "", "Additional Inform", "ation", "", "14" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "NOTES contin", "ued", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "2 Accountin", "g policies con", "tinued", "", "", "", "", "majority of termin", "ation option", "s held are exerci", "sable", "only by the Grou", "p and not by", "the r", "espective lesso" ], [ "of services is rec revenue represe relates to multip Revenue is not r Revenue is valu consideration w", "ognised when the nts a single perfo le performance o ecognised if there ed at invoiced am here relevant, suc", "service rmance bligation is signifi ounts, e h as ret", "is provided, which obligation. Service s being satisfied, u cant uncertainty r xcluding sales taxe urns, rebates and", "for the majority revenue is recog sually based on egarding recover s and including discounts, for w", "of the Grou nised over work comp y of the co estimates hich a liabi", "p’s service time where it leted to date. nsideration due. for variable lity is recognised", "In determining th economic incentiv are only included assessment of the occurs that is with Payments associa line basis as an ex", "e lease term e to exercis in the lease lease term in the contr ted with sho pense in pr", ", management co e a termination o term if it is reaso is reviewed if a si ol of the Group. rt term leases an ofit or loss. Short", "nside ption. nably gnific d lea term", "rs all facts and cir Periods after the certain that the le ant event or a sig ses of low value a leases are leases", "cumstances date of a ter ase will not nificant chan ssets are rec with a lease", "that mina be ter ge in ognis term", "create an tion option minated. The circumstances ed on a straigh of 12 months o" ], [ "as required. Ret appropriate per with customers d. Cost of good Cost of goods s cost of inventor e. Supplier reb", "urns and early set iod whereas volu and expected vol s sold old consists of the ies is net of suppli ates", "tlemen me disc umes. cost of er rebat", "t discount liabilitie ount (including reb the inventories so e income related t", "s are based on e ates) liabilities a ld or disposed o o those invento", "xperience re based o f in the per ries.", "over an n agreements iod where the", "less. Low value as equipment, office h. Income tax Income tax in the the income statem comprehensive in", "sets are ass equipment income stat ent except come.", "ets with a value o and office furnitu ement comprises to the extent tha", "f less re. curr t it rel", "than £5,000 whe ent and deferred ates to items reco", "n new, typica tax. Income t gnised direc", "lly sm ax is tly in", "all items of IT recognised in equity or othe" ], [ "The Group has", "various rebate arr", "angeme", "nts with a number", "of suppliers. So", "me of thes", "e arrangements", "Current tax is the", "expected ta", "x payable or reco", "verab", "le on the taxable", "income or lo", "ss fo", "r the year usin" ], [ "are based on th", "e volume of produ", "cts pur", "chased and others", "are based on t", "he volume", "of products sold.", "tax rates enacted", "or substant", "ively enacted at t", "he ba", "lance sheet date", "and any adju", "stme", "nts in respect" ], [ "Supplier rebate", "income is recogni", "sed in c", "ost of goods sold c", "oncurrent with", "the sale of", "the inventories", "of prior years. Cur", "rent tax pay", "able is recognise", "d whe", "n it is probable th", "at the Grou", "p will", "be required to" ], [ "to which it relat", "es and is calculate", "d by ref", "erence to the expe", "cted considerat", "ion receiva", "ble from each", "settle the obligati", "on. The Gro", "up’s policy for acc", "ounti", "ng for current tax", "payable or r", "eceiv", "able where it is" ], [ "rebate arrange", "ment. Substantiall", "y all sup", "plier rebate incom", "e is uncondition", "al and non", "-judgemental.", "uncertain is descr", "ibed in mor", "e detail in Note 2", "y – So", "urces of estimatio", "n uncertain", "ty – T", "axation." ], [ "Supplier rebate", "income is not rec", "ognised", "if there is significa", "nt uncertainty r", "egarding re", "covery of the", "Deferred tax is pr", "ovided using", "the balance she", "et liab", "ility method prov", "iding for tem", "pora", "ry differences" ], [ "amount due. Su", "pplier rebate inco", "me accr", "ued but not yet re", "ceived is include", "d in other", "receivables.", "arising between t", "ax bases an", "d carrying amoun", "ts in t", "he consolidated fi", "nancial stat", "emen", "ts. Deferred ta" ], [ "f. Share based", "payments", "", "", "", "", "", "is measured at th", "e tax rates t", "hat are expected", "to be", "applied to tempo", "rary differen", "ces w", "hen they" ], [ "The Group oper of these plans a expense is base", "ates a number of re outlined in Not d on the fair value", "equity s e 21 an of opti", "ettled share base d the Directors’ re ons and other sha", "d payment comp muneration repo re based incenti", "ensation p rt. The tot ves at the g", "lans. Details al expected rant date,", "reverse, based on Deferred tax is no tax purposes, the", "the laws th t recognise initial recog", "at have been ena d for the following nition of assets a", "cted o temp nd lia", "r substantively e orary differences bilities that affect", "nacted at the : goodwill no neither acco", "bala t ded untin", "nce sheet date uctible for g nor taxable" ], [ "calculated using corresponding c g. Leases", "a valuation mode redit to equity.", "l, and is", "spread over the e", "xpected vesting", "period wit", "h a", "profits and differe not reverse in the A deferred tax ass", "nces relatin foreseeable et is recogn", "g to investments future and wher ised only to the e", "in sub e the xtent", "sidiaries to the e Company control that it is probable", "xtent that th s the timing that future", "ey wil of the taxab", "l probably reversal. le profit will" ], [ "The Group reco right-of-use ass initial direct cos less any lease in", "gnises a right-of-u et is initially meas ts incurred and an centives received", "se asse ured at y lease . The rig", "t and a lease liabili cost, comprising th payments made a ht-of-use asset is s", "ty at the lease c e initial amount t or before the l ubsequently de", "ommencem of the leas ease comm preciated", "ent date. The e liability plus any encement date, using the straight", "be available again i. Property, plan Property, plant an impairment losse", "st which the t and equip d equipmen s. The carryi", "temporary differ ment t is stated at hist ng values of prop", "ence orical erty,", "can be utilised. cost less accumu plant and equipm", "lated deprec ent are peri", "iatio odical", "n and any ly reviewed" ], [ "line method fro end of the lease that are not pai that rate cannot Group, the less", "m the commence term. The lease li d at the commenc readily be determ ee’s incremental b", "ment da ability is ement d ined, a orrowin", "te to the earlier of initially measured ate, discounted u s is the case in the g rate is used, bein", "the end of the u at the present v sing the interest vast majority of g the rate that t", "seful life o alue of the rate implic the leasing he lessee", "f the asset or the lease payments it in the lease. If activities of the would have to pay", "for impairment w recoverable. Whe are accounted for j. Depreciation", "hen events o re parts of a as separate", "r changes in circ n item of propert items.", "umsta y, pla", "nces indicate tha nt and equipment", "t the carryin have differe", "g valu nt us", "es may not be eful lives, they" ], [ "to borrow the fu", "nds necessary to", "obtain", "an asset in a simila", "r economic envi", "ronment w", "ith similar terms", "Depreciation is ch", "arged to the", "income statemen", "t on a", "straight line basi", "s to write off", "cost l", "ess estimated" ], [ "and conditions.", "The lease liability", "is subse", "quently measured", "at amortised c", "ost using th", "e effective", "residual value ove", "r the assets’", "estimated remain", "ing u", "seful lives. The est", "imated usef", "ul live", "s are as follows" ], [ "interest method", ". It is remeasured", "when t", "here is a change in", "future lease pa", "yments ari", "sing from a", "Buildings", "", "50 years (", "or de", "preciated over life", "of lease if s", "horte", "r than 50 years" ], [ "change in an ind", "ex/rate or a chan", "ge in th", "e Group’s assessm", "ent of whether i", "t will exerc", "ise an extension", "Plant and machin", "ery", "3 to 12 ye", "ars", "", "", "", "" ], [ "or termination o", "ption. When the l", "ease lia", "bility is remeasure", "d, a correspondi", "ng adjustm", "ent is made to", "Fixtures, fittings a", "nd equipme", "nt 3 to 12 ye", "ars", "", "", "", "" ], [ "the right-of-use", "asset.", "", "", "", "", "", "Freehold land", "", "Not depre", "ciate", "d", "", "", "" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "Judgements are", "involved in deter", "mining t", "he lease term, par", "ticularly becaus", "e terminati", "on options are", "Assets’ residual va", "lues, useful", "lives and deprec", "iation", "methods are revi", "ewed, and a", "djust", "ed if" ], [ "included in a nu", "mber of property", "leases", "across the Group t", "o facilitate oper", "ational flexi", "bility. The", "appropriate, at ea", "ch balance", "sheet date.", "", "", "", "", "" ] ] ], "word_count": 1224, "visual_charts": [] }, { "page_number": 146, "section": "Financial Statements", "subsection": "Notes to the Consolidated Financial Statements", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 144", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 144\n\nNOTES continued\n\n2 Accounting policies continued cost necessary to make the sale. Provision is made for obsolete, slow moving or defective items and\n market price movements where appropriate.\nk. Intangible assets\n(i) Goodwill n. Trade and other receivables\nAcquisitions are accounted for using the acquisition method. As permitted by IFRS 1 ‘First-time Trade and other receivables are initially measured at fair value, which for trade receivables is equal\nAdoption of International Financial Reporting Standards’, the Group chose to apply IFRS 3 ‘Business to the consideration expected to be received from the satisfaction of performance obligations.\nCombinations’ from 1 January 2004 and elected not to restate previous business combinations. Subsequent to initial recognition these assets are measured at amortised cost less any provision for\nFor acquisitions made before 1 January 2004, goodwill represents the amount previously recorded impairment losses including expected credit losses. In accordance with IFRS 9 ‘Financial Instruments’\nunder UK Generally Accepted Accounting Practice (‘UK GAAP’). For acquisitions that occurred between the Group applies the simplified approach to measuring expected credit losses which uses a lifetime\n1 January 2004 and 31 December 2009, goodwill represents the cost of the business combination expected loss allowance for all trade receivables. To measure the expected credit losses, trade\nin excess of the fair value of the identifiable assets, liabilities and contingent liabilities acquired. For receivables have been grouped based on shared credit risk characteristics such as the ageing of the\nacquisitions that have occurred on or after 1 January 2010, goodwill represents the cost of the debt and the credit risk of the customers. An historical credit loss rate is then calculated for each group\nbusiness combination (excluding payments contingent on future employment and transaction costs and adjusted to reflect expectations about future credit losses. Inputs and assumptions used for\nand expenses) in excess of the fair value of the identifiable assets, liabilities and contingent liabilities expected credit loss provisions are based on local operating company historical experience and\nacquired. Goodwill is allocated to cash generating units (‘CGUs’) and is tested annually for impairment. expectations about future credit losses. The Group does not have any significant contract assets.\nNegative goodwill arising on acquisition is recognised immediately in the income statement. o. Trade and other payables\n(ii) Customer and supplier relationships, brands and technology Trade and other payables are initially measured at fair value including any directly attributable\nCustomer and supplier relationships, brands and technology intangible assets acquired in a business transaction costs. Subsequent to initial recognition these liabilities are measured at amortised cost.\ncombination are recognised on acquisition and recorded at fair value. Subsequent to initial recognition, The Group has contract liabilities in the form of deferred income which arises from consideration\ncustomer and supplier relationships, brands and technology intangible assets are stated at cost less received in advance of the satisfaction of performance obligations.\naccumulated amortisation and any impairment losses. Amortisation is charged to the income statement p. Financial instruments\non a straight line basis over the estimated useful economic lives which range from 3 to 19 years. The Classification and measurement\ncarrying values of Customer and supplier relationships, brands and technology are periodically Under IFRS 9, financial instruments are initially measured at fair value with subsequent measurement\nreviewed for impairment when events or changes in circumstances indicate that the carrying values depending upon the classification of the instrument. IFRS 13 ‘Fair Value Measurement’ defines fair value\nmay not be recoverable. as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction\n(iii) Software between market participants at the measurement date.\nSoftware is stated at historical cost less accumulated amortisation and any impairment losses. All non-derivative financial assets and liabilities are subsequently held at amortised cost unless they are\nThe carrying values of software are periodically reviewed for impairment when events or changes in a fair value hedge relationship, with the exception of money market funds which are held at fair value.\nin circumstances indicate that the carrying values may not be recoverable. Amortisation is charged Financial assets and liabilities held in a fair value hedge relationship are held at amortised cost with a\nto the income statement on a straight line basis over the estimated useful economic lives which fair value adjustment with subsequent changes in this fair value adjustment recorded in the income\nrange from 3 to 10 years. statement.\nl. Impairment Derivatives and hedging activities\nThe carrying amounts of the Group’s assets are reviewed annually to determine if there is any Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are\nindication of impairment. If any such indication exists, the assets’ recoverable amounts are estimated. subsequently remeasured to their fair value at the end of each reporting period. The accounting for\nThe recoverable amounts of assets carried at amortised cost are calculated as the present value of subsequent changes in fair value depends on whether the derivative is designated as a hedging\nestimated future cash flows, discounted at appropriate pre-tax discount rates. The recoverable instrument and, if so, the nature of the item being hedged. The Group designates certain derivatives\namounts of other assets are the greater of their fair value less the costs of disposal and the value in as either:\nuse. In assessing the value in use, the estimated future cash flows are discounted to their present\n • a hedge of the fair value of recognised assets or liabilities or a firm commitment (‘fair value hedge’);\nvalues using appropriate pre-tax discount rates. Impairment losses are recognised when the carrying\namount of an asset or CGU exceeds its recoverable amount, with impairment losses being recognised • a hedge of a particular risk associated with the cash flows of recognised assets and liabilities and\nin the income statement. highly probable forecast transactions (‘cash flow hedge’); or\nm. Inventories • a hedge of a net investment in a foreign operation (‘net investment hedge’).\nInventories are valued at the lower of cost and net realisable value. The cost of inventories is based The Group documents its risk management objectives and strategy for undertaking its hedge\non the first-in first-out principle and comprises the purchase price, net of any related supplier volume transactions. At inception of hedge relationships, the Group documents the economic relationship\nrebates, plus import duties and other taxes, inbound freight and haulage costs and other related costs between the hedging instruments and the hedged items.\nincurred to bring the product to its present location and condition. Net realisable value is the estimated\nselling price in the ordinary course of business, less the estimated cost of completion and estimated", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\n144\n\nNOTES continued\n2 Accounting policies continued\nk. Intangible assets\n(i) Goodwill\nAcquisitions are accounted for using the acquisition method. As permitted by IFRS 1 ‘First-time\nAdoption of International Financial Reporting Standards’, the Group chose to apply IFRS 3 ‘Business\nCombinations’ from 1 January 2004 and elected not to restate previous business combinations.\nFor acquisitions made before 1 January 2004, goodwill represents the amount previously recorded\nunder UK Generally Accepted Accounting Practice (‘UK GAAP’). For acquisitions that occurred between\n1 January 2004 and 31 December 2009, goodwill represents the cost of the business combination\nin excess of the fair value of the identifiable assets, liabilities and contingent liabilities acquired. For\nacquisitions that have occurred on or after 1 January 2010, goodwill represents the cost of the\nbusiness combination (excluding payments contingent on future employment and transaction costs\nand expenses) in excess of the fair value of the identifiable assets, liabilities and contingent liabilities\nacquired. Goodwill is allocated to cash generating units (‘CGUs’) and is tested annually for impairment.\nNegative goodwill arising on acquisition is recognised immediately in the income statement.\n(ii) Customer and supplier relationships, brands and technology\nCustomer and supplier relationships, brands and technology intangible assets acquired in a business\ncombination are recognised on acquisition and recorded at fair value. Subsequent to initial recognition,\ncustomer and supplier relationships, brands and technology intangible assets are stated at cost less\naccumulated amortisation and any impairment losses. Amortisation is charged to the income statement\non a straight line basis over the estimated useful economic lives which range from 3 to 19 years. The\ncarrying values of Customer and supplier relationships, brands and technology are periodically\nreviewed for impairment when events or changes in circumstances indicate that the carrying values\nmay not be recoverable.\n(iii) Software\nSoftware is stated at historical cost less accumulated amortisation and any impairment losses.\nThe carrying values of software are periodically reviewed for impairment when events or changes\nin circumstances indicate that the carrying values may not be recoverable. Amortisation is charged\nto the income statement on a straight line basis over the estimated useful economic lives which\nrange from 3 to 10 years.\nl. Impairment\nThe carrying amounts of the Group’s assets are reviewed annually to determine if there is any\nindication of impairment. If any such indication exists, the assets’ recoverable amounts are estimated.\nThe recoverable amounts of assets carried at amortised cost are calculated as the present value of\nestimated future cash flows, discounted at appropriate pre-tax discount rates. The recoverable\namounts of other assets are the greater of their fair value less the costs of disposal and the value in\nuse. In assessing the value in use, the estimated future cash flows are discounted to their present\nvalues using appropriate pre-tax discount rates. Impairment losses are recognised when the carrying\namount of an asset or CGU exceeds its recoverable amount, with impairment losses being recognised\nin the income statement.\nm. Inventories\nInventories are valued at the lower of cost and net realisable value. The cost of inventories is based\non the first-in first-out principle and comprises the purchase price, net of any related supplier volume\nrebates, plus import duties and other taxes, inbound freight and haulage costs and other related costs\nincurred to bring the product to its present location and condition. Net realisable value is the estimated\nselling price in the ordinary course of business, less the estimated cost of completion and estimated\n\ncost necessary to make the sale. Provision is made for obsolete, slow moving or defective items and\nmarket price movements where appropriate.\nn. Trade and other receivables\nTrade and other receivables are initially measured at fair value, which for trade receivables is equal\nto the consideration expected to be received from the satisfaction of performance obligations.\nSubsequent to initial recognition these assets are measured at amortised cost less any provision for\nimpairment losses including expected credit losses. In accordance with IFRS 9 ‘Financial Instruments’\nthe Group applies the simplified approach to measuring expected credit losses which uses a lifetime\nexpected loss allowance for all trade receivables. To measure the expected credit losses, trade\nreceivables have been grouped based on shared credit risk characteristics such as the ageing of the\ndebt and the credit risk of the customers. An historical credit loss rate is then calculated for each group\nand adjusted to reflect expectations about future credit losses. Inputs and assumptions used for\nexpected credit loss provisions are based on local operating company historical experience and\nexpectations about future credit losses. The Group does not have any significant contract assets.\no. Trade and other payables\nTrade and other payables are initially measured at fair value including any directly attributable\ntransaction costs. Subsequent to initial recognition these liabilities are measured at amortised cost.\nThe Group has contract liabilities in the form of deferred income which arises from consideration\nreceived in advance of the satisfaction of performance obligations.\np. Financial instruments\nClassification and measurement\nUnder IFRS 9, financial instruments are initially measured at fair value with subsequent measurement\ndepending upon the classification of the instrument. IFRS 13 ‘Fair Value Measurement’ defines fair value\nas the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction\nbetween market participants at the measurement date.\nAll non-derivative financial assets and liabilities are subsequently held at amortised cost unless they are\nin a fair value hedge relationship, with the exception of money market funds which are held at fair value.\nFinancial assets and liabilities held in a fair value hedge relationship are held at amortised cost with a\nfair value adjustment with subsequent changes in this fair value adjustment recorded in the income\nstatement.\nDerivatives and hedging activities\nDerivatives are initially recognised at fair value on the date a derivative contract is entered into and are\nsubsequently remeasured to their fair value at the end of each reporting period. The accounting for\nsubsequent changes in fair value depends on whether the derivative is designated as a hedging\ninstrument and, if so, the nature of the item being hedged. The Group designates certain derivatives\nas either:\n• a hedge of the fair value of recognised assets or liabilities or a firm commitment (‘fair value hedge’);\n• a hedge of a particular risk associated with the cash flows of recognised assets and liabilities and\nhighly probable forecast transactions (‘cash flow hedge’); or\n• a hedge of a net investment in a foreign operation (‘net investment hedge’).\nThe Group documents its risk management objectives and strategy for undertaking its hedge\ntransactions. At inception of hedge relationships, the Group documents the economic relationship\nbetween the hedging instruments and the hedged items.", "tables": [ [ [ "Bunzl plc Annual", "Report 2025", "", "", "Strategic Report", "", "Directors’ Report", "F", "inancial Stateme", "nts A", "dditional Infor", "mation", "1" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "NOTES continu", "ed", "", "", "", "", "", "", "", "", "", "", "" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "2 Accountin", "g policies", "continued", "", "", "", "", "cost necessary to", "make the sale. Pr", "ovision is made for", "obsolete, slow", "moving or defecti", "ve items and" ], [ "k. Intangible as", "sets", "", "", "", "", "", "market price move", "ments where ap", "propriate.", "", "", "" ], [ "(i) Goodwill", "", "", "", "", "", "", "n. Trade and othe", "r receivables", "", "", "", "" ], [ "Acquisitions are", "accounted f", "or using the", "acquisition", "method. As permit", "ted by IFRS", "1 ‘First-time", "Trade and other re", "ceivables are init", "ially measured at fa", "ir value, which", "for trade receivab", "les is equal" ], [ "Adoption of Inte", "rnational Fin", "ancial Repo", "rting Standa", "rds’, the Group ch", "ose to apply", "IFRS 3 ‘Business", "to the consideratio", "n expected to be", "received from the", "satisfaction of", "performance obli", "gations." ], [ "Combinations’ fr", "om 1 Januar", "y 2004 and", "elected not", "to restate previous", "business c", "ombinations.", "Subsequent to initi", "al recognition th", "ese assets are mea", "sured at amor", "tised cost less any", "provision for" ], [ "For acquisitions", "made befor", "e 1 January", "2004, goodw", "ill represents the a", "mount pre", "viously recorded", "impairment losses", "including expect", "ed credit losses. In", "accordance wi", "th IFRS 9 ‘Financia", "l Instruments’" ], [ "under UK Gener", "ally Accepte", "d Accountin", "g Practice (‘U", "K GAAP’). For acq", "uisitions tha", "t occurred between", "the Group applies", "the simplified ap", "proach to measurin", "g expected cr", "edit losses which u", "ses a lifetime" ], [ "1 January 2004 a", "nd 31 Dece", "mber 2009,", "goodwill rep", "resents the cost o", "f the busine", "ss combination", "expected loss allow", "ance for all trad", "e receivables. To m", "easure the exp", "ected credit losse", "s, trade" ], [ "in excess of the f", "air value of", "the identifia", "ble assets, li", "abilities and contin", "gent liabiliti", "es acquired. For", "receivables have b", "een grouped bas", "ed on shared credi", "t risk character", "istics such as the", "ageing of the" ], [ "acquisitions that", "have occur", "red on or aft", "er 1 January", "2010, goodwill rep", "resents the", "cost of the", "debt and the credit", "risk of the custo", "mers. An historical", "credit loss rat", "e is then calculate", "d for each grou" ], [ "business combin", "ation (exclu", "ding payme", "nts continge", "nt on future emplo", "yment and", "transaction costs", "and adjusted to re", "flect expectation", "s about future cred", "it losses. Input", "s and assumption", "s used for" ], [ "and expenses) in", "excess of t", "he fair value", "of the ident", "ifiable assets, liabil", "ities and co", "ntingent liabilities", "expected credit los", "s provisions are", "based on local ope", "rating compan", "y historical experi", "ence and" ], [ "acquired. Goodw", "ill is allocat", "ed to cash g", "enerating un", "its (‘CGUs’) and is t", "ested annu", "ally for impairment.", "expectations abou", "t future credit lo", "sses. The Group do", "es not have an", "y significant contr", "act assets." ], [ "Negative goodw", "ill arising on", "acquisition i", "s recognise", "d immediately in th", "e income st", "atement.", "o. Trade and othe", "r payables", "", "", "", "" ], [ "(ii) Customer an", "d supplier r", "elationship", "s, brands an", "d technology", "", "", "Trade and other pa", "yables are initiall", "y measured at fair", "value including", "any directly attrib", "utable" ], [ "Customer and s", "upplier relati", "onships, bra", "nds and tec", "hnology intangible", "assets acqu", "ired in a business", "transaction costs.", "Subsequent to in", "itial recognition the", "se liabilities ar", "e measured at am", "ortised cost." ], [ "combination are", "recognised", "on acquisiti", "on and recor", "ded at fair value. S", "ubsequent", "to initial recognition,", "The Group has con", "tract liabilities in", "the form of deferr", "ed income whic", "h arises from con", "sideration" ], [ "customer and su", "pplier relati", "onships, bra", "nds and tec", "hnology intangible", "assets are s", "tated at cost less", "received in advanc", "e of the satisfacti", "on of performance", "obligations.", "", "" ], [ "accumulated am", "ortisation a", "nd any impa", "irment losse", "s. Amortisation is", "charged to t", "he income statement", "p. Financial instru", "ments", "", "", "", "" ], [ "on a straight line", "basis over t", "he estimate", "d useful eco", "nomic lives which r", "ange from", "3 to 19 years. The", "Classification and", "measurement", "", "", "", "" ], [ "carrying values o", "f Customer", "and supplie", "r relationshi", "ps, brands and tec", "hnology are", "periodically", "Under IFRS 9, finan", "cial instruments", "are initially measur", "ed at fair value", "with subsequent", "measurement" ], [ "reviewed for imp", "airment wh", "en events or", "changes in", "circumstances indi", "cate that th", "e carrying values", "depending upon th", "e classification o", "f the instrument. IF", "RS 13 ‘Fair Val", "ue Measurement’", "defines fair val" ], [ "may not be reco", "verable.", "", "", "", "", "", "as the price that w", "ould be received", "to sell an asset or p", "aid to transfer", "a liability in an ord", "erly transacti" ], [ "(iii) Software", "", "", "", "", "", "", "between market p", "articipants at the", "measurement dat", "e.", "", "" ], [ "Software is state", "d at historic", "al cost less", "accumulated", "amortisation and", "any impair", "ment losses.", "All non-derivative fi", "nancial assets a", "nd liabilities are sub", "sequently hel", "d at amortised cos", "t unless they a" ], [ "The carrying val", "ues of softw", "are are peri", "odically revie", "wed for impairme", "nt when eve", "nts or changes", "in a fair value hedg", "e relationship, wi", "th the exception of", "money marke", "t funds which are", "held at fair valu" ], [ "in circumstances", "indicate th", "at the carryi", "ng values m", "ay not be recovera", "ble. Amortis", "ation is charged", "Financial assets an", "d liabilities held i", "n a fair value hedge", "relationship a", "re held at amortis", "ed cost with a" ], [ "to the income st", "atement on", "a straight lin", "e basis over", "the estimated use", "ful econom", "ic lives which", "fair value adjustme", "nt with subsequ", "ent changes in this", "fair value adjus", "tment recorded in", "the income" ], [ "range from 3 to", "10 years.", "", "", "", "", "", "statement.", "", "", "", "", "" ], [ "l. Impairment", "", "", "", "", "", "", "Derivatives and he", "dging activities", "", "", "", "" ], [ "The carrying am", "ounts of the", "Group’s ass", "ets are revi", "ewed annually to d", "etermine if t", "here is any", "Derivatives are init", "ially recognised a", "t fair value on the", "date a derivativ", "e contract is enter", "ed into and ar" ], [ "indication of imp", "airment. If a", "ny such ind", "ication exist", "s, the assets’ recov", "erable amo", "unts are estimated.", "subsequently reme", "asured to their f", "air value at the end", "of each repor", "ting period. The ac", "counting for" ], [ "The recoverable", "amounts of", "assets carri", "ed at amort", "ised cost are calcul", "ated as the", "present value of", "subsequent chang", "es in fair value de", "pends on whether", "the derivative", "is designated as a", "hedging" ], [ "estimated future", "cash flows,", "discounted", "at appropri", "ate pre-tax discoun", "t rates. The", "recoverable", "instrument and, if", "so, the nature of", "the item being hed", "ged. The Grou", "p designates certa", "in derivatives" ], [ "amounts of othe use. In assessing", "r assets are the value in", "the greater use, the es", "of their fair timated futu", "value less the cost re cash flows are d", "s of disposal iscounted t", "and the value in o their present", "as either: • a hedge of the fa", "ir value of recog", "nised assets or liab", "ilities or a firm", "commitment (‘fair", "value hedge’);" ], [ "values using app amount of an as", "ropriate pre set or CGU e", "-tax discou xceeds its r", "nt rates. Imp ecoverable", "airment losses are amount, with impai", "recognised rment losse", "when the carrying s being recognised", "• a hedge of a par", "ticular risk associ", "ated with the cash", "flows of recog", "nised assets and li", "abilities and" ], [ "in the income st", "atement.", "", "", "", "", "", "highly probable f • a hedge of a net", "orecast transact investment in a f", "ions (‘cash flow he oreign operation (‘", "dge’); or net investment", "hedge’).", "" ], [ "m. Inventories Inventories are v", "alued at the", "lower of co", "st and net re", "alisable value. The", "cost of inve", "ntories is based", "The Group docum", "ents its risk mana", "gement objectives", "and strategy f", "or undertaking its", "hedge" ], [ "on the first-in fir", "st-out princi", "ple and com", "prises the p", "urchase price, net", "of any relate", "d supplier volume", "transactions. At inc", "eption of hedge", "relationships, the G", "roup docume", "nts the economic r", "elationship" ], [ "rebates, plus im", "port duties a", "nd other ta", "xes, inbound", "freight and haula", "ge costs and", "other related costs", "between the hedgi", "ng instruments a", "nd the hedged ite", "ms.", "", "" ], [ "incurred to bring", "the produc", "t to its pres", "ent location", "and condition. Net", "realisable v", "alue is the estimated", "", "", "", "", "", "" ], [ "selling price in th", "e ordinary c", "ourse of bu", "siness, less", "the estimated cost", "of completi", "on and estimated", "", "", "", "", "", "" ] ] ], "word_count": 1122, "visual_charts": [] }, { "page_number": 147, "section": "Financial Statements", "subsection": "Notes to the Consolidated Financial Statements", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 145", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 145\n\nNOTES continued\n\n2 Accounting policies continued q. Cash, cash equivalents and overdrafts\n Cash and cash equivalents, as reported in the balance sheet, comprises cash at bank and in hand and\nThe fair value of a hedging derivative is classified as a non-current asset or liability when the remaining\n money market funds. Cash at bank and in hand includes cash balances and short term deposits with\nmaturity of the hedged item is more than 12 months and as a current asset or liability when the\n maturities of three months or less from the date the deposit is made.\nremaining maturity of the hedged item is 12 months or less.\n(i) Fair value hedge Cash, cash equivalents and overdrafts, as reported in the cash flow statement, comprises cash at bank\nWhere a derivative instrument is designated and qualifies as a hedge of a recognised asset or liability, and in hand, money market funds and bank overdrafts.\nall changes in the fair value of the derivative are recognised immediately in the income statement within r. Net debt\nfinance expense. The carrying value of the hedged item is adjusted by the change in fair value that is Net debt is defined as interest bearing loans and borrowings adjusted for the fair value of interest rate\nattributable to the risk being hedged with changes recognised in the income statement, also within swaps on fixed interest rate borrowings and other derivatives managing the interest rate risk and\nfinance expense. The gain or loss relating to any ineffective portion of the hedging arrangement is currency profile less cash, cash equivalents and overdrafts.\nrecognised immediately in finance expense in the income statement.\n Interest bearing loans and borrowings include commercial paper issued by the Group under its\nIf the hedge relationship is de-designated, then from the point of de-designation there is no further fair euro-commercial paper and US commercial paper programmes. Cash flows from the issuance and\nvaluing of the hedged item. Any previous adjustment to the carrying amount of the hedged item is redemption of commercial paper are disclosed net in the cash flow statement because the instruments\namortised over the remaining maturity of the hedged item. have short maturities and are frequently rolled over.\n(ii) Cash flow hedge s. Provisions\nThe effective portion of changes in the fair value of derivatives that are designated and qualify as cash A provision is recognised in the balance sheet when the Group has a present legal or constructive\nflow hedges is recognised in the cash flow hedge reserve within equity. The gain or loss relating to any obligation as a result of a past event that can be reliably measured and it is probable that an outflow\nineffective portion is recognised immediately in the income statement. of economic benefits will be required to settle the obligation. If the effect is material, provisions are\n determined by discounting the expected future cash flows at a pre-tax rate that reflects risks specific\nWhere a derivative instrument is designated and qualifies as a hedge of a forecast transaction, only the\n to the liability.\nchange in fair value of the forward contract related to the spot component is designated as the hedging\ninstrument. Gains or losses relating to the effective portion of the change in the spot component of the t. Investment in own shares\nforward contract are initially recognised in the cash flow hedge reserve within equity. The change in the The cost of shares held either directly (treasury shares) or indirectly (employee benefit trust shares)\nforward element of the contract that relates to the hedged item is recognised in the income statement. is deducted from equity. Repurchased shares are classified as treasury shares and are presented as\n a deduction from total equity. When treasury shares are subsequently sold or reissued, the amount\nGains or losses accumulated in equity are reclassified to the income statement when the hedged item received is recognised as an increase in equity and the resulting surplus or deficit on the transaction\naffects profit or loss. When the hedged item results in the recognition of a non-financial asset, the gains is recognised in retained earnings. Shares repurchased under the share buyback programme, which\nor losses accumulated in equity are transferred from equity and included in the carrying amount of the are immediately cancelled, are not shown as treasury shares, but are shown as a deduction from the\nnon-financial asset, with the deferred gains or losses ultimately being recognised in the income statement profit and loss account reserve in the group statement of changes in equity. When an irrevocable\nas the non-financial asset affects profit or loss. This transfer is not a reclassification adjustment. commitment to repurchase shares is entered into, the value of the commitment is recognised as an\nWhen a hedging instrument expires, any cumulative deferred gain/loss in equity relating to that accrual within trade and other payables in the balance sheet, with a corresponding charge recognised\ninstrument remains in equity until the forecast transaction occurs at which point it is reclassified to in the profit and loss account reserve in the consolidated statement of changes in equity.\nthe income statement. When the forecast transaction is no longer expected to occur, the cumulative At each reporting date the Group remeasures the value of the shares held in the employee benefit trust\ndeferred gain/loss recorded in equity is immediately reclassified to the income statement. to present them in the own shares reserve at the market value of those shares at the reporting date.\n(iii) Net investment hedge This is done through a reclassification from retained earnings to the own shares reserve. This\nForeign currency differences arising on the retranslation of a financial liability designated as a hedge movement has no effect on the actual numbers of shares held by the employee benefit trust.\nof a net investment in foreign operations are recognised directly in equity to the extent the hedge is u. Retirement benefits\neffective and are accumulated in a separate reserve within equity. To the extent that the hedge is (i) Defined contribution pension schemes\nineffective such differences are recognised in the income statement. A defined contribution pension scheme is a post-employment benefit scheme under which the\n(iv) Other derivative instruments Company pays fixed contributions into a separate fund and will have no legal or constructive obligation\nCertain derivative instruments do not qualify for hedge accounting. Changes in the fair value of any to pay further contributions if the fund does not hold sufficient assets to pay all employee benefits\nderivative instrument that does not qualify for hedge accounting are recognised immediately in the relating to employee service in the current and prior periods. Obligations for contributions to defined\nincome statement. contribution pension schemes are recognised as an expense in the income statement in the periods\n during which services are rendered by employees.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\n145\n\nNOTES continued\n2 Accounting policies continued\nThe fair value of a hedging derivative is classified as a non-current asset or liability when the remaining\nmaturity of the hedged item is more than 12 months and as a current asset or liability when the\nremaining maturity of the hedged item is 12 months or less.\n(i) Fair value hedge\nWhere a derivative instrument is designated and qualifies as a hedge of a recognised asset or liability,\nall changes in the fair value of the derivative are recognised immediately in the income statement within\nfinance expense. The carrying value of the hedged item is adjusted by the change in fair value that is\nattributable to the risk being hedged with changes recognised in the income statement, also within\nfinance expense. The gain or loss relating to any ineffective portion of the hedging arrangement is\nrecognised immediately in finance expense in the income statement.\nIf the hedge relationship is de-designated, then from the point of de-designation there is no further fair\nvaluing of the hedged item. Any previous adjustment to the carrying amount of the hedged item is\namortised over the remaining maturity of the hedged item.\n(ii) Cash flow hedge\nThe effective portion of changes in the fair value of derivatives that are designated and qualify as cash\nflow hedges is recognised in the cash flow hedge reserve within equity. The gain or loss relating to any\nineffective portion is recognised immediately in the income statement.\nWhere a derivative instrument is designated and qualifies as a hedge of a forecast transaction, only the\nchange in fair value of the forward contract related to the spot component is designated as the hedging\ninstrument. Gains or losses relating to the effective portion of the change in the spot component of the\nforward contract are initially recognised in the cash flow hedge reserve within equity. The change in the\nforward element of the contract that relates to the hedged item is recognised in the income statement.\nGains or losses accumulated in equity are reclassified to the income statement when the hedged item\naffects profit or loss. When the hedged item results in the recognition of a non-financial asset, the gains\nor losses accumulated in equity are transferred from equity and included in the carrying amount of the\nnon-financial asset, with the deferred gains or losses ultimately being recognised in the income statement\nas the non-financial asset affects profit or loss. This transfer is not a reclassification adjustment.\nWhen a hedging instrument expires, any cumulative deferred gain/loss in equity relating to that\ninstrument remains in equity until the forecast transaction occurs at which point it is reclassified to\nthe income statement. When the forecast transaction is no longer expected to occur, the cumulative\ndeferred gain/loss recorded in equity is immediately reclassified to the income statement.\n(iii) Net investment hedge\nForeign currency differences arising on the retranslation of a financial liability designated as a hedge\nof a net investment in foreign operations are recognised directly in equity to the extent the hedge is\neffective and are accumulated in a separate reserve within equity. To the extent that the hedge is\nineffective such differences are recognised in the income statement.\n(iv) Other derivative instruments\nCertain derivative instruments do not qualify for hedge accounting. Changes in the fair value of any\nderivative instrument that does not qualify for hedge accounting are recognised immediately in the\nincome statement.\n\nq. Cash, cash equivalents and overdrafts\nCash and cash equivalents, as reported in the balance sheet, comprises cash at bank and in hand and\nmoney market funds. Cash at bank and in hand includes cash balances and short term deposits with\nmaturities of three months or less from the date the deposit is made.\nCash, cash equivalents and overdrafts, as reported in the cash flow statement, comprises cash at bank\nand in hand, money market funds and bank overdrafts.\nr. Net debt\nNet debt is defined as interest bearing loans and borrowings adjusted for the fair value of interest rate\nswaps on fixed interest rate borrowings and other derivatives managing the interest rate risk and\ncurrency profile less cash, cash equivalents and overdrafts.\nInterest bearing loans and borrowings include commercial paper issued by the Group under its\neuro-commercial paper and US commercial paper programmes. Cash flows from the issuance and\nredemption of commercial paper are disclosed net in the cash flow statement because the instruments\nhave short maturities and are frequently rolled over.\ns. Provisions\nA provision is recognised in the balance sheet when the Group has a present legal or constructive\nobligation as a result of a past event that can be reliably measured and it is probable that an outflow\nof economic benefits will be required to settle the obligation. If the effect is material, provisions are\ndetermined by discounting the expected future cash flows at a pre-tax rate that reflects risks specific\nto the liability.\nt. Investment in own shares\nThe cost of shares held either directly (treasury shares) or indirectly (employee benefit trust shares)\nis deducted from equity. Repurchased shares are classified as treasury shares and are presented as\na deduction from total equity. When treasury shares are subsequently sold or reissued, the amount\nreceived is recognised as an increase in equity and the resulting surplus or deficit on the transaction\nis recognised in retained earnings. Shares repurchased under the share buyback programme, which\nare immediately cancelled, are not shown as treasury shares, but are shown as a deduction from the\nprofit and loss account reserve in the group statement of changes in equity. When an irrevocable\ncommitment to repurchase shares is entered into, the value of the commitment is recognised as an\naccrual within trade and other payables in the balance sheet, with a corresponding charge recognised\nin the profit and loss account reserve in the consolidated statement of changes in equity.\nAt each reporting date the Group remeasures the value of the shares held in the employee benefit trust\nto present them in the own shares reserve at the market value of those shares at the reporting date.\nThis is done through a reclassification from retained earnings to the own shares reserve. This\nmovement has no effect on the actual numbers of shares held by the employee benefit trust.\nu. Retirement benefits\n(i) Defined contribution pension schemes\nA defined contribution pension scheme is a post-employment benefit scheme under which the\nCompany pays fixed contributions into a separate fund and will have no legal or constructive obligation\nto pay further contributions if the fund does not hold sufficient assets to pay all employee benefits\nrelating to employee service in the current and prior periods. Obligations for contributions to defined\ncontribution pension schemes are recognised as an expense in the income statement in the periods\nduring which services are rendered by employees.", "tables": [ [ [ "Bunzl plc Annual", "Report 2025", "", "Strategic Rep", "ort", "Director", "s’ Report", "Financial", "Statements", "Addition", "al Information", "", "" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "NOTES continu", "ed", "", "", "", "", "", "", "", "", "", "", "" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "2 Accounting", "policies co", "ntinued", "", "", "", "", "q. Cash, cash equivalent", "s and overdrafts", "", "", "", "" ], [ "The fair value of a", "hedging deriva", "tive is classified as", "a non-current", "asset or liability", "when the rema", "ining", "Cash and cash equivalents money market funds. Cash", ", as reported in the at bank and in han", "balance sheet, d includes cash", "comprises cash balances and s", "at bank and in hort term dep", "hand an osits with" ], [ "maturity of the h remaining maturi", "edged item is m ty of the hedge", "ore than 12 month d item is 12 months", "s and as a curr or less.", "ent asset or liabi", "lity when the", "", "maturities of three months", "or less from the d", "ate the deposit i", "s made.", "", "" ], [ "(i) Fair value hed", "ge", "", "", "", "", "", "Cash, cash equivalents and", "overdrafts, as rep", "orted in the cas", "h flow statemen", "t, comprises c", "ash at ba" ], [ "Where a derivativ", "e instrument is", "designated and qu", "alifies as a hed", "ge of a recognis", "ed asset or liab", "ility,", "and in hand, money marke", "t funds and bank o", "verdrafts.", "", "", "" ], [ "all changes in the", "fair value of the", "derivative are rec", "ognised immed", "iately in the inco", "me statement", "within", "r. Net debt", "", "", "", "", "" ], [ "finance expense.", "The carrying va", "lue of the hedged i", "tem is adjusted", "by the change i", "n fair value tha", "t is", "Net debt is defined as inter", "est bearing loans a", "nd borrowings", "adjusted for the", "fair value of in", "terest ra" ], [ "attributable to th", "e risk being hed", "ged with changes r", "ecognised in t", "he income state", "ment, also with", "in", "swaps on fixed interest rat", "e borrowings and o", "ther derivatives", "managing the i", "nterest rate ris", "k and" ], [ "finance expense. recognised imme", "The gain or loss diately in financ", "relating to any ine e expense in the in", "ffective portio come stateme", "n of the hedging nt.", "arrangement i", "s", "currency profile less cash,", "cash equivalents a", "nd overdrafts.", "", "", "" ], [ "If the hedge relati", "onship is de-de", "signated, then from", "the point of d", "e-designation t", "here is no furth", "er fair", "Interest bearing loans and euro-commercial paper an", "borrowings include d US commercial p", "commercial pa aper programm", "per issued by th es. Cash flows f", "e Group unde rom the issuan", "r its ce and" ], [ "valuing of the hed", "ged item. Any p", "revious adjustmen", "t to the carryin", "g amount of the", "hedged item i", "s", "redemption of commercial", "paper are disclose", "d net in the cas", "h flow statemen", "t because the i", "nstrume" ], [ "amortised over t", "he remaining m", "aturity of the hedge", "d item.", "", "", "", "have short maturities and", "are frequently rolle", "d over.", "", "", "" ], [ "(ii) Cash flow hed", "ge", "", "", "", "", "", "s. Provisions", "", "", "", "", "" ], [ "The effective por", "tion of changes", "in the fair value of", "derivatives tha", "t are designated", "and qualify as", "cash", "A provision is recognised in", "the balance sheet", "when the Grou", "p has a present", "legal or constr", "uctive" ], [ "flow hedges is rec", "ognised in the", "cash flow hedge re", "serve within eq", "uity. The gain or", "loss relating t", "o any", "obligation as a result of a p", "ast event that can", "be reliably meas", "ured and it is pr", "obable that an", "outflow" ], [ "ineffective portio", "n is recognised", "immediately in the", "income statem", "ent.", "", "", "of economic benefits will b", "e required to settle", "the obligation.", "If the effect is m", "aterial, provisi", "ons are" ], [ "Where a derivativ", "e instrument is", "designated and qu", "alifies as a hed", "ge of a forecast", "transaction, o", "nly the", "determined by discounting to the liability.", "the expected futu", "re cash flows at", "a pre-tax rate t", "hat reflects risk", "s specifi" ], [ "change in fair val instrument. Gain", "ue of the forwar s or losses relat", "d contract related t ing to the effective", "o the spot com portion of the", "ponent is desig change in the sp", "nated as the h ot component", "edging of the", "t. Investment in own sha", "res", "", "", "", "" ], [ "forward contract", "are initially reco", "gnised in the cash", "flow hedge res", "erve within equi", "ty. The change", "in the", "The cost of shares held eit", "her directly (treasur", "y shares) or ind", "irectly (employe", "e benefit trust", "shares)" ], [ "forward element", "of the contract", "that relates to the h", "edged item is", "recognised in th", "e income state", "ment.", "is deducted from equity. R", "epurchased shares", "are classified a", "s treasury share", "s and are pres", "ented as" ], [ "", "", "", "", "", "", "", "a deduction from total equ", "ity. When treasury", "shares are subs", "equently sold o", "r reissued, the", "amount" ], [ "Gains or losses ac", "cumulated in eq", "uity are reclassifie", "d to the income", "statement when", "the hedged it", "em", "received is recognised as a", "n increase in equit", "y and the resulti", "ng surplus or d", "eficit on the tra", "nsaction" ], [ "affects profit or lo", "ss. When the he", "dged item results i", "n the recognitio", "n of a non-finan", "cial asset, the g", "ains", "is recognised in retained e", "arnings. Shares rep", "urchased unde", "r the share buyb", "ack programm", "e, which" ], [ "or losses accumu", "lated in equity a", "re transferred from", "equity and inc", "luded in the carr", "ying amount of", "the", "are immediately cancelled,", "are not shown as t", "reasury shares,", "but are shown", "as a deduction", "from the" ], [ "non-financial asse", "t, with the defe", "rred gains or losses", "ultimately bein", "g recognised in t", "he income stat", "ement", "profit and loss account res", "erve in the group s", "tatement of cha", "nges in equity.", "When an irrevo", "cable" ], [ "as the non-financ", "ial asset affects", "profit or loss. This t", "ransfer is not a", "reclassification a", "djustment.", "", "commitment to repurchas", "e shares is entered", "into, the value o", "f the commitm", "ent is recognise", "d as an" ], [ "When a hedging i", "nstrument expi", "res, any cumulative", "deferred gain", "/loss in equity re", "lating to that", "", "accrual within trade and ot", "her payables in the", "balance sheet,", "with a correspo", "nding charge r", "ecognise" ], [ "instrument remai", "ns in equity unt", "il the forecast tran", "saction occurs", "at which point it", "is reclassified", "to", "in the profit and loss accou", "nt reserve in the c", "onsolidated stat", "ement of chang", "es in equity.", "" ], [ "the income state", "ment. When the", "forecast transacti", "on is no longer", "expected to occ", "ur, the cumula", "tive", "At each reporting date the", "Group remeasures", "the value of th", "e shares held in", "the employee", "benefit t" ], [ "deferred gain/los", "s recorded in e", "quity is immediatel", "y reclassified to", "the income sta", "tement.", "", "to present them in the own", "shares reserve at", "the market valu", "e of those share", "s at the report", "ing date" ], [ "(iii) Net investme", "nt hedge", "", "", "", "", "", "This is done through a recl", "assification from re", "tained earnings", "to the own sha", "res reserve. Th", "is" ], [ "Foreign currency", "differences aris", "ing on the retransl", "ation of a finan", "cial liability desig", "nated as a hed", "ge", "movement has no effect o", "n the actual numbe", "rs of shares hel", "d by the employ", "ee benefit trus", "t." ], [ "of a net investme", "nt in foreign op", "erations are recogn", "ised directly in", "equity to the ex", "tent the hedg", "e is", "u. Retirement benefits", "", "", "", "", "" ], [ "effective and are", "accumulated in", "a separate reserve", "within equity.", "To the extent th", "at the hedge is", "", "(i) Defined contribution p", "ension schemes", "", "", "", "" ], [ "ineffective such d", "ifferences are r", "ecognised in the in", "come stateme", "nt.", "", "", "A defined contribution pen", "sion scheme is a p", "ost-employmen", "t benefit schem", "e under which", "the" ], [ "(iv) Other deriva", "tive instrument", "s", "", "", "", "", "Company pays fixed contri", "butions into a sepa", "rate fund and w", "ill have no legal", "or constructiv", "e obligat" ], [ "Certain derivative", "instruments d", "o not qualify for he", "dge accounting", ". Changes in the", "fair value of a", "ny", "to pay further contribution", "s if the fund does n", "ot hold sufficie", "nt assets to pay", "all employee b", "enefits" ], [ "derivative instru", "ment that does", "not qualify for hedg", "e accounting a", "re recognised im", "mediately in t", "he", "relating to employee servic", "e in the current an", "d prior periods.", "Obligations for", "contributions t", "o define" ], [ "income statemen", "t.", "", "", "", "", "", "contribution pension sche", "mes are recognised", "as an expense", "in the income s", "tatement in th", "e periods" ], [ "", "", "", "", "", "", "", "during which services are r", "endered by emplo", "yees.", "", "", "" ] ] ], "word_count": 1148, "visual_charts": [] }, { "page_number": 148, "section": "Financial Statements", "subsection": "Notes to the Consolidated Financial Statements", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 146", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 146\n\nNOTES continued\n\n2 Accounting policies continued Group holds a portfolio of leases and determines lease terms on a case-by-case basis, it is\n impractical to provide any meaningful quantification of the impact the judgements taken compared\n(ii) Defined benefit pension schemes\n with other assumptions that might have been applied have had on the overall amounts recognised\nA defined benefit pension scheme is a post-employment benefit plan other than a defined contribution\n in the financial statements.\npension scheme. Defined benefit pension schemes are recognised on the balance sheet as a defined\nbenefit pension asset or a defined benefit pension liability based on the difference between the fair Non-controlling interests\nvalue of pension scheme assets and the present value of pension scheme liabilities. In determining whether to recognise a non-controlling interest for business combinations whereby less\n than 100% of the issued share capital of a subsidiary is acquired, and the acquisition includes an option\nThe present value of pension scheme liabilities is calculated by a qualified actuary using the projected to purchase the remaining share capital of the subsidiary, management is required to make judgements\nunit method by estimating the amount of future benefit that employees have earned in return for their in relation to whether the risks and rewards associated with the non-controlling interest have\nservice in the current and prior periods, discounted using the rate applicable to AA rated corporate substantially transferred to the Group. Management determines this on a case-by-case basis but if\nbonds that have a similar maturity and currency to the pension scheme liabilities. The fair value of any different judgements were applied, it could have a significant effect on certain amounts recognised in\npension scheme assets (at mid price) is deducted from the present value of pension scheme liabilities the financial statements, including goodwill, deferred consideration and non-controlling interests.\nto determine the net deficit or surplus of each scheme. Remeasurements arising from defined benefit\n y. Sources of estimation uncertainty\npension schemes comprise actuarial gains and losses on pension scheme liabilities and the actual\n In applying the Group’s accounting policies various transactions and balances are valued using\nreturn on pension scheme assets excluding amounts already included in net interest. The net actuarial\n estimates or assumptions. Should these estimates or assumptions prove incorrect, there may be\ngain or loss for the year is recorded in full in the statement of comprehensive income.\n an impact on the following year’s financial statements. As at 31 December 2025, while not expected\nCurrent service cost, past service cost or gain and gains and losses on any settlements and to result in a material change in the carrying value of assets or liabilities in the next 12 months, the\ncurtailments are credited or charged to the income statement. Past service cost is recognised following estimates or assumptions were used in applying the Group’s accounting policies.\nimmediately to the extent benefits are already vested. Net interest on the net defined benefit pension Defined benefit pension schemes\nliability or asset is calculated by applying the discount rate used to measure the defined benefit pension The measurement of the present value of defined benefit pension scheme liabilities involves the use\nscheme deficit or surplus at the beginning of the year to the net defined benefit pension liability or of various actuarial assumptions. The Group uses independent actuarial experts to assist with the\nasset at the beginning of the year. Net interest is recorded within finance expense or finance income estimation of the discount rates, inflation rates and longevity assumptions used for the measurement\nin the income statement. of defined benefit pension scheme liabilities but the actual liabilities could be materially different. The\nWhen the valuation of a defined benefit pension scheme results in a surplus, the recognised defined main risks to which the Group is exposed in relation to the valuation of the defined benefit pension\nbenefit pension asset is limited to the present value of benefits available in the form of any future schemes are described in Note 25. The Group’s net pension asset balance as at 31 December 2025 was\nrefunds from the pension scheme or reductions in future contributions and takes into account the £17.4m (2024: £19.8m).\nadverse effect of any minimum funding requirements. Fair values for assets and liabilities acquired\nv. Dividends Part of the Company’s strategy is to grow through acquisitions. Acquisitions are accounted for using the\nThe interim dividend is recognised in the statement of changes in equity in the period in which it is paid acquisition method as described in the business combinations accounting policy, Note 2a(ii), and the\nand the final dividend in the period in which it is approved by shareholders at the Annual General goodwill accounting policy, Note 2k(i). This includes the determination of fair values for assets and\nMeeting. liabilities acquired, including the separate identification of intangible assets, which use assumptions\n and estimates and are therefore subjective. The Group has developed a process to meet the\nw. Hyperinflationary economies\n requirements of IFRS 3 including the separate identification of customer and supplier relationships,\nWhere the Group has operations in countries to which hyperinflation accounting applies, the financial\n brands and technology intangible assets based on estimated future performance and customer\nstatements of the business concerned are accounted for under IAS 29 ‘Financial Reporting in\n attrition rates. This formal process is applied to each acquisition and involves an assessment of the\nHyperinflationary Economies’. See Note 1a(ii) for details on the impact of hyperinflation accounting in\n assets acquired and liabilities assumed with assistance provided by external valuation specialists where\nthe current year.\n appropriate. Until this assessment is complete, the allocation period remains open up to a maximum of\nx. Judgements made in applying the Group’s accounting policies 12 months from the relevant acquisition date. The process applied is described in Note 9.\nIn the course of preparing the financial statements, the following judgements, in addition to those\n Deferred and contingent consideration\nmade in determining estimates and assumptions (see Note 2y below), were made in the process of\n The consideration paid or payable in respect of acquisitions comprises amounts paid on completion\napplying the Group’s accounting policies that have had a significant effect on the amounts recognised\n and deferred and contingent consideration. The amounts for deferred and contingent consideration,\nin the financial statements:\n principally relating to earn outs and options over non-controlling interests, are estimated by calculating\nDetermining lease terms under the application of IFRS 16 ‘Leases’ the present value of the future expected cash flows which is dependent on management’s estimates in\nIn measuring its right-of-use assets and lease liabilities, management is required to make judgements, respect of the forecasting of future cash flows, in particular the expected profitability. Movements in\nparticularly in relation to lease termination options. Periods after the date of a termination option are the estimated liability in respect of earn outs and put options are recognised in acquisition related\nonly included in the lease term if it is reasonably certain that the lease will not be terminated. As the items through operating profit in the income statement. As at 31 December 2025, the Group carried\n a liability for deferred consideration of £225.7m (2024: £258.2m).", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\n146\n\nNOTES continued\n2 Accounting policies continued\n(ii) Defined benefit pension schemes\nA defined benefit pension scheme is a post-employment benefit plan other than a defined contribution\npension scheme. Defined benefit pension schemes are recognised on the balance sheet as a defined\nbenefit pension asset or a defined benefit pension liability based on the difference between the fair\nvalue of pension scheme assets and the present value of pension scheme liabilities.\nThe present value of pension scheme liabilities is calculated by a qualified actuary using the projected\nunit method by estimating the amount of future benefit that employees have earned in return for their\nservice in the current and prior periods, discounted using the rate applicable to AA rated corporate\nbonds that have a similar maturity and currency to the pension scheme liabilities. The fair value of any\npension scheme assets (at mid price) is deducted from the present value of pension scheme liabilities\nto determine the net deficit or surplus of each scheme. Remeasurements arising from defined benefit\npension schemes comprise actuarial gains and losses on pension scheme liabilities and the actual\nreturn on pension scheme assets excluding amounts already included in net interest. The net actuarial\ngain or loss for the year is recorded in full in the statement of comprehensive income.\nCurrent service cost, past service cost or gain and gains and losses on any settlements and\ncurtailments are credited or charged to the income statement. Past service cost is recognised\nimmediately to the extent benefits are already vested. Net interest on the net defined benefit pension\nliability or asset is calculated by applying the discount rate used to measure the defined benefit pension\nscheme deficit or surplus at the beginning of the year to the net defined benefit pension liability or\nasset at the beginning of the year. Net interest is recorded within finance expense or finance income\nin the income statement.\nWhen the valuation of a defined benefit pension scheme results in a surplus, the recognised defined\nbenefit pension asset is limited to the present value of benefits available in the form of any future\nrefunds from the pension scheme or reductions in future contributions and takes into account the\nadverse effect of any minimum funding requirements.\nv. Dividends\nThe interim dividend is recognised in the statement of changes in equity in the period in which it is paid\nand the final dividend in the period in which it is approved by shareholders at the Annual General\nMeeting.\nw. Hyperinflationary economies\nWhere the Group has operations in countries to which hyperinflation accounting applies, the financial\nstatements of the business concerned are accounted for under IAS 29 ‘Financial Reporting in\nHyperinflationary Economies’. See Note 1a(ii) for details on the impact of hyperinflation accounting in\nthe current year.\nx. Judgements made in applying the Group’s accounting policies\nIn the course of preparing the financial statements, the following judgements, in addition to those\nmade in determining estimates and assumptions (see Note 2y below), were made in the process of\napplying the Group’s accounting policies that have had a significant effect on the amounts recognised\nin the financial statements:\nDetermining lease terms under the application of IFRS 16 ‘Leases’\nIn measuring its right-of-use assets and lease liabilities, management is required to make judgements,\nparticularly in relation to lease termination options. Periods after the date of a termination option are\nonly included in the lease term if it is reasonably certain that the lease will not be terminated. As the\n\nGroup holds a portfolio of leases and determines lease terms on a case-by-case basis, it is\nimpractical to provide any meaningful quantification of the impact the judgements taken compared\nwith other assumptions that might have been applied have had on the overall amounts recognised\nin the financial statements.\nNon-controlling interests\nIn determining whether to recognise a non-controlling interest for business combinations whereby less\nthan 100% of the issued share capital of a subsidiary is acquired, and the acquisition includes an option\nto purchase the remaining share capital of the subsidiary, management is required to make judgements\nin relation to whether the risks and rewards associated with the non-controlling interest have\nsubstantially transferred to the Group. Management determines this on a case-by-case basis but if\ndifferent judgements were applied, it could have a significant effect on certain amounts recognised in\nthe financial statements, including goodwill, deferred consideration and non-controlling interests.\ny. Sources of estimation uncertainty\nIn applying the Group’s accounting policies various transactions and balances are valued using\nestimates or assumptions. Should these estimates or assumptions prove incorrect, there may be\nan impact on the following year’s financial statements. As at 31 December 2025, while not expected\nto result in a material change in the carrying value of assets or liabilities in the next 12 months, the\nfollowing estimates or assumptions were used in applying the Group’s accounting policies.\nDefined benefit pension schemes\nThe measurement of the present value of defined benefit pension scheme liabilities involves the use\nof various actuarial assumptions. The Group uses independent actuarial experts to assist with the\nestimation of the discount rates, inflation rates and longevity assumptions used for the measurement\nof defined benefit pension scheme liabilities but the actual liabilities could be materially different. The\nmain risks to which the Group is exposed in relation to the valuation of the defined benefit pension\nschemes are described in Note 25. The Group’s net pension asset balance as at 31 December 2025 was\n£17.4m (2024: £19.8m).\nFair values for assets and liabilities acquired\nPart of the Company’s strategy is to grow through acquisitions. Acquisitions are accounted for using the\nacquisition method as described in the business combinations accounting policy, Note 2a(ii), and the\ngoodwill accounting policy, Note 2k(i). This includes the determination of fair values for assets and\nliabilities acquired, including the separate identification of intangible assets, which use assumptions\nand estimates and are therefore subjective. The Group has developed a process to meet the\nrequirements of IFRS 3 including the separate identification of customer and supplier relationships,\nbrands and technology intangible assets based on estimated future performance and customer\nattrition rates. This formal process is applied to each acquisition and involves an assessment of the\nassets acquired and liabilities assumed with assistance provided by external valuation specialists where\nappropriate. Until this assessment is complete, the allocation period remains open up to a maximum of\n12 months from the relevant acquisition date. The process applied is described in Note 9.\nDeferred and contingent consideration\nThe consideration paid or payable in respect of acquisitions comprises amounts paid on completion\nand deferred and contingent consideration. The amounts for deferred and contingent consideration,\nprincipally relating to earn outs and options over non-controlling interests, are estimated by calculating\nthe present value of the future expected cash flows which is dependent on management’s estimates in\nrespect of the forecasting of future cash flows, in particular the expected profitability. Movements in\nthe estimated liability in respect of earn outs and put options are recognised in acquisition related\nitems through operating profit in the income statement. As at 31 December 2025, the Group carried\na liability for deferred consideration of £225.7m (2024: £258.2m).", "tables": [ [ [ "Bunzl plc Annual Report 2", "025", "", "Strategi", "c Report", "D", "irectors’ Report", "Fina", "ncial Statement", "s Addit", "ional Informatio", "n", "1" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "NOTES continued", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "2 Accounting polic", "ies contin", "ued", "", "", "", "", "Group holds a portfol", "io of leases and d", "etermines lease ter", "ms on a case-b", "y-case basis", ", it is" ], [ "(ii) Defined benefit pens A defined benefit pensio", "ion schem n scheme is", "es a post-emp", "loyment ben", "efit plan ot", "her than a defined", "contribution", "impractical to provide with other assumptio", "any meaningful ns that might hav", "quantification of the e been applied have", "impact the jud had on the ov", "gements tak erall amount", "en compared s recognised" ], [ "pension scheme. Defined benefit pension asset or", "benefit pe a defined b", "nsion schem enefit pensi", "es are recog on liability ba", "nised on th sed on the", "e balance sheet as difference betwee", "a defined n the fair", "in the financial statem Non-controlling inter", "ents. ests", "", "", "", "" ], [ "value of pension scheme", "assets and", "the presen", "t value of pen", "sion schem", "e liabilities.", "", "In determining wheth", "er to recognise a", "non-controlling inte", "rest for busine", "ss combinati", "ons whereby le" ], [ "", "", "", "", "", "", "", "than 100% of the issu", "ed share capital o", "f a subsidiary is acq", "uired, and the", "acquisition i", "ncludes an opti" ], [ "The present value of pen", "sion schem", "e liabilities i", "s calculated", "by a qualifie", "d actuary using the", "projected", "to purchase the remai", "ning share capita", "l of the subsidiary,", "management is", "required to", "make judgeme" ], [ "unit method by estimatin", "g the amo", "unt of future", "benefit that", "employees", "have earned in ret", "urn for their", "in relation to whether", "the risks and rew", "ards associated wit", "h the non-cont", "rolling intere", "st have" ], [ "service in the current an", "d prior peri", "ods, discoun", "ted using th", "e rate applic", "able to AA rated c", "orporate", "substantially transferr", "ed to the Group.", "Management deter", "mines this on a", "case-by-cas", "e basis but if" ], [ "bonds that have a similar", "maturity a", "nd currency", "to the pensi", "on scheme l", "iabilities. The fair v", "alue of any", "different judgements", "were applied, it c", "ould have a significa", "nt effect on cer", "tain amoun", "ts recognised in" ], [ "pension scheme assets ( to determine the net defi pension schemes compr", "at mid price cit or surpl ise actuaria", ") is deducte us of each s l gains and l", "d from the p cheme. Reme osses on pen", "resent value asurement sion schem", "of pension schem s arising from defi e liabilities and th", "e liabilities ned benefit e actual", "the financial statemen y. Sources of estima In applying the Group", "ts, including goo tion uncertaint ’s accounting poli", "dwill, deferred consi y cies various transac", "deration and n tions and balan", "on-controlli ces are valu", "ng interests. ed using" ], [ "return on pension schem gain or loss for the year i Current service cost, pas", "e assets ex s recorded t service co", "cluding am in full in the st or gain an", "ounts already statement of d gains and", "included in comprehe losses on a", "net interest. The nsive income. ny settlements and", "net actuarial", "estimates or assumpt an impact on the follo to result in a material", "ions. Should thes wing year’s finan change in the car", "e estimates or assu cial statements. As a rying value of assets", "mptions prove t 31 December or liabilities in", "incorrect, th 2025, while the next 12", "ere may be not expected months, the" ], [ "curtailments are credited", "or charge", "d to the inco", "me statemen", "t. Past serv", "ice cost is recognis", "ed", "following estimates or", "assumptions we", "re used in applying t", "he Group’s acc", "ounting poli", "cies." ], [ "immediately to the exten", "t benefits a", "re already v", "ested. Net in", "terest on th", "e net defined bene", "fit pension", "Defined benefit pens", "ion schemes", "", "", "", "" ], [ "liability or asset is calcula", "ted by appl", "ying the dis", "count rate us", "ed to meas", "ure the defined be", "nefit pension", "The measurement of t", "he present value", "of defined benefit p", "ension schem", "e liabilities in", "volves the use" ], [ "scheme deficit or surplus", "at the beg", "inning of the", "year to the", "net defined", "benefit pension lia", "bility or", "of various actuarial as", "sumptions. The", "Group uses indepen", "dent actuarial e", "xperts to as", "sist with the" ], [ "asset at the beginning of", "the year. N", "et interest is", "recorded wi", "thin finance", "expense or financ", "e income", "estimation of the disc", "ount rates, inflati", "on rates and longevi", "ty assumptions", "used for th", "e measuremen" ], [ "in the income statement.", "", "", "", "", "", "", "of defined benefit pen", "sion scheme liab", "ilities but the actual", "liabilities could", "be material", "ly different. The" ], [ "When the valuation of a", "defined ben", "efit pension", "scheme res", "ults in a sur", "plus, the recognise", "d defined", "main risks to which th", "e Group is expos", "ed in relation to the", "valuation of th", "e defined be", "nefit pension" ], [ "benefit pension asset is l", "imited to th", "e present va", "lue of benefi", "ts available", "in the form of any", "future", "schemes are describe", "d in Note 25. The", "Group’s net pensio", "n asset balance", "as at 31 De", "cember 2025 w" ], [ "refunds from the pensio", "n scheme o", "r reductions", "in future co", "ntributions", "and takes into acco", "unt the", "£17.4m (2024: £19.8m", ").", "", "", "", "" ], [ "adverse effect of any min", "imum fund", "ing require", "ments.", "", "", "", "Fair values for assets Part of the Company’s", "and liabilities ac strategy is to gr", "quired ow through acquisiti", "ons. Acquisitio", "ns are accou", "nted for using t" ], [ "v. Dividends The interim dividend is re", "cognised i", "n the statem", "ent of chang", "es in equity", "in the period in w", "hich it is paid", "acquisition method as", "described in the", "business combinati", "ons accounting", "policy, Not", "e 2a(ii), and the" ], [ "and the final dividend in", "the period i", "n which it is", "approved by", "shareholde", "rs at the Annual G", "eneral", "goodwill accounting p", "olicy, Note 2k(i). T", "his includes the det", "ermination of f", "air values fo", "r assets and" ], [ "Meeting. w. Hyperinflationary e Where the Group has op", "conomies erations in", "countries to", "which hyper", "inflation acc", "ounting applies, th", "e financial", "liabilities acquired, inc and estimates and are requirements of IFRS brands and technolog", "luding the separ therefore subje 3 including the se y intangible asse", "ate identification of i ctive. The Group has parate identification ts based on estimat", "ntangible asset developed a p of customer a ed future perfo", "s, which use rocess to m nd supplier rmance and", "assumptions eet the relationships, customer" ], [ "statements of the busine Hyperinflationary Econo the current year. x. Judgements made in In the course of preparin made in determining esti", "ss concern mies’. See N applying t g the finan mates and", "ed are acco ote 1a(ii) for he Group’s cial stateme assumption", "unted for und details on th accounting nts, the follo s (see Note 2", "er IAS 29 ‘F e impact of policies wing judgem y below), w", "inancial Reporting hyperinflation acc ents, in addition t ere made in the pr", "in ounting in o those ocess of", "attrition rates. This for assets acquired and li appropriate. Until this 12 months from the re Deferred and conting The consideration pai", "mal process is a abilities assumed assessment is c levant acquisitio ent consideratio d or payable in re", "pplied to each acqui with assistance pro omplete, the allocati n date. The process n spect of acquisition", "sition and invol vided by exter on period rema applied is desc s comprises am", "ves an asses nal valuation ins open up ribed in Not ounts paid", "sment of the specialists wh to a maximum e 9. on completion" ], [ "applying the Group’s acc in the financial statemen Determining lease term", "ounting pol ts: s under the", "icies that ha applicatio", "ve had a sign n of IFRS 16 ‘", "ificant effec Leases’", "t on the amounts", "recognised", "and deferred and con principally relating to the present value of t", "tingent considera earn outs and op he future expecte", "tion. The amounts f tions over non-cont d cash flows which i", "or deferred an rolling interests s dependent o", "d contingent , are estima n managem", "consideration, ted by calculati ent’s estimates" ], [ "In measuring its right-of-", "use assets", "and lease lia", "bilities, mana", "gement is r", "equired to make ju", "dgements,", "respect of the forecas", "ting of future cas", "h flows, in particular", "the expected", "profitability.", "Movements in" ], [ "particularly in relation to", "lease termi", "nation optio", "ns. Periods a", "fter the dat", "e of a termination", "option are", "the estimated liability", "in respect of ear", "n outs and put optio", "ns are recognis", "ed in acquis", "ition related" ], [ "only included in the lease", "term if it is", "reasonably", "certain that", "the lease wi", "ll not be terminate", "d. As the", "items through operati", "ng profit in the in", "come statement. As", "at 31 Decemb", "er 2025, the", "Group carried" ], [ "", "", "", "", "", "", "", "a liability for deferred", "consideration of", "£225.7m (2024: £25", "8.2m).", "", "" ] ] ], "word_count": 1202, "visual_charts": [] }, { "page_number": 149, "section": "Financial Statements", "subsection": "Notes to the Consolidated Financial Statements", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 147", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 147\n\nNOTES continued\n\n2 Accounting policies continued 3 Alternative performance measures\nRecoverability of goodwill, customer and supplier relationships, brands and technology In addition to the various performance measures defined under IFRS, the Group reports a number\nintangible assets of other measures that are designed to assist with the understanding of the underlying performance\nAs noted above, part of the Company’s strategy is to grow through acquisitions which has led to of the Group and its businesses. These measures are not defined under IFRS and, as a result, do not\nmaterial goodwill, customer and supplier relationships, brands and technology intangible assets being comply with Generally Accepted Accounting Practice (‘GAAP’) and are therefore known as ‘alternative\nrecognised on the balance sheet. Goodwill, which is allocated across CGUs, is tested annually to performance measures’. Accordingly, these measures, which are not designed to be a substitute for\ndetermine whether it is impaired by comparing the carrying amount of the goodwill to the recoverable any of the IFRS measures of performance, may not be directly comparable with other companies’\namount of the CGU to which it has been allocated. Assumptions and estimates are used to determine alternative performance measures. The principal alternative performance measures used within the\nthe recoverable amount of each CGU, principally based on the present value of estimated future cash consolidated financial statements and the location of the reconciliation to equivalent IFRS measures\nflows. Actual performance may differ from management’s expectations. The estimates and are shown and defined in the table below where applicable:\nassumptions used in performing impairment testing are described in Note 13. Customer and supplier Organic revenue Revenue excluding the incremental impact of acquisitions and disposals compared to revenue\nrelationships, brands and technology intangible assets are also reviewed annually for indicators of growth in prior years at constant exchange\nimpairment and if an indicator of impairment exists then similar recoverability testing, involving the\n Underlying Revenue excluding the incremental impact of acquisitions and disposals compared to revenue\nuse of estimates and assumptions, is performed for the business to which the customer relationships, revenue growth in prior years at constant exchange, adjusted for differences in trading days between years\nbrands and technology intangible assets relate. The useful economic lives of customer and supplier and adjusted to exclude growth in excess of 26% per annum in hyperinflationary economies\nrelationships, brands and technology intangible assets are also reviewed at least annually, with any (reconciled in the Financial review)\nrevisions to the original estimated useful economic lives accounted for prospectively. As at\n Adjusted Operating profit before amortisation excluding software, acquisition related items through\n31 December 2025 the goodwill balance was £2,335.2m (2024: £2,286.1m), the amount of customer\n operating profit operating profit and non-recurring pension scheme charges/credits (reconciled in the following\nand supplier relationships intangible assets was £1,125.6m (2024: £1,235.8m), the amount of brands tables and in the Consolidated income statement)\nintangible assets was £110.0m (2024: £116.4m) and the amount of technology intangible assets was\n£3.8m (2024: £5.3m). Operating margin Adjusted operating profit as a percentage of revenue\n\nTrade receivables and inventory provisions Adjusted finance Finance expense before interest on unwinding of discounting on deferred consideration\nAs at 31 December 2025, the Group carried trade receivables provisions of £43.1m (2024: £39.6m) expense (reconciled in Note 6)\nand provisions for slow moving, obsolete or defective inventories and market price movements Adjusted profit Profit before income tax, amortisation excluding software, acquisition related items, non-\nof £145.3m (2024: £143.5m). before income tax recurring pension scheme charges/credits and profit or loss on disposal of businesses\nTaxation (reconciled in the following tables)\nThe Group operates in many countries and is therefore subject to tax laws in a number of different tax Adjusted profit Profit for the year before amortisation excluding software, acquisition related items, non-\njurisdictions. The amount of tax payable or receivable on profits or losses for any period is subject to for the year recurring pension scheme charges/credits, profit or loss on disposal of businesses and the\nthe agreement of the tax authority in each respective jurisdiction and the tax liability or asset position associated tax (reconciled in the following tables)\nis open to review for several years after the relevant accounting period ends. In determining the Effective tax rate Tax on adjusted profit before income tax as a percentage of adjusted profit before income\nprovisions for income taxes, management is required to make assumptions based on interpretations of tax (reconciled in Note 7)\ntax statute and case law, which it does after taking account of professional advice and prior experience.\n Adjusted earnings Adjusted profit for the year attributable to the Company’s equity holders divided by the\nThe majority of the Group’s tax payable balance of £77.6m (2024: £63.7m) relates to provisions for per share weighted average number of ordinary shares in issue (reconciled in the following tables and in\nuncertain tax matters. Uncertainties in respect of enquiries and additional tax assessments raised Note 8)\nby tax authorities are measured by management according to the guidance provided by IFRIC 23 Adjusted diluted Adjusted profit for the year attributable to the Company’s equity holders divided by the diluted\n‘Uncertainty over Income Tax Treatments’ but the amounts ultimately payable or receivable may differ earnings per share weighted average number of ordinary shares (reconciled in Note 8)\nfrom the amounts of any provisions recognised in the consolidated financial statements as a result\n Operating Cash generated from operations before acquisition related items after deducting purchases\nof the estimates and assumptions used.\n cash flow of property, plant and equipment and software and adding back the proceeds from the sale\nManagement does not consider there to be any significant risks of material adjustment within the next of property, plant and equipment and software and deducting the payment of lease liabilities\nfinancial year because tax provisions cover a range of matters across multiple tax jurisdictions with (as shown in the Consolidated cash flow statement)\na variety of timescales before such matters are expected to be concluded. Free cash flow Operating cash flow after deducting payments for income tax and net interest excluding\n interest on lease liabilities (as shown in the Consolidated cash flow statement)\n Lease adjusted Adjusted operating profit after adding back the depreciation of right-of-use assets and\n operating profit deducting the payment of lease liabilities (as shown in the Consolidated cash flow statement)", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nFinancial Statements\n\nDirectors’ Report\n\nAdditional Information\n\n147\n\nNOTES continued\n2 Accounting policies continued\n\n3 Alternative performance measures\n\nRecoverability of goodwill, customer and supplier relationships, brands and technology\nintangible assets\nAs noted above, part of the Company’s strategy is to grow through acquisitions which has led to\nmaterial goodwill, customer and supplier relationships, brands and technology intangible assets being\nrecognised on the balance sheet. Goodwill, which is allocated across CGUs, is tested annually to\ndetermine whether it is impaired by comparing the carrying amount of the goodwill to the recoverable\namount of the CGU to which it has been allocated. Assumptions and estimates are used to determine\nthe recoverable amount of each CGU, principally based on the present value of estimated future cash\nflows. Actual performance may differ from management’s expectations. The estimates and\nassumptions used in performing impairment testing are described in Note 13. Customer and supplier\nrelationships, brands and technology intangible assets are also reviewed annually for indicators of\nimpairment and if an indicator of impairment exists then similar recoverability testing, involving the\nuse of estimates and assumptions, is performed for the business to which the customer relationships,\nbrands and technology intangible assets relate. The useful economic lives of customer and supplier\nrelationships, brands and technology intangible assets are also reviewed at least annually, with any\nrevisions to the original estimated useful economic lives accounted for prospectively. As at\n31 December 2025 the goodwill balance was £2,335.2m (2024: £2,286.1m), the amount of customer\nand supplier relationships intangible assets was £1,125.6m (2024: £1,235.8m), the amount of brands\nintangible assets was £110.0m (2024: £116.4m) and the amount of technology intangible assets was\n£3.8m (2024: £5.3m).\n\nIn addition to the various performance measures defined under IFRS, the Group reports a number\nof other measures that are designed to assist with the understanding of the underlying performance\nof the Group and its businesses. These measures are not defined under IFRS and, as a result, do not\ncomply with Generally Accepted Accounting Practice (‘GAAP’) and are therefore known as ‘alternative\nperformance measures’. Accordingly, these measures, which are not designed to be a substitute for\nany of the IFRS measures of performance, may not be directly comparable with other companies’\nalternative performance measures. The principal alternative performance measures used within the\nconsolidated financial statements and the location of the reconciliation to equivalent IFRS measures\nare shown and defined in the table below where applicable:\n\nTrade receivables and inventory provisions\nAs at 31 December 2025, the Group carried trade receivables provisions of £43.1m (2024: £39.6m)\nand provisions for slow moving, obsolete or defective inventories and market price movements\nof £145.3m (2024: £143.5m).\nTaxation\nThe Group operates in many countries and is therefore subject to tax laws in a number of different tax\njurisdictions. The amount of tax payable or receivable on profits or losses for any period is subject to\nthe agreement of the tax authority in each respective jurisdiction and the tax liability or asset position\nis open to review for several years after the relevant accounting period ends. In determining the\nprovisions for income taxes, management is required to make assumptions based on interpretations of\ntax statute and case law, which it does after taking account of professional advice and prior experience.\nThe majority of the Group’s tax payable balance of £77.6m (2024: £63.7m) relates to provisions for\nuncertain tax matters. Uncertainties in respect of enquiries and additional tax assessments raised\nby tax authorities are measured by management according to the guidance provided by IFRIC 23\n‘Uncertainty over Income Tax Treatments’ but the amounts ultimately payable or receivable may differ\nfrom the amounts of any provisions recognised in the consolidated financial statements as a result\nof the estimates and assumptions used.\nManagement does not consider there to be any significant risks of material adjustment within the next\nfinancial year because tax provisions cover a range of matters across multiple tax jurisdictions with\na variety of timescales before such matters are expected to be concluded.\n\nOrganic revenue\ngrowth\n\nRevenue excluding the incremental impact of acquisitions and disposals compared to revenue\nin prior years at constant exchange\n\nUnderlying\nrevenue growth\n\nRevenue excluding the incremental impact of acquisitions and disposals compared to revenue\nin prior years at constant exchange, adjusted for differences in trading days between years\nand adjusted to exclude growth in excess of 26% per annum in hyperinflationary economies\n(reconciled in the Financial review)\n\nAdjusted\noperating profit\n\nOperating profit before amortisation excluding software, acquisition related items through\noperating profit and non-recurring pension scheme charges/credits (reconciled in the following\ntables and in the Consolidated income statement)\n\nOperating margin\n\nAdjusted operating profit as a percentage of revenue\n\nAdjusted finance\nexpense\n\nFinance expense before interest on unwinding of discounting on deferred consideration\n(reconciled in Note 6)\n\nAdjusted profit\nbefore income tax\n\nProfit before income tax, amortisation excluding software, acquisition related items, nonrecurring pension scheme charges/credits and profit or loss on disposal of businesses\n(reconciled in the following tables)\n\nAdjusted profit\nfor the year\n\nProfit for the year before amortisation excluding software, acquisition related items, nonrecurring pension scheme charges/credits, profit or loss on disposal of businesses and the\nassociated tax (reconciled in the following tables)\n\nEffective tax rate\n\nTax on adjusted profit before income tax as a percentage of adjusted profit before income\ntax (reconciled in Note 7)\n\nAdjusted earnings\nper share\n\nAdjusted profit for the year attributable to the Company’s equity holders divided by the\nweighted average number of ordinary shares in issue (reconciled in the following tables and in\nNote 8)\n\nAdjusted diluted\nearnings per share\n\nAdjusted profit for the year attributable to the Company’s equity holders divided by the diluted\nweighted average number of ordinary shares (reconciled in Note 8)\n\nOperating\ncash flow\n\nCash generated from operations before acquisition related items after deducting purchases\nof property, plant and equipment and software and adding back the proceeds from the sale\nof property, plant and equipment and software and deducting the payment of lease liabilities\n(as shown in the Consolidated cash flow statement)\n\nFree cash flow\n\nOperating cash flow after deducting payments for income tax and net interest excluding\ninterest on lease liabilities (as shown in the Consolidated cash flow statement)\n\nLease adjusted\noperating profit\n\nAdjusted operating profit after adding back the depreciation of right-of-use assets and\ndeducting the payment of lease liabilities (as shown in the Consolidated cash flow statement)", "tables": [ [ [ "Organic revenue growth" ], [ "Underlying revenue growth" ], [ "Adjusted operating profit" ], [ "Operating margin" ], [ "Adjusted finance expense" ], [ "Adjusted profit before income tax" ], [ "Adjusted profit for the year" ], [ "Effective tax rate" ], [ "Adjusted earnings per share" ], [ "Adjusted diluted earnings per share" ], [ "Operating cash flow" ], [ "Free cash flow" ], [ "Lease adjusted operating profit" ] ] ], "word_count": 1062, "visual_charts": [] }, { "page_number": 150, "section": "Financial Statements", "subsection": "Notes to the Consolidated Financial Statements", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 148", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 148\n\nNOTES continued\n\n3 Alternative performance measures continued There have been no new alternative performance measures during the period and all alternative\n performance measures have been calculated consistently with the methods applied in the consolidated\nCash conversion Operating cash flow as a percentage of lease adjusted operating profit (as shown in the financial statements for the year ended 31 December 2024.\n Consolidated cash flow statement)\n A number of the alternative performance measures listed above exclude the charge for amortisation\nWorking capital Inventories and trade and other receivables less trade and other payables, excluding\n excluding software, acquisition related items, non-recurring pension scheme charges/credits, profit\n non‑trading related receivables, non-trading related payables (including those relating\n to acquisition payments) and dividends payable (reconciled in Note 14) or loss on disposal of businesses and any associated tax, where relevant.\n\nReturn on average The ratio of adjusted operating profit to the average of the month end operating capital Acquisition related items through operating profit comprise deferred consideration relating to the\noperating capital employed (being property, plant and equipment, right-of-use assets, software, inventories and retention of former owners of businesses acquired, transaction costs and expenses, adjustments to\n trade and other receivables less trade and other payables) previously estimated earn outs, customer relationships asset impairment charges, goodwill impairment\n charges and interest on acquisition related income tax. Total acquisition related items also include\nReturn on The ratio of adjusted operating profit to the average of the month end invested capital (being\ninvested capital equity after adding back net debt, lease liabilities, net defined benefit pension scheme assets/ interest on unwinding of discounting deferred consideration, which is included in net finance expense.\n liabilities, cumulative amortisation excluding software, acquisition related items and amounts Amortisation excluding software comprises amortisation of customer and supplier relationships,\n written off goodwill, net of the associated tax) brands and technology intangible assets. Acquisition related items, amortisation (excluding software)\n and any associated tax are considered by management to form part of the total spend on acquisitions\nDividend cover The ratio of adjusted earnings per share to the total dividend per share\n or are non-cash items resulting from acquisitions. The non-recurring pension scheme charges/credit\nEBITDA Adjusted operating profit on a historical GAAP basis, before depreciation of property, plant relate to non-recurring charges arising from the Group’s participation in a number of defined benefit\n and equipment and software amortisation and after adjustments as permitted by the Group’s pension schemes. In the year ended 31 December 2025 there were no non-recurring pension scheme\n debt covenants, principally to exclude share option charges and to annualise for the effect of charges. In the year ended 31 December 2024 the non-recurring pension scheme credit relates to a\n acquisitions and disposal of businesses\n gain on curtailment of the UK defined benefit pension scheme following the scheme’s closure to further\nNet debt excluding Net debt excluding the carrying value of lease liabilities (reconciled in Note 28) accrual in May 2024. Disposal of businesses in the year ended 31 December 2025 relates to the profit\nlease liabilities on disposal of R3 Safety in North America on 31 January 2025. Disposal of businesses in the year ended\nCovenant net debt Net debt excluding lease liabilities calculated at average exchange rates divided by EBITDA 31 December 2024 relates to the loss on disposal of the Group’s business in Argentina on 14 March\nto EBITDA 2024 and a healthcare business in Germany on 12 July 2024. None of these items relate to the trading\n performance of the business. Accordingly, these items are not taken into account by management\nAdjusted net debt Net debt excluding lease liabilities and including total deferred and contingent consideration (as\n when assessing the results of the business and are removed in calculating the profitability measures by\n reconciled in the Financial review)\n which management assesses the performance of the Group. However, it should be noted that they do\nAdjusted net debt Net debt including lease liabilities and total deferred and contingent consideration (as exclude charges that nevertheless do impact the Group’s cash flow and GAAP financial performance.\nincluding lease reconciled in the Financial review)\nliabilities Other alternative performance measures, including the Group’s key performance indicators which\n are set out and defined on pages 36 to 38, are used to monitor the performance of the Group and a\nAdjusted net debt Adjusted net debt calculated at average exchange rates divided by EBITDA adjusted for\n number of these are based on, or derived from, the alternative performance measures noted above.\nto EBITDA contractually agreed earnings targets\nAdjusted net Adjusted net debt including lease liabilities calculated at average exchange rates divided by\ndebt including adjusted operating profit, before depreciation of property, plant and equipment and right\nlease liabilities to of use assets and software amortisation and after adjustments to exclude share option\nEBITDA charges and to annualise for the effect of acquisitions and disposal of businesses adjusted for\n contractually agreed earnings targets\nConstant Growth rates at constant exchange rates are calculated by retranslating the results for prior\nexchange rates years at the average rates for the year ended 31 December 2025 so that they can be compared\n without the distorting impact of changes caused by foreign exchange translation. The principal\n exchange rates used for 2025 and 2024 can be found in the Financial review on page 29", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\n148\n\nNOTES continued\n3 Alternative performance measures continued\nCash conversion\n\nOperating cash flow as a percentage of lease adjusted operating profit (as shown in the\nConsolidated cash flow statement)\n\nWorking capital\n\nInventories and trade and other receivables less trade and other payables, excluding\nnon‑trading related receivables, non-trading related payables (including those relating\nto acquisition payments) and dividends payable (reconciled in Note 14)\n\nReturn on average\noperating capital\n\nThe ratio of adjusted operating profit to the average of the month end operating capital\nemployed (being property, plant and equipment, right-of-use assets, software, inventories and\ntrade and other receivables less trade and other payables)\n\nReturn on\ninvested capital\n\nThe ratio of adjusted operating profit to the average of the month end invested capital (being\nequity after adding back net debt, lease liabilities, net defined benefit pension scheme assets/\nliabilities, cumulative amortisation excluding software, acquisition related items and amounts\nwritten off goodwill, net of the associated tax)\n\nDividend cover\n\nThe ratio of adjusted earnings per share to the total dividend per share\n\nEBITDA\n\nAdjusted operating profit on a historical GAAP basis, before depreciation of property, plant\nand equipment and software amortisation and after adjustments as permitted by the Group’s\ndebt covenants, principally to exclude share option charges and to annualise for the effect of\nacquisitions and disposal of businesses\n\nNet debt excluding\nlease liabilities\n\nNet debt excluding the carrying value of lease liabilities (reconciled in Note 28)\n\nCovenant net debt\nto EBITDA\n\nNet debt excluding lease liabilities calculated at average exchange rates divided by EBITDA\n\nAdjusted net debt\n\nNet debt excluding lease liabilities and including total deferred and contingent consideration (as\nreconciled in the Financial review)\n\nAdjusted net debt\nincluding lease\nliabilities\n\nNet debt including lease liabilities and total deferred and contingent consideration (as\nreconciled in the Financial review)\n\nAdjusted net debt\nto EBITDA\n\nAdjusted net debt calculated at average exchange rates divided by EBITDA adjusted for\ncontractually agreed earnings targets\n\nAdjusted net\ndebt including\nlease liabilities to\nEBITDA\n\nAdjusted net debt including lease liabilities calculated at average exchange rates divided by\nadjusted operating profit, before depreciation of property, plant and equipment and right\nof use assets and software amortisation and after adjustments to exclude share option\ncharges and to annualise for the effect of acquisitions and disposal of businesses adjusted for\ncontractually agreed earnings targets\n\nConstant\nexchange rates\n\nGrowth rates at constant exchange rates are calculated by retranslating the results for prior\nyears at the average rates for the year ended 31 December 2025 so that they can be compared\nwithout the distorting impact of changes caused by foreign exchange translation. The principal\nexchange rates used for 2025 and 2024 can be found in the Financial review on page 29\n\nThere have been no new alternative performance measures during the period and all alternative\nperformance measures have been calculated consistently with the methods applied in the consolidated\nfinancial statements for the year ended 31 December 2024.\nA number of the alternative performance measures listed above exclude the charge for amortisation\nexcluding software, acquisition related items, non-recurring pension scheme charges/credits, profit\nor loss on disposal of businesses and any associated tax, where relevant.\nAcquisition related items through operating profit comprise deferred consideration relating to the\nretention of former owners of businesses acquired, transaction costs and expenses, adjustments to\npreviously estimated earn outs, customer relationships asset impairment charges, goodwill impairment\ncharges and interest on acquisition related income tax. Total acquisition related items also include\ninterest on unwinding of discounting deferred consideration, which is included in net finance expense.\nAmortisation excluding software comprises amortisation of customer and supplier relationships,\nbrands and technology intangible assets. Acquisition related items, amortisation (excluding software)\nand any associated tax are considered by management to form part of the total spend on acquisitions\nor are non-cash items resulting from acquisitions. The non-recurring pension scheme charges/credit\nrelate to non-recurring charges arising from the Group’s participation in a number of defined benefit\npension schemes. In the year ended 31 December 2025 there were no non-recurring pension scheme\ncharges. In the year ended 31 December 2024 the non-recurring pension scheme credit relates to a\ngain on curtailment of the UK defined benefit pension scheme following the scheme’s closure to further\naccrual in May 2024. Disposal of businesses in the year ended 31 December 2025 relates to the profit\non disposal of R3 Safety in North America on 31 January 2025. Disposal of businesses in the year ended\n31 December 2024 relates to the loss on disposal of the Group’s business in Argentina on 14 March\n2024 and a healthcare business in Germany on 12 July 2024. None of these items relate to the trading\nperformance of the business. Accordingly, these items are not taken into account by management\nwhen assessing the results of the business and are removed in calculating the profitability measures by\nwhich management assesses the performance of the Group. However, it should be noted that they do\nexclude charges that nevertheless do impact the Group’s cash flow and GAAP financial performance.\nOther alternative performance measures, including the Group’s key performance indicators which\nare set out and defined on pages 36 to 38, are used to monitor the performance of the Group and a\nnumber of these are based on, or derived from, the alternative performance measures noted above.", "tables": [ [ [ "Cash conversion" ], [ "Working capital" ], [ "Return on average operating capital" ], [ "Return on invested capital" ], [ "Dividend cover" ], [ "EBITDA" ], [ "Net debt excluding lease liabilities" ], [ "Covenant net debt to EBITDA" ], [ "Adjusted net debt" ], [ "Adjusted net debt including lease liabilities" ], [ "Adjusted net debt to EBITDA" ], [ "Adjusted net debt including lease liabilities to EBITDA" ], [ "Constant exchange rates" ] ] ], "word_count": 890, "visual_charts": [] }, { "page_number": 151, "section": "Financial Statements", "subsection": "Notes to the Consolidated Financial Statements", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 149", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 149\n\nNOTES continued\n\n3 Alternative performance measures continued\nReconciliation of alternative performance measures to IFRS measures\nThe principal profit related alternative performance measures, being adjusted operating profit, adjusted profit before income tax, adjusted profit for the year and adjusted earnings per share, are reconciled to\nthe most directly reconcilable statutory measures in the tables below:\nYear ended 31 December 2025\n Adjusting items\n Alternative\n performance Amortisation Acquisition Non-recurring pension Disposal of Statutory\n measures excluding software related items scheme credit businesses measures\n £m £m £m £m £m £m\nAdjusted operating profit 910.3 (151.5) (23.5) – 735.3 Operating profit\nFinance income 54.6 54.6 Finance income\nAdjusted finance expense (177.8) (3.5) (181.3) Finance expense\nDisposal of businesses – 11.9 11.9 Disposal of businesses\nAdjusted profit before income tax 787.1 (151.5) (27.0) – 11.9 620.5 Profit before income tax\nTax on adjusted profit (204.6) 39.5 5.7 – (1.3) (160.7) Income tax\nAdjusted profit for the year 582.5 (112.0) (21.3) – 10.6 459.8 Profit for the year\n\nAdjusted earnings per share attributable Basic earnings per share attributable to the\n to the Company’s equity holders 179.3p (34.5)p (6.6)p – 3.3p 141.5p Company’s equity holders\nYear ended 31 December 2024\n Adjusting items\n Alternative\n performance Amortisation excluding Acquisition Non-recurring pension Disposal of Statutory\n measures software related items scheme credit businesses measures\n £m £m £m £m £m £m\nAdjusted operating profit 976.1 (148.3) (31.7) 3.2 799.3 Operating profit\nFinance income 72.6 72.6 Finance income\nAdjusted finance expense (175.8) (2.2) (178.0) Finance expense\nDisposal of businesses – (20.3) (20.3) Disposal of businesses\nAdjusted profit before income tax 872.9 (148.3) (33.9) 3.2 (20.3) 673.6 Profit before income tax\nTax on adjusted profit (222.4) 42.8 7.8 (0.8) – (172.6) Income tax\nAdjusted profit for the year 650.5 (105.5) (26.1) 2.4 (20.3) 501.0 Profit for the year\n\nAdjusted earnings per share attributable to Basic earnings per share attributable to the\n the Company’s equity holders 194.3p (31.5)p (7.8)p 0.7p (6.1)p 149.6p Company’s equity holders", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nFinancial Statements\n\nDirectors’ Report\n\nAdditional Information\n\n149\n\nNOTES continued\n3 Alternative performance measures continued\nReconciliation of alternative performance measures to IFRS measures\nThe principal profit related alternative performance measures, being adjusted operating profit, adjusted profit before income tax, adjusted profit for the year and adjusted earnings per share, are reconciled to\nthe most directly reconcilable statutory measures in the tables below:\nYear ended 31 December 2025\nAdjusting items\nAlternative\nperformance\nmeasures\n£m\n\nAmortisation\nexcluding software\n£m\n\n(151.5)\n\nAcquisition Non-recurring pension\nrelated items\nscheme credit\n£m\n£m\n\n(23.5)\n\nDisposal of\nbusinesses\n£m\n\n–\n\nStatutory\nmeasures\n£m\n\nAdjusted operating profit\nFinance income\nAdjusted finance expense\nDisposal of businesses\nAdjusted profit before income tax\nTax on adjusted profit\nAdjusted profit for the year\n\n910.3\n54.6\n(177.8)\n–\n787.1\n(204.6)\n582.5\n\n(151.5)\n39.5\n(112.0)\n\n(27.0)\n5.7\n(21.3)\n\n–\n–\n–\n\n11.9\n11.9\n(1.3)\n10.6\n\n735.3 Operating profit\n54.6 Finance income\n(181.3) Finance expense\n11.9 Disposal of businesses\n620.5 Profit before income tax\n(160.7) Income tax\n459.8 Profit for the year\n\nAdjusted earnings per share attributable\nto the Company’s equity holders\n\n179.3p\n\n(34.5)p\n\n(6.6)p\n\n–\n\n3.3p\n\n141.5p\n\n(3.5)\n\nBasic earnings per share attributable to the\nCompany’s equity holders\n\nYear ended 31 December 2024\nAdjusting items\nAlternative\nperformance\nmeasures\n£m\n\nAmortisation excluding\nsoftware\n£m\n\nAcquisition\nrelated items\n£m\n\nNon-recurring pension\nscheme credit\n£m\n\n(148.3)\n\n(31.7)\n\n3.2\n\nDisposal of\nbusinesses\n£m\n\nStatutory\nmeasures\n£m\n\nAdjusted operating profit\nFinance income\nAdjusted finance expense\nDisposal of businesses\nAdjusted profit before income tax\nTax on adjusted profit\nAdjusted profit for the year\n\n976.1\n72.6\n(175.8)\n–\n872.9\n(222.4)\n650.5\n\n(148.3)\n42.8\n(105.5)\n\n(33.9)\n7.8\n(26.1)\n\n3.2\n(0.8)\n2.4\n\n(20.3)\n(20.3)\n–\n(20.3)\n\n799.3 Operating profit\n72.6 Finance income\n(178.0) Finance expense\n(20.3) Disposal of businesses\n673.6 Profit before income tax\n(172.6) Income tax\n501.0 Profit for the year\n\nAdjusted earnings per share attributable to\nthe Company’s equity holders\n\n194.3p\n\n(31.5)p\n\n(7.8)p\n\n0.7p\n\n(6.1)p\n\n149.6p\n\n(2.2)\n\nBasic earnings per share attributable to the\nCompany’s equity holders", "tables": [ [ [ "910.3", "(151.5)", "(23.5)", "–", "", "735.3" ], [ "54.6", "", "", "", "", "54.6" ], [ "(177.8)", "", "(3.5)", "", "", "(181.3)" ], [ "–", "", "", "", "11.9", "11.9" ], [ "787.1", "(151.5)", "(27.0)", "–", "11.9", "620.5" ], [ "(204.6)", "39.5", "5.7", "–", "(1.3)", "(160.7)" ], [ "582.5", "(112.0)", "(21.3)", "–", "10.6", "459.8" ], [ "", "", "", "", "", "" ], [ "179.3p", "(34.5)p", "(6.6)p", "–", "3.3p", "141.5p" ] ] ], "word_count": 332, "visual_charts": [] }, { "page_number": 152, "section": "Financial Statements", "subsection": "Notes to the Consolidated Financial Statements", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 150", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 150\n\nNOTES continued\n\n4 Segment analysis\nThe Group results are reported as four business areas based on geographical regions which\nare reviewed regularly by the Company’s chief operating decision maker, the Board of directors.\nThe principal results reviewed for each business area are revenue and adjusted operating profit.\nYear ended 31 December 2025 Year ended 31 December 2024\n North Continental UK & Rest of North Continental UK & Rest of\n America Europe Ireland the World Corporate Total America Europe Ireland the World Corporate Total\n £m £m £m £m £m £m £m £m £m £m £m £m\nRevenue 6,276.7 2,442.0 1,883.6 1,243.1 11,845.4 Revenue 6,568.1 2,377.1 1,625.8 1,205.4 11,776.4\nAdjusted operating profit/(loss) 440.5 204.7 153.1 145.3 (33.3) 910.3 Adjusted operating profit/(loss) 515.6 210.8 135.1 146.2 (31.6) 976.1\nAmortisation excluding software (51.9) (44.8) (26.3) (28.5) (151.5) Amortisation excluding software (55.9) (42.7) (20.7) (29.0) (148.3)\nAcquisition related items through Acquisition related items through\n operating profit (3.1) (18.4) 10.6 (12.6) (23.5) operating profit (0.8) (10.4) 5.1 (25.6) (31.7)\nNon-recurring pension scheme Non-recurring pensions scheme\n credit – – – – – – credit – – – – 3.2 3.2\nOperating profit/(loss) 385.5 141.5 137.4 104.2 (33.3) 735.3 Operating profit/(loss) 458.9 157.7 119.5 91.6 (28.4) 799.3\nFinance income 54.6 Finance income 72.6\nFinance expense (181.3) Finance expense (178.0)\nDisposal of businesses 11.9 Disposal of businesses (20.3)\nProfit before income tax 620.5 Profit before income tax 673.6\nAdjusted profit before Adjusted profit before\n income tax 787.1 income tax 872.9\nIncome tax (160.7) Income tax (172.6)\nProfit for the year 459.8 Profit for the year 501.0\n\nOperating margin 7.0% 8.4% 8.1% 11.7% 7.7% Operating margin 7.9% 8.9% 8.3% 12.1% 8.3%\nReturn on average Return on average\n operating capital 40.5% 34.5% 40.5% 35.5% 37.0% operating capital 47.5% 40.8% 45.4% 38.9% 43.2%\n\nPurchase of property, plant Purchase of property, plant\n and equipment 19.7 17.6 11.9 6.3 0.1 55.6 and equipment 14.2 12.6 7.4 6.1 – 40.3\nDepreciation of property, plant Depreciation of property, plant\n and equipment 11.2 12.5 12.0 6.5 0.2 42.4 and equipment 11.3 11.0 9.2 6.2 0.1 37.8\nAdditions to right-of-use assets 59.0 55.5 31.2 11.3 – 157.0 Additions to right-of-use assets 66.4 36.5 38.1 20.3 – 161.3\nDepreciation of right-of-use Depreciation of right-of-use\n assets 88.2 45.8 42.2 20.9 0.7 197.8 assets 87.7 42.8 35.3 19.7 0.6 186.1\nPurchase of software 3.1 5.6 6.1 1.0 0.1 15.9 Purchase of software 2.7 6.6 3.4 1.2 0.2 14.1\nSoftware amortisation 3.8 5.1 2.5 1.2 0.4 13.0 Software amortisation 4.2 4.1 2.3 0.9 0.4 11.9", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\n150\n\nAdditional Information\n\nNOTES continued\n4 Segment analysis\nThe Group results are reported as four business areas based on geographical regions which\nare reviewed regularly by the Company’s chief operating decision maker, the Board of directors.\nThe principal results reviewed for each business area are revenue and adjusted operating profit.\nYear ended 31 December 2025\n\nYear ended 31 December 2024\nNorth\nAmerica\n£m\n\nContinental\nEurope\n£m\n\nUK &\nIreland\n£m\n\nRest of\nthe World\n£m\n\nCorporate\n£m\n\nTotal\n£m\n\nRevenue\nAdjusted operating profit/(loss)\n\n6,276.7\n440.5\n\n2,442.0\n204.7\n\n1,883.6\n153.1\n\n1,243.1\n145.3\n\n(33.3)\n\n11,845.4\n910.3\n\nAmortisation excluding software\nAcquisition related items through\noperating profit\nNon-recurring pension scheme\ncredit\nOperating profit/(loss)\nFinance income\nFinance expense\nDisposal of businesses\nProfit before income tax\nAdjusted profit before\nincome tax\nIncome tax\nProfit for the year\n\n(51.9)\n\n(44.8)\n\n(26.3)\n\n(28.5)\n\n(151.5)\n\n(3.1)\n\n(18.4)\n\n10.6\n\n(12.6)\n\n(23.5)\n\n–\n385.5\n\n–\n141.5\n\n–\n137.4\n\n–\n104.2\n\nOperating margin\nReturn on average\noperating capital\nPurchase of property, plant\nand equipment\nDepreciation of property, plant\nand equipment\nAdditions to right-of-use assets\nDepreciation of right-of-use\nassets\nPurchase of software\nSoftware amortisation\n\n–\n(33.3)\n\n–\n735.3\n54.6\n(181.3)\n11.9\n620.5\n787.1\n(160.7)\n459.8\n\n7.0%\n\n8.4%\n\n8.1%\n\n11.7%\n\n7.7%\n\n40.5%\n\n34.5%\n\n40.5%\n\n35.5%\n\n37.0%\n\n19.7\n\n17.6\n\n11.9\n\n6.3\n\n0.1\n\n55.6\n\n11.2\n59.0\n\n12.5\n55.5\n\n12.0\n31.2\n\n6.5\n11.3\n\n0.2\n–\n\n42.4\n157.0\n\n88.2\n3.1\n3.8\n\n45.8\n5.6\n5.1\n\n42.2\n6.1\n2.5\n\n20.9\n1.0\n1.2\n\n0.7\n0.1\n0.4\n\n197.8\n15.9\n13.0\n\nNorth\nAmerica\n£m\n\nContinental\nEurope\n£m\n\nUK &\nIreland\n£m\n\nRest of\nthe World\n£m\n\nCorporate\n£m\n\nTotal\n£m\n\nRevenue\nAdjusted operating profit/(loss)\n\n6,568.1\n515.6\n\n2,377.1\n210.8\n\n1,625.8\n135.1\n\n1,205.4\n146.2\n\n(31.6)\n\n11,776.4\n976.1\n\nAmortisation excluding software\nAcquisition related items through\noperating profit\nNon-recurring pensions scheme\ncredit\nOperating profit/(loss)\nFinance income\nFinance expense\nDisposal of businesses\nProfit before income tax\nAdjusted profit before\nincome tax\nIncome tax\nProfit for the year\n\n(55.9)\n\n(42.7)\n\n(20.7)\n\n(29.0)\n\n(148.3)\n\n(0.8)\n\n(10.4)\n\n5.1\n\n(25.6)\n\n(31.7)\n\n–\n458.9\n\n–\n157.7\n\n–\n119.5\n\n–\n91.6\n\nOperating margin\nReturn on average\noperating capital\nPurchase of property, plant\nand equipment\nDepreciation of property, plant\nand equipment\nAdditions to right-of-use assets\nDepreciation of right-of-use\nassets\nPurchase of software\nSoftware amortisation\n\n3.2\n(28.4)\n\n3.2\n799.3\n72.6\n(178.0)\n(20.3)\n673.6\n872.9\n(172.6)\n501.0\n\n7.9%\n\n8.9%\n\n8.3%\n\n12.1%\n\n8.3%\n\n47.5%\n\n40.8%\n\n45.4%\n\n38.9%\n\n43.2%\n\n14.2\n\n12.6\n\n7.4\n\n6.1\n\n–\n\n40.3\n\n11.3\n66.4\n\n11.0\n36.5\n\n9.2\n38.1\n\n6.2\n20.3\n\n0.1\n–\n\n37.8\n161.3\n\n87.7\n2.7\n4.2\n\n42.8\n6.6\n4.1\n\n35.3\n3.4\n2.3\n\n19.7\n1.2\n0.9\n\n0.6\n0.2\n0.4\n\n186.1\n14.1\n11.9", "tables": [ [ [ "", "6,276.7", "2,442.0", "1,883.6", "1,243.1", "", "11,845.4" ], [ "Adjusted operating profit/(loss)", "440.5", "204.7", "153.1", "145.3", "(33.3)", "910.3" ], [ "", "(51.9)", "(44.8)", "(26.3)", "(28.5)", "", "(151.5)" ], [ "", "(3.1)", "(18.4)", "10.6", "(12.6)", "", "(23.5)" ], [ "", "–", "–", "–", "–", "–", "–" ], [ "", "385.5", "141.5", "137.4", "104.2", "(33.3)", "735.3" ], [ "", "", "", "", "", "", "54.6" ], [ "", "", "", "", "", "", "(181.3)" ], [ "", "", "", "", "", "", "11.9" ], [ "", "", "", "", "", "", "620.5" ], [ "Adjusted profit before income tax", "", "", "", "", "", "787.1" ], [ "", "", "", "", "", "", "(160.7)" ], [ "", "", "", "", "", "", "459.8" ], [ "", "", "", "", "", "", "" ], [ "", "7.0%", "8.4%", "8.1%", "11.7%", "", "7.7%" ], [ "", "40.5%", "34.5%", "40.5%", "35.5%", "", "37.0%" ], [ "", "", "", "", "", "", "" ], [ "", "19.7", "17.6", "11.9", "6.3", "0.1", "55.6" ], [ "", "11.2", "12.5", "12.0", "6.5", "0.2", "42.4" ], [ "", "59.0", "55.5", "31.2", "11.3", "–", "157.0" ], [ "", "88.2", "45.8", "42.2", "20.9", "0.7", "197.8" ], [ "", "3.1", "5.6", "6.1", "1.0", "0.1", "15.9" ], [ "", "3.8", "5.1", "2.5", "1.2", "0.4", "13.0" ] ] ], "word_count": 427, "visual_charts": [] }, { "page_number": 153, "section": "Financial Statements", "subsection": "Notes to the Consolidated Financial Statements", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 151", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 151\n\nNOTES continued\n\n4 Segment analysis continued Revenue attributable to the UK, the parent company’s country of domicile, for the year ended\n 31 December 2025 was £1,648.7m, representing 14% of the Group’s total (2024: £1,453.5m,\n 2025 2024 representing 12% of the Group’s total). Revenue attributable to foreign countries in total was\nAcquisition related items through operating profit £m £m\n £10,196.7m, representing 86% of the Group’s total (2024: £10,322.9m, representing 88% of the Group’s\nDeferred consideration relating to the retention of former owners\n total). Six foreign countries account for the majority of the revenue attributable to foreign countries,\n of businesses acquired 47.1 45.5\n these being USA, Canada, France, the Netherlands, Australia and Brazil. These six foreign countries\nTransaction costs and expenses 11.2 25.9 account for 68% of the Group’s revenue (2024: 71%).\nAdjustments to previously estimated earn outs and minority options (45.5) (42.0)\n Non-current segment assets attributable to the UK, the parent company’s country of domicile, for the\n 12.8 29.4 year ended 31 December 2025 were £1,014.9m, representing 22% of the Group’s total (2024: £1,031.8m,\nCustomer relationships impairment charges (Note 13) 10.7 2.3 representing 22% of the Group’s total). Non-current segment assets attributable to foreign countries in\n 23.5 31.7 total were £3,522.5m, representing 78% of the Group’s total (2024: £3,562.9m, representing 78% of the\n Group’s total). Six foreign countries account for the majority of the non-current segment assets\nReportable segments are determined based on quantitative thresholds in accordance with IFRS 8 attributable to foreign countries, these being USA, Canada, France, the Netherlands, Australia and\n‘Operating Segments’. The three business areas of North America, Continental Europe and UK & Brazil. These six foreign countries account for 54% of the Group’s total non-current segment assets\nIreland are operating segments that meet the quantitative thresholds for reportable segments and (2024: 56%).\nare therefore disclosed separately above. The Rest of the World business area contains businesses\nin Latin America and Asia Pacific which individually do not meet the quantitative thresholds for separate The table below reconciles segment assets and liabilities to the Group’s total assets and total liabilities.\ndisclosure as reportable segments. Rest of the World is therefore an ‘other’ segment that is disclosed Unallocated assets and liabilities include corporate assets and liabilities, tax assets and liabilities, cash\nabove as a reportable segment as this information is considered to be useful to users of the financial at bank and in hand, bank overdrafts, interest bearing loans and borrowings, derivative financial assets\nstatements and it also helps to reconcile the results of the reportable segments to the Group’s and liabilities and defined benefit pension assets and liabilities.\nconsolidated results. At 31 December 2025\nThe revenue presented relates to external customers. Sales between the business areas are not North Continental UK & Rest of\n America Europe Ireland the World Unallocated Total\nmaterial. Each of the business areas supplies a range of products to customers operating primarily £m £m £m £m £m £m\nin the grocery, foodservice, safety, cleaning & hygiene, retail and healthcare market sectors but results Segment assets 2,888.8 2,152.4 1,649.5 1,234.4 7,925.1\nare not monitored on this basis. The performance of the four business areas is assessed by reference\n Unallocated assets 647.1 647.1\nto adjusted operating profit and this measure also represents the segment results for the purposes of\nreporting in accordance with IFRS 8. Debt and associated interest is managed at a Group level and Total assets 2,888.8 2,152.4 1,649.5 1,234.4 647.1 8,572.2\ntherefore has not been allocated across the business areas.\n Segment liabilities 1,169.3 784.2 745.7 376.7 3,075.9\nIn the year ended 31 December 2025 the Group had no customer that represented 10% or more of\ntotal Group revenue (2024: no customers). Unallocated liabilities 2,703.5 2,703.5\n Total liabilities 1,169.3 784.2 745.7 376.7 2,703.5 5,779.4\nAs noted above, the businesses within each operating segment operate in a number of different\ncountries and sell products across a range of market sectors, with the vast majority of revenue At 31 December 2024\ngenerated from the delivery of goods to customers. The following table provides a breakdown of North Continental UK & Rest of\nrevenue by market sector. The other category covers a wide range of market sectors, none of which America Europe Ireland the World Unallocated Total\n £m £m £m £m £m £m\nis sufficiently material to warrant separate disclosure.\n Segment assets 3,060.6 2,086.0 1,665.9 1,178.7 7,991.2\n 2025 2024 Unallocated assets 1,538.0 1,538.0\nRevenue by market sector £m £m\n Total assets 3,060.6 2,086.0 1,665.9 1,178.7 1,538.0 9,529.2\nFoodservice 3,690.0 3,453.2\nGrocery 2,862.6 2,991.2\n Segment liabilities 1,251.7 762.1 737.2 380.3 3,131.3\nSafety 1,768.2 1,820.9\n Unallocated liabilities 3,607.2 3,607.2\nRetail 918.6 950.4\n Total liabilities 1,251.7 762.1 737.2 380.3 3,607.2 6,738.5\nCleaning & Hygiene 1,263.3 1,220.7\nHealthcare 823.4 759.0\nOther 519.3 581.0\n 11,845.4 11,776.4", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\n151\n\nAdditional Information\n\nNOTES continued\n4 Segment analysis continued\nAcquisition related items through operating profit\nDeferred consideration relating to the retention of former owners\nof businesses acquired\nTransaction costs and expenses\nAdjustments to previously estimated earn outs and minority options\nCustomer relationships impairment charges (Note 13)\n\n2025\n£m\n\n2024\n£m\n\n47.1\n11.2\n(45.5)\n12.8\n10.7\n23.5\n\n45.5\n25.9\n(42.0)\n29.4\n2.3\n31.7\n\nReportable segments are determined based on quantitative thresholds in accordance with IFRS 8\n‘Operating Segments’. The three business areas of North America, Continental Europe and UK &\nIreland are operating segments that meet the quantitative thresholds for reportable segments and\nare therefore disclosed separately above. The Rest of the World business area contains businesses\nin Latin America and Asia Pacific which individually do not meet the quantitative thresholds for separate\ndisclosure as reportable segments. Rest of the World is therefore an ‘other’ segment that is disclosed\nabove as a reportable segment as this information is considered to be useful to users of the financial\nstatements and it also helps to reconcile the results of the reportable segments to the Group’s\nconsolidated results.\nThe revenue presented relates to external customers. Sales between the business areas are not\nmaterial. Each of the business areas supplies a range of products to customers operating primarily\nin the grocery, foodservice, safety, cleaning & hygiene, retail and healthcare market sectors but results\nare not monitored on this basis. The performance of the four business areas is assessed by reference\nto adjusted operating profit and this measure also represents the segment results for the purposes of\nreporting in accordance with IFRS 8. Debt and associated interest is managed at a Group level and\ntherefore has not been allocated across the business areas.\nIn the year ended 31 December 2025 the Group had no customer that represented 10% or more of\ntotal Group revenue (2024: no customers).\nAs noted above, the businesses within each operating segment operate in a number of different\ncountries and sell products across a range of market sectors, with the vast majority of revenue\ngenerated from the delivery of goods to customers. The following table provides a breakdown of\nrevenue by market sector. The other category covers a wide range of market sectors, none of which\nis sufficiently material to warrant separate disclosure.\nRevenue by market sector\nFoodservice\nGrocery\nSafety\nRetail\nCleaning & Hygiene\nHealthcare\nOther\n\n2025\n£m\n\n2024\n£m\n\n3,690.0\n2,862.6\n1,768.2\n918.6\n1,263.3\n823.4\n519.3\n11,845.4\n\n3,453.2\n2,991.2\n1,820.9\n950.4\n1,220.7\n759.0\n581.0\n11,776.4\n\nRevenue attributable to the UK, the parent company’s country of domicile, for the year ended\n31 December 2025 was £1,648.7m, representing 14% of the Group’s total (2024: £1,453.5m,\nrepresenting 12% of the Group’s total). Revenue attributable to foreign countries in total was\n£10,196.7m, representing 86% of the Group’s total (2024: £10,322.9m, representing 88% of the Group’s\ntotal). Six foreign countries account for the majority of the revenue attributable to foreign countries,\nthese being USA, Canada, France, the Netherlands, Australia and Brazil. These six foreign countries\naccount for 68% of the Group’s revenue (2024: 71%).\nNon-current segment assets attributable to the UK, the parent company’s country of domicile, for the\nyear ended 31 December 2025 were £1,014.9m, representing 22% of the Group’s total (2024: £1,031.8m,\nrepresenting 22% of the Group’s total). Non-current segment assets attributable to foreign countries in\ntotal were £3,522.5m, representing 78% of the Group’s total (2024: £3,562.9m, representing 78% of the\nGroup’s total). Six foreign countries account for the majority of the non-current segment assets\nattributable to foreign countries, these being USA, Canada, France, the Netherlands, Australia and\nBrazil. These six foreign countries account for 54% of the Group’s total non-current segment assets\n(2024: 56%).\nThe table below reconciles segment assets and liabilities to the Group’s total assets and total liabilities.\nUnallocated assets and liabilities include corporate assets and liabilities, tax assets and liabilities, cash\nat bank and in hand, bank overdrafts, interest bearing loans and borrowings, derivative financial assets\nand liabilities and defined benefit pension assets and liabilities.\nAt 31 December 2025\nNorth\nAmerica\n£m\n\nContinental\nEurope\n£m\n\nUK &\nIreland\n£m\n\nRest of\nthe World\n£m\n\nSegment assets\nUnallocated assets\nTotal assets\n\n2,888.8\n\n2,152.4\n\n1,649.5\n\n1,234.4\n\n2,888.8\n\n2,152.4\n\n1,649.5\n\n1,234.4\n\nSegment liabilities\nUnallocated liabilities\nTotal liabilities\n\n1,169.3\n\n784.2\n\n745.7\n\n376.7\n\nUnallocated\n£m\n\nTotal\n£m\n\n647.1\n647.1\n\n7,925.1\n647.1\n8,572.2\n3,075.9\n2,703.5\n5,779.4\n\n1,169.3\n\n784.2\n\n745.7\n\n376.7\n\n2,703.5\n2,703.5\n\nNorth\nAmerica\n£m\n\nContinental\nEurope\n£m\n\nUK &\nIreland\n£m\n\nRest of\nthe World\n£m\n\nUnallocated\n£m\n\nTotal\n£m\n\nSegment assets\nUnallocated assets\nTotal assets\n\n3,060.6\n\n2,086.0\n\n1,665.9\n\n1,178.7\n\n3,060.6\n\n2,086.0\n\n1,665.9\n\n1,178.7\n\n1,538.0\n1,538.0\n\n7,991.2\n1,538.0\n9,529.2\n\nSegment liabilities\nUnallocated liabilities\nTotal liabilities\n\n1,251.7\n\n762.1\n\n737.2\n\n380.3\n3,607.2\n3,607.2\n\n3,131.3\n3,607.2\n6,738.5\n\nAt 31 December 2024\n\n1,251.7\n\n762.1\n\n737.2\n\n380.3", "tables": [ [ [ "47.1" ], [ "11.2" ], [ "(45.5)" ], [ "12.8" ], [ "10.7" ], [ "23.5" ] ], [ [ "2,888.8", "2,152.4", "1,649.5", "1,234.4", "", "7,925.1" ], [ "", "", "", "", "647.1", "647.1" ], [ "2,888.8", "2,152.4", "1,649.5", "1,234.4", "647.1", "8,572.2" ], [ "", "", "", "", "", "" ], [ "1,169.3", "784.2", "745.7", "376.7", "", "3,075.9" ], [ "", "", "", "", "2,703.5", "2,703.5" ], [ "1,169.3", "784.2", "745.7", "376.7", "2,703.5", "5,779.4" ] ], [ [ "3,690.0" ], [ "2,862.6" ], [ "1,768.2" ], [ "918.6" ], [ "1,263.3" ], [ "823.4" ], [ "519.3" ], [ "11,845.4" ] ] ], "word_count": 798, "visual_charts": [] }, { "page_number": 154, "section": "Financial Statements", "subsection": "Notes to the Consolidated Financial Statements", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 152", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 152\n\nNOTES continued\n\n5 Analysis of operating income and expenses The Audit Committee, which consists entirely of independent non-executive directors, reviews and\n approves the level and type of non-audit work that the external auditors perform, including the fees\n 2025 2024 paid for such work, to ensure that the auditors’ objectivity and independence are not compromised.\n £m £m\n Further information is set out in the Audit Committee’s report on pages 104 to 106.\nCost of goods sold 8,427.7 8,383.8\nEmployee costs (Note 26) 1,238.0 1,218.2 6 Finance income/(expense)\nNon-recurring pension scheme credit (Note 25) – (3.2) 2025 2024\nDepreciation of property, plant and equipment (Note 11) 42.4 37.8 £m £m\n\nDepreciation of right-of-use assets (Note 12) 197.8 186.1 Interest on cash and cash equivalents 29.6 46.7\nAmortisation excluding software (Note 13) 151.5 148.3 Interest income from foreign exchange contracts 21.6 19.9\nAmortisation of software (Note 13) 13.0 11.9 Net interest income on defined benefit pension schemes in surplus 2.0 3.1\nAcquisition related items through operating profit (Note 4) 23.5 31.7 Interest related to income tax 0.4 1.8\nNet impairment losses on trade receivables (Note 16) 2.5 1.0 Other finance income 1.0 1.1\nProfit on disposal of property, plant and equipment and software (1.5) (12.3) Finance income 54.6 72.6\nRestructuring costs 2.5 5.9\nExpense relating to short term leases and low value assets 5.3 5.0 Interest on loans and overdrafts (119.3) (122.4)\nLease and sublease income (4.0) (4.8) Lease interest expense (40.6) (38.5)\nOther operating expenses 1,011.4 967.7 Interest expense from foreign exchange contracts (12.9) (6.1)\nNet operating expenses 11,110.1 10,977.1 Net interest expense on defined benefit pension schemes in deficit (0.8) (0.7)\n Fair value (loss)/gain on US private placement notes and senior bonds in a\nCost of goods sold consists of the cost of the inventories sold or disposed of in the year where the cost\n hedge relationship (26.5) 3.9\nof inventories is net of supplier rebate income related to those inventories.\n Fair value gain/(loss) on interest rate swaps in a hedge relationship 25.9 (4.1)\n 2025 2024\n Foreign exchange loss on intercompany funding (12.7) (35.5)\n UK Overseas Total UK Overseas Total\nAuditors’ remuneration £m £m £m £m £m £m Foreign exchange gain on external debt and foreign exchange\nAudit of these financial statements 1.3 – 1.3 1.3 – 1.3 forward contracts 12.4 34.8\nAmounts receivable by the Company’s Interest related to income tax – (1.4)\n auditors* in respect of: Monetary loss from hyperinflation accounting1 (2.3) (3.6)\n audit of financial statements of Other finance expense (1.0) (2.2)\n subsidiaries of the Company 0.9 3.0 3.9 1.1 3.2 4.3 Adjusted finance expense (177.8) (175.8)\n audit related assurance services 0.2 – 0.2 0.2 – 0.2\n all other services 0.1 – 0.1 0.4 – 0.4 Interest on unwinding of discounting on deferred consideration (3.5) (2.2)\nTotal auditors’ remuneration 2.5 3.0 5.5 3.0 3.2 6.2 Finance expense (181.3) (178.0)\n* Including their associates.\n\nAudit related assurance services comprise the review of the half yearly financial report for the six Net finance expense (126.7) (105.4)\nmonths ended 30 June. All other services comprise other non-audit work, including ESG limited 1. See Note 1 for further details.\nassurance and EMTN comfort letters. These services were permissible in accordance with the The foreign exchange loss on intercompany funding arises as a result of the retranslation of foreign\nCompany’s policy and the prevailing regulations concerning the provision of non-audit services by currency intercompany loans. This loss on intercompany funding is substantially matched by the foreign\nthe Company’s external auditors. It is the Company’s policy to assess the non-audit services to be exchange gain on external debt and foreign exchange forward contracts not in a hedge relationship\nperformed by the Company’s auditors on a case-by-case basis to ensure adherence to the prevailing which minimises the foreign currency exposure in the income statement.\nethical standards and regulations. Other firms are normally used by the Company to provide non-audit\nservices. However, if the provision of a service by the Company’s auditors is permitted and adequate\nsafeguards are in place, it is sometimes appropriate for this additional work to be carried out by the\nCompany’s auditors.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\n152\n\nAdditional Information\n\nNOTES continued\n5 Analysis of operating income and expenses\nCost of goods sold\nEmployee costs (Note 26)\nNon-recurring pension scheme credit (Note 25)\nDepreciation of property, plant and equipment (Note 11)\nDepreciation of right-of-use assets (Note 12)\nAmortisation excluding software (Note 13)\nAmortisation of software (Note 13)\nAcquisition related items through operating profit (Note 4)\nNet impairment losses on trade receivables (Note 16)\nProfit on disposal of property, plant and equipment and software\nRestructuring costs\nExpense relating to short term leases and low value assets\nLease and sublease income\nOther operating expenses\nNet operating expenses\n\n2025\n£m\n\n2024\n£m\n\n8,427.7\n1,238.0\n–\n42.4\n197.8\n151.5\n13.0\n23.5\n2.5\n(1.5)\n2.5\n5.3\n(4.0)\n1,011.4\n11,110.1\n\n8,383.8\n1,218.2\n(3.2)\n37.8\n186.1\n148.3\n11.9\n31.7\n1.0\n(12.3)\n5.9\n5.0\n(4.8)\n967.7\n10,977.1\n\nCost of goods sold consists of the cost of the inventories sold or disposed of in the year where the cost\nof inventories is net of supplier rebate income related to those inventories.\n2025\n\nAuditors’ remuneration\nAudit of these financial statements\nAmounts receivable by the Company’s\nauditors* in respect of:\naudit of financial statements of\nsubsidiaries of the Company\naudit related assurance services\nall other services\nTotal auditors’ remuneration\n\n2024\n\nUK\n£m\n\nOverseas\n£m\n\nTotal\n£m\n\nUK\n£m\n\nOverseas\n£m\n\nTotal\n£m\n\n1.3\n\n–\n\n1.3\n\n1.3\n\n–\n\n1.3\n\n0.9\n0.2\n0.1\n2.5\n\n3.0\n–\n–\n3.0\n\n3.9\n0.2\n0.1\n5.5\n\n1.1\n0.2\n0.4\n3.0\n\n3.2\n–\n–\n3.2\n\n4.3\n0.2\n0.4\n6.2\n\n* Including their associates.\n\nAudit related assurance services comprise the review of the half yearly financial report for the six\nmonths ended 30 June. All other services comprise other non-audit work, including ESG limited\nassurance and EMTN comfort letters. These services were permissible in accordance with the\nCompany’s policy and the prevailing regulations concerning the provision of non-audit services by\nthe Company’s external auditors. It is the Company’s policy to assess the non-audit services to be\nperformed by the Company’s auditors on a case-by-case basis to ensure adherence to the prevailing\nethical standards and regulations. Other firms are normally used by the Company to provide non-audit\nservices. However, if the provision of a service by the Company’s auditors is permitted and adequate\nsafeguards are in place, it is sometimes appropriate for this additional work to be carried out by the\nCompany’s auditors.\n\nThe Audit Committee, which consists entirely of independent non-executive directors, reviews and\napproves the level and type of non-audit work that the external auditors perform, including the fees\npaid for such work, to ensure that the auditors’ objectivity and independence are not compromised.\nFurther information is set out in the Audit Committee’s report on pages 104 to 106.\n\n6 Finance income/(expense)\n2025\n£m\n\n2024\n£m\n\nInterest on cash and cash equivalents\nInterest income from foreign exchange contracts\nNet interest income on defined benefit pension schemes in surplus\nInterest related to income tax\nOther finance income\nFinance income\n\n29.6\n21.6\n2.0\n0.4\n1.0\n54.6\n\n46.7\n19.9\n3.1\n1.8\n1.1\n72.6\n\nInterest on loans and overdrafts\nLease interest expense\nInterest expense from foreign exchange contracts\nNet interest expense on defined benefit pension schemes in deficit\n\n(119.3)\n(40.6)\n(12.9)\n(0.8)\n\n(122.4)\n(38.5)\n(6.1)\n(0.7)\n\nFair value (loss)/gain on US private placement notes and senior bonds in a\nhedge relationship\nFair value gain/(loss) on interest rate swaps in a hedge relationship\nForeign exchange loss on intercompany funding\nForeign exchange gain on external debt and foreign exchange\nforward contracts\nInterest related to income tax\nMonetary loss from hyperinflation accounting1\nOther finance expense\nAdjusted finance expense\n\n(26.5)\n25.9\n(12.7)\n\n3.9\n(4.1)\n(35.5)\n\n12.4\n–\n(2.3)\n(1.0)\n(177.8)\n\n34.8\n(1.4)\n(3.6)\n(2.2)\n(175.8)\n\nInterest on unwinding of discounting on deferred consideration\nFinance expense\n\n(3.5)\n(181.3)\n\n(2.2)\n(178.0)\n\nNet finance expense\n\n(126.7)\n\n(105.4)\n\n1. See Note 1 for further details.\n\nThe foreign exchange loss on intercompany funding arises as a result of the retranslation of foreign\ncurrency intercompany loans. This loss on intercompany funding is substantially matched by the foreign\nexchange gain on external debt and foreign exchange forward contracts not in a hedge relationship\nwhich minimises the foreign currency exposure in the income statement.", "tables": [ [ [ "8,427.7" ], [ "1,238.0" ], [ "–" ], [ "42.4" ], [ "197.8" ], [ "151.5" ], [ "13.0" ], [ "23.5" ], [ "2.5" ], [ "(1.5)" ], [ "2.5" ], [ "5.3" ], [ "(4.0)" ], [ "1,011.4" ], [ "11,110.1" ] ], [ [ "29.6" ], [ "21.6" ], [ "2.0" ], [ "0.4" ], [ "1.0" ], [ "54.6" ], [ "" ], [ "(119.3)" ], [ "(40.6)" ], [ "(12.9)" ], [ "(0.8)" ], [ "(26.5)" ], [ "25.9" ], [ "(12.7)" ], [ "12.4" ], [ "–" ], [ "(2.3)" ], [ "(1.0)" ], [ "(177.8)" ], [ "" ], [ "(3.5)" ], [ "(181.3)" ], [ "" ], [ "(126.7)" ] ], [ [ "1.3", "–", "1.3" ], [ "", "", "" ], [ "0.9", "3.0", "3.9" ], [ "0.2", "–", "0.2" ], [ "0.1", "–", "0.1" ], [ "2.5", "3.0", "5.5" ] ] ], "word_count": 694, "visual_charts": [] }, { "page_number": 155, "section": "Financial Statements", "subsection": "Notes to the Consolidated Financial Statements", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 153", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 153\n\nNOTES continued\n 2025 2024\n7 Income tax Tax credit/ Tax credit/\n Tax on other comprehensive income/ Gross (charge) Net Gross (charge) Net\n 2025 2024 (expense) and equity £m £m £m £m £m £m\n £m £m\n Actuarial loss on defined benefit pension\nCurrent tax on profit schemes (3.7) 0.9 (2.8) (35.1) 8.2 (26.9)\n current year 186.9 208.9 Foreign currency translation differences\n adjustments in respect of prior years (7.7) (20.0) on foreign operations (31.8) 0.1 (31.7) (193.3) (0.1) (193.4)\n 179.2 188.9 Reclassification from translation reserve to\nDeferred tax on profit income statement on disposal of foreign\n current year (19.0) (28.4) operation (5.6) – (5.6) 18.7 – 18.7\n adjustments in respect of prior years 0.5 12.1 Gain taken to equity as a result of effective\n net investment hedges 5.2 – 5.2 20.3 – 20.3\n (18.5) (16.3)\n (Loss)/gain recognised in cash flow hedge\nIncome tax on profit 160.7 172.6\n reserve (6.9) 1.7 (5.2) 6.3 (1.6) 4.7\nIn assessing the underlying performance of the Group, management uses adjusted profit before Other comprehensive expense (42.8) 2.7 (40.1) (183.1) 6.5 (176.6)\nincome tax. The tax effect of the adjusting items (see Note 3) is excluded in monitoring the effective Dividends (242.2) – (242.2) (228.6) – (228.6)\ntax rate (being the tax rate on adjusted profit before income tax) which is shown in the table below. Movement from cash flow hedge reserve\n to inventory 0.6 – 0.6 0.8 (0.2) 0.6\n 2025 2024\n £m £m Hyperinflation accounting adjustments 11.2 – 11.2 17.1 – 17.1\nIncome tax on profit 160.7 172.6 Issue of share capital 3.5 – 3.5 7.0 – 7.0\nTax associated with adjusting items 43.9 49.8 Own shares purchased for cancellation (151.5) – (151.5) (301.2) – (301.2)\nTax on adjusted profit 204.6 222.4 Non-controlling interest on acquisition – – – 2.7 – 2.7\n Employee trust shares (38.8) – (38.8) (16.6) – (16.6)\nProfit before income tax 620.5 673.6 Share based payments 3.5 (3.9) (0.4) 17.2 1.8 19.0\nAdjusting items (Note 3) 166.6 199.3 Other comprehensive expense and\nAdjusted profit before income tax 787.1 872.9 equity (456.5) (1.2) (457.7) (684.7) 8.1 (676.6)\n\n\nReported tax rate 25.9% 25.6%\nEffective tax rate 26.0% 25.5%", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\n153\n\nAdditional Information\n\nNOTES continued\n2025\n\n7 Income tax\nCurrent tax on profit\ncurrent year\nadjustments in respect of prior years\nDeferred tax on profit\ncurrent year\nadjustments in respect of prior years\nIncome tax on profit\n\n2025\n£m\n\n2024\n£m\n\n186.9\n(7.7)\n179.2\n\n208.9\n(20.0)\n188.9\n\n(19.0)\n0.5\n(18.5)\n160.7\n\n(28.4)\n12.1\n(16.3)\n172.6\n\nIn assessing the underlying performance of the Group, management uses adjusted profit before\nincome tax. The tax effect of the adjusting items (see Note 3) is excluded in monitoring the effective\ntax rate (being the tax rate on adjusted profit before income tax) which is shown in the table below.\n2025\n£m\n\n2024\n£m\n\nIncome tax on profit\nTax associated with adjusting items\nTax on adjusted profit\n\n160.7\n43.9\n204.6\n\n172.6\n49.8\n222.4\n\nProfit before income tax\nAdjusting items (Note 3)\nAdjusted profit before income tax\n\n620.5\n166.6\n787.1\n\n673.6\n199.3\n872.9\n\nReported tax rate\nEffective tax rate\n\n25.9%\n26.0%\n\n25.6%\n25.5%\n\nTax on other comprehensive income/\n(expense) and equity\nActuarial loss on defined benefit pension\nschemes\nForeign currency translation differences\non foreign operations\nReclassification from translation reserve to\nincome statement on disposal of foreign\noperation\nGain taken to equity as a result of effective\nnet investment hedges\n(Loss)/gain recognised in cash flow hedge\nreserve\nOther comprehensive expense\nDividends\nMovement from cash flow hedge reserve\nto inventory\nHyperinflation accounting adjustments\nIssue of share capital\nOwn shares purchased for cancellation\nNon-controlling interest on acquisition\nEmployee trust shares\nShare based payments\nOther comprehensive expense and\nequity\n\nGross\n£m\n\nTax credit/\n(charge)\n£m\n\nNet\n£m\n\n(3.7)\n\n0.9\n\n(31.8)\n\n2024\nGross\n£m\n\nTax credit/\n(charge)\n£m\n\nNet\n£m\n\n(2.8)\n\n(35.1)\n\n8.2\n\n(26.9)\n\n0.1\n\n(31.7)\n\n(193.3)\n\n(0.1)\n\n(193.4)\n\n(5.6)\n\n–\n\n(5.6)\n\n18.7\n\n–\n\n18.7\n\n5.2\n\n–\n\n5.2\n\n20.3\n\n–\n\n20.3\n\n(6.9)\n(42.8)\n(242.2)\n\n1.7\n2.7\n–\n\n(5.2)\n(40.1)\n(242.2)\n\n6.3\n(183.1)\n(228.6)\n\n(1.6)\n6.5\n–\n\n4.7\n(176.6)\n(228.6)\n\n0.6\n11.2\n3.5\n(151.5)\n–\n(38.8)\n3.5\n\n–\n–\n–\n–\n–\n–\n(3.9)\n\n0.6\n11.2\n3.5\n(151.5)\n–\n(38.8)\n(0.4)\n\n0.8\n17.1\n7.0\n(301.2)\n2.7\n(16.6)\n17.2\n\n(0.2)\n–\n–\n–\n–\n–\n1.8\n\n0.6\n17.1\n7.0\n(301.2)\n2.7\n(16.6)\n19.0\n\n(456.5)\n\n(1.2)\n\n(457.7)\n\n(684.7)\n\n8.1\n\n(676.6)", "tables": [ [ [ "(3.7)", "0.9", "(2.8)" ], [ "(31.8)", "0.1", "(31.7)" ], [ "(5.6)", "–", "(5.6)" ], [ "5.2", "–", "5.2" ], [ "(6.9)", "1.7", "(5.2)" ], [ "(42.8)", "2.7", "(40.1)" ], [ "(242.2)", "–", "(242.2)" ], [ "0.6", "–", "0.6" ], [ "11.2", "–", "11.2" ], [ "3.5", "–", "3.5" ], [ "(151.5)", "–", "(151.5)" ], [ "–", "–", "–" ], [ "(38.8)", "–", "(38.8)" ], [ "3.5", "(3.9)", "(0.4)" ], [ "(456.5)", "(1.2)", "(457.7)" ] ], [ [ "" ], [ "186.9" ], [ "(7.7)" ], [ "179.2" ], [ "" ], [ "(19.0)" ], [ "0.5" ], [ "(18.5)" ], [ "160.7" ] ], [ [ "160.7" ], [ "43.9" ], [ "204.6" ], [ "" ], [ "620.5" ], [ "166.6" ], [ "787.1" ], [ "" ], [ "25.9%" ], [ "26.0%" ] ] ], "word_count": 367, "visual_charts": [] }, { "page_number": 156, "section": "Financial Statements", "subsection": "Notes to the Consolidated Financial Statements", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 154", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 154\n\nNOTES continued\n\n7 Income tax continued 8 Earnings per share attributable to the Company’s equity holders\nFactors affecting the tax charge for the year 2025 2024\nThe Group operates in many countries and is subject to different rates of income tax in those countries. £m £m\nThe expected tax rate is calculated as a weighted average of the tax rates in the tax jurisdictions in Profit for the year attributable to the Company’s equity holders 459.2 500.4\nwhich the Group operates, most of which are equal to or higher than the UK statutory rate for the year Adjusted for:\nof 25.0% (2024: 25.0%). Although the Group is subject to the global minimum tax regime known as Pillar\n amortisation excluding software 151.5 148.3\n2, this is not expected to cause any significant increase in the Group’s tax liabilities. The adjustments to\nthe tax charge at the weighted average rate to determine the income tax on profit are as follows: acquisition related items 27.0 33.9\n (profit)/loss on disposal of businesses (11.9) 20.3\n 2025 2024 non-recurring pension scheme credit – (3.2)\n £m £m\n tax credit on adjusting items (43.9) (49.8)\nProfit before income tax 620.5 673.6\n Adjusted profit for the year attributable to the Company’s equity holders 581.9 649.9\n\nWeighted average rate 25.6% 25.1%\n 2025 2024\n Basic weighted average number of ordinary shares in issue (million) 324.6 334.4\nTax charge at weighted average rate 158.7 168.9\n Dilutive effect of employee share plans (million) 1.4 2.1\nEffects of:\n Diluted weighted average number of ordinary shares (million) 326.0 336.5\n non-deductible expenditure 7.1 9.7\n impact of intercompany finance 1.0 1.4\n Basic earnings per share attributable to the Company’s equity holders 141.5p 149.6p\n change in tax rates 0.1 (0.4)\n Adjustment 37.8p 44.7p\n inflation: tax and accounting impacts 1.2 1.3\n Adjusted earnings per share attributable to the Company’s equity holders 179.3p 194.3p\n adjustments in respect of prior years (7.2) (7.9)\n other current year items (0.2) (0.4)\n Diluted basic earnings per share attributable to the Company’s equity holders 140.9p 148.7p\nIncome tax on profit 160.7 172.6\n Adjustment 37.6p 44.4p\n 2025 2024 Adjusted diluted earnings per share attributable to the Company’s equity holders 178.5p 193.1p\nDeferred tax charge/(credit) in the income statement £m £m\nProperty, plant and equipment 1.2 0.4 9 Acquisitions\nDefined benefit pension schemes 0.1 1.4 Acquisitions involving the purchase of the acquiree’s share capital or, as the case may be, the relevant\nGoodwill, customer and supplier relationships, brands and technology (26.2) (23.8) assets of the businesses acquired, have been accounted for under the acquisition method of\n accounting. A key part of the Group’s strategy is to grow through acquisition. The Group has developed\nProvisions and accruals 2.4 7.0\n a process to assist with the identification of the fair values of the assets acquired and liabilities\nInventories 0.3 2.7 assumed, including the separate identification of intangible assets in accordance with IFRS 3 ‘Business\nLeases (1.2) (0.9) Combinations’ as revised. This formal process is applied to each acquisition and involves an assessment\nShare based payments 7.6 (0.9) of the assets acquired and liabilities assumed with assistance provided by external valuation specialists\nOther (2.7) (2.2) where appropriate. Until this assessment is complete, the allocation period remains open up to a\nDeferred tax on profit (18.5) (16.3) maximum of 12 months from the relevant acquisition date. At 31 December 2025 the allocation period\n for all acquisitions completed since 1 January 2025 remained open and accordingly the fair values\n presented are provisional.\n Adjustments are made to the assets acquired and liabilities assumed during the allocation period to\n the extent that further information and knowledge come to light that more accurately reflect conditions\n at the acquisition date. Adjustments are made to the value of assets acquired to reflect more accurately\n the estimated realisable or settlement value. Similarly, adjustments are made to acquired liabilities to\n record onerous commitments or other commitments existing at the acquisition date but not\n recognised by the acquiree. Adjustments are also made to reflect the associated tax effects.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\n154\n\nAdditional Information\n\nNOTES continued\n7 Income tax continued\n\n8 Earnings per share attributable to the Company’s equity holders\n\nFactors affecting the tax charge for the year\nThe Group operates in many countries and is subject to different rates of income tax in those countries.\nThe expected tax rate is calculated as a weighted average of the tax rates in the tax jurisdictions in\nwhich the Group operates, most of which are equal to or higher than the UK statutory rate for the year\nof 25.0% (2024: 25.0%). Although the Group is subject to the global minimum tax regime known as Pillar\n2, this is not expected to cause any significant increase in the Group’s tax liabilities. The adjustments to\nthe tax charge at the weighted average rate to determine the income tax on profit are as follows:\n2025\n£m\n\n2024\n£m\n\nProfit before income tax\n\n620.5\n\n673.6\n\nWeighted average rate\n\n25.6%\n\n25.1%\n\nTax charge at weighted average rate\nEffects of:\nnon-deductible expenditure\nimpact of intercompany finance\nchange in tax rates\ninflation: tax and accounting impacts\nadjustments in respect of prior years\nother current year items\nIncome tax on profit\nDeferred tax charge/(credit) in the income statement\nProperty, plant and equipment\nDefined benefit pension schemes\nGoodwill, customer and supplier relationships, brands and technology\nProvisions and accruals\nInventories\nLeases\nShare based payments\nOther\nDeferred tax on profit\n\n158.7\n\n168.9\n\n7.1\n1.0\n0.1\n1.2\n(7.2)\n(0.2)\n160.7\n\n9.7\n1.4\n(0.4)\n1.3\n(7.9)\n(0.4)\n172.6\n\n2025\n£m\n\n2024\n£m\n\n1.2\n0.1\n(26.2)\n2.4\n0.3\n(1.2)\n7.6\n(2.7)\n(18.5)\n\n0.4\n1.4\n(23.8)\n7.0\n2.7\n(0.9)\n(0.9)\n(2.2)\n(16.3)\n\n2025\n£m\n\n2024\n£m\n\nProfit for the year attributable to the Company’s equity holders\nAdjusted for:\namortisation excluding software\nacquisition related items\n(profit)/loss on disposal of businesses\nnon-recurring pension scheme credit\ntax credit on adjusting items\nAdjusted profit for the year attributable to the Company’s equity holders\n\n459.2\n\n500.4\n\n151.5\n27.0\n(11.9)\n–\n(43.9)\n581.9\n\n148.3\n33.9\n20.3\n(3.2)\n(49.8)\n649.9\n\n2025\n\n2024\n\nBasic weighted average number of ordinary shares in issue (million)\nDilutive effect of employee share plans (million)\nDiluted weighted average number of ordinary shares (million)\n\n324.6\n1.4\n326.0\n\n334.4\n2.1\n336.5\n\nBasic earnings per share attributable to the Company’s equity holders\nAdjustment\nAdjusted earnings per share attributable to the Company’s equity holders\n\n141.5p\n37.8p\n179.3p\n\n149.6p\n44.7p\n194.3p\n\nDiluted basic earnings per share attributable to the Company’s equity holders\nAdjustment\nAdjusted diluted earnings per share attributable to the Company’s equity holders\n\n140.9p\n37.6p\n178.5p\n\n148.7p\n44.4p\n193.1p\n\n9 Acquisitions\nAcquisitions involving the purchase of the acquiree’s share capital or, as the case may be, the relevant\nassets of the businesses acquired, have been accounted for under the acquisition method of\naccounting. A key part of the Group’s strategy is to grow through acquisition. The Group has developed\na process to assist with the identification of the fair values of the assets acquired and liabilities\nassumed, including the separate identification of intangible assets in accordance with IFRS 3 ‘Business\nCombinations’ as revised. This formal process is applied to each acquisition and involves an assessment\nof the assets acquired and liabilities assumed with assistance provided by external valuation specialists\nwhere appropriate. Until this assessment is complete, the allocation period remains open up to a\nmaximum of 12 months from the relevant acquisition date. At 31 December 2025 the allocation period\nfor all acquisitions completed since 1 January 2025 remained open and accordingly the fair values\npresented are provisional.\nAdjustments are made to the assets acquired and liabilities assumed during the allocation period to\nthe extent that further information and knowledge come to light that more accurately reflect conditions\nat the acquisition date. Adjustments are made to the value of assets acquired to reflect more accurately\nthe estimated realisable or settlement value. Similarly, adjustments are made to acquired liabilities to\nrecord onerous commitments or other commitments existing at the acquisition date but not\nrecognised by the acquiree. Adjustments are also made to reflect the associated tax effects.", "tables": [ [ [ "459.2" ], [ "" ], [ "151.5" ], [ "27.0" ], [ "(11.9)" ], [ "–" ], [ "(43.9)" ], [ "581.9" ] ], [ [ "620.5" ], [ "" ], [ "25.6%" ], [ "" ], [ "158.7" ], [ "" ], [ "7.1" ], [ "1.0" ], [ "0.1" ], [ "1.2" ], [ "(7.2)" ], [ "(0.2)" ], [ "160.7" ] ], [ [ "324.6" ], [ "1.4" ], [ "326.0" ], [ "" ], [ "141.5p" ], [ "37.8p" ], [ "179.3p" ], [ "" ], [ "140.9p" ], [ "37.6p" ], [ "178.5p" ] ], [ [ "1.2" ], [ "0.1" ], [ "(26.2)" ], [ "2.4" ], [ "0.3" ], [ "(1.2)" ], [ "7.6" ], [ "(2.7)" ], [ "(18.5)" ] ] ], "word_count": 672, "visual_charts": [] }, { "page_number": 157, "section": "Financial Statements", "subsection": "Notes to the Consolidated Financial Statements", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 155", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 155\n\nNOTES continued\n\n9 Acquisitions continued There were no individually significant acquisitions in 2025. The acquisition of Nisbets in 2024 was\n considered to be individually significant due to its impact on intangible assets. The acquisition is\nDuring the year ended 31 December 2025 adjustments have been recognised to the fair value of assets\n therefore separately disclosed in the table below. A summary of the effect of acquisitions in 2025\nand liabilities acquired related to acquisitions made in the prior year, resulting in a net increase to\n and 2024 is shown below:\nintangible assets of £7.4m (2024: net increase of £1.5m). Given the immaterial amounts involved the fair\nvalue of assets and liabilities acquired as reported in the prior year have not been restated. Total Total\n 2025 Nisbets Other 2024\n £m £m £m £m\nThe consideration in respect of acquisitions comprises amounts paid on completion and deferred\nconsideration. The consideration has been allocated against the identified net assets, with the balance Customer and supplier relationships 49.5 124.6 160.0 284.6\nrecorded as goodwill. Any payments that are contingent on future employment, including payments Brands 3.9 78.3 5.0 83.3\nwhich are contingent on the retention of former owners of businesses acquired, are charged to the Property, plant and equipment and software 5.9 62.5 9.2 71.7\nincome statement. Transaction costs and expenses such as professional fees are charged to operating Right-of-use assets 5.2 55.7 17.3 73.0\nprofit in the income statement. Given the structure of acquisitions and the quantum of deferred\n Inventories 11.3 77.0 34.7 111.7\nconsideration in recent years, the Group has recognised interest on unwinding of discounting deferred\nconsideration, where applicable, which is charged to finance expense in the income statement. Trade and other receivables 29.2 59.6 71.9 131.5\n Trade and other payables (13.1) (103.0) (37.4) (140.4)\nFor each of the businesses acquired and announced during the year, the name of the business, the\nmarket sector served, its location and date of acquisition, as well as the estimated annualised revenue Net cash 1.0 43.4 16.5 59.9\nit would have contributed to the Group for the year if such acquisitions had been made at the beginning External debt – (5.6) (0.7) (6.3)\nof the year, are separately disclosed. The remaining disclosures required by IFRS 3 are provided Provisions (13.2) (10.5) (22.3) (32.8)\nseparately for those individual acquisitions that are considered to be material and in aggregate for Lease liabilities (5.2) (55.7) (18.0) (73.7)\nindividually immaterial acquisitions. An acquisition would generally be considered individually material if Income tax payable and deferred tax liabilities (21.2) (45.8) (65.4) (111.2)\nthe impact on the Group’s revenue or profit measures (on an annualised basis) or the relevant amounts\n Fair value of net assets acquired 53.3 280.5 170.8 451.3\non the balance sheet is greater than 5%. Management also applies judgement in considering whether\nthere are any material qualitative differences from other acquisitions made. Less non-controlling interests – (2.7) – (2.7)\n2025 Provisional goodwill 50.9 187.5 170.3 357.8\nSummary details of the businesses acquired during the year ended 31 December 2025 are shown Consideration 104.2 465.3 341.1 806.4\nin the table below:\n Satisfied by:\n Percentage\n of share Annualised cash consideration 95.6 377.6 297.6 675.2\n Acquisition capital revenue\nBusiness Sector Country date 2025 acquired £m\n deferred consideration 8.6 87.7 43.5 131.2\nInpakomed Healthcare Netherlands 31 March 100% 2.5 104.2 465.3 341.1 806.4\n Contingent payments relating to retention of former\n Food Service and\n owners 17.4 42.1 50.7 92.8\nQuindesur Cleaning & Hygiene Spain 1 July 100% 11.5\n Interest relating to discounting of deferred consideration – 15.1 2.2 17.3\nHospitalia Healthcare Chile 8 July 100% 21.2\n Net cash acquired (1.0) (43.4) (16.5) (59.9)\nSolupack Food Service Brazil 31 July 70% 17.9\n Transaction costs and expenses 11.2 12.4 13.5 25.9\nGuantes\n Total committed spend in respect of acquisitions\n Internacionales Safety Mexico 1 August 100% 15.8\n agreed and completed in the year 131.8 491.5 391.0 882.5\nCaterline Foodservice Ireland 10 September 100% 5.6\nAnta y Jesús Cleaning & Hygiene Spain 30 September 100% 4.7\nDamito s.r.o Cleaning & Hygiene Slovakia 31 October 80% 13.1\nAcquisitions agreed and completed in the current year 92.3", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\n155\n\nAdditional Information\n\nNOTES continued\n9 Acquisitions continued\nDuring the year ended 31 December 2025 adjustments have been recognised to the fair value of assets\nand liabilities acquired related to acquisitions made in the prior year, resulting in a net increase to\nintangible assets of £7.4m (2024: net increase of £1.5m). Given the immaterial amounts involved the fair\nvalue of assets and liabilities acquired as reported in the prior year have not been restated.\nThe consideration in respect of acquisitions comprises amounts paid on completion and deferred\nconsideration. The consideration has been allocated against the identified net assets, with the balance\nrecorded as goodwill. Any payments that are contingent on future employment, including payments\nwhich are contingent on the retention of former owners of businesses acquired, are charged to the\nincome statement. Transaction costs and expenses such as professional fees are charged to operating\nprofit in the income statement. Given the structure of acquisitions and the quantum of deferred\nconsideration in recent years, the Group has recognised interest on unwinding of discounting deferred\nconsideration, where applicable, which is charged to finance expense in the income statement.\nFor each of the businesses acquired and announced during the year, the name of the business, the\nmarket sector served, its location and date of acquisition, as well as the estimated annualised revenue\nit would have contributed to the Group for the year if such acquisitions had been made at the beginning\nof the year, are separately disclosed. The remaining disclosures required by IFRS 3 are provided\nseparately for those individual acquisitions that are considered to be material and in aggregate for\nindividually immaterial acquisitions. An acquisition would generally be considered individually material if\nthe impact on the Group’s revenue or profit measures (on an annualised basis) or the relevant amounts\non the balance sheet is greater than 5%. Management also applies judgement in considering whether\nthere are any material qualitative differences from other acquisitions made.\n2025\nSummary details of the businesses acquired during the year ended 31 December 2025 are shown\nin the table below:\n\nAcquisition\ndate 2025\n\nPercentage\nof share Annualised\ncapital\nrevenue\nacquired\n£m\n\nBusiness\n\nSector\n\nCountry\n\nInpakomed\n\nHealthcare\n\nNetherlands 31 March\n\n100%\n\n2.5\n\nQuindesur\nHospitalia\nSolupack\n\nFood Service and\nCleaning & Hygiene\nHealthcare\nFood Service\n\nSpain\nChile\nBrazil\n\n1 July\n8 July\n31 July\n\n100%\n100%\n70%\n\n11.5\n21.2\n17.9\n\n1 August\n10 September\n30 September\n31 October\n\n100%\n100%\n100%\n80%\n\n15.8\n5.6\n4.7\n13.1\n92.3\n\nGuantes\nInternacionales\nSafety\nMexico\nCaterline\nFoodservice\nIreland\nAnta y Jesús\nCleaning & Hygiene\nSpain\nDamito s.r.o\nCleaning & Hygiene\nSlovakia\nAcquisitions agreed and completed in the current year\n\nThere were no individually significant acquisitions in 2025. The acquisition of Nisbets in 2024 was\nconsidered to be individually significant due to its impact on intangible assets. The acquisition is\ntherefore separately disclosed in the table below. A summary of the effect of acquisitions in 2025\nand 2024 is shown below:\n\nCustomer and supplier relationships\nBrands\nProperty, plant and equipment and software\nRight-of-use assets\nInventories\nTrade and other receivables\nTrade and other payables\nNet cash\nExternal debt\nProvisions\nLease liabilities\nIncome tax payable and deferred tax liabilities\nFair value of net assets acquired\nLess non-controlling interests\nProvisional goodwill\nConsideration\nSatisfied by:\ncash consideration\ndeferred consideration\nContingent payments relating to retention of former\nowners\nInterest relating to discounting of deferred consideration\nNet cash acquired\nTransaction costs and expenses\nTotal committed spend in respect of acquisitions\nagreed and completed in the year\n\nTotal\n2025\n£m\n\nNisbets\n£m\n\nOther\n£m\n\nTotal\n2024\n£m\n\n49.5\n3.9\n5.9\n5.2\n11.3\n29.2\n(13.1)\n1.0\n–\n(13.2)\n(5.2)\n(21.2)\n53.3\n–\n50.9\n104.2\n\n124.6\n78.3\n62.5\n55.7\n77.0\n59.6\n(103.0)\n43.4\n(5.6)\n(10.5)\n(55.7)\n(45.8)\n280.5\n(2.7)\n187.5\n465.3\n\n160.0\n5.0\n9.2\n17.3\n34.7\n71.9\n(37.4)\n16.5\n(0.7)\n(22.3)\n(18.0)\n(65.4)\n170.8\n–\n170.3\n341.1\n\n284.6\n83.3\n71.7\n73.0\n111.7\n131.5\n(140.4)\n59.9\n(6.3)\n(32.8)\n(73.7)\n(111.2)\n451.3\n(2.7)\n357.8\n806.4\n\n95.6\n8.6\n104.2\n\n377.6\n87.7\n465.3\n\n297.6\n43.5\n341.1\n\n675.2\n131.2\n806.4\n\n17.4\n–\n(1.0)\n11.2\n\n42.1\n15.1\n(43.4)\n12.4\n\n50.7\n2.2\n(16.5)\n13.5\n\n92.8\n17.3\n(59.9)\n25.9\n\n131.8\n\n491.5\n\n391.0\n\n882.5", "tables": [ [ [ "49.5", "124.6", "160.0" ], [ "3.9", "78.3", "5.0" ], [ "5.9", "62.5", "9.2" ], [ "5.2", "55.7", "17.3" ], [ "11.3", "77.0", "34.7" ], [ "29.2", "59.6", "71.9" ], [ "(13.1)", "(103.0)", "(37.4)" ], [ "1.0", "43.4", "16.5" ], [ "–", "(5.6)", "(0.7)" ], [ "(13.2)", "(10.5)", "(22.3)" ], [ "(5.2)", "(55.7)", "(18.0)" ], [ "(21.2)", "(45.8)", "(65.4)" ], [ "53.3", "280.5", "170.8" ], [ "–", "(2.7)", "–" ], [ "50.9", "187.5", "170.3" ], [ "104.2", "465.3", "341.1" ], [ "", "", "" ], [ "", "", "" ], [ "95.6", "377.6", "297.6" ], [ "8.6", "87.7", "43.5" ], [ "104.2", "465.3", "341.1" ], [ "17.4", "42.1", "50.7" ], [ "–", "15.1", "2.2" ], [ "(1.0)", "(43.4)", "(16.5)" ], [ "11.2", "12.4", "13.5" ], [ "131.8", "491.5", "391.0" ] ], [ [ "Inpakomed", "Healthcare", "Netherlands", "31 March", "100%", "2.5" ], [ "Quindesur", "Food Service and Cleaning & Hygiene", "Spain", "1 July", "100%", "11.5" ], [ "Hospitalia", "Healthcare", "Chile", "8 July", "100%", "21.2" ], [ "Solupack", "Food Service", "Brazil", "31 July", "70%", "17.9" ], [ "Guantes Internacionales", "Safety", "Mexico", "1 August", "100%", "15.8" ], [ "Caterline", "Foodservice", "Ireland", "10 September", "100%", "5.6" ], [ "Anta y Jesús", "Cleaning & Hygiene", "Spain", "30 September", "100%", "4.7" ], [ "Damito s.r.o", "Cleaning & Hygiene", "Slovakia", "31 October", "80%", "13.1" ], [ "Acquisitions agreed and completed in the current year", "", "", "", "", "92.3" ] ] ], "word_count": 692, "visual_charts": [] }, { "page_number": 158, "section": "Financial Statements", "subsection": "Notes to the Consolidated Financial Statements", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 156", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 156\n\nNOTES continued\n\n9 Acquisitions continued Deferred consideration\n The table below gives further details of the Group’s deferred consideration liabilities.\nThe net cash outflow in the year in respect of acquisitions comprised:\n 2025 2024\n Total Total £m £m\n 2025 Nisbets Other 2024\n £m £m £m £m Minority options – acquisition of non-controlling interest 127.8 158.4\nCash consideration 95.6 377.6 297.6 675.2 Earn outs 33.6 33.7\nNet cash acquired (1.0) (43.4) (16.5) (59.9) Deferred consideration held at fair value 161.4 192.1\nDeferred consideration payments 23.9 – 20.9 20.9 Minority options – retention payments to former owners 44.4 50.3\nNet cash outflow on purchase of businesses 118.5 334.2 302.0 636.2 Other 19.9 15.8\nTransaction costs and expenses paid 12.1 11.0 14.6 25.6 Total deferred consideration 225.7 258.2\nPayments relating to retention of former owners 31.3 – 16.4 16.4\nCash outflow from acquisition related items 43.4 11.0 31.0 42.0 Current 29.4 43.6\nTotal cash outflow in respect of acquisitions 161.9 345.2 333.0 678.2 Non-current 196.3 214.6\n Total deferred consideration 225.7 258.2\nAcquisitions completed in the year ended 31 December 2025 contributed £37.4m (2024: £398.3m) to\nthe Group’s revenue, £6.9m (2024: £34.8m) to the Group’s adjusted operating profit and £5.8m (2024:\n£20.1m) to the Group’s operating profit for the year ended 31 December 2025. Expected future payments which are contingent on the continued retention of\n former owners of businesses acquired not yet recognised on balance sheet 53.2 117.2\nThe estimated contributions from acquisitions completed and agreed during the year to the results of Total deferred and contingent consideration – on and off balance sheet 278.9 375.4\nthe Group for the year if such acquisitions had been made at the beginning of the year, are as follows:\n The maturity profile of total deferred and contingent consideration is set out in the table below.\n 2025 2024\n £m £m\n 2025 2024\nRevenue 92.3 744.2 £m £m\nAdjusted operating profit 16.0 72.0 Within one year 31.4 44.2\n After one year but within two years 81.7 19.3\nThe total amount of goodwill expected to be deductible for tax purposes in relation to acquisitions\n After two years but within five years 165.8 301.3\ncompleted during the year is £nil (2024: £nil).\n After five years – 10.6\n 278.9 375.4", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\n156\n\nAdditional Information\n\nNOTES continued\n9 Acquisitions continued\n\nDeferred consideration\nThe table below gives further details of the Group’s deferred consideration liabilities.\n\nThe net cash outflow in the year in respect of acquisitions comprised:\n\nCash consideration\nNet cash acquired\nDeferred consideration payments\nNet cash outflow on purchase of businesses\nTransaction costs and expenses paid\nPayments relating to retention of former owners\nCash outflow from acquisition related items\nTotal cash outflow in respect of acquisitions\n\nTotal\n2025\n£m\n\nNisbets\n£m\n\nOther\n£m\n\nTotal\n2024\n£m\n\n95.6\n(1.0)\n23.9\n118.5\n12.1\n31.3\n43.4\n161.9\n\n377.6\n(43.4)\n–\n334.2\n11.0\n–\n11.0\n345.2\n\n297.6\n(16.5)\n20.9\n302.0\n14.6\n16.4\n31.0\n333.0\n\n675.2\n(59.9)\n20.9\n636.2\n25.6\n16.4\n42.0\n678.2\n\nAcquisitions completed in the year ended 31 December 2025 contributed £37.4m (2024: £398.3m) to\nthe Group’s revenue, £6.9m (2024: £34.8m) to the Group’s adjusted operating profit and £5.8m (2024:\n£20.1m) to the Group’s operating profit for the year ended 31 December 2025.\nThe estimated contributions from acquisitions completed and agreed during the year to the results of\nthe Group for the year if such acquisitions had been made at the beginning of the year, are as follows:\n\nRevenue\nAdjusted operating profit\n\n2025\n£m\n\n2024\n£m\n\n92.3\n16.0\n\n744.2\n72.0\n\nThe total amount of goodwill expected to be deductible for tax purposes in relation to acquisitions\ncompleted during the year is £nil (2024: £nil).\n\n2025\n£m\n\n2024\n£m\n\nMinority options – acquisition of non-controlling interest\nEarn outs\nDeferred consideration held at fair value\nMinority options – retention payments to former owners\nOther\nTotal deferred consideration\n\n127.8\n33.6\n161.4\n44.4\n19.9\n225.7\n\n158.4\n33.7\n192.1\n50.3\n15.8\n258.2\n\nCurrent\nNon-current\nTotal deferred consideration\n\n29.4\n196.3\n225.7\n\n43.6\n214.6\n258.2\n\nExpected future payments which are contingent on the continued retention of\nformer owners of businesses acquired not yet recognised on balance sheet\nTotal deferred and contingent consideration – on and off balance sheet\n\n53.2\n278.9\n\n117.2\n375.4\n\nThe maturity profile of total deferred and contingent consideration is set out in the table below.\n\nWithin one year\nAfter one year but within two years\nAfter two years but within five years\nAfter five years\n\n2025\n£m\n\n2024\n£m\n\n31.4\n81.7\n165.8\n–\n278.9\n\n44.2\n19.3\n301.3\n10.6\n375.4", "tables": [ [ [ "127.8" ], [ "33.6" ], [ "161.4" ], [ "44.4" ], [ "19.9" ], [ "225.7" ], [ "" ], [ "29.4" ], [ "196.3" ], [ "225.7" ], [ "" ], [ "53.2" ], [ "278.9" ] ], [ [ "95.6" ], [ "(1.0)" ], [ "23.9" ], [ "118.5" ], [ "12.1" ], [ "31.3" ], [ "43.4" ], [ "161.9" ] ], [ [ "92.3" ], [ "16.0" ] ], [ [ "31.4" ], [ "81.7" ], [ "165.8" ], [ "–" ], [ "278.9" ] ] ], "word_count": 381, "visual_charts": [] }, { "page_number": 159, "section": "Financial Statements", "subsection": "Notes to the Consolidated Financial Statements", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 157", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 157\n\nNOTES continued\n\n9 Acquisitions continued 2024\n Summary details of the businesses acquired during the year ended 31 December 2024 are shown in\n 2025 2024 the table below:\n Deferred Total Deferred Total\n consideration deferred consideration deferred Percentage of Annualised\n held at fair value Other consideration held at fair value Other consideration Acquisition share capital revenue\n £m £m £m £m £m £m Business Sector Country date 2024 acquired £m\nBeginning of year 192.1 66.1 258.2 123.4 52.2 175.6 Pamark Group Foodservice, Finland 29 February 100% 53.3\nAcquisitions 6.0 2.6 8.6 128.6 2.6 131.2 Healthcare,\nCharges related to the Cleaning & Hygiene\n retention of former and Safety\n owners – 40.9 40.9 – 40.7 40.7 Nisbets Foodservice United Kingdom 23 May 80% 474.9\nAdjustments to Clean Spot Cleaning & Hygiene Canada 18 June 100% 4.3\n previously estimated Sistemas De Embalaje Other Spain 28 June 100% 24.9\n earn outs and Anper\n minority options (21.8) (23.7) (45.5) (33.0) (9.0) (42.0) Holland Packaging Retail Netherlands 29 June 75% 15.0\nInterest on unwinding RCL Implantes Healthcare Brazil 3 July 100% 15.6\n of discounting 3.5 – 3.5 2.2 – 2.2\n Powervac Cleaning & Hygiene Australia 31 July 100% 4.5\nDeferred consideration\n Cermerón Foodservice Spain 30 August 100% 10.3\n and retention\n payments (21.0) (22.8) (43.8) (16.0) (17.3) (33.3) Cubro Group Healthcare New Zealand 30 September 72% 45.7\nForeign exchange 2.6 1.2 3.8 (13.1) (3.1) (16.2) DBM Medical Group Healthcare New Zealand 30 September 75% 8.7\nEnd of year 161.4 64.3 225.7 192.1 66.1 258.2 Arrow County Holdings Cleaning & Hygiene United Kingdom 22 October 100% 27.1\n Limited\n C&C Group Foodservice United Kingdom 29 October 100%/80% 26.7\n Comodis Cleaning & Hygiene France 1 December 100% 20.7\n Others* 12.5\n Acquisitions agreed and completed in the year 744.2\n * Others includes two acquisitions agreed in 2024.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nFinancial Statements\n\nDirectors’ Report\n\n157\n\nAdditional Information\n\nNOTES continued\n9 Acquisitions continued\n2025\n\nBeginning of year\nAcquisitions\nCharges related to the\nretention of former\nowners\nAdjustments to\npreviously estimated\nearn outs and\nminority options\nInterest on unwinding\nof discounting\nDeferred consideration\nand retention\npayments\nForeign exchange\nEnd of year\n\nDeferred\nconsideration\nheld at fair value\n£m\n\n2024\n\nOther\n£m\n\nTotal\ndeferred\nconsideration\n£m\n\nDeferred\nconsideration\nheld at fair value\n£m\n\nOther\n£m\n\nTotal\ndeferred\nconsideration\n£m\n\n192.1\n6.0\n\n66.1\n2.6\n\n258.2\n8.6\n\n123.4\n128.6\n\n52.2\n2.6\n\n175.6\n131.2\n\n–\n\n40.9\n\n40.9\n\n–\n\n40.7\n\n40.7\n\n(21.8)\n\n(23.7)\n\n(45.5)\n\n(33.0)\n\n(9.0)\n\n(42.0)\n\n3.5\n\n–\n\n3.5\n\n2.2\n\n–\n\n2.2\n\n(21.0)\n2.6\n161.4\n\n(22.8)\n1.2\n64.3\n\n(43.8)\n3.8\n225.7\n\n(16.0)\n(13.1)\n192.1\n\n(17.3)\n(3.1)\n66.1\n\n(33.3)\n(16.2)\n258.2\n\n2024\nSummary details of the businesses acquired during the year ended 31 December 2024 are shown in\nthe table below:\n\nBusiness\n\nSector\n\nPamark Group\n\nFoodservice,\nFinland\n29 February\nHealthcare,\nCleaning & Hygiene\nand Safety\nFoodservice\nUnited Kingdom 23 May\n\nNisbets\n\nClean Spot\nCleaning & Hygiene\nSistemas De Embalaje\nOther\nAnper\nHolland Packaging\nRetail\nRCL Implantes\nHealthcare\nPowervac\nCleaning & Hygiene\nCermerón\nFoodservice\nCubro Group\nHealthcare\nDBM Medical Group\nHealthcare\nArrow County Holdings Cleaning & Hygiene\nLimited\nC&C Group\nFoodservice\nComodis\nCleaning & Hygiene\nOthers*\nAcquisitions agreed and completed in the year\n* Others includes two acquisitions agreed in 2024.\n\nCountry\n\nAcquisition\ndate 2024\n\nPercentage of\nshare capital\nacquired\n\nAnnualised\nrevenue\n£m\n\n100%\n\n53.3\n\n80%\n\n474.9\n\nCanada\nSpain\n\n18 June\n28 June\n\n100%\n100%\n\n4.3\n24.9\n\nNetherlands\nBrazil\nAustralia\nSpain\nNew Zealand\nNew Zealand\nUnited Kingdom\n\n29 June\n3 July\n31 July\n30 August\n30 September\n30 September\n22 October\n\n75%\n100%\n100%\n100%\n72%\n75%\n100%\n\n15.0\n15.6\n4.5\n10.3\n45.7\n8.7\n27.1\n\nUnited Kingdom 29 October\nFrance\n1 December\n\n100%/80%\n100%\n\n26.7\n20.7\n12.5\n744.2", "tables": [ [ [ "192.1", "66.1", "258.2" ], [ "6.0", "2.6", "8.6" ], [ "–", "40.9", "40.9" ], [ "(21.8)", "(23.7)", "(45.5)" ], [ "3.5", "–", "3.5" ], [ "(21.0)", "(22.8)", "(43.8)" ], [ "2.6", "1.2", "3.8" ], [ "161.4", "64.3", "225.7" ] ] ], "word_count": 307, "visual_charts": [] }, { "page_number": 160, "section": "Financial Statements", "subsection": "Notes to the Consolidated Financial Statements", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 158", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 158\n\nNOTES continued\n\n10 Disposal of businesses Fixtures,\n Land and Plant and fittings and\nThe Group completed the disposal of R3 Safety in North America on 31 January 2025. Disposal of buildings machinery equipment Total\nbusinesses in 2024 related to the loss on disposal of the Group’s business in Argentina on 14 March 2024 £m £m £m £m\n\n2024 and a healthcare business in Germany on 12 July 2024. Cost\n Beginning of year 104.0 208.5 126.6 439.1\nThe profit/(loss) on disposal of businesses comprised:\n Acquisitions (Note 9) 38.6 21.4 7.5 67.5\n 2025 2024 Disposal of businesses – – (0.6) (0.6)\nProfit/(loss) on disposal of businesses £m £m\n Additions 5.6 22.1 12.6 40.3\nCash consideration received 17.6 4.4\n Disposals (10.1) (8.6) (12.8) (31.5)\nNet assets disposed (10.4) (6.0)\n Transferred to assets held for sale (0.3) (1.5) (0.1) (1.9)\nRecycling of historical foreign exchange gains/(losses) 5.6 (18.7)\n Currency translation (3.1) (9.1) (8.4) (20.6)\nTransaction costs and provisions (0.9) –\n End of year 134.7 232.8 124.8 492.3\nProfit/(loss) on disposal of businesses 11.9 (20.3)\n\nThe net cash inflow in the period in respect of disposal of business comprised: Accumulated depreciation\n Beginning of year 59.2 134.3 86.2 279.7\n 2025 2024\nCash flow from disposal of businesses £m £m Charge in year 6.7 19.4 11.7 37.8\nCash consideration received 17.6 4.4 Disposal of businesses – – (0.4) (0.4)\nCash and cash equivalents disposed – (1.5) Disposals (7.2) (8.6) (10.8) (26.6)\nTransaction costs paid (0.6) – Transferred to assets held for sale (0.2) (1.5) (0.1) (1.8)\nNet cash inflow 17.0 2.9 Currency translation (1.6) (3.7) (4.4) (9.7)\n End of year 56.9 139.9 82.2 279.0\n11 Property, plant and equipment\n Fixtures, Net book value at 31 December 2024 77.8 92.9 42.6 213.3\n Land and Plant and fittings and\n buildings machinery equipment Total\n2025 £m £m £m £m\nCost\nBeginning of year 134.7 232.8 124.8 492.3\nAcquisitions (Note 9) – 5.7 0.2 5.9\nAdditions 4.6 25.2 25.8 55.6\nDisposals (1.8) (8.8) (3.2) (13.8)\nCurrency translation 1.4 (0.6) (0.6) 0.2\nEnd of year 138.9 254.3 147.0 540.2\n\nAccumulated depreciation\nBeginning of year 56.9 139.9 82.2 279.0\nCharge in year 7.3 20.6 14.5 42.4\nDisposals (1.7) (8.3) (2.6) (12.6)\nCurrency translation 0.7 (0.3) (0.1) 0.3\nEnd of year 63.2 151.9 94.0 309.1\n\nNet book value at 31 December 2025 75.7 102.4 53.0 231.1", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\n158\n\nAdditional Information\n\nNOTES continued\n10 Disposal of businesses\nThe Group completed the disposal of R3 Safety in North America on 31 January 2025. Disposal of\nbusinesses in 2024 related to the loss on disposal of the Group’s business in Argentina on 14 March\n2024 and a healthcare business in Germany on 12 July 2024.\nThe profit/(loss) on disposal of businesses comprised:\nProfit/(loss) on disposal of businesses\nCash consideration received\nNet assets disposed\nRecycling of historical foreign exchange gains/(losses)\nTransaction costs and provisions\nProfit/(loss) on disposal of businesses\n\n2025\n£m\n\n2024\n£m\n\n17.6\n(10.4)\n5.6\n(0.9)\n11.9\n\n4.4\n(6.0)\n(18.7)\n–\n(20.3)\n\nThe net cash inflow in the period in respect of disposal of business comprised:\nCash flow from disposal of businesses\nCash consideration received\nCash and cash equivalents disposed\nTransaction costs paid\nNet cash inflow\n\n2025\n£m\n\n2024\n£m\n\n17.6\n–\n(0.6)\n17.0\n\n4.4\n(1.5)\n–\n2.9\n\n11 Property, plant and equipment\nLand and\nbuildings\n£m\n\nPlant and\nmachinery\n£m\n\nFixtures,\nfittings and\nequipment\n£m\n\nTotal\n£m\n\n134.7\n–\n4.6\n(1.8)\n1.4\n138.9\n\n232.8\n5.7\n25.2\n(8.8)\n(0.6)\n254.3\n\n124.8\n0.2\n25.8\n(3.2)\n(0.6)\n147.0\n\n492.3\n5.9\n55.6\n(13.8)\n0.2\n540.2\n\nAccumulated depreciation\nBeginning of year\nCharge in year\nDisposals\nCurrency translation\nEnd of year\n\n56.9\n7.3\n(1.7)\n0.7\n63.2\n\n139.9\n20.6\n(8.3)\n(0.3)\n151.9\n\n82.2\n14.5\n(2.6)\n(0.1)\n94.0\n\n279.0\n42.4\n(12.6)\n0.3\n309.1\n\nNet book value at 31 December 2025\n\n75.7\n\n102.4\n\n53.0\n\n231.1\n\n2025\nCost\nBeginning of year\nAcquisitions (Note 9)\nAdditions\nDisposals\nCurrency translation\nEnd of year\n\nLand and\nbuildings\n£m\n\nPlant and\nmachinery\n£m\n\nFixtures,\nfittings and\nequipment\n£m\n\nTotal\n£m\n\n104.0\n38.6\n–\n5.6\n(10.1)\n(0.3)\n(3.1)\n134.7\n\n208.5\n21.4\n–\n22.1\n(8.6)\n(1.5)\n(9.1)\n232.8\n\n126.6\n7.5\n(0.6)\n12.6\n(12.8)\n(0.1)\n(8.4)\n124.8\n\n439.1\n67.5\n(0.6)\n40.3\n(31.5)\n(1.9)\n(20.6)\n492.3\n\nAccumulated depreciation\nBeginning of year\nCharge in year\nDisposal of businesses\nDisposals\nTransferred to assets held for sale\nCurrency translation\nEnd of year\n\n59.2\n6.7\n–\n(7.2)\n(0.2)\n(1.6)\n56.9\n\n134.3\n19.4\n–\n(8.6)\n(1.5)\n(3.7)\n139.9\n\n86.2\n11.7\n(0.4)\n(10.8)\n(0.1)\n(4.4)\n82.2\n\n279.7\n37.8\n(0.4)\n(26.6)\n(1.8)\n(9.7)\n279.0\n\nNet book value at 31 December 2024\n\n77.8\n\n92.9\n\n42.6\n\n213.3\n\n2024\nCost\nBeginning of year\nAcquisitions (Note 9)\nDisposal of businesses\nAdditions\nDisposals\nTransferred to assets held for sale\nCurrency translation\nEnd of year", "tables": [ [ [ "17.6" ], [ "(10.4)" ], [ "5.6" ], [ "(0.9)" ], [ "11.9" ] ], [ [ "17.6" ], [ "–" ], [ "(0.6)" ], [ "17.0" ] ], [ [ "", "", "", "" ], [ "134.7", "232.8", "124.8", "492.3" ], [ "–", "5.7", "0.2", "5.9" ], [ "4.6", "25.2", "25.8", "55.6" ], [ "(1.8)", "(8.8)", "(3.2)", "(13.8)" ], [ "1.4", "(0.6)", "(0.6)", "0.2" ], [ "138.9", "254.3", "147.0", "540.2" ], [ "", "", "", "" ], [ "", "", "", "" ], [ "56.9", "139.9", "82.2", "279.0" ], [ "7.3", "20.6", "14.5", "42.4" ], [ "(1.7)", "(8.3)", "(2.6)", "(12.6)" ], [ "0.7", "(0.3)", "(0.1)", "0.3" ], [ "63.2", "151.9", "94.0", "309.1" ], [ "", "", "", "" ], [ "75.7", "102.4", "53.0", "231.1" ] ] ], "word_count": 396, "visual_charts": [] }, { "page_number": 161, "section": "Financial Statements", "subsection": "Notes to the Consolidated Financial Statements", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 159", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 159\n\nNOTES continued\n\n12 Right-of-use assets 13 Intangible assets\n Customer\n Motor and supplier\n Property vehicles Equipment Total Goodwill relationships Brands Technology Software Total\n2025 £m £m £m £m 2025 £m £m £m £m £m £m\n\nNet book value at beginning of year 577.7 83.9 36.0 697.6 Cost\nAcquisitions (Note 9) 4.8 0.4 – 5.2 Beginning of year 2,297.8 2,653.5 130.6 8.8 130.1 5,220.8\nAdditions 102.2 39.2 15.6 157.0 Acquisitions (Note 9) 50.9 49.5 3.9 – – 104.3\nDepreciation charge in the year (151.0) (34.0) (12.8) (197.8) Disposal of businesses – (13.0) – – – (13.0)\nRemeasurement adjustments 30.4 (0.8) – 29.6 Adjustment for hyperinflation\n accounting1 5.2 – – – – 5.2\nCurrency translation (7.6) (0.5) (1.4) (9.5)\n Additions 15.9 15.9\nNet book value at 31 December 2025 556.5 88.2 37.4 682.1\n Disposals (5.9) (5.9)\n Currency translation (7.3) (5.6) (1.4) 0.5 1.3 (12.5)\n Property Motor vehicles Equipment Total End of year 2,346.6 2,684.4 133.1 9.3 141.4 5,314.8\n2024 £m £m £m £m\nNet book value at beginning of year 520.0 68.8 27.5 616.3\n Accumulated amortisation\nAcquisitions (Note 9) 69.8 2.9 0.3 73.0\n and impairment\nDisposal of businesses (0.2) (0.1) (0.1) (0.4)\n Beginning of year 11.7 1,417.7 14.2 3.5 89.9 1,537.0\nAdditions 97.9 44.4 19.0 161.3\n Amortisation charge in the year 140.4 9.3 1.8 13.0 164.5\nTransferred to assets held for sale (1.5) – – (1.5)\n Impairment charge in the year – 10.7 – – – 10.7\nDepreciation charge in the year (142.8) (31.6) (11.7) (186.1)\n Disposal of businesses – (13.0) – – – (13.0)\nRemeasurement adjustments 47.8 0.8 1.2 49.8\n Disposals (5.9) (5.9)\nCurrency translation (13.3) (1.3) (0.2) (14.8)\n Currency translation (0.3) 3.0 (0.4) 0.2 0.9 3.4\nNet book value at 31 December 2024 577.7 83.9 36.0 697.6\n End of year 11.4 1,558.8 23.1 5.5 97.9 1,696.7\n\n Net book value at\n 31 December 2025 2,335.2 1,125.6 110.0 3.8 43.5 3,618.1\n 1. See Note 1 for further details.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\n159\n\nAdditional Information\n\nNOTES continued\n12 Right-of-use assets\n\n2025\nNet book value at beginning of year\nAcquisitions (Note 9)\nAdditions\nDepreciation charge in the year\nRemeasurement adjustments\nCurrency translation\nNet book value at 31 December 2025\n\n2024\nNet book value at beginning of year\nAcquisitions (Note 9)\nDisposal of businesses\nAdditions\nTransferred to assets held for sale\nDepreciation charge in the year\nRemeasurement adjustments\nCurrency translation\nNet book value at 31 December 2024\n\n13 Intangible assets\nProperty\n£m\n\nMotor\nvehicles\n£m\n\nEquipment\n£m\n\nTotal\n£m\n\n577.7\n4.8\n102.2\n(151.0)\n30.4\n(7.6)\n556.5\n\n83.9\n0.4\n39.2\n(34.0)\n(0.8)\n(0.5)\n88.2\n\n36.0\n–\n15.6\n(12.8)\n–\n(1.4)\n37.4\n\n697.6\n5.2\n157.0\n(197.8)\n29.6\n(9.5)\n682.1\n\nProperty Motor vehicles\n£m\n£m\n\nEquipment\n£m\n\nTotal\n£m\n\n27.5\n0.3\n(0.1)\n19.0\n–\n(11.7)\n1.2\n(0.2)\n36.0\n\n616.3\n73.0\n(0.4)\n161.3\n(1.5)\n(186.1)\n49.8\n(14.8)\n697.6\n\n520.0\n69.8\n(0.2)\n97.9\n(1.5)\n(142.8)\n47.8\n(13.3)\n577.7\n\n68.8\n2.9\n(0.1)\n44.4\n–\n(31.6)\n0.8\n(1.3)\n83.9\n\n2025\nCost\nBeginning of year\nAcquisitions (Note 9)\nDisposal of businesses\nAdjustment for hyperinflation\naccounting1\nAdditions\nDisposals\nCurrency translation\nEnd of year\nAccumulated amortisation\nand impairment\nBeginning of year\nAmortisation charge in the year\nImpairment charge in the year\nDisposal of businesses\nDisposals\nCurrency translation\nEnd of year\nNet book value at\n31 December 2025\n1. See Note 1 for further details.\n\nCustomer\nand supplier\nGoodwill relationships\n£m\n£m\n\nBrands\n£m\n\nTechnology\n£m\n\nSoftware\n£m\n\nTotal\n£m\n\n2,297.8\n50.9\n–\n\n2,653.5\n49.5\n(13.0)\n\n130.6\n3.9\n–\n\n8.8\n–\n–\n\n130.1\n–\n–\n\n5,220.8\n104.3\n(13.0)\n\n5.2\n\n–\n\n–\n\n–\n\n(7.3)\n2,346.6\n\n(5.6)\n2,684.4\n\n(1.4)\n133.1\n\n0.5\n9.3\n\n–\n15.9\n(5.9)\n1.3\n141.4\n\n5.2\n15.9\n(5.9)\n(12.5)\n5,314.8\n\n11.7\n–\n–\n\n1,417.7\n140.4\n10.7\n(13.0)\n\n14.2\n9.3\n–\n–\n\n3.5\n1.8\n–\n–\n\n(0.3)\n11.4\n\n3.0\n1,558.8\n\n(0.4)\n23.1\n\n0.2\n5.5\n\n89.9\n13.0\n–\n–\n(5.9)\n0.9\n97.9\n\n1,537.0\n164.5\n10.7\n(13.0)\n(5.9)\n3.4\n1,696.7\n\n2,335.2\n\n1,125.6\n\n110.0\n\n3.8\n\n43.5\n\n3,618.1", "tables": [ [ [ "577.7", "83.9", "36.0", "697.6" ], [ "4.8", "0.4", "–", "5.2" ], [ "102.2", "39.2", "15.6", "157.0" ], [ "(151.0)", "(34.0)", "(12.8)", "(197.8)" ], [ "30.4", "(0.8)", "–", "29.6" ], [ "(7.6)", "(0.5)", "(1.4)", "(9.5)" ], [ "556.5", "88.2", "37.4", "682.1" ] ], [ [ "", "", "", "", "", "" ], [ "2,297.8", "2,653.5", "130.6", "8.8", "130.1", "5,220.8" ], [ "50.9", "49.5", "3.9", "–", "–", "104.3" ], [ "–", "(13.0)", "–", "–", "–", "(13.0)" ], [ "5.2", "–", "–", "–", "–", "5.2" ], [ "", "", "", "", "15.9", "15.9" ], [ "", "", "", "", "(5.9)", "(5.9)" ], [ "(7.3)", "(5.6)", "(1.4)", "0.5", "1.3", "(12.5)" ], [ "2,346.6", "2,684.4", "133.1", "9.3", "141.4", "5,314.8" ], [ "", "", "", "", "", "" ], [ "", "", "", "", "", "" ], [ "11.7", "1,417.7", "14.2", "3.5", "89.9", "1,537.0" ], [ "", "140.4", "9.3", "1.8", "13.0", "164.5" ], [ "–", "10.7", "–", "–", "–", "10.7" ], [ "–", "(13.0)", "–", "–", "–", "(13.0)" ], [ "", "", "", "", "(5.9)", "(5.9)" ], [ "(0.3)", "3.0", "(0.4)", "0.2", "0.9", "3.4" ], [ "11.4", "1,558.8", "23.1", "5.5", "97.9", "1,696.7" ], [ "", "", "", "", "", "" ], [ "2,335.2", "1,125.6", "110.0", "3.8", "43.5", "3,618.1" ] ] ], "word_count": 329, "visual_charts": [] }, { "page_number": 162, "section": "Financial Statements", "subsection": "Notes to the Consolidated Financial Statements", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 160", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 160\n\nNOTES continued\n\n13 Intangible assets continued £92.4m) with a remaining useful economic life of 10.7 years (2024: 11.7 years), MCR Safety £64.6m (2024:\n £76.8m) with a remaining useful economic life of 9.7 years (2024: 10.7 years), Hedis £59.6m (2024:\n £64.8m) with a remaining useful economic life of 7.9 years (2024: 8.9 years) and Nisbets £107.3m (2024:\n Customer £118.2m) with a remaining useful economic life of 8.0-12.0 years (2024: 9.0-13.0 years). Brands include\n and supplier one business, Nisbets, with individually significant brands assets with a total net book value as at\n Goodwill relationships Brands Technology Software Total\n2024 £m £m £m £m £m £m\n 31 December 2025 of £69.3m (2024: £75.0m) and a remaining useful economic life of 12.2 years (2024:\n 13.2 years).\nCost\n Impairment testing\nBeginning of year 2,020.7 2,494.5 48.5 9.3 116.8 4,689.8\n The carrying amount of goodwill is allocated across CGUs and is tested annually for impairment by\nAcquisitions (Note 9) 357.8 284.6 83.3 – 4.2 729.9 comparing the recoverable amount of each CGU with its carrying value.\nDisposal of businesses (3.3) (15.4) – – (0.3) (19.0)\n A description of the Group’s principal activities is set out in the Chief Executive Officer’s review. There\nAdjustment for hyperinflation\n is no significant difference in the nature of activities across different geographies. The identification\n accounting1 7.5 0.9 – – – 8.4\n of CGUs reflects the way the business is managed and monitored on a geographical basis, taking into\nAdditions 14.1 14.1 account the generation of cash flows. Given the similar nature of the activities of each CGU, a consistent\nDisposals (2.1) (2.1) methodology is applied across the Group in assessing CGU recoverable amounts. The recoverable\nTransferred to assets held for amount is the higher of the value in use and the fair value less the costs of disposal. The value in use\n sale (1.7) – – – – (1.7) is the present value of the cash flows expected to be generated by the CGU over a projection period\nCurrency translation (83.2) (111.1) (1.2) (0.5) (2.6) (198.6) together with a terminal value. The projection period is the time period over which future cash flows\nEnd of year 2,297.8 2,653.5 130.6 8.8 130.1 5,220.8 are predicted. The Group’s methodology is to use a projection period of five years consisting of detailed\n cash flow forecasts for the first two years and CGU specific growth assumptions for years three, four\n and five. For periods after this five year period, the methodology applies a long term growth rate\nAccumulated amortisation specific to the CGU to derive a terminal value. Cash flow expectations exclude any future cash flows that\n and impairment may arise from restructuring or other enhancements to the cash generating activities of the CGU and\nBeginning of year 11.8 1,343.7 7.4 1.8 83.0 1,447.7 reflect management’s expectations of the range of economic conditions that may exist over the\nAmortisation charge in the year 139.4 7.1 1.8 11.9 160.2 projection period.\nImpairment charge in the year – 2.3 – – – 2.3 The value in use calculations are principally sensitive to revenue growth, including any significant\nDisposal of businesses – (11.2) – – (0.3) (11.5) changes to the customer base, achievability of future profit margins and the discount rates used in\nAdjustment for hyperinflation the present value calculation. The information used for valuation purposes takes into consideration\n accounting1 – 0.7 – – – 0.7 past experience and the current economic environment with regard to customer attrition rates and\n additions to the customer base, the ability to introduce price increases and new products and\nDisposals (2.1) (2.1)\n experience in controlling the underlying cost base. This information is used to determine a long term\nCurrency translation (0.1) (57.2) (0.3) (0.1) (2.6) (60.3) growth rate which is consistent with the geographic segments in which the Group operates and\nEnd of year 11.7 1,417.7 14.2 3.5 89.9 1,537.0 management’s assessment of future operating performance and market share movements. The\n discount rates used are determined with assistance provided by external valuation specialists.\nNet book value at The Group allocates goodwill across seven CGUs (2024: seven). Based on our impairment testing,\n 31 December 2024 2,286.1 1,235.8 116.4 5.3 40.2 3,683.8 no impairments were identified to the carrying value of goodwill within the Group.\n1. See Note 1 for further details.\n As at 31 December 2025, North America, UK & Ireland, France and Rest of Continental Europe\nGoodwill, customer and supplier relationships, brands and technology intangible assets have been carried a significant amount of goodwill in comparison with the total value of the Group’s goodwill.\nacquired as part of business combinations. Further details of acquisitions made in the year are set At 31 December 2025 the carrying value of goodwill in respect of North America was £663.6m (2024:\nout in Note 9. £702.4m), UK & Ireland was £526.8m (2024: £519.1m), France was £264.6m (2024: £250.8m) and Rest\nCustomer and supplier relationships include four businesses with individually significant customer of Continental Europe was £371.7m (2024: £344.2m). As at 31 December 2025 the aggregate amount\nand supplier relationships assets, McCue Corporation acquired in October 2021 and based in North of goodwill attributable to the Group’s CGUs, excluding North America, UK & Ireland, France and Rest\nAmerica, MCR Safety acquired in September 2020 and based in North America, Hedis acquired in 2017 of Continental Europe, was £508.5m (2024: £469.6m), none of which is individually significant.\nand based in France and Nisbets acquired in May 2024 and based in the UK. The net book value of For North America, UK & Ireland, France and Rest of Continental Europe, the weighted average long\ncustomer and supplier relationships as at 31 December 2025 were: McCue Corporation £78.2m (2024: term growth rate used in 2025 was in the range of 2.5%–2.9% (2024: 2.5%–3.2%) reflecting anticipated", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\n160\n\nNOTES continued\n13 Intangible assets continued\n\n2024\nCost\nBeginning of year\nAcquisitions (Note 9)\nDisposal of businesses\nAdjustment for hyperinflation\naccounting1\nAdditions\nDisposals\nTransferred to assets held for\nsale\nCurrency translation\nEnd of year\nAccumulated amortisation\nand impairment\nBeginning of year\nAmortisation charge in the year\nImpairment charge in the year\nDisposal of businesses\nAdjustment for hyperinflation\naccounting1\nDisposals\nCurrency translation\nEnd of year\nNet book value at\n31 December 2024\n\nGoodwill\n£m\n\nCustomer\nand supplier\nrelationships\n£m\n\nBrands\n£m\n\nTechnology\n£m\n\nSoftware\n£m\n\nTotal\n£m\n\n2,020.7\n357.8\n(3.3)\n\n2,494.5\n284.6\n(15.4)\n\n48.5\n83.3\n–\n\n9.3\n–\n–\n\n116.8\n4.2\n(0.3)\n\n4,689.8\n729.9\n(19.0)\n\n7.5\n\n0.9\n\n–\n\n–\n\n–\n14.1\n(2.1)\n\n8.4\n14.1\n(2.1)\n\n(1.7)\n(83.2)\n2,297.8\n\n–\n(111.1)\n2,653.5\n\n–\n(1.2)\n130.6\n\n–\n(0.5)\n8.8\n\n–\n(2.6)\n130.1\n\n(1.7)\n(198.6)\n5,220.8\n\n11.8\n–\n–\n\n1,343.7\n139.4\n2.3\n(11.2)\n\n7.4\n7.1\n–\n–\n\n1.8\n1.8\n–\n–\n\n83.0\n11.9\n–\n(0.3)\n\n1,447.7\n160.2\n2.3\n(11.5)\n\n–\n\n0.7\n\n–\n\n–\n\n(0.1)\n11.7\n\n(57.2)\n1,417.7\n\n(0.3)\n14.2\n\n(0.1)\n3.5\n\n–\n(2.1)\n(2.6)\n89.9\n\n0.7\n(2.1)\n(60.3)\n1,537.0\n\n2,286.1\n\n1,235.8\n\n116.4\n\n5.3\n\n40.2\n\n3,683.8\n\n1. See Note 1 for further details.\n\nGoodwill, customer and supplier relationships, brands and technology intangible assets have been\nacquired as part of business combinations. Further details of acquisitions made in the year are set\nout in Note 9.\nCustomer and supplier relationships include four businesses with individually significant customer\nand supplier relationships assets, McCue Corporation acquired in October 2021 and based in North\nAmerica, MCR Safety acquired in September 2020 and based in North America, Hedis acquired in 2017\nand based in France and Nisbets acquired in May 2024 and based in the UK. The net book value of\ncustomer and supplier relationships as at 31 December 2025 were: McCue Corporation £78.2m (2024:\n\n£92.4m) with a remaining useful economic life of 10.7 years (2024: 11.7 years), MCR Safety £64.6m (2024:\n£76.8m) with a remaining useful economic life of 9.7 years (2024: 10.7 years), Hedis £59.6m (2024:\n£64.8m) with a remaining useful economic life of 7.9 years (2024: 8.9 years) and Nisbets £107.3m (2024:\n£118.2m) with a remaining useful economic life of 8.0-12.0 years (2024: 9.0-13.0 years). Brands include\none business, Nisbets, with individually significant brands assets with a total net book value as at\n31 December 2025 of £69.3m (2024: £75.0m) and a remaining useful economic life of 12.2 years (2024:\n13.2 years).\nImpairment testing\nThe carrying amount of goodwill is allocated across CGUs and is tested annually for impairment by\ncomparing the recoverable amount of each CGU with its carrying value.\nA description of the Group’s principal activities is set out in the Chief Executive Officer’s review. There\nis no significant difference in the nature of activities across different geographies. The identification\nof CGUs reflects the way the business is managed and monitored on a geographical basis, taking into\naccount the generation of cash flows. Given the similar nature of the activities of each CGU, a consistent\nmethodology is applied across the Group in assessing CGU recoverable amounts. The recoverable\namount is the higher of the value in use and the fair value less the costs of disposal. The value in use\nis the present value of the cash flows expected to be generated by the CGU over a projection period\ntogether with a terminal value. The projection period is the time period over which future cash flows\nare predicted. The Group’s methodology is to use a projection period of five years consisting of detailed\ncash flow forecasts for the first two years and CGU specific growth assumptions for years three, four\nand five. For periods after this five year period, the methodology applies a long term growth rate\nspecific to the CGU to derive a terminal value. Cash flow expectations exclude any future cash flows that\nmay arise from restructuring or other enhancements to the cash generating activities of the CGU and\nreflect management’s expectations of the range of economic conditions that may exist over the\nprojection period.\nThe value in use calculations are principally sensitive to revenue growth, including any significant\nchanges to the customer base, achievability of future profit margins and the discount rates used in\nthe present value calculation. The information used for valuation purposes takes into consideration\npast experience and the current economic environment with regard to customer attrition rates and\nadditions to the customer base, the ability to introduce price increases and new products and\nexperience in controlling the underlying cost base. This information is used to determine a long term\ngrowth rate which is consistent with the geographic segments in which the Group operates and\nmanagement’s assessment of future operating performance and market share movements. The\ndiscount rates used are determined with assistance provided by external valuation specialists.\nThe Group allocates goodwill across seven CGUs (2024: seven). Based on our impairment testing,\nno impairments were identified to the carrying value of goodwill within the Group.\nAs at 31 December 2025, North America, UK & Ireland, France and Rest of Continental Europe\ncarried a significant amount of goodwill in comparison with the total value of the Group’s goodwill.\nAt 31 December 2025 the carrying value of goodwill in respect of North America was £663.6m (2024:\n£702.4m), UK & Ireland was £526.8m (2024: £519.1m), France was £264.6m (2024: £250.8m) and Rest\nof Continental Europe was £371.7m (2024: £344.2m). As at 31 December 2025 the aggregate amount\nof goodwill attributable to the Group’s CGUs, excluding North America, UK & Ireland, France and Rest\nof Continental Europe, was £508.5m (2024: £469.6m), none of which is individually significant.\nFor North America, UK & Ireland, France and Rest of Continental Europe, the weighted average long\nterm growth rate used in 2025 was in the range of 2.5%–2.9% (2024: 2.5%–3.2%) reflecting anticipated", "tables": [ [ [ "Bunzl plc Ann", "ual Report 2025", "", "", "Strategic", "Report", "", "Direct", "ors’ Report", "", "Financial", "Statements", "Addit", "ional Inf", "ormation", "" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "NOTES cont", "inued", "", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "13 Intangi", "ble assets conti", "nu", "ed", "", "", "", "", "", "£92.4m) with a r", "emaining u", "seful economic", "life of 10.7 years", "(2024: 1", "1.7 years), MCR Saf", "ety £64.6m (2" ], [ "", "", "", "", "", "", "", "", "", "£76.8m) with a r", "emaining u", "seful economic", "life of 9.7 years", "(2024: 10", ".7 years), Hedis £5", "9.6m (2024:" ], [ "", "", "", "", "", "", "", "", "", "£64.8m) with a r £118.2m) with a", "emaining u remaining", "seful economic useful economi", "life of 7.9 years c life of 8.0-12.0", "(2024: 8. years (20", "9 years) and Nisbet 24: 9.0-13.0 years).", "s £107.3m (20 Brands inclu" ], [ "2024 Cost", "", "", "Goodwill £m", "Customer and supplier relationships £m", "Brands £m", "Technology £m", "Software £m", "Total £m", "one business, N 31 December 2 13.2 years).", "isbets, with 025 of £69.3", "individually sig m (2024: £75.0", "nificant brands m) and a remain", "assets wi ing usef", "th a total net book ul economic life of", "value as at 12.2 years (20" ], [ "Beginning of y Acquisitions ( Disposal of bu Adjustment fo accounting", "ear Note 9) sinesses r hyperinflation 1", "", "2,020.7 357.8 (3.3) 7.5", "2,494.5 284.6 (15.4) 0.9", "48.5 83.3 – –", "9.3 – – –", "116.8 4.2 (0.3) –", "4,689.8 729.9 (19.0) 8.4", "Impairment te The carrying am comparing the r A description of is no significant", "sting ount of goo ecoverable the Group’ difference i", "dwill is allocate amount of eac s principal activ n the nature of", "d across CGUs a h CGU with its ca ities is set out in activities across", "nd is tes rrying v the Chi differen", "ted annually for im alue. ef Executive Officer t geographies. 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The informa", "tion used for val", "uation p", "urposes takes into", "consideration" ], [ "accounting Disposals", "1", "", "–", "0.7", "–", "–", "– (2.1)", "0.7 (2.1)", "past experience additions to the experience in co", "and the cu customer b ntrolling th", "rrent economic ase, the ability e underlying co", "environment w to introduce pri st base. This inf", "ith regar ce increa ormation", "d to customer attri ses and new prod is used to determ", "tion rates and ucts and ine a long ter" ], [ "Currency tran End of year", "slation", "", "(0.1) 11.7", "(57.2) 1,417.7", "(0.3) 14.2", "(0.1) 3.5", "(2.6) 89.9", "(60.3) 1,537.0", "growth rate whi management’s a", "ch is consis ssessment", "tent with the ge of future oper", "ographic segme ating performan", "nts in w ce and m", "hich the Group ope arket share move", "rates and ments. The" ], [ "Net book valu", "e at", "", "", "", "", "", "", "", "discount rates u The Group alloc", "sed are det ates goodw", "ermined with a ill across seven", "ssistance provid CGUs (2024: se", "ed by ex ven). Bas", "ternal valuation sp ed on our impairm", "ecialists. ent testing," ], [ "31 Decemb 1. See Note 1 for", "er 2024 further details.", "", "2,286.1", "1,235.8", "116.4", "5.3", "40.2", "3,683.8", "no impairments As at 31 Decem", "were ident ber 2025, N", "ified to the carr orth America,", "ying value of go UK & Ireland, Fra", "odwill wi nce and", "thin the Group. Rest of Continenta", "l Europe" ], [ "Goodwill, cus", "tomer and supplier", "rela", "tionship", "s, brands and tec", "hnology", "intangible ass", "ets have b", "een", "carried a signific", "ant amoun", "t of goodwill in", "comparison with", "the tot", "al value of the Grou", "p’s goodwill." ], [ "acquired as p", "art of business com", "bin", "ations. F", "urther details of", "acquisiti", "ons made in th", "e year are", "set", "At 31 December", "2025 the c", "arrying value o", "f goodwill in resp", "ect of N", "orth America was", "£663.6m (2024" ], [ "out in Note 9.", "", "", "", "", "", "", "", "", "£702.4m), UK &", "Ireland was", "£526.8m (202", "4: £519.1m), Fran", "ce was £", "264.6m (2024: £25", "0.8m) and Res" ], [ "Customer an", "d supplier relationsh", "ips", "include", "four businesses", "with indi", "vidually signific", "ant custom", "er", "of Continental E", "urope was", "£371.7m (2024:", "£344.2m). As at", "31 Dece", "mber 2025 the agg", "regate amou" ], [ "and supplier", "relationships assets,", "M", "cCue Cor", "poration acquire", "d in Octo", "ber 2021 and", "based in N", "orth", "of goodwill attri", "butable to t", "he Group’s CG", "Us, excluding No", "rth Ame", "rica, UK & Ireland, F", "rance and Re" ], [ "America, MCR", "Safety acquired in", "Sep", "tember", "2020 and based i", "n North", "America, Hedi", "s acquired", "in 2017", "of Continental E", "urope, was", "£508.5m (2024", ": £469.6m), non", "e of whic", "h is individually sig", "nificant." ], [ "and based in", "France and Nisbets", "acq", "uired in", "May 2024 and ba", "sed in th", "e UK. The net", "book value", "of", "For North Amer", "ica, UK & Ir", "eland, France a", "nd Rest of Conti", "nental Eu", "rope, the weighted", "average long" ], [ "customer and", "supplier relationsh", "ips", "as at 31", "December 2025", "were: Mc", "Cue Corporat", "ion £78.2m", "(2024:", "term growth rat", "e used in 2", "025 was in the r", "ange of 2.5%–2.", "9% (2024", ": 2.5%–3.2%) refle", "cting anticipat" ] ] ], "word_count": 969, "visual_charts": [] }, { "page_number": 163, "section": "Financial Statements", "subsection": "Notes to the Consolidated Financial Statements", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 161", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 161\n\nNOTES continued\n\n13 Intangible assets continued 14 Working capital\nrevenue and profit growth. A pre-tax discount rate in the range of 10%–11% (2024: 9%–11%) has been 2025 2024\napplied to the value in use calculations reflecting market assessments of the time value of money at the £m £m\nbalance sheet date. Similar assumptions have been applied to the other CGUs but where appropriate Inventories (Note 15) 1,682.6 1,760.9\nthe directors have considered alternative market risk assumptions to reflect the specific conditions Trade and other receivables (Note 16) 1,729.4 1,634.1\narising in individual CGUs with long term growth rates ranging from 2.5%–5.5%% (2024: 2.5%–5.5%)\n Trade and other payables – current (Note 17) (2,108.4) (2,206.1)\nand pre-tax discount rates ranging from 10%–13% (2024: 9%–14%).\n (Deduct)/add back net non-trading related receivables and payables (15.5) 21.3\nIn addition to the annual impairment testing for goodwill, the Group also considered whether there 1,288.1 1,210.2\nwere any indicators that individual customer relationships and brands intangible assets were impaired.\nAs for the impairment testing for the Group’s CGUs noted above, but only where an impairment trigger See Note 30 for the cash flow impact of movements in working capital which exclude the impact from\nwas identified, value in use calculations were prepared based on management’s latest expectations of foreign exchange movements, acquisitions and the disposal of businesses.\nthe performance of the relevant business over a five year projection period and appropriate long term\ngrowth and discount rates. Based on our impairment testing, the Group has recognised an impairment 15 Inventories\ncharge of £10.7m relating to the customer relationships asset of a safety business within the Rest of 2025 2024\nContinental Europe cash generating unit in Continental Europe (2024: £2.3m relating to the customer £m £m\nrelationships intangible asset of a foodservice business within the Benelux and Germany cash Goods for resale 1,682.6 1,760.9\ngenerating unit in Continental Europe).\nSensitivity to changes in key assumptions During the year £10.0m (2024: £10.0m) was written off directly from inventories due to obsolescence or\nImpairment testing is dependent on management’s estimates and judgements, particularly as they damage. Inventory provisions, including provisions for slow moving, obsolete or defective inventories\nrelate to the forecasting of future cash flows, expected long term growth rates, profit margins and the and market price movements, as at 31 December 2025 were £145.3m (2024: £143.5m).\ndiscount rates selected. Key assumptions on which value in use calculations are dependent relate to\n 16 Trade and other receivables\nthe discount rates used, profit margins and revenue growth including the impact of changes to the\nunderlying customer base from customer attrition and the rate at which new customer relationships 2025 2024\nare introduced and established. £m £m\n Trade receivables 1,354.7 1,284.5\nAs part of the annual impairment testing, management performed sensitivity analysis by modelling the\n Prepayments 91.6 92.4\nimpact of higher discount rates and lower profit, and reviewing the combination of discount rates and\nlong term growth rates which would bring the value in use to the net book value or below. From this Other receivables 283.1 257.2\nsensitivity testing management has concluded that no reasonably possible change in key assumptions 1,729.4 1,634.1\nwould result in a material change to the carrying amounts of any of the Group’s intangible assets in the\nnext 12 months. The Group does not have any significant contract assets.\n\nThe Group has also considered whether climate change would have a significant impact on the The ageing of trade receivables at 31 December was:\napproach taken to the annual impairment testing. As part of this the Group has assessed three\nalternative climate change scenarios up to 2050. Having assessed these scenarios the Group has 2025 2024\n\nconcluded that, although climate change is a principal risk, it does not warrant any amendment to the Gross Provision Gross Provision\n £m £m £m £m\nassumptions used in the Group’s impairment testing, and would not have a material impact on the\nresults of the impairment testing. Current 1,189.4 14.9 1,106.3 10.8\n 0–30 days overdue 129.7 2.2 142.2 2.5\n 31–90 days overdue 50.1 2.7 49.3 5.4\n Over 90 days overdue 28.6 23.3 26.3 20.9\n 1,397.8 43.1 1,324.1 39.6", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nFinancial Statements\n\nDirectors’ Report\n\n161\n\nAdditional Information\n\nNOTES continued\n13 Intangible assets continued\nrevenue and profit growth. A pre-tax discount rate in the range of 10%–11% (2024: 9%–11%) has been\napplied to the value in use calculations reflecting market assessments of the time value of money at the\nbalance sheet date. Similar assumptions have been applied to the other CGUs but where appropriate\nthe directors have considered alternative market risk assumptions to reflect the specific conditions\narising in individual CGUs with long term growth rates ranging from 2.5%–5.5%% (2024: 2.5%–5.5%)\nand pre-tax discount rates ranging from 10%–13% (2024: 9%–14%).\nIn addition to the annual impairment testing for goodwill, the Group also considered whether there\nwere any indicators that individual customer relationships and brands intangible assets were impaired.\nAs for the impairment testing for the Group’s CGUs noted above, but only where an impairment trigger\nwas identified, value in use calculations were prepared based on management’s latest expectations of\nthe performance of the relevant business over a five year projection period and appropriate long term\ngrowth and discount rates. Based on our impairment testing, the Group has recognised an impairment\ncharge of £10.7m relating to the customer relationships asset of a safety business within the Rest of\nContinental Europe cash generating unit in Continental Europe (2024: £2.3m relating to the customer\nrelationships intangible asset of a foodservice business within the Benelux and Germany cash\ngenerating unit in Continental Europe).\nSensitivity to changes in key assumptions\nImpairment testing is dependent on management’s estimates and judgements, particularly as they\nrelate to the forecasting of future cash flows, expected long term growth rates, profit margins and the\ndiscount rates selected. Key assumptions on which value in use calculations are dependent relate to\nthe discount rates used, profit margins and revenue growth including the impact of changes to the\nunderlying customer base from customer attrition and the rate at which new customer relationships\nare introduced and established.\nAs part of the annual impairment testing, management performed sensitivity analysis by modelling the\nimpact of higher discount rates and lower profit, and reviewing the combination of discount rates and\nlong term growth rates which would bring the value in use to the net book value or below. From this\nsensitivity testing management has concluded that no reasonably possible change in key assumptions\nwould result in a material change to the carrying amounts of any of the Group’s intangible assets in the\nnext 12 months.\nThe Group has also considered whether climate change would have a significant impact on the\napproach taken to the annual impairment testing. As part of this the Group has assessed three\nalternative climate change scenarios up to 2050. Having assessed these scenarios the Group has\nconcluded that, although climate change is a principal risk, it does not warrant any amendment to the\nassumptions used in the Group’s impairment testing, and would not have a material impact on the\nresults of the impairment testing.\n\n14 Working capital\nInventories (Note 15)\nTrade and other receivables (Note 16)\nTrade and other payables – current (Note 17)\n(Deduct)/add back net non-trading related receivables and payables\n\n2025\n£m\n\n2024\n£m\n\n1,682.6\n1,729.4\n(2,108.4)\n(15.5)\n1,288.1\n\n1,760.9\n1,634.1\n(2,206.1)\n21.3\n1,210.2\n\nSee Note 30 for the cash flow impact of movements in working capital which exclude the impact from\nforeign exchange movements, acquisitions and the disposal of businesses.\n\n15 Inventories\nGoods for resale\n\n2025\n£m\n\n2024\n£m\n\n1,682.6\n\n1,760.9\n\nDuring the year £10.0m (2024: £10.0m) was written off directly from inventories due to obsolescence or\ndamage. Inventory provisions, including provisions for slow moving, obsolete or defective inventories\nand market price movements, as at 31 December 2025 were £145.3m (2024: £143.5m).\n\n16 Trade and other receivables\nTrade receivables\nPrepayments\nOther receivables\n\n2025\n£m\n\n2024\n£m\n\n1,354.7\n91.6\n283.1\n1,729.4\n\n1,284.5\n92.4\n257.2\n1,634.1\n\nThe Group does not have any significant contract assets.\nThe ageing of trade receivables at 31 December was:\n2025\n\nCurrent\n0–30 days overdue\n31–90 days overdue\nOver 90 days overdue\n\n2024\n\nGross\n£m\n\nProvision\n£m\n\nGross\n£m\n\nProvision\n£m\n\n1,189.4\n129.7\n50.1\n28.6\n1,397.8\n\n14.9\n2.2\n2.7\n23.3\n43.1\n\n1,106.3\n142.2\n49.3\n26.3\n1,324.1\n\n10.8\n2.5\n5.4\n20.9\n39.6", "tables": [ [ [ "1,682.6" ], [ "1,729.4" ], [ "(2,108.4)" ], [ "(15.5)" ], [ "1,288.1" ] ], [ [ "1,354.7" ], [ "91.6" ], [ "283.1" ], [ "1,729.4" ] ], [ [ "1,189.4", "14.9" ], [ "129.7", "2.2" ], [ "50.1", "2.7" ], [ "28.6", "23.3" ], [ "1,397.8", "43.1" ] ] ], "word_count": 699, "visual_charts": [] }, { "page_number": 164, "section": "Financial Statements", "subsection": "Notes to the Consolidated Financial Statements", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 162", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 162\n\nNOTES continued\n\n16 Trade and other receivables continued 18 Risk management and financial instruments\nThe trade receivables provision includes provisions for expected credit losses and credit notes to be Capital management\nissued. The movement in the provision during the year was as follows: The Group’s policy is to maintain a strong capital base so as to maintain investor, creditor and market\n confidence and to sustain future development of the business. The Group monitors the return on\n 2025 2024 average operating capital and the return on invested capital (as defined in Note 3) as well as the level\n £m £m of total shareholders’ equity and sets the amount of dividends paid to ordinary shareholders.\nBeginning of year 39.6 34.5\n The principal financial covenant limits are net debt, calculated at average exchange rates, to EBITDA\nAcquisitions 1.8 9.4 of no more than 3.5 times and interest cover of no less than 3.0 times, based on historical accounting\nCharge 5.9 6.1 standards. Sensitivity analyses using various scenarios are applied to forecasts to assess their impact\nReleased (3.4) (5.1) on covenants and net debt. During the year ended 31 December 2025 all covenants were complied\nUtilised (1.5) (2.6) with, with Covenant net debt to EBITDA of 1.8 times as at 31 December 2025 (31 December 2024:\nCurrency translation 0.7 (2.7) 1.5 times), and based on current forecasts it is expected that such covenants will continue to be\n complied with for the foreseeable future. The US private placement notes (‘USPPs’) issued in March\nEnd of year 43.1 39.6\n 2022 contain a clause whereby upon maturity of the previously issued USPPs, the latest maturity being\n in 2028, the principal financial covenants referred to above will no longer apply.\n17 Trade and other payables\nCurrent The Group funds its operations through a mixture of shareholders’ equity and bank and capital market\n borrowings. All of the borrowings are managed by a central treasury function and funds raised are lent\n 2025 2024\n £m £m onward to operating subsidiaries as required. The overall objective is to manage the funding to ensure\n the borrowings have a range of maturities, are competitively priced and meet the demands of the\nTrade payables 1,378.1 1,392.9\n business over time and, in order to do so, the Group arranges a mixture of borrowings from different\nOther tax and social security contributions 39.9 36.3 sources with a variety of maturity dates.\nOther payables 270.5 264.6\n The Group’s businesses provide a high and consistent level of cash generation which helps fund future\nAccruals and contract liabilities 419.9 512.3\n development and growth. The Group seeks to maintain an appropriate balance between the higher\n 2,108.4 2,206.1 returns that might be possible with higher levels of borrowings and the advantages and security\n afforded by a sound capital position.\nOther payables includes £29.4m (2024: £43.6m) related to deferred consideration on acquisitions.\n There were no changes to the Group’s approach to capital management during the year and the Group\nThe Group’s contract liabilities are limited to deferred income of £6.2m (2024: £10.4m). This arises from\n is not subject to any externally imposed capital requirements.\ncontracts with customers in the form of consideration that has been received in advance of the\nsatisfaction of performance obligations. Treasury policies and controls\n The Group has a centralised treasury department to control external borrowings and manage liquidity,\nNon-current\n interest rate, foreign currency and credit risks. Treasury policies have been approved by the Board and\nOther payables greater than one year of £240.2m (2024: £255.4m) includes £196.3m (2024: £214.6m)\n cover the nature of the exposure to be hedged, the types of financial instruments that may be\nrelated to deferred consideration on acquisitions.\n employed and the criteria for investing and borrowing cash. The Group uses derivatives to manage its\n foreign currency and interest rate risks arising from underlying business activities. No transactions of a\n speculative nature are undertaken. The treasury department is subject to periodic independent review\n by the internal audit department. Underlying policy assumptions and activities are periodically\n reviewed by the Board. Controls over exposure changes and transaction authenticity are in place.\n Derivatives and hedge accounting\n The Group designates derivatives which qualify as hedges for accounting purposes as either (a) a hedge\n of the fair value of a recognised asset or liability; (b) a hedge of the cash flow risk resulting from changes\n in interest rates or foreign exchange rates; or (c) a hedge of a net investment in a foreign operation.\n The accounting treatment for hedges and derivatives is set out in the financial instruments accounting\n policy in Note 2p. The Group tests the effectiveness of hedges on a prospective basis to ensure\n compliance with IFRS 9. Information about the methods and assumptions used in determining the fair\n value of derivatives is provided under the Financial instruments section on pages 166 and 167.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\n162\n\nNOTES continued\n16 Trade and other receivables continued\n\n18 Risk management and financial instruments\n\nThe trade receivables provision includes provisions for expected credit losses and credit notes to be\nissued. The movement in the provision during the year was as follows:\n\nCapital management\nThe Group’s policy is to maintain a strong capital base so as to maintain investor, creditor and market\nconfidence and to sustain future development of the business. The Group monitors the return on\naverage operating capital and the return on invested capital (as defined in Note 3) as well as the level\nof total shareholders’ equity and sets the amount of dividends paid to ordinary shareholders.\n\nBeginning of year\nAcquisitions\nCharge\nReleased\nUtilised\nCurrency translation\nEnd of year\n\n2025\n£m\n\n2024\n£m\n\n39.6\n1.8\n5.9\n(3.4)\n(1.5)\n0.7\n43.1\n\n34.5\n9.4\n6.1\n(5.1)\n(2.6)\n(2.7)\n39.6\n\n17 Trade and other payables\nCurrent\n\nTrade payables\nOther tax and social security contributions\nOther payables\nAccruals and contract liabilities\n\n2025\n£m\n\n2024\n£m\n\n1,378.1\n39.9\n270.5\n419.9\n2,108.4\n\n1,392.9\n36.3\n264.6\n512.3\n2,206.1\n\nOther payables includes £29.4m (2024: £43.6m) related to deferred consideration on acquisitions.\nThe Group’s contract liabilities are limited to deferred income of £6.2m (2024: £10.4m). This arises from\ncontracts with customers in the form of consideration that has been received in advance of the\nsatisfaction of performance obligations.\nNon-current\nOther payables greater than one year of £240.2m (2024: £255.4m) includes £196.3m (2024: £214.6m)\nrelated to deferred consideration on acquisitions.\n\nThe principal financial covenant limits are net debt, calculated at average exchange rates, to EBITDA\nof no more than 3.5 times and interest cover of no less than 3.0 times, based on historical accounting\nstandards. Sensitivity analyses using various scenarios are applied to forecasts to assess their impact\non covenants and net debt. During the year ended 31 December 2025 all covenants were complied\nwith, with Covenant net debt to EBITDA of 1.8 times as at 31 December 2025 (31 December 2024:\n1.5 times), and based on current forecasts it is expected that such covenants will continue to be\ncomplied with for the foreseeable future. The US private placement notes (‘USPPs’) issued in March\n2022 contain a clause whereby upon maturity of the previously issued USPPs, the latest maturity being\nin 2028, the principal financial covenants referred to above will no longer apply.\nThe Group funds its operations through a mixture of shareholders’ equity and bank and capital market\nborrowings. All of the borrowings are managed by a central treasury function and funds raised are lent\nonward to operating subsidiaries as required. The overall objective is to manage the funding to ensure\nthe borrowings have a range of maturities, are competitively priced and meet the demands of the\nbusiness over time and, in order to do so, the Group arranges a mixture of borrowings from different\nsources with a variety of maturity dates.\nThe Group’s businesses provide a high and consistent level of cash generation which helps fund future\ndevelopment and growth. The Group seeks to maintain an appropriate balance between the higher\nreturns that might be possible with higher levels of borrowings and the advantages and security\nafforded by a sound capital position.\nThere were no changes to the Group’s approach to capital management during the year and the Group\nis not subject to any externally imposed capital requirements.\nTreasury policies and controls\nThe Group has a centralised treasury department to control external borrowings and manage liquidity,\ninterest rate, foreign currency and credit risks. Treasury policies have been approved by the Board and\ncover the nature of the exposure to be hedged, the types of financial instruments that may be\nemployed and the criteria for investing and borrowing cash. The Group uses derivatives to manage its\nforeign currency and interest rate risks arising from underlying business activities. No transactions of a\nspeculative nature are undertaken. The treasury department is subject to periodic independent review\nby the internal audit department. Underlying policy assumptions and activities are periodically\nreviewed by the Board. Controls over exposure changes and transaction authenticity are in place.\nDerivatives and hedge accounting\nThe Group designates derivatives which qualify as hedges for accounting purposes as either (a) a hedge\nof the fair value of a recognised asset or liability; (b) a hedge of the cash flow risk resulting from changes\nin interest rates or foreign exchange rates; or (c) a hedge of a net investment in a foreign operation.\nThe accounting treatment for hedges and derivatives is set out in the financial instruments accounting\npolicy in Note 2p. The Group tests the effectiveness of hedges on a prospective basis to ensure\ncompliance with IFRS 9. Information about the methods and assumptions used in determining the fair\nvalue of derivatives is provided under the Financial instruments section on pages 166 and 167.", "tables": [ [ [ "39.6" ], [ "1.8" ], [ "5.9" ], [ "(3.4)" ], [ "(1.5)" ], [ "0.7" ], [ "43.1" ] ], [ [ "1,378.1" ], [ "39.9" ], [ "270.5" ], [ "419.9" ], [ "2,108.4" ] ] ], "word_count": 809, "visual_charts": [] }, { "page_number": 165, "section": "Financial Statements", "subsection": "Notes to the Consolidated Financial Statements", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 163", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 163\n\nNOTES continued\n\n18 Risk management and financial instruments continued Loans, borrowings and net debt\nHedge effectiveness 2025 2024\n £m £m\nFor hedges of foreign currency purchases and sales, the Group enters into cash flow hedge\nrelationships where the critical terms of the hedging instrument are similar to those of the hedged Bank overdrafts (212.6) (987.9)\nitem, such as notional amount, expected maturity date and currency. Hedge ineffectiveness may arise Bank loans (0.6) (1.6)\nif the timing of the forecast transaction changes from what was originally estimated. The Group Commercial paper (86.7) (144.3)\ntherefore performs a quantitative hedge effectiveness assessment to calculate any ineffectiveness US private placement notes (116.5) (173.4)\nduring the period. Senior bonds – (299.9)\nPart of the Group’s fixed rate debt portfolio is swapped to floating rates using interest rate swaps where Borrowings due within one year (416.4) (1,607.1)\nthe hedged items are individual tranches of fixed rate debt. These interest rate swaps are held in fair Bank loans (2.0) (5.8)\nvalue hedges with critical terms exactly matching those of the underlying hedged items, such as\n US private placement notes (465.3) (628.6)\nnotional amounts, payment dates, reset dates, maturity dates and currencies. As all critical terms\n Senior bonds (1,269.2) (727.3)\nmatched during the year, the economic relationship was 100% effective. The Group therefore performs\na qualitative assessment of effectiveness. If changes in circumstances affect the terms of the hedged Borrowings due after one year (1,736.5) (1,361.7)\nitem such that the critical terms no longer match exactly with the critical terms of the hedging Derivatives managing the interest rate risk and currency profile of the debt (51.1) (75.5)\ninstrument, the Group will perform a quantitative assessment of effectiveness. Hedge ineffectiveness Gross debt (2,204.0) (3,044.3)\nmay arise due to a change in credit risk of the counterparty or if there is a change in timings or amounts Cash and cash equivalents 540.1 1,432.9\nof the hedged cash flows.\n Net debt excluding lease liabilities (1,663.9) (1,611.4)\nThere was no material ineffectiveness during 2025 in relation to the interest rate swaps or the forward Lease liabilities (742.5) (754.1)\ncurrency contracts. Net debt including lease liabilities (2,406.4) (2,365.5)\nRisk management\n(a) Liquidity risk Further information on the movement in net debt and lease liabilities is shown in Note 29.\nLiquidity risk is the risk that the Group will not be able to meet its financial obligations as they fall due.\n The maturity profile of the Group’s US private placement notes, senior bonds and commercial paper is\nThe Group continually monitors net debt and forecast cash flows to ensure that sufficient facilities are\n set out in the chart below:\nin place to meet the Group’s requirements in the short, medium and long term and, in order to do so,\narranges borrowings from a variety of sources. Maturity profile by year (£m)\n 600\nThe Group has substantial funding available comprising multi-currency credit facilities from the Group’s\n 435\nbanks, US private placement notes and senior bonds. During 2025, the Group issued under the terms 500\nof its Euro Medium Term Note (‘EMTN’) programme a £250m senior unsecured bond maturing in 2031\nand a £250m senior unsecured bond maturing in 2036. The bonds issued extend the maturity profile 400\n 400\nof the Group’s debt portfolio. 250\n 300\nDuring 2025, the Group refinanced all of its existing committed bank facilities with a syndicated bank 250\nfacility of £950m and bilateral bank facilities of £300m, with a maturity of 2030. 200 87\n\nThe Group has a €1 billion euro-commercial paper programme and a $1 billion US commercial paper 100 116 130\n 96 100 100\nprogramme, under which it can issue short term notes. At 31 December 2025, the nominal value of 37\ncommercial paper in issue was £87.0m (2024: £144.6m) with maturities of up to three months. 0\n 2026 2027 2028 2029 2030 2031 2032 2033 2034 2035 2036\n\n US private placement notes Commercial paper\n Senior bonds", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nFinancial Statements\n\nDirectors’ Report\n\n163\n\nAdditional Information\n\nNOTES continued\n18 Risk management and financial instruments continued\nHedge effectiveness\nFor hedges of foreign currency purchases and sales, the Group enters into cash flow hedge\nrelationships where the critical terms of the hedging instrument are similar to those of the hedged\nitem, such as notional amount, expected maturity date and currency. Hedge ineffectiveness may arise\nif the timing of the forecast transaction changes from what was originally estimated. The Group\ntherefore performs a quantitative hedge effectiveness assessment to calculate any ineffectiveness\nduring the period.\nPart of the Group’s fixed rate debt portfolio is swapped to floating rates using interest rate swaps where\nthe hedged items are individual tranches of fixed rate debt. These interest rate swaps are held in fair\nvalue hedges with critical terms exactly matching those of the underlying hedged items, such as\nnotional amounts, payment dates, reset dates, maturity dates and currencies. As all critical terms\nmatched during the year, the economic relationship was 100% effective. The Group therefore performs\na qualitative assessment of effectiveness. If changes in circumstances affect the terms of the hedged\nitem such that the critical terms no longer match exactly with the critical terms of the hedging\ninstrument, the Group will perform a quantitative assessment of effectiveness. Hedge ineffectiveness\nmay arise due to a change in credit risk of the counterparty or if there is a change in timings or amounts\nof the hedged cash flows.\nThere was no material ineffectiveness during 2025 in relation to the interest rate swaps or the forward\ncurrency contracts.\nRisk management\n(a) Liquidity risk\nLiquidity risk is the risk that the Group will not be able to meet its financial obligations as they fall due.\nThe Group continually monitors net debt and forecast cash flows to ensure that sufficient facilities are\nin place to meet the Group’s requirements in the short, medium and long term and, in order to do so,\narranges borrowings from a variety of sources.\nThe Group has substantial funding available comprising multi-currency credit facilities from the Group’s\nbanks, US private placement notes and senior bonds. During 2025, the Group issued under the terms\nof its Euro Medium Term Note (‘EMTN’) programme a £250m senior unsecured bond maturing in 2031\nand a £250m senior unsecured bond maturing in 2036. The bonds issued extend the maturity profile\nof the Group’s debt portfolio.\nDuring 2025, the Group refinanced all of its existing committed bank facilities with a syndicated bank\nfacility of £950m and bilateral bank facilities of £300m, with a maturity of 2030.\nThe Group has a €1 billion euro-commercial paper programme and a $1 billion US commercial paper\nprogramme, under which it can issue short term notes. At 31 December 2025, the nominal value of\ncommercial paper in issue was £87.0m (2024: £144.6m) with maturities of up to three months.\n\nLoans, borrowings and net debt\n\nBank overdrafts\nBank loans\nCommercial paper\nUS private placement notes\nSenior bonds\nBorrowings due within one year\nBank loans\nUS private placement notes\nSenior bonds\nBorrowings due after one year\nDerivatives managing the interest rate risk and currency profile of the debt\nGross debt\nCash and cash equivalents\nNet debt excluding lease liabilities\nLease liabilities\nNet debt including lease liabilities\n\n2025\n£m\n\n2024\n£m\n\n(212.6)\n(0.6)\n(86.7)\n(116.5)\n–\n(416.4)\n(2.0)\n(465.3)\n(1,269.2)\n(1,736.5)\n(51.1)\n(2,204.0)\n540.1\n(1,663.9)\n(742.5)\n(2,406.4)\n\n(987.9)\n(1.6)\n(144.3)\n(173.4)\n(299.9)\n(1,607.1)\n(5.8)\n(628.6)\n(727.3)\n(1,361.7)\n(75.5)\n(3,044.3)\n1,432.9\n(1,611.4)\n(754.1)\n(2,365.5)\n\nFurther information on the movement in net debt and lease liabilities is shown in Note 29.\nThe maturity profile of the Group’s US private placement notes, senior bonds and commercial paper is\nset out in the chart below:\nMaturity profile by year (£m)\n600\n435\n\n500\n400\n\n400\n250\n\n300\n\n250\n\n200\n\n87\n\n100\n\n116\n\n130\n\n2026\n\n2027\n\n0\n\n37\n\n96\n\n2028\n\n2029\n\nUS private placement notes\nSenior bonds\n\n2030\n\n100\n\n100\n\n2031\n\n2032\n\nCommercial paper\n\n2033\n\n2034\n\n2035\n\n2036", "tables": [ [ [ "(212.6)" ], [ "(0.6)" ], [ "(86.7)" ], [ "(116.5)" ], [ "–" ], [ "(416.4)" ], [ "(2.0)" ], [ "(465.3)" ], [ "(1,269.2)" ], [ "(1,736.5)" ], [ "(51.1)" ], [ "(2,204.0)" ], [ "540.1" ], [ "(1,663.9)" ], [ "(742.5)" ], [ "(2,406.4)" ] ], [ [ "", "", "", "", "", "", "435" ], [ "", "", "", "", "400", "", "" ], [ "", "", "", "", "", "250", "" ], [ "87", "", "", "", "", "", "" ], [ "116", "130", "", "96", "", "100", "100" ], [ "", "", "", "", "", "", "" ] ] ], "word_count": 662, "visual_charts": [ { "title": "Maturity profile by year (debt instruments)", "type": "stacked_bar", "unit_note": "£m; categories US private placement notes, Commercial paper, Senior bonds", "series": [ { "year": 2026, "us_private_placement_notes": 116, "commercial_paper": 87 }, { "year": 2027, "us_private_placement_notes": 130 }, { "year": 2028, "us_private_placement_notes": 37 }, { "year": 2029, "us_private_placement_notes": 96 }, { "year": 2030, "senior_bonds": 400 }, { "year": 2031, "us_private_placement_notes": 100, "senior_bonds": 250 }, { "year": 2032, "us_private_placement_notes": 100, "senior_bonds": 435 }, { "year": 2036, "senior_bonds": 250 } ], "note": "Bars read visually; segment attribution by colour where distinguishable. Stack totals: 2026=203, 2030=400, 2031=350, 2032=535." } ] }, { "page_number": 166, "section": "Financial Statements", "subsection": "Notes to the Consolidated Financial Statements", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 164", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 164\n\nNOTES continued\n\n18 Risk management and financial instruments continued Contractual cash (outflows)/inflows\n\nThe undrawn committed bank facilities available at 31 December were as follows: After After\n Total one year two years\n contractual Within one but within but within After\n 2025 2024 cash flows year two years five years five years\n £m £m 2024 £m £m £m £m £m\nExpiring within one year – – Financial liabilities\nExpiring after one year but within two years – 145.3 Bank overdrafts (987.9) (987.9)\nExpiring after two years 1,250.0 788.2 Bank loans (7.4) (1.6) (1.0) (2.7) (2.1)\n 1,250.0 933.5 Commercial paper (144.6) (144.6)\n US private placement notes (918.3) (201.2) (149.1) (330.4) (237.6)\nIn addition, the Group maintains bank overdrafts and uncommitted facilities to provide short term\nflexibility. As at 31 December 2025 there were no loans secured by fixed charges on property (2024: Senior bonds (1,260.5) (319.7) (19.9) (59.8) (861.1)\nnone). Lease payments (875.0) (212.8) (189.4) (338.3) (134.5)\nContractual maturity profile Trade and other payables (2,364.5) (2,149.0) (50.5) (157.7) (7.3)\nThe contractual maturity profile of the Group’s financial liabilities at 31 December is set out in the tables (6,558.2) (4,016.8) (409.9) (888.9) (1,242.6)\nbelow. The amounts disclosed are the contractual undiscounted cash flows and therefore include Derivative financial instruments\ninterest cash flows (forecast using SONIA and SOFR interest rates at 31 December in the case of floating Net settled:\nrate financial assets and liabilities). Derivative assets and liabilities have been included within the tables\n Interest rate swaps (115.5) (20.2) (20.2) (56.8) (18.3)\nsince they predominantly relate to derivatives which are used to manage the interest cash flows on the\nGroup’s debt. Foreign currency cash flows have been translated using spot rates as at 31 December. Gross settled:\n Foreign exchange inflows 2,768.1 2,768.1 –\n Contractual cash (outflows)/inflows Foreign exchange outflows (2,753.3) (2,753.3) –\n After After (100.7) (5.4) (20.2) (56.8) (18.3)\n Total one year two years\n contractual Within one but within but within After Total (6,658.9) (4,022.2) (430.1) (945.7) (1,260.9)\n cash flows year two years five years five years\n2025 £m £m £m £m £m (b) Interest rate risk\nFinancial liabilities The Group is funded by a mixture of fixed and floating rate debt with the Group’s main interest rate risk\nBank overdrafts (212.6) (212.6) arising on its floating rate debt. Interest rate swaps and interest rate caps are used to manage the\nBank loans (2.6) (0.6) (0.5) (1.1) (0.4) interest rate risk profile.\nCommercial paper (87.0) (87.0) The table below shows the fixed/floating rate debt mix after interest rate swaps. Of the US private\nUS private placement notes (664.0) (138.1) (147.8) (166.1) (212.0) placement notes of £581.8m (2024: £802.0m), there are US dollar denominated amounts totalling\n £87.5m (2024: £92.0m), with maturities ranging from 2026 to 2028, which have been swapped to\nSenior bonds (1,704.4) (48.2) (48.2) (544.5) (1,063.5)\n floating rates using interest rate swaps which reprice daily. Of the senior bonds of £1,269.2m (2024:\nLease payments (886.8) (221.3) (192.7) (319.5) (153.3) £1,027.2m), an amount totalling £838.5m (2024: £318.9m), with maturities ranging from 2030 to 2036,\nTrade and other payables (2,258.1) (2,061.2) (87.5) (109.4) – has been swapped to floating rates using interest rate swaps which reprice daily.\n (5,815.5) (2,769.0) (476.7) (1,140.6) (1,429.2)\n The US private placement notes of £581.8m include a fair value gain of £4.5m (2024: £8.1m) related\nDerivative financial instruments to interest rate swaps terminated in previous years. The terminations resulted in discontinuation of\nNet settled: a number of fair value hedge relationships. At the date of de-designation, there was a fair value\nInterest rate swaps (57.7) (13.7) (13.2) (38.2) 7.4 adjustment on the US private placement notes which will be amortised to the income statement across\nGross settled: the remaining life of the debt. The amortisation of the fair value adjustment in 2025 was a credit to the\nForeign exchange inflows 1,873.8 1,873.6 0.2 income statement of £3.6m (2024: £4.3m).\nForeign exchange outflows (1,867.5) (1,867.3) (0.2)\n (51.4) (7.4) (13.2) (38.2) 7.4\nTotal (5,866.9) (2,776.4) (489.9) (1,178.8) (1,421.8)", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nFinancial Statements\n\nDirectors’ Report\n\n164\n\nAdditional Information\n\nNOTES continued\n18 Risk management and financial instruments continued\n\nContractual cash (outflows)/inflows\n\nThe undrawn committed bank facilities available at 31 December were as follows:\n\nExpiring within one year\nExpiring after one year but within two years\nExpiring after two years\n\n2025\n£m\n\n2024\n£m\n\n–\n–\n1,250.0\n1,250.0\n\n–\n145.3\n788.2\n933.5\n\nIn addition, the Group maintains bank overdrafts and uncommitted facilities to provide short term\nflexibility. As at 31 December 2025 there were no loans secured by fixed charges on property (2024:\nnone).\nContractual maturity profile\nThe contractual maturity profile of the Group’s financial liabilities at 31 December is set out in the tables\nbelow. The amounts disclosed are the contractual undiscounted cash flows and therefore include\ninterest cash flows (forecast using SONIA and SOFR interest rates at 31 December in the case of floating\nrate financial assets and liabilities). Derivative assets and liabilities have been included within the tables\nsince they predominantly relate to derivatives which are used to manage the interest cash flows on the\nGroup’s debt. Foreign currency cash flows have been translated using spot rates as at 31 December.\nContractual cash (outflows)/inflows\n\n2025\nFinancial liabilities\nBank overdrafts\nBank loans\nCommercial paper\nUS private placement notes\nSenior bonds\nLease payments\nTrade and other payables\nDerivative financial instruments\nNet settled:\nInterest rate swaps\nGross settled:\nForeign exchange inflows\nForeign exchange outflows\nTotal\n\nAfter\none year\nbut within\ntwo years\n£m\n\nAfter\ntwo years\nbut within\nfive years\n£m\n\nAfter\nfive years\n£m\n\n(0.5)\n\n(1.1)\n\n(0.4)\n\nTotal\ncontractual\ncash flows\n£m\n\nWithin one\nyear\n£m\n\n(212.6)\n(2.6)\n(87.0)\n(664.0)\n(1,704.4)\n(886.8)\n(2,258.1)\n(5,815.5)\n\n(212.6)\n(0.6)\n(87.0)\n(138.1)\n(48.2)\n(221.3)\n(2,061.2)\n(2,769.0)\n\n(147.8)\n(48.2)\n(192.7)\n(87.5)\n(476.7)\n\n(166.1)\n(544.5)\n(319.5)\n(109.4)\n(1,140.6)\n\n(212.0)\n(1,063.5)\n(153.3)\n–\n(1,429.2)\n\n(57.7)\n\n(13.7)\n\n(13.2)\n\n(38.2)\n\n7.4\n\n1,873.8\n(1,867.5)\n(51.4)\n(5,866.9)\n\n1,873.6\n(1,867.3)\n(7.4)\n(2,776.4)\n\n0.2\n(0.2)\n(13.2)\n(489.9)\n\n(38.2)\n(1,178.8)\n\n7.4\n(1,421.8)\n\n2024\nFinancial liabilities\nBank overdrafts\nBank loans\nCommercial paper\nUS private placement notes\nSenior bonds\nLease payments\nTrade and other payables\nDerivative financial instruments\nNet settled:\nInterest rate swaps\nGross settled:\nForeign exchange inflows\nForeign exchange outflows\nTotal\n\nAfter\none year\nbut within\ntwo years\n£m\n\nAfter\ntwo years\nbut within\nfive years\n£m\n\nAfter\nfive years\n£m\n\nTotal\ncontractual\ncash flows\n£m\n\nWithin one\nyear\n£m\n\n(987.9)\n(7.4)\n(144.6)\n(918.3)\n(1,260.5)\n(875.0)\n(2,364.5)\n(6,558.2)\n\n(987.9)\n(1.6)\n(144.6)\n(201.2)\n(319.7)\n(212.8)\n(2,149.0)\n(4,016.8)\n\n(1.0)\n\n(2.7)\n\n(2.1)\n\n(149.1)\n(19.9)\n(189.4)\n(50.5)\n(409.9)\n\n(330.4)\n(59.8)\n(338.3)\n(157.7)\n(888.9)\n\n(237.6)\n(861.1)\n(134.5)\n(7.3)\n(1,242.6)\n\n(115.5)\n\n(20.2)\n\n(20.2)\n\n(56.8)\n\n(18.3)\n\n2,768.1\n(2,753.3)\n(100.7)\n(6,658.9)\n\n2,768.1\n(2,753.3)\n(5.4)\n(4,022.2)\n\n–\n–\n(20.2)\n(430.1)\n\n(56.8)\n(945.7)\n\n(18.3)\n(1,260.9)\n\n(b) Interest rate risk\nThe Group is funded by a mixture of fixed and floating rate debt with the Group’s main interest rate risk\narising on its floating rate debt. Interest rate swaps and interest rate caps are used to manage the\ninterest rate risk profile.\nThe table below shows the fixed/floating rate debt mix after interest rate swaps. Of the US private\nplacement notes of £581.8m (2024: £802.0m), there are US dollar denominated amounts totalling\n£87.5m (2024: £92.0m), with maturities ranging from 2026 to 2028, which have been swapped to\nfloating rates using interest rate swaps which reprice daily. Of the senior bonds of £1,269.2m (2024:\n£1,027.2m), an amount totalling £838.5m (2024: £318.9m), with maturities ranging from 2030 to 2036,\nhas been swapped to floating rates using interest rate swaps which reprice daily.\nThe US private placement notes of £581.8m include a fair value gain of £4.5m (2024: £8.1m) related\nto interest rate swaps terminated in previous years. The terminations resulted in discontinuation of\na number of fair value hedge relationships. At the date of de-designation, there was a fair value\nadjustment on the US private placement notes which will be amortised to the income statement across\nthe remaining life of the debt. The amortisation of the fair value adjustment in 2025 was a credit to the\nincome statement of £3.6m (2024: £4.3m).", "tables": [ [ [ "–" ], [ "–" ], [ "1,250.0" ], [ "1,250.0" ] ], [ [ "", "", "", "", "" ], [ "(212.6)", "(212.6)", "", "", "" ], [ "(2.6)", "(0.6)", "(0.5)", "(1.1)", "(0.4)" ], [ "(87.0)", "(87.0)", "", "", "" ], [ "(664.0)", "(138.1)", "(147.8)", "(166.1)", "(212.0)" ], [ "(1,704.4)", "(48.2)", "(48.2)", "(544.5)", "(1,063.5)" ], [ "(886.8)", "(221.3)", "(192.7)", "(319.5)", "(153.3)" ], [ "(2,258.1)", "(2,061.2)", "(87.5)", "(109.4)", "–" ], [ "(5,815.5)", "(2,769.0)", "(476.7)", "(1,140.6)", "(1,429.2)" ], [ "", "", "", "", "" ], [ "", "", "", "", "" ], [ "(57.7)", "(13.7)", "(13.2)", "(38.2)", "7.4" ], [ "", "", "", "", "" ], [ "1,873.8", "1,873.6", "0.2", "", "" ], [ "(1,867.5)", "(1,867.3)", "(0.2)", "", "" ], [ "(51.4)", "(7.4)", "(13.2)", "(38.2)", "7.4" ], [ "(5,866.9)", "(2,776.4)", "(489.9)", "(1,178.8)", "(1,421.8)" ] ] ], "word_count": 669, "visual_charts": [] }, { "page_number": 167, "section": "Financial Statements", "subsection": "Notes to the Consolidated Financial Statements", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 165", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 165\n\nNOTES continued\n\n18 Risk management and financial instruments continued Sensitivity to movements in interest rates\n After taking account of hedge relationships, a change of 1% in the interest rate forward curves on\nFixed vs floating interest rate table\n 31 December would have affected profit before income tax for the year and equity as at the year end\n 2025 2024 as a result of changes in the fair values of derivative assets and liabilities at that date by the amounts\n £m £m\n shown below:\nFixed rate debt\nUS private placement notes (581.8) (802.0) Impact on profit before tax Impact on equity\nSenior bonds (1,269.2) (1,027.2) +1% –1% +1% –1%\n £m £m £m £m\nTotal fixed rate debt (1,851.0) (1,829.2)\n 2025 – – – –\nInterest rate swaps (fixed leg) 926.0 410.9\n 2024 0.1 – 0.1 –\nFixed rate liability (925.0) (1,418.3)\n (c) Foreign currency risk\nFloating rate debt The majority of the Group’s sales are made and income is earned in US dollars, euros and other foreign\n currencies. The Group does not hedge the impact of exchange rate movements arising on translation\nBank overdrafts (212.6) (987.9)\n of earnings into sterling at average exchange rates.\nBank loans (2.6) (7.4)\n The following significant exchange rates applied during the year:\nCommercial paper (86.7) (144.3)\nTotal floating rate debt (301.9) (1,139.6) Average rate Closing rate\nInterest rate swaps (floating leg) (926.0) (410.9) 2025 2024 2025 2024\nFloating rate liability (1,227.9) (1,550.5) US dollar 1.32 1.28 1.35 1.25\n Euro 1.17 1.18 1.15 1.21\nDerivatives managing the interest rate risk and currency profile of the debt (51.1) (75.5)\nGross debt excluding lease liabilities (2,204.0) (3,044.3) The majority of the Group’s transactions are carried out in the respective functional currencies of the\n Group’s operations and so transaction exposures are usually relatively limited. Where they do occur\nEffects of hedge accounting on the financial position and performance the Group’s policy is to hedge exposures of highly probable forecast transactions using forward foreign\nThe effects of the interest rate swaps on the Group’s financial position and performance are as follows: exchange contracts and these are designated as cash flow hedges. During the year the Group hedged\n highly probable forecast transactions for periods of up to 24 months. However, the economic impact\n 2025 2024\n of foreign exchange on the value of uncommitted future purchases and sales is not hedged. As a result,\nInterest rate swaps sudden and significant movements in foreign exchange rates can impact profit margins where there is\nNet carrying amount liability (£m) (56.9) (82.8) a delay in passing the resulting price increases on to customers.\nNotional amount (£m) 988.9 496.0 For the year ended 31 December 2025, all foreign exchange cash flow hedges were effective with a\nMaturity date range 2026-2036 2026–2030 cumulative pre-tax loss of £1.5m (2024: cumulative pre-tax gain of £4.7m) recognised in equity at the\nHedge ratio 1:1 1:1 end of the year and this will affect the income statement during 2026 and 2027.\nFair value (loss)/gain on US private placement notes and senior bond in a Effects of hedge accounting on the financial position and performance\n hedge relationship (£m) (26.5) 3.9\n 2025 2024\nFair value gain/(loss) on interest rate swaps in a hedge relationship (£m) 25.9 (4.1)\n Forward foreign currency hedges in relation to inventory purchases\n Net carrying amount (liability)/asset (£m) (1.5) 4.7\n Notional amount at 31 December (£m) 151.2 131.2\n Maturity date range 2026-2027 2025\n Hedge ratio 1:1 1:1\n Change in value of hedged items during the year (£m) 6.2 (7.2)\n Change in fair value of outstanding foreign currency forward contracts\n during the year (£m) (6.2) 7.2", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nFinancial Statements\n\nDirectors’ Report\n\n165\n\nAdditional Information\n\nNOTES continued\n18 Risk management and financial instruments continued\nFixed vs floating interest rate table\n2025\n£m\n\n2024\n£m\n\nFixed rate debt\nUS private placement notes\nSenior bonds\nTotal fixed rate debt\nInterest rate swaps (fixed leg)\nFixed rate liability\n\n(581.8)\n(1,269.2)\n(1,851.0)\n926.0\n(925.0)\n\n(802.0)\n(1,027.2)\n(1,829.2)\n410.9\n(1,418.3)\n\nFloating rate debt\nBank overdrafts\nBank loans\nCommercial paper\nTotal floating rate debt\nInterest rate swaps (floating leg)\nFloating rate liability\n\n(212.6)\n(2.6)\n(86.7)\n(301.9)\n(926.0)\n(1,227.9)\n\n(987.9)\n(7.4)\n(144.3)\n(1,139.6)\n(410.9)\n(1,550.5)\n\nDerivatives managing the interest rate risk and currency profile of the debt\nGross debt excluding lease liabilities\n\n(51.1)\n(2,204.0)\n\n(75.5)\n(3,044.3)\n\nEffects of hedge accounting on the financial position and performance\nThe effects of the interest rate swaps on the Group’s financial position and performance are as follows:\n\nInterest rate swaps\nNet carrying amount liability (£m)\nNotional amount (£m)\nMaturity date range\nHedge ratio\nFair value (loss)/gain on US private placement notes and senior bond in a\nhedge relationship (£m)\nFair value gain/(loss) on interest rate swaps in a hedge relationship (£m)\n\n2025\n\n2024\n\n(56.9)\n988.9\n2026-2036\n1:1\n\n(82.8)\n496.0\n2026–2030\n1:1\n\n(26.5)\n25.9\n\n3.9\n(4.1)\n\nSensitivity to movements in interest rates\nAfter taking account of hedge relationships, a change of 1% in the interest rate forward curves on\n31 December would have affected profit before income tax for the year and equity as at the year end\nas a result of changes in the fair values of derivative assets and liabilities at that date by the amounts\nshown below:\nImpact on profit before tax\n\n2025\n2024\n\nImpact on equity\n\n+1%\n£m\n\n–1%\n£m\n\n+1%\n£m\n\n–1%\n£m\n\n–\n0.1\n\n–\n–\n\n–\n0.1\n\n–\n–\n\n(c) Foreign currency risk\nThe majority of the Group’s sales are made and income is earned in US dollars, euros and other foreign\ncurrencies. The Group does not hedge the impact of exchange rate movements arising on translation\nof earnings into sterling at average exchange rates.\nThe following significant exchange rates applied during the year:\nAverage rate\n\nUS dollar\nEuro\n\nClosing rate\n\n2025\n\n2024\n\n2025\n\n2024\n\n1.32\n1.17\n\n1.28\n1.18\n\n1.35\n1.15\n\n1.25\n1.21\n\nThe majority of the Group’s transactions are carried out in the respective functional currencies of the\nGroup’s operations and so transaction exposures are usually relatively limited. Where they do occur\nthe Group’s policy is to hedge exposures of highly probable forecast transactions using forward foreign\nexchange contracts and these are designated as cash flow hedges. During the year the Group hedged\nhighly probable forecast transactions for periods of up to 24 months. However, the economic impact\nof foreign exchange on the value of uncommitted future purchases and sales is not hedged. As a result,\nsudden and significant movements in foreign exchange rates can impact profit margins where there is\na delay in passing the resulting price increases on to customers.\nFor the year ended 31 December 2025, all foreign exchange cash flow hedges were effective with a\ncumulative pre-tax loss of £1.5m (2024: cumulative pre-tax gain of £4.7m) recognised in equity at the\nend of the year and this will affect the income statement during 2026 and 2027.\nEffects of hedge accounting on the financial position and performance\nForward foreign currency hedges in relation to inventory purchases\nNet carrying amount (liability)/asset (£m)\nNotional amount at 31 December (£m)\nMaturity date range\nHedge ratio\nChange in value of hedged items during the year (£m)\nChange in fair value of outstanding foreign currency forward contracts\nduring the year (£m)\n\n2025\n\n2024\n\n(1.5)\n151.2\n2026-2027\n1:1\n6.2\n\n4.7\n131.2\n2025\n1:1\n(7.2)\n\n(6.2)\n\n7.2", "tables": [ [ [ "" ], [ "(581.8)" ], [ "(1,269.2)" ], [ "(1,851.0)" ], [ "926.0" ], [ "(925.0)" ], [ "" ], [ "" ], [ "(212.6)" ], [ "(2.6)" ], [ "(86.7)" ], [ "(301.9)" ], [ "(926.0)" ], [ "(1,227.9)" ], [ "" ], [ "(51.1)" ], [ "(2,204.0)" ] ], [ [ "2025", "–", "–", "–", "–" ] ], [ [ "1.32", "1.28 1.18", "1.35", "1.25" ], [ "1.17", "", "1.15", "1.21" ] ], [ [ "" ], [ "(56.9)" ], [ "988.9" ], [ "2026-2036" ], [ "1:1" ], [ "(26.5)" ], [ "25.9" ] ], [ [ "" ], [ "(1.5)" ], [ "151.2" ], [ "2026-2027" ], [ "1:1" ], [ "6.2" ], [ "(6.2)" ] ] ], "word_count": 608, "visual_charts": [] }, { "page_number": 168, "section": "Financial Statements", "subsection": "Notes to the Consolidated Financial Statements", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 166", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 166\n\nNOTES continued\n\n18 Risk management and financial instruments continued (d) Credit risk\n Credit risk is the risk of loss in relation to a financial asset due to non-payment by the relevant\nThe majority of the Group’s borrowings are in effect denominated in US dollars, sterling and euros,\n counterparty. The Group’s objective is to reduce its exposure to counterparty default by restricting the\naligning them to the respective functional currencies of the component parts of the Group’s EBITDA.\n type of counterparty it deals with and by employing an appropriate policy in relation to the collection\nThis currency profile is achieved using short term foreign exchange contracts and foreign currency debt\n of financial assets.\nwhich are designated as hedging instruments to achieve net investment hedge accounting at a Group\nlevel. This currency composition minimises the impact of movements in foreign exchange rates on the The Group’s financial assets are cash at bank and in hand, money market funds, derivative financial\nratio of net debt to EBITDA. As at 31 December 2025, foreign currency denominated liabilities of instruments and trade and other receivables which represent the Group’s maximum exposure to credit\n£1,612.0 million (2024: £1,311.8 million) were designated as hedging instruments. During 2025 no risk in relation to financial assets. The maximum exposure to credit risk for cash at bank and in hand,\nineffectiveness was recorded from net investments in foreign entity hedges. money market funds, derivative financial assets (see page 167) and trade and other receivables (see\n Note 16) is their respective carrying amounts.\nThe currency profile of the Group’s net debt excluding lease liabilities at 31 December is set out in the\ntable below: Dealings are restricted to those banks with the relevant combination of geographic presence and\n suitable credit rating. The Group continually monitors the credit ratings of its counterparties and the\n 2025 2024 credit exposure to each counterparty.\n £m £m\nUS dollar 602.0 637.7 For trade and other receivables, the amounts represented in the balance sheet are net of any\nSterling 220.6 225.4 impairment losses measured using the expected credit loss model. Note 16 sets out an analysis of\n trade and other receivables and the provision for expected credit losses and credit notes in respect\nEuro 770.2 644.7\n of trade receivables.\nOther 71.1 103.6\n At the balance sheet date there were no significant concentrations of credit risk (2024: none).\nNet debt excluding lease liabilities 1,663.9 1,611.4\n (e) Financial instruments\nThe Group also enters into foreign currency derivatives to hedge intercompany loans economically Financial assets and liabilities\nalthough these do not qualify for hedge accounting and therefore gains and losses are recorded in the 2025 2024\n £m £m\nincome statement. These currency derivatives are subject to the same risk management policies as all\nother derivative contracts. Financial assets held at amortised cost\nSensitivity to movements in foreign exchange rates Cash at bank and in hand 472.8 1,369.1\nFor the year ended 31 December 2025, a movement of one cent in the US dollar and euro average Trade and other receivables 1,637.8 1,541.7\nexchange rates would have changed profit before income tax by £2.1m and £0.8m respectively (2024: Total financial assets held at amortised cost 2,110.6 2,910.8\n£2.8m and £0.9m) and adjusted profit before income tax by £2.5m and £1.2m respectively (2024: £3.2m Financial assets held at fair value\nand £1.2m).\n Interest rate derivatives in fair value hedges 6.1 –\nIf a 10% strengthening or weakening of sterling had taken place on 31 December it would have Foreign exchange derivatives in cash flow hedges 0.3 4.8\nincreased/(decreased) profit before income tax and (decreased)/increased equity for the year by Foreign exchange derivatives in net investment hedges 7.7 13.3\nthe amounts shown in the table below. The impact of this translation is much greater on equity than it\n Other foreign exchange and interest rate derivatives 2.8 9.9\nis on profit before income tax since equity is translated using the closing exchange rates at the year end\nand profit before income tax is translated using the average exchange rates for the year. As a result, the Total derivative financial assets 16.9 28.0\nvalue of equity is more sensitive than the value of profit before income tax to a movement in exchange Money market funds 67.3 63.8\nrates on 31 December and the resulting movement in profit before income tax is due solely to the Total financial assets held at fair value 84.2 91.8\ntranslation effect on monetary items. This analysis assumes that all other variables, in particular Total financial assets 2,194.8 3,002.6\ninterest rates, remain constant.\n Current derivative financial assets 10.8 28.0\n Impact on profit before tax Impact on equity\n Non-current derivative financial assets 6.1 –\n +10% –10% +10% –10%\n £m £m £m £m Total derivative financial assets 16.9 28.0\n2025 1.4 (1.7) (212.8) 259.5\n2024 0.7 (0.9) (214.9) 260.3", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\n166\n\nAdditional Information\n\nNOTES continued\n18 Risk management and financial instruments continued\nThe majority of the Group’s borrowings are in effect denominated in US dollars, sterling and euros,\naligning them to the respective functional currencies of the component parts of the Group’s EBITDA.\nThis currency profile is achieved using short term foreign exchange contracts and foreign currency debt\nwhich are designated as hedging instruments to achieve net investment hedge accounting at a Group\nlevel. This currency composition minimises the impact of movements in foreign exchange rates on the\nratio of net debt to EBITDA. As at 31 December 2025, foreign currency denominated liabilities of\n£1,612.0 million (2024: £1,311.8 million) were designated as hedging instruments. During 2025 no\nineffectiveness was recorded from net investments in foreign entity hedges.\nThe currency profile of the Group’s net debt excluding lease liabilities at 31 December is set out in the\ntable below:\n\nUS dollar\nSterling\nEuro\nOther\nNet debt excluding lease liabilities\n\n2025\n£m\n\n2024\n£m\n\n602.0\n220.6\n770.2\n71.1\n1,663.9\n\n637.7\n225.4\n644.7\n103.6\n1,611.4\n\nThe Group also enters into foreign currency derivatives to hedge intercompany loans economically\nalthough these do not qualify for hedge accounting and therefore gains and losses are recorded in the\nincome statement. These currency derivatives are subject to the same risk management policies as all\nother derivative contracts.\nSensitivity to movements in foreign exchange rates\nFor the year ended 31 December 2025, a movement of one cent in the US dollar and euro average\nexchange rates would have changed profit before income tax by £2.1m and £0.8m respectively (2024:\n£2.8m and £0.9m) and adjusted profit before income tax by £2.5m and £1.2m respectively (2024: £3.2m\nand £1.2m).\nIf a 10% strengthening or weakening of sterling had taken place on 31 December it would have\nincreased/(decreased) profit before income tax and (decreased)/increased equity for the year by\nthe amounts shown in the table below. The impact of this translation is much greater on equity than it\nis on profit before income tax since equity is translated using the closing exchange rates at the year end\nand profit before income tax is translated using the average exchange rates for the year. As a result, the\nvalue of equity is more sensitive than the value of profit before income tax to a movement in exchange\nrates on 31 December and the resulting movement in profit before income tax is due solely to the\ntranslation effect on monetary items. This analysis assumes that all other variables, in particular\ninterest rates, remain constant.\nImpact on profit before tax\n\n2025\n2024\n\nImpact on equity\n\n+10%\n£m\n\n–10%\n£m\n\n+10%\n£m\n\n–10%\n£m\n\n1.4\n0.7\n\n(1.7)\n(0.9)\n\n(212.8)\n(214.9)\n\n259.5\n260.3\n\n(d) Credit risk\nCredit risk is the risk of loss in relation to a financial asset due to non-payment by the relevant\ncounterparty. The Group’s objective is to reduce its exposure to counterparty default by restricting the\ntype of counterparty it deals with and by employing an appropriate policy in relation to the collection\nof financial assets.\nThe Group’s financial assets are cash at bank and in hand, money market funds, derivative financial\ninstruments and trade and other receivables which represent the Group’s maximum exposure to credit\nrisk in relation to financial assets. The maximum exposure to credit risk for cash at bank and in hand,\nmoney market funds, derivative financial assets (see page 167) and trade and other receivables (see\nNote 16) is their respective carrying amounts.\nDealings are restricted to those banks with the relevant combination of geographic presence and\nsuitable credit rating. The Group continually monitors the credit ratings of its counterparties and the\ncredit exposure to each counterparty.\nFor trade and other receivables, the amounts represented in the balance sheet are net of any\nimpairment losses measured using the expected credit loss model. Note 16 sets out an analysis of\ntrade and other receivables and the provision for expected credit losses and credit notes in respect\nof trade receivables.\nAt the balance sheet date there were no significant concentrations of credit risk (2024: none).\n(e) Financial instruments\nFinancial assets and liabilities\nFinancial assets held at amortised cost\nCash at bank and in hand\nTrade and other receivables\nTotal financial assets held at amortised cost\nFinancial assets held at fair value\nInterest rate derivatives in fair value hedges\nForeign exchange derivatives in cash flow hedges\nForeign exchange derivatives in net investment hedges\nOther foreign exchange and interest rate derivatives\nTotal derivative financial assets\nMoney market funds\nTotal financial assets held at fair value\nTotal financial assets\nCurrent derivative financial assets\nNon-current derivative financial assets\nTotal derivative financial assets\n\n2025\n£m\n\n2024\n£m\n\n472.8\n1,637.8\n2,110.6\n\n1,369.1\n1,541.7\n2,910.8\n\n6.1\n0.3\n7.7\n2.8\n16.9\n67.3\n84.2\n2,194.8\n\n–\n4.8\n13.3\n9.9\n28.0\n63.8\n91.8\n3,002.6\n\n10.8\n6.1\n16.9\n\n28.0\n–\n28.0", "tables": [ [ [ "602.0" ], [ "220.6" ], [ "770.2" ], [ "71.1" ], [ "1,663.9" ] ], [ [ "" ], [ "472.8" ], [ "1,637.8" ], [ "2,110.6" ], [ "" ], [ "6.1" ], [ "0.3" ], [ "7.7" ], [ "2.8" ], [ "16.9" ], [ "67.3" ], [ "84.2" ], [ "2,194.8" ], [ "" ], [ "10.8" ], [ "6.1" ], [ "16.9" ] ], [ [ "2025", "1.4", "(1.7)", "(212.8)", "259.5" ] ] ], "word_count": 810, "visual_charts": [] }, { "page_number": 169, "section": "Financial Statements", "subsection": "Notes to the Consolidated Financial Statements", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 167", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 167\n\nNOTES continued\n\n18 Risk management and financial instruments continued businesses acquired. These balances are sensitive to a change in the expected profitability of the\n businesses acquired. A 1% increase in the expected profitability of the relevant businesses acquired\nFinancial assets and liabilities\n 2025 2024\n would result in an increase to other payables held at fair value of £2.0m (2024: £2.1m) and 1% decrease\n £m £m in the expected profitability would result in a decrease of £2.0m (2024: £2.1m).\nFinancial liabilities held at amortised cost There were no transfers between levels for recurring fair value measurements during the year.\nBank overdrafts (212.6) (987.9)\n As at 31 December 2025 the fair values, based on unadjusted market data, of the US private placement\nBank loans (2.6) (7.4) notes was £565.5m (2024: £761.6m) and of the senior bonds was £1,285.9m (2024: £968.2m).\nCommercial paper (86.7) (144.3)\n For other financial assets and financial liabilities not measured at fair value, including cash at bank and\nUS private placement notes (581.8) (802.0)\n in hand, bank loans and overdrafts, trade and other receivables and trade and other payables, their\nSenior bonds (1,269.2) (1,027.2) carrying amount is a reasonable approximation of fair value due to their short term nature. Bank loans\nLease liabilities (742.5) (754.1) are priced based on floating interest rates and the credit spread has not changed since the inception\nTrade and other payables (2,096.7) (2,172.4) of the loan.\nTotal financial liabilities held at amortised cost (4,992.1) (5,895.3) Offsetting of financial assets and liabilities\nFinancial liabilities held at fair value The following table sets out the Group’s derivative financial assets and liabilities that are subject to\nInterest rate derivatives in fair value hedges (62.9) (82.8) counterparty offsetting or master netting agreements.\nForeign exchange derivatives in cash flow hedges (1.8) (0.1) Gross Net amounts Amounts\nForeign exchange derivatives in net investment hedges (0.4) (9.1) amounts recognised not offset\n offset in in the in the\nOther foreign exchange derivatives (4.3) (6.6) Gross the balance balance balance Net\n amounts sheet sheet sheet amounts\nTotal derivative financial liabilities (69.4) (98.6) 2025 £m £m £m £m £m\nOther payables held at fair value (161.4) (192.1) Derivative financial assets 16.9 – 16.9 (10.6) 6.3\nTotal financial liabilities held at fair value (230.8) (290.7) Derivative financial liabilities (69.4) – (69.4) 10.6 (58.8)\nTotal financial liabilities (5,222.9) (6,186.0)\n 2024\nCurrent derivative financial liabilities (6.5) (15.8) Derivative financial assets 28.0 – 28.0 (12.9) 15.1\nNon-current derivative financial liabilities (62.9) (82.8) Derivative financial liabilities (98.6) – (98.6) 12.9 (85.7)\nTotal derivative financial liabilities (69.4) (98.6)\n\nFinancial assets and liabilities stated as being measured at fair value in the tables above (including\nall derivative financial instruments), with the exception of money market funds and other payables,\nhave carrying amounts where the fair value is, and has been throughout the year, a level two fair\nvalue measurement. Level two fair value measurements use inputs other than quoted prices that\nare observable for the relevant asset or liability, either directly or indirectly. The fair values of\nfinancial assets and liabilities stated at level two fair value have been determined by discounting\nexpected future cash flows, translated at the appropriate balance sheet date exchange rates and\nadjusted for counterparty or own credit risk as applicable. Money market funds have a fair value\nwhich is a level one fair value measurement, as this is determined by utilising unadjusted quoted\nprices in active markets as at the balance sheet date. Other payables measured at fair value relate\nto earn outs and minority options, excluding elements relating to the retention of former owners,\non businesses acquired. This is a level three fair value which is initially measured based on the expected\nfuture profitability of the businesses acquired at the acquisition date and subsequently reassessed at\neach reporting date based on the most recent data available on the expected profitability of the", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\n167\n\nAdditional Information\n\nNOTES continued\n18 Risk management and financial instruments continued\nFinancial assets and liabilities\nFinancial liabilities held at amortised cost\nBank overdrafts\nBank loans\nCommercial paper\nUS private placement notes\nSenior bonds\nLease liabilities\nTrade and other payables\nTotal financial liabilities held at amortised cost\nFinancial liabilities held at fair value\nInterest rate derivatives in fair value hedges\nForeign exchange derivatives in cash flow hedges\nForeign exchange derivatives in net investment hedges\nOther foreign exchange derivatives\nTotal derivative financial liabilities\nOther payables held at fair value\nTotal financial liabilities held at fair value\nTotal financial liabilities\nCurrent derivative financial liabilities\nNon-current derivative financial liabilities\nTotal derivative financial liabilities\n\n2025\n£m\n\n2024\n£m\n\n(212.6)\n(2.6)\n(86.7)\n(581.8)\n(1,269.2)\n(742.5)\n(2,096.7)\n(4,992.1)\n\n(987.9)\n(7.4)\n(144.3)\n(802.0)\n(1,027.2)\n(754.1)\n(2,172.4)\n(5,895.3)\n\n(62.9)\n(1.8)\n(0.4)\n(4.3)\n(69.4)\n(161.4)\n(230.8)\n(5,222.9)\n\n(82.8)\n(0.1)\n(9.1)\n(6.6)\n(98.6)\n(192.1)\n(290.7)\n(6,186.0)\n\n(6.5)\n(62.9)\n(69.4)\n\n(15.8)\n(82.8)\n(98.6)\n\nFinancial assets and liabilities stated as being measured at fair value in the tables above (including\nall derivative financial instruments), with the exception of money market funds and other payables,\nhave carrying amounts where the fair value is, and has been throughout the year, a level two fair\nvalue measurement. Level two fair value measurements use inputs other than quoted prices that\nare observable for the relevant asset or liability, either directly or indirectly. The fair values of\nfinancial assets and liabilities stated at level two fair value have been determined by discounting\nexpected future cash flows, translated at the appropriate balance sheet date exchange rates and\nadjusted for counterparty or own credit risk as applicable. Money market funds have a fair value\nwhich is a level one fair value measurement, as this is determined by utilising unadjusted quoted\nprices in active markets as at the balance sheet date. Other payables measured at fair value relate\nto earn outs and minority options, excluding elements relating to the retention of former owners,\non businesses acquired. This is a level three fair value which is initially measured based on the expected\nfuture profitability of the businesses acquired at the acquisition date and subsequently reassessed at\neach reporting date based on the most recent data available on the expected profitability of the\n\nbusinesses acquired. These balances are sensitive to a change in the expected profitability of the\nbusinesses acquired. A 1% increase in the expected profitability of the relevant businesses acquired\nwould result in an increase to other payables held at fair value of £2.0m (2024: £2.1m) and 1% decrease\nin the expected profitability would result in a decrease of £2.0m (2024: £2.1m).\nThere were no transfers between levels for recurring fair value measurements during the year.\nAs at 31 December 2025 the fair values, based on unadjusted market data, of the US private placement\nnotes was £565.5m (2024: £761.6m) and of the senior bonds was £1,285.9m (2024: £968.2m).\nFor other financial assets and financial liabilities not measured at fair value, including cash at bank and\nin hand, bank loans and overdrafts, trade and other receivables and trade and other payables, their\ncarrying amount is a reasonable approximation of fair value due to their short term nature. Bank loans\nare priced based on floating interest rates and the credit spread has not changed since the inception\nof the loan.\nOffsetting of financial assets and liabilities\nThe following table sets out the Group’s derivative financial assets and liabilities that are subject to\ncounterparty offsetting or master netting agreements.\n\n2025\nDerivative financial assets\nDerivative financial liabilities\n2024\nDerivative financial assets\nDerivative financial liabilities\n\nGross\namounts\n£m\n\nGross Net amounts\namounts\nrecognised\noffset in\nin the\nthe balance\nbalance\nsheet\nsheet\n£m\n£m\n\nAmounts\nnot offset\nin the\nbalance\nsheet\n£m\n\nNet\namounts\n£m\n\n16.9\n(69.4)\n\n–\n–\n\n16.9\n(69.4)\n\n(10.6)\n10.6\n\n6.3\n(58.8)\n\n28.0\n(98.6)\n\n–\n–\n\n28.0\n(98.6)\n\n(12.9)\n12.9\n\n15.1\n(85.7)", "tables": [ [ [ "" ], [ "(212.6)" ], [ "(2.6)" ], [ "(86.7)" ], [ "(581.8)" ], [ "(1,269.2)" ], [ "(742.5)" ], [ "(2,096.7)" ], [ "(4,992.1)" ], [ "" ], [ "(62.9)" ], [ "(1.8)" ], [ "(0.4)" ], [ "(4.3)" ], [ "(69.4)" ], [ "(161.4)" ], [ "(230.8)" ], [ "(5,222.9)" ], [ "" ], [ "(6.5)" ], [ "(62.9)" ], [ "(69.4)" ] ], [ [ "16.9", "–", "16.9", "(10.6)", "6.3" ], [ "(69.4)", "–", "(69.4)", "10.6", "(58.8)" ] ] ], "word_count": 651, "visual_charts": [] }, { "page_number": 170, "section": "Financial Statements", "subsection": "Notes to the Consolidated Financial Statements", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 168", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 168\n\nNOTES continued\n\n19 Provisions 20 Deferred tax\n 2025 2024 2025 2024\n £m £m\n Asset Liability Net Asset Liability Net\nCurrent 57.5 57.1 £m £m £m £m £m £m\nNon-current 55.4 49.7 Property, plant and equipment 0.3 (16.2) (15.9) 0.2 (15.6) (15.4)\n 112.9 106.8 Defined benefit pension schemes 4.5 (8.3) (3.8) 4.3 (8.8) (4.5)\n Goodwill, customer and supplier\n 2025 2024 relationships, brands and technology 13.2 (294.0) (280.8) 9.7 (304.2) (294.5)\n MEPP MEPP Share based payments 3.8 – 3.8 14.5 – 14.5\n Properties withdrawal Other Total Properties withdrawal Other Total\n £m £m £m £m £m £m £m £m Leases 9.9 (0.5) 9.4 8.7 (0.3) 8.4\nBeginning of year 34.3 3.5 69.0 106.8 26.4 4.2 55.2 85.8 Provisions and accruals 48.8 (6.8) 42.0 48.2 (5.1) 43.1\nCharge 1.5 – 2.8 4.3 2.1 – 7.1 9.2 Inventories 13.4 (22.0) (8.6) 12.0 (23.5) (11.5)\nAcquisitions (Note 9) 0.5 – 12.7 13.2 8.1 – 24.7 32.8 Other 22.3 (5.2) 17.1 14.9 (4.2) 10.7\nDisposal of Deferred tax asset/(liability) 116.2 (353.0) (236.8) 112.5 (361.7) (249.2)\n businesses (Note 10) – – (2.5) (2.5) – – (4.2) (4.2) Set-off of tax (94.3) 94.3 – (98.4) 98.4 –\nUtilised or released (3.4) (0.2) (7.3) (10.9) (1.9) (0.7) (6.0) (8.6) Net deferred tax asset/(liability) 21.9 (258.7) (236.8) 14.1 (263.3) (249.2)\nCurrency translation – (0.3) 2.3 2.0 (0.4) – (7.8) (8.2)\n Except as noted below, deferred tax is calculated in full on temporary differences under the liability\nEnd of year 32.9 3.0 77.0 112.9 34.3 3.5 69.0 106.8\n method using the tax rate of the country of operation.\nThe Properties provision includes provisions for repairs and dilapidations. These provisions cover The Company is able to control the dividend policy of its subsidiaries and, therefore, the timing of\nthe relevant periods of the lease agreements, which typically extend from one to 10 years, up to the the remittance of the undistributed earnings of overseas subsidiaries. In general, the Company has\nexpected termination date. determined either that such earnings will not be distributed in the foreseeable future or, where there\nThe MEPP withdrawal provision relates to the withdrawal liability on multi-employer pension plans are plans to remit those earnings, no tax liability is expected to arise except for a liability of £2.0m\nin North America. See Note 25 for further details. (2024: £1.4m) which has been provided for.\n\nGroup companies are, from time to time, subject to certain claims and litigation incidental to their Deferred tax assets in respect of temporary differences have only been recognised in respect of\noperations and arising in the ordinary course of business including, but not limited to, those relating tax losses and other temporary differences where it is probable that these assets will be realised.\nto the products and services that they supply, contractual and commercial disputes, environmental No deferred tax asset has been recognised in respect of unutilised tax losses of £14.7m (2024: £10.9m).\nclaims, employment related disputes and indirect and payroll taxes. Other provisions include No deferred tax has been recognised in respect of unutilised capital losses of £95.0m (2024: £86.9m)\nmanagement’s best estimate of the liabilities for such claims and litigation at the balance sheet date, as it is not considered probable that there will be suitable future taxable profits against which they\ndetermined by reference to known factors and past experience of similar items. Provision is made if, can be utilised.\non the basis of current information and professional advice, liabilities are considered likely to arise.\nManagement expects these matters to be settled within the next one to five years. While any dispute The movement in the net deferred tax liability is shown below:\nhas an element of uncertainty, management does not expect that the actual outcome of any such\n 2025 2024\nclaims and litigation, either individually or in the aggregate, will be materially different to the amounts £m £m\nprovided. In the case of unfavourable outcomes, the Group may benefit from applicable insurance Beginning of year 249.2 175.9\nprotection, for which an asset is only recognised when it is virtually certain. There are no individually\n Acquisitions (Note 9) 8.5 99.8\nsignificant provisions included within the other category.\n Disposal of businesses (Note 10) – (1.6)\n Credit to income statement (18.5) (16.3)\n Recognised in other comprehensive income and equity 0.9 (4.4)\n Reclassified (to)/from current tax (0.1) –\n Currency translation (3.2) (4.2)\n End of year 236.8 249.2", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\n168\n\nAdditional Information\n\nNOTES continued\n19 Provisions\n\n20 Deferred tax\n\nCurrent\nNon-current\n\n2025\n£m\n\n2024\n£m\n\n57.5\n55.4\n112.9\n\n57.1\n49.7\n106.8\n\n2025\n\nBeginning of year\nCharge\nAcquisitions (Note 9)\nDisposal of\nbusinesses (Note 10)\nUtilised or released\nCurrency translation\nEnd of year\n\nProperties\n£m\n\nMEPP\nwithdrawal\n£m\n\nOther\n£m\n\nTotal\n£m\n\n34.3\n1.5\n0.5\n\n3.5\n–\n–\n\n69.0\n2.8\n12.7\n\n–\n(3.4)\n–\n32.9\n\n–\n(0.2)\n(0.3)\n3.0\n\n(2.5)\n(7.3)\n2.3\n77.0\n\n2024\nProperties\n£m\n\nMEPP\nwithdrawal\n£m\n\nOther\n£m\n\nTotal\n£m\n\n106.8\n4.3\n13.2\n\n26.4\n2.1\n8.1\n\n4.2\n–\n–\n\n55.2\n7.1\n24.7\n\n85.8\n9.2\n32.8\n\n(2.5)\n(10.9)\n2.0\n112.9\n\n–\n(1.9)\n(0.4)\n34.3\n\n–\n(0.7)\n–\n3.5\n\n(4.2)\n(6.0)\n(7.8)\n69.0\n\n(4.2)\n(8.6)\n(8.2)\n106.8\n\nThe Properties provision includes provisions for repairs and dilapidations. These provisions cover\nthe relevant periods of the lease agreements, which typically extend from one to 10 years, up to the\nexpected termination date.\nThe MEPP withdrawal provision relates to the withdrawal liability on multi-employer pension plans\nin North America. See Note 25 for further details.\nGroup companies are, from time to time, subject to certain claims and litigation incidental to their\noperations and arising in the ordinary course of business including, but not limited to, those relating\nto the products and services that they supply, contractual and commercial disputes, environmental\nclaims, employment related disputes and indirect and payroll taxes. Other provisions include\nmanagement’s best estimate of the liabilities for such claims and litigation at the balance sheet date,\ndetermined by reference to known factors and past experience of similar items. Provision is made if,\non the basis of current information and professional advice, liabilities are considered likely to arise.\nManagement expects these matters to be settled within the next one to five years. While any dispute\nhas an element of uncertainty, management does not expect that the actual outcome of any such\nclaims and litigation, either individually or in the aggregate, will be materially different to the amounts\nprovided. In the case of unfavourable outcomes, the Group may benefit from applicable insurance\nprotection, for which an asset is only recognised when it is virtually certain. There are no individually\nsignificant provisions included within the other category.\n\n2025\n\nProperty, plant and equipment\nDefined benefit pension schemes\nGoodwill, customer and supplier\nrelationships, brands and technology\nShare based payments\nLeases\nProvisions and accruals\nInventories\nOther\nDeferred tax asset/(liability)\nSet-off of tax\nNet deferred tax asset/(liability)\n\n2024\n\nAsset\n£m\n\nLiability\n£m\n\nNet\n£m\n\nAsset\n£m\n\nLiability\n£m\n\nNet\n£m\n\n0.3\n4.5\n\n(16.2)\n(8.3)\n\n(15.9)\n(3.8)\n\n0.2\n4.3\n\n(15.6)\n(8.8)\n\n(15.4)\n(4.5)\n\n13.2\n3.8\n9.9\n48.8\n13.4\n22.3\n116.2\n(94.3)\n21.9\n\n(294.0)\n–\n(0.5)\n(6.8)\n(22.0)\n(5.2)\n(353.0)\n94.3\n(258.7)\n\n(280.8)\n3.8\n9.4\n42.0\n(8.6)\n17.1\n(236.8)\n–\n(236.8)\n\n9.7\n14.5\n8.7\n48.2\n12.0\n14.9\n112.5\n(98.4)\n14.1\n\n(304.2)\n–\n(0.3)\n(5.1)\n(23.5)\n(4.2)\n(361.7)\n98.4\n(263.3)\n\n(294.5)\n14.5\n8.4\n43.1\n(11.5)\n10.7\n(249.2)\n–\n(249.2)\n\nExcept as noted below, deferred tax is calculated in full on temporary differences under the liability\nmethod using the tax rate of the country of operation.\nThe Company is able to control the dividend policy of its subsidiaries and, therefore, the timing of\nthe remittance of the undistributed earnings of overseas subsidiaries. In general, the Company has\ndetermined either that such earnings will not be distributed in the foreseeable future or, where there\nare plans to remit those earnings, no tax liability is expected to arise except for a liability of £2.0m\n(2024: £1.4m) which has been provided for.\nDeferred tax assets in respect of temporary differences have only been recognised in respect of\ntax losses and other temporary differences where it is probable that these assets will be realised.\nNo deferred tax asset has been recognised in respect of unutilised tax losses of £14.7m (2024: £10.9m).\nNo deferred tax has been recognised in respect of unutilised capital losses of £95.0m (2024: £86.9m)\nas it is not considered probable that there will be suitable future taxable profits against which they\ncan be utilised.\nThe movement in the net deferred tax liability is shown below:\n\nBeginning of year\nAcquisitions (Note 9)\nDisposal of businesses (Note 10)\nCredit to income statement\nRecognised in other comprehensive income and equity\nReclassified (to)/from current tax\nCurrency translation\nEnd of year\n\n2025\n£m\n\n2024\n£m\n\n249.2\n8.5\n–\n(18.5)\n0.9\n(0.1)\n(3.2)\n236.8\n\n175.9\n99.8\n(1.6)\n(16.3)\n(4.4)\n–\n(4.2)\n249.2", "tables": [ [ [ "57.5" ], [ "55.4" ], [ "112.9" ] ], [ [ "0.3", "(16.2)", "(15.9)" ], [ "4.5", "(8.3)", "(3.8)" ], [ "13.2", "(294.0)", "(280.8)" ], [ "3.8", "–", "3.8" ], [ "9.9", "(0.5)", "9.4" ], [ "48.8", "(6.8)", "42.0" ], [ "13.4", "(22.0)", "(8.6)" ], [ "22.3", "(5.2)", "17.1" ], [ "116.2", "(353.0)", "(236.8)" ], [ "(94.3)", "94.3", "–" ], [ "21.9", "(258.7)", "(236.8)" ] ], [ [ "34.3", "3.5", "69.0", "106.8" ], [ "1.5", "–", "2.8", "4.3" ], [ "0.5", "–", "12.7", "13.2" ], [ "–", "–", "(2.5)", "(2.5)" ], [ "(3.4)", "(0.2)", "(7.3)", "(10.9)" ], [ "–", "(0.3)", "2.3", "2.0" ], [ "32.9", "3.0", "77.0", "112.9" ] ], [ [ "249.2" ], [ "8.5" ], [ "–" ], [ "(18.5)" ], [ "0.9" ], [ "(0.1)" ], [ "(3.2)" ], [ "236.8" ] ] ], "word_count": 735, "visual_charts": [] }, { "page_number": 171, "section": "Financial Statements", "subsection": "Notes to the Consolidated Financial Statements", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 169", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 169\n\nNOTES continued\n\n21 Share capital and share based payments Shares based payments\n The Company operates a number of share plans for the benefit of employees of the Company and its\n 2025 2024 subsidiaries. Further details of the share plans as they relate to the directors of the Company are set\n £m £m\n out in the Directors’ remuneration report.\nIssued and fully paid ordinary shares of 321 ⁄ 7p each 104.2 106.4\n Sharesave Scheme, International Sharesave Plan and Irish Sharesave Plan\n For many years, the Company has operated all employee savings related share option schemes.\nNumber of ordinary shares in issue and fully paid 2025 2024\n The existing scheme in the UK, the Bunzl plc Sharesave Scheme, was approved by shareholders at the\nBeginning of year 331,176,520 338,021,077 2011 Annual General Meeting (‘AGM’) and renewal amendments were approved by shareholders at the\nIssued – option exercises 154,897 378,873 2021 AGM. It is an HMRC tax advantaged scheme and is open to all eligible UK employees, including\nOwn shares purchased for cancellation (7,119,988) (7,223,430) UK-based executive directors.\nEnd of year 324,211,429 331,176,520 The Bunzl Irish Sharesave Plan, which is approved by the Irish Revenue Commissioners, and the\nOwn shares purchased for cancellation Bunzl plc International Sharesave Plan, were first introduced in 2006 and have since been extended,\nDuring 2025 the Company repurchased and cancelled 7,119,988 ordinary shares, with an aggregate most recently following the renewal of the Bunzl plc Sharesave Scheme in 2021.\nnominal value of £2.3m, for a total consideration of £201.5m, including transaction costs of £0.2m and The Bunzl plc Sharesave Scheme, Bunzl plc International Sharesave Plan and the Bunzl Irish Sharesave\nstamp duty of £1.3m, all of which has been paid during the year. The repurchased shares represent Plan operate on a similar basis with invitations to join issued to employees of Bunzl plc and participating\napproximately 2% of ordinary share capital in issue as at 31 December 2025. Purchase of own shares subsidiaries who have completed at least three months of continuous service, at a discount of up to\nof £204.8m, as shown in the consolidated cash flow statement, also includes £3.3m relating to 20% of the market price prevailing shortly before the invitation. Depending on the scheme, options are\noutstanding payments from the 2024 share buyback programme. normally exercisable either three or five years from the end of the savings contract, with employees\nOwn shares purchased for cancellation of £151.5m in 2025, as shown in the consolidated statement saving up to £500 (2024: £500) per month (or the equivalent value in other currencies under the Bunzl\nof changes in equity, includes the £201.5m total consideration for shares repurchased and cancelled plc International Sharesave Plan) or €500 per month under the Bunzl Irish Sharesave Plan.\nduring the year less £50.0m accrued for share purchases committed to as at 31 December 2024. Long Term Incentive Plan 2014 (‘2014 LTIP’) and 2024 (‘2024 LTIP’)\n The 2014 LTIP was approved by shareholders at the 2014 AGM and expired in April 2024. No further\nDuring 2024 the Company repurchased and cancelled 7,223,430 ordinary shares, with an aggregate share options, performance share awards or restricted share awards have been granted under the\nnominal value of £2.3m, for a total consideration of £251.2m, including transaction costs of £0.2m 2014 LTIP since that date. The 2024 LTIP was approved by shareholders at the 2024 AGM and replaced\nand stamp duty of £1.0m, of which £247.9m had been paid during the year. The repurchased shares the 2014 LTIP. The operation of the LTIP is overseen by the Remuneration Committee of the Board and\nrepresent approximately 2% of ordinary share capital in issue as at 31 December 2024. is divided into two parts, being Part A and Part B.\nOwn shares purchased for cancellation of £301.2m in 2024, as shown in the consolidated statement Part A of the 2024 LTIP relates to the grant of market priced executive share options. In normal\nof changes in equity, includes the £251.2m total consideration for shares repurchased and cancelled circumstances, options granted under Part A are only exercisable if the relevant performance condition\nduring the year and a further £50.0m accrual for share purchases committed to as at 31 December has been satisfied. The performance condition is based on the Company’s adjusted earnings per share\n2024. Of the £50.0m accrual, 1,485,587 ordinary shares were repurchased and cancelled between growth meeting certain specified targets.\n1 January 2025 and 3 March 2025, for a total cost of £50.0m. The number of shares in issue is\n Part B of the 2024 LTIP relates to the grant of performance share awards and restricted share awards,\nreduced when shares are repurchased and cancelled.\n both of which are conditional rights to receive shares in the Company for nil consideration.\nInvestment in own shares Performance share awards and restricted share awards will usually vest (i.e. become exercisable) on\nThe Company holds a number of its ordinary shares in an employee benefit trust. The principal the third anniversary of their grant. The extent to which a performance share award will vest is usually\npurpose of this trust is to hold shares in the Company for subsequent transfer to certain senior subject to the extent to which the applicable performance conditions have been satisfied, based partly\nemployees and executive directors in relation to options granted and awards made under the LTIP on the Company’s total shareholder return performance, relative to a comparator group of companies\nand the Deferred Annual Share Bonus Scheme (‘DASBS’) over market purchase shares. Details of over a three year period, and partly subject to the Company’s adjusted earnings per share growth\nthese plans are set out below and in the Directors’ remuneration report. The assets, liabilities and meeting certain specified targets. The extent to which a restricted share award will vest is usually\nexpenditure of the trust have been incorporated in the consolidated financial statements. Finance subject to the extent to which the applicable underpin condition has been satisfied. There are no set\nexpenses and administration charges are included in the income statement on an accruals basis. measures or targets in relation to the underpin condition. The basis of assessment is at the absolute\nAs at 31 December 2025 the trust held 3,196,024 (2024: 1,921,706) shares, upon which dividends discretion of the Remuneration Committee.\nhave been waived, with an aggregate nominal value of £1.0m (2024: £0.6m) and market value of\n£66.3m (2024: £63.3m).", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\n169\n\nNOTES continued\n21 Share capital and share based payments\n2025\n£m\n\n2024\n£m\n\nIssued and fully paid ordinary shares of 321 ⁄ 7p each\n\n104.2\n\n106.4\n\nNumber of ordinary shares in issue and fully paid\nBeginning of year\nIssued – option exercises\nOwn shares purchased for cancellation\nEnd of year\n\n2025\n\n2024\n\n331,176,520\n154,897\n(7,119,988)\n324,211,429\n\n338,021,077\n378,873\n(7,223,430)\n331,176,520\n\nOwn shares purchased for cancellation\nDuring 2025 the Company repurchased and cancelled 7,119,988 ordinary shares, with an aggregate\nnominal value of £2.3m, for a total consideration of £201.5m, including transaction costs of £0.2m and\nstamp duty of £1.3m, all of which has been paid during the year. The repurchased shares represent\napproximately 2% of ordinary share capital in issue as at 31 December 2025. Purchase of own shares\nof £204.8m, as shown in the consolidated cash flow statement, also includes £3.3m relating to\noutstanding payments from the 2024 share buyback programme.\nOwn shares purchased for cancellation of £151.5m in 2025, as shown in the consolidated statement\nof changes in equity, includes the £201.5m total consideration for shares repurchased and cancelled\nduring the year less £50.0m accrued for share purchases committed to as at 31 December 2024.\nDuring 2024 the Company repurchased and cancelled 7,223,430 ordinary shares, with an aggregate\nnominal value of £2.3m, for a total consideration of £251.2m, including transaction costs of £0.2m\nand stamp duty of £1.0m, of which £247.9m had been paid during the year. The repurchased shares\nrepresent approximately 2% of ordinary share capital in issue as at 31 December 2024.\nOwn shares purchased for cancellation of £301.2m in 2024, as shown in the consolidated statement\nof changes in equity, includes the £251.2m total consideration for shares repurchased and cancelled\nduring the year and a further £50.0m accrual for share purchases committed to as at 31 December\n2024. Of the £50.0m accrual, 1,485,587 ordinary shares were repurchased and cancelled between\n1 January 2025 and 3 March 2025, for a total cost of £50.0m. The number of shares in issue is\nreduced when shares are repurchased and cancelled.\nInvestment in own shares\nThe Company holds a number of its ordinary shares in an employee benefit trust. The principal\npurpose of this trust is to hold shares in the Company for subsequent transfer to certain senior\nemployees and executive directors in relation to options granted and awards made under the LTIP\nand the Deferred Annual Share Bonus Scheme (‘DASBS’) over market purchase shares. Details of\nthese plans are set out below and in the Directors’ remuneration report. The assets, liabilities and\nexpenditure of the trust have been incorporated in the consolidated financial statements. Finance\nexpenses and administration charges are included in the income statement on an accruals basis.\nAs at 31 December 2025 the trust held 3,196,024 (2024: 1,921,706) shares, upon which dividends\nhave been waived, with an aggregate nominal value of £1.0m (2024: £0.6m) and market value of\n£66.3m (2024: £63.3m).\n\nShares based payments\nThe Company operates a number of share plans for the benefit of employees of the Company and its\nsubsidiaries. Further details of the share plans as they relate to the directors of the Company are set\nout in the Directors’ remuneration report.\nSharesave Scheme, International Sharesave Plan and Irish Sharesave Plan\nFor many years, the Company has operated all employee savings related share option schemes.\nThe existing scheme in the UK, the Bunzl plc Sharesave Scheme, was approved by shareholders at the\n2011 Annual General Meeting (‘AGM’) and renewal amendments were approved by shareholders at the\n2021 AGM. It is an HMRC tax advantaged scheme and is open to all eligible UK employees, including\nUK-based executive directors.\nThe Bunzl Irish Sharesave Plan, which is approved by the Irish Revenue Commissioners, and the\nBunzl plc International Sharesave Plan, were first introduced in 2006 and have since been extended,\nmost recently following the renewal of the Bunzl plc Sharesave Scheme in 2021.\nThe Bunzl plc Sharesave Scheme, Bunzl plc International Sharesave Plan and the Bunzl Irish Sharesave\nPlan operate on a similar basis with invitations to join issued to employees of Bunzl plc and participating\nsubsidiaries who have completed at least three months of continuous service, at a discount of up to\n20% of the market price prevailing shortly before the invitation. Depending on the scheme, options are\nnormally exercisable either three or five years from the end of the savings contract, with employees\nsaving up to £500 (2024: £500) per month (or the equivalent value in other currencies under the Bunzl\nplc International Sharesave Plan) or €500 per month under the Bunzl Irish Sharesave Plan.\nLong Term Incentive Plan 2014 (‘2014 LTIP’) and 2024 (‘2024 LTIP’)\nThe 2014 LTIP was approved by shareholders at the 2014 AGM and expired in April 2024. No further\nshare options, performance share awards or restricted share awards have been granted under the\n2014 LTIP since that date. The 2024 LTIP was approved by shareholders at the 2024 AGM and replaced\nthe 2014 LTIP. The operation of the LTIP is overseen by the Remuneration Committee of the Board and\nis divided into two parts, being Part A and Part B.\nPart A of the 2024 LTIP relates to the grant of market priced executive share options. In normal\ncircumstances, options granted under Part A are only exercisable if the relevant performance condition\nhas been satisfied. The performance condition is based on the Company’s adjusted earnings per share\ngrowth meeting certain specified targets.\nPart B of the 2024 LTIP relates to the grant of performance share awards and restricted share awards,\nboth of which are conditional rights to receive shares in the Company for nil consideration.\nPerformance share awards and restricted share awards will usually vest (i.e. become exercisable) on\nthe third anniversary of their grant. The extent to which a performance share award will vest is usually\nsubject to the extent to which the applicable performance conditions have been satisfied, based partly\non the Company’s total shareholder return performance, relative to a comparator group of companies\nover a three year period, and partly subject to the Company’s adjusted earnings per share growth\nmeeting certain specified targets. The extent to which a restricted share award will vest is usually\nsubject to the extent to which the applicable underpin condition has been satisfied. There are no set\nmeasures or targets in relation to the underpin condition. The basis of assessment is at the absolute\ndiscretion of the Remuneration Committee.", "tables": [ [ [ "331,176,520" ], [ "154,897" ], [ "(7,119,988)" ], [ "324,211,429" ] ] ], "word_count": 1080, "visual_charts": [] }, { "page_number": 172, "section": "Financial Statements", "subsection": "Notes to the Consolidated Financial Statements", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 170", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 170\n\nNOTES continued\n\n21 Share capital and share based payments continued\nIFRS 2 disclosures\nOptions granted during the year have been valued using a Black Scholes model. The fair value per For the options outstanding at 31 December 2025, the weighted average fair values and the weighted\noption granted during the year and the assumptions used in the calculations are as follows: average remaining contractual lives (being the time period from 31 December 2025 until the lapse date\n of each share option) are set out below:\n 2025 2024\n Weighted average\nGrant date 02.04.25–31.10.25 01.03.24–11.09.24 fair value of Weighted average\nShare price at grant date (£) 23.12–30.34 29.46–36.14 options remaining\n outstanding contractual life\nExercise price (£) nil–24.50 nil–36.38 (£) (years)\nNumber of options granted during the year (shares) 3,715,939 2,062,611 Sharesave Scheme 7.59 2.14\nVesting period (years) 3.0–5.0 3.0–5.0 International Sharesave Plan 7.53 1.97\nExpected volatility (%) 19–28 18–20 Irish Sharesave Plan 7.35 2.84\nOption life (years) 3.0–10.0 3.0–10.0 2014 LTIP Part A 4.22 5.57\nExpected life (years) 3.0–7.5 3.0–6.5 2014 LTIP Part B 24.77 3.20\nRisk free rate of return (%) 3.8–4.5 3.6–4.4 2024 LTIP Part A 4.81 9.46\nExpected dividends expressed as a dividend yield (%) 0.0–3.0 0.0–2.3 2024 LTIP Part B 25.44 5.18\nFair value per option (£) 4.75–23.60 5.09–24.41\n The outstanding share options and performance share awards are exercisable at various dates up to\nThe expected volatility is based on historical volatility over the last three to seven years. The expected September 2035.\nlife is the average expected period to exercise. The risk free rate of return is the yield on zero coupon\nUK government bonds of a term consistent with the assumed option life.\nThe weighted average share price for options exercised by employees of the Company and its\nsubsidiaries during the year was £25.10 (2024: £33.47). The total charge for the year relating to share\nbased payments was £3.5m (2024: £17.2m). After tax the total charge was £8.3m (2024: £14.0m).\nDetails of share options and awards which have been granted and exercised, those which have lapsed\nduring 2025 and those outstanding and available to exercise at 31 December 2025, whether over new\nissue or market purchase shares, or cash-settled, under the Sharesave Scheme, International\nSharesave Plan, Irish Sharesave Plan, the 2014 LTIP Part A and Part B and 2024 LTIP Part A and Part B,\nare set out in the following table:\n\n Options Grants/awards† Exercises Options outstanding Options available\n outstanding Lapses* to exercise\n at 01.01.25 2025 2025 2025 at 31.12.25 at 31.12.25\n Number Number Price (£) Number Price(£) Number Number Price (£) Number\nSharesave Scheme 576,835 218,911 24.40 116,849 15.28–24.53 141,808 537,089 17.81–24.53 833\nInternational Sharesave Plan 231,032 98,706 24.40 22,959 22.56 53,416 253,363 23.43–24.53 893\nIrish Sharesave Plan – 36,930 24.40 – – 4,800 32,130 24.40 –\n2014 LTIP Part A 6,300,184 – – 151,636 16.87–28.97 305,606 5,842,942 18.40–28.97 4,436,618\n2024 LTIP Part A 1,383,542 3,081,890 24.50 – – 105,718 4,359,714 24.50–36.38 49,568\n2014 LTIP Part B 1,079,242 19,781 – 410,967 – 119,281 568,775 – 119,669\n2024 LTIP Part B 32,686 279,502 – – – 6,568 305,620 – –\n 9,603,521 3,735,720 702,411 737,197 11,899,633 4,607,581\n† Share option grants/awards also include the dividend equivalent shares accrued in relation to the vested LTIP B Restricted Share Awards (‘RSAs’).\n* Share option lapses relate to those which have either been forfeited or have expired during the year.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nFinancial Statements\n\nDirectors’ Report\n\n170\n\nAdditional Information\n\nNOTES continued\n21 Share capital and share based payments continued\nIFRS 2 disclosures\nOptions granted during the year have been valued using a Black Scholes model. The fair value per\noption granted during the year and the assumptions used in the calculations are as follows:\n2025\n\nGrant date\nShare price at grant date (£)\nExercise price (£)\nNumber of options granted during the year (shares)\nVesting period (years)\nExpected volatility (%)\nOption life (years)\nExpected life (years)\nRisk free rate of return (%)\nExpected dividends expressed as a dividend yield (%)\nFair value per option (£)\n\nFor the options outstanding at 31 December 2025, the weighted average fair values and the weighted\naverage remaining contractual lives (being the time period from 31 December 2025 until the lapse date\nof each share option) are set out below:\n2024\n\n02.04.25–31.10.25 01.03.24–11.09.24\n23.12–30.34\n29.46–36.14\nnil–24.50\nnil–36.38\n3,715,939\n2,062,611\n3.0–5.0\n19–28\n3.0–10.0\n3.0–7.5\n3.8–4.5\n0.0–3.0\n4.75–23.60\n\n3.0–5.0\n18–20\n3.0–10.0\n3.0–6.5\n3.6–4.4\n0.0–2.3\n5.09–24.41\n\nThe expected volatility is based on historical volatility over the last three to seven years. The expected\nlife is the average expected period to exercise. The risk free rate of return is the yield on zero coupon\nUK government bonds of a term consistent with the assumed option life.\n\nWeighted average\nfair value of Weighted average\noptions\nremaining\noutstanding\ncontractual life\n(£)\n(years)\n\n7.59\n7.53\n7.35\n4.22\n24.77\n4.81\n25.44\n\nSharesave Scheme\nInternational Sharesave Plan\nIrish Sharesave Plan\n2014 LTIP Part A\n2014 LTIP Part B\n2024 LTIP Part A\n2024 LTIP Part B\n\n2.14\n1.97\n2.84\n5.57\n3.20\n9.46\n5.18\n\nThe outstanding share options and performance share awards are exercisable at various dates up to\nSeptember 2035.\n\nThe weighted average share price for options exercised by employees of the Company and its\nsubsidiaries during the year was £25.10 (2024: £33.47). The total charge for the year relating to share\nbased payments was £3.5m (2024: £17.2m). After tax the total charge was £8.3m (2024: £14.0m).\nDetails of share options and awards which have been granted and exercised, those which have lapsed\nduring 2025 and those outstanding and available to exercise at 31 December 2025, whether over new\nissue or market purchase shares, or cash-settled, under the Sharesave Scheme, International\nSharesave Plan, Irish Sharesave Plan, the 2014 LTIP Part A and Part B and 2024 LTIP Part A and Part B,\nare set out in the following table:\nOptions\noutstanding\nat 01.01.25\n\nSharesave Scheme\nInternational Sharesave Plan\nIrish Sharesave Plan\n2014 LTIP Part A\n2024 LTIP Part A\n2014 LTIP Part B\n2024 LTIP Part B\n\n2025\n\nLapses*\n2025\n\nat 31.12.25\n\nOptions available\nto exercise\nat 31.12.25\n\nNumber\n\nNumber\n\nPrice (£)\n\nNumber\n\nPrice(£)\n\nNumber\n\nNumber\n\nPrice (£)\n\nNumber\n\n576,835\n231,032\n–\n6,300,184\n1,383,542\n1,079,242\n32,686\n9,603,521\n\n218,911\n98,706\n36,930\n–\n3,081,890\n19,781\n279,502\n3,735,720\n\n24.40\n24.40\n24.40\n–\n24.50\n–\n–\n\n116,849\n22,959\n–\n151,636\n–\n410,967\n–\n702,411\n\n15.28–24.53\n22.56\n–\n16.87–28.97\n–\n–\n–\n\n141,808\n53,416\n4,800\n305,606\n105,718\n119,281\n6,568\n737,197\n\n537,089\n253,363\n32,130\n5,842,942\n4,359,714\n568,775\n305,620\n11,899,633\n\n17.81–24.53\n23.43–24.53\n24.40\n18.40–28.97\n24.50–36.38\n–\n–\n\n833\n893\n–\n4,436,618\n49,568\n119,669\n–\n4,607,581\n\nGrants/awards†\n\nExercises\n\n2025\n\n† Share option grants/awards also include the dividend equivalent shares accrued in relation to the vested LTIP B Restricted Share Awards (‘RSAs’).\n* Share option lapses relate to those which have either been forfeited or have expired during the year.\n\nOptions outstanding", "tables": [ [ [ "02.04.25–31.10.25" ], [ "23.12–30.34" ], [ "nil–24.50" ], [ "3,715,939" ], [ "3.0–5.0" ], [ "19–28" ], [ "3.0–10.0" ], [ "3.0–7.5" ], [ "3.8–4.5" ], [ "0.0–3.0" ], [ "4.75–23.60" ] ], [ [ "7.59", "2.14" ], [ "7.53", "1.97" ], [ "7.35", "2.84" ], [ "4.22", "5.57" ], [ "24.77", "3.20" ], [ "4.81", "9.46" ], [ "25.44", "5.18" ] ], [ [ "576,835", "218,911", "24.40", "116,849", "15.28–24.53", "141,808", "537,089", "17.81–24.53", "833" ], [ "231,032", "98,706", "24.40", "22,959", "22.56", "53,416", "253,363", "23.43–24.53", "893" ], [ "–", "36,930", "24.40", "–", "–", "4,800", "32,130", "24.40", "–" ], [ "6,300,184", "–", "–", "151,636", "16.87–28.97", "305,606", "5,842,942", "18.40–28.97", "4,436,618" ], [ "1,383,542", "3,081,890", "24.50", "–", "–", "105,718", "4,359,714", "24.50–36.38", "49,568" ], [ "1,079,242", "19,781", "–", "410,967", "–", "119,281", "568,775", "–", "119,669" ], [ "32,686", "279,502", "–", "–", "–", "6,568", "305,620", "–", "–" ], [ "9,603,521", "3,735,720", "", "702,411", "", "737,197", "11,899,633", "", "4,607,581" ] ] ], "word_count": 574, "visual_charts": [] }, { "page_number": 173, "section": "Financial Statements", "subsection": "Notes to the Consolidated Financial Statements", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 171", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 171\n\nNOTES continued\n\n22 Dividends 24 Directors’ ordinary share interests\nTotal dividends for the years in which they are recognised are: The interests of the directors, and their connected persons, in the share capital of the Company at\n 31 December were:\n 2025 2024\n £m £m\n 2025 2024\n2023 interim 61.0\n2023 final 167.6 Peter Ventress 11,069 2,608\n2024 interim 66.7 Frank van Zanten** 365,013 269,899\n2024 final 175.5 Richard Howes** 142,001 89,384\nTotal 242.2 228.6 Pam Kirby 1,800 1,800\n Stephan Nanninga 10,000 10,000\nTotal dividends per share for the year to which they relate are: Vin Murria – –\n Jacky Simmonds 3,645 1,445\n Per share\n Daniela Barone Soares 953 519\n 2025 2024\n Julia Wilson** 2,793 1,302\nInterim 20.2p 20.1p\n Lloyd Pitchford* N/A 4,000\nFinal 53.9p 53.8p\n 537,274 380,957\nTotal 74.1p 73.9p\n * Lloyd Pitchford retired as a director on 23 April 2025.\nThe 2025 interim dividend of 20.2p per share was paid on 5 January 2026 and comprised £64.8m of ** Frank van Zanten’s shares include 165,185 ordinary shares held by his connected person(s). Richard Howes’ shares include 107,270\n ordinary shares held by his connected person(s). Julia Wilson’s shares include 1,491 ordinary shares held by her connected person(s).\ncash. The 2025 final dividend of 53.9p per share will be paid on 2 July 2026 to shareholders on the\nregister at the close of business on 22 May 2026. The 2025 final dividend will comprise approximately Details of the directors’ options and awards over ordinary shares made under the 2024 LTIP, Sharesave\n£173m of cash. Scheme, International Sharesave plan and DASBS are set out in the Directors’ remuneration report.\n No changes to the directors’ ordinary share interests shown in this Note and the Directors’\n23 Bank guarantees remuneration report have taken place between 31 December 2025 and 2 March 2026, that were\n 2025 2024\n notifiable under article 19 of the Market Abuse Regulation.\n £m £m\nBank guarantees 3.4 4.5", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\n171\n\nAdditional Information\n\nNOTES continued\n22 Dividends\n\n24 Directors’ ordinary share interests\n\nTotal dividends for the years in which they are recognised are:\n\nThe interests of the directors, and their connected persons, in the share capital of the Company at\n31 December were:\n2025\n£m\n\n2023 interim\n2023 final\n2024 interim\n2024 final\nTotal\n\n2024\n£m\n\n61.0\n167.6\n66.7\n175.5\n242.2\n\n228.6\n\nTotal dividends per share for the year to which they relate are:\nPer share\n\nInterim\nFinal\nTotal\n\n2025\n\n2024\n\n20.2p\n53.9p\n74.1p\n\n20.1p\n53.8p\n73.9p\n\nThe 2025 interim dividend of 20.2p per share was paid on 5 January 2026 and comprised £64.8m of\ncash. The 2025 final dividend of 53.9p per share will be paid on 2 July 2026 to shareholders on the\nregister at the close of business on 22 May 2026. The 2025 final dividend will comprise approximately\n£173m of cash.\n\n23 Bank guarantees\nBank guarantees\n\n2025\n£m\n\n2024\n£m\n\n3.4\n\n4.5\n\nPeter Ventress\nFrank van Zanten**\nRichard Howes**\nPam Kirby\nStephan Nanninga\nVin Murria\nJacky Simmonds\nDaniela Barone Soares\nJulia Wilson**\nLloyd Pitchford*\n\n2025\n\n2024\n\n11,069\n365,013\n142,001\n1,800\n10,000\n–\n3,645\n953\n2,793\nN/A\n537,274\n\n2,608\n269,899\n89,384\n1,800\n10,000\n–\n1,445\n519\n1,302\n4,000\n380,957\n\n* Lloyd Pitchford retired as a director on 23 April 2025.\n** Frank van Zanten’s shares include 165,185 ordinary shares held by his connected person(s). Richard Howes’ shares include 107,270\nordinary shares held by his connected person(s). Julia Wilson’s shares include 1,491 ordinary shares held by her connected person(s).\n\nDetails of the directors’ options and awards over ordinary shares made under the 2024 LTIP, Sharesave\nScheme, International Sharesave plan and DASBS are set out in the Directors’ remuneration report.\nNo changes to the directors’ ordinary share interests shown in this Note and the Directors’\nremuneration report have taken place between 31 December 2025 and 2 March 2026, that were\nnotifiable under article 19 of the Market Abuse Regulation.", "tables": [ [ [ "" ], [ "" ], [ "66.7" ], [ "175.5" ], [ "242.2" ] ], [ [ "11,069" ], [ "365,013" ], [ "142,001" ], [ "1,800" ], [ "10,000" ], [ "–" ], [ "3,645" ], [ "953" ], [ "2,793" ], [ "N/A" ], [ "537,274" ] ], [ [ "20.2p" ], [ "53.9p" ], [ "74.1p" ] ] ], "word_count": 331, "visual_charts": [] }, { "page_number": 174, "section": "Financial Statements", "subsection": "Notes to the Consolidated Financial Statements", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 172", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 172\n\nNOTES continued\n\n25 Retirement benefits A de-risking strategy has been agreed for the scheme to reduce the mismatch between the assets and\nThe Group operates a number of defined benefit and defined contribution retirement benefit schemes liabilities, whereby investments are switched from return seeking assets to liability matching assets as\nin the US, the UK and elsewhere in Europe (including France, the Netherlands and the Republic of the funding improves, based on pre-agreed triggers.\nIreland). The funds of the principal defined benefit schemes are administered by trustees and are held Annual actuarial valuations are performed on the US defined benefit pension scheme. The last annual\nindependently from the Group. Pension costs of defined benefit schemes are assessed in accordance review was carried out by a qualified actuary as at 1 January 2025 and showed that there was a\nwith the advice of independent professionally qualified actuaries. Contributions to all schemes are required annual contribution of $3.9m. Bunzl plans to cover this required contribution using a\ndetermined in line with actuarial advice and local conditions and practices. Scheme assets for the prefunding balance. In comparison, in the 2024 plan year, Bunzl also used a prefunding balance to cover\npurpose of IAS 19 ‘Employee Benefits’ are stated at their mid value. the required contribution of $3.9m. The annual review as at 1 January 2026 is ongoing.\nCharacteristics of defined benefit pension schemes Risks\nUK In June 2023, the United Kingdom High Court in Virgin Media Limited v NTL Pension Trustees II Limited\nThe UK defined benefit scheme is a contributory defined benefit pension scheme providing benefits ruled that certain historical amendments to contracted-out defined benefit schemes between 6 April\nbased on final pensionable pay. The scheme has been closed to new members since 2003 and was 1997 and 5 April 2016 were invalid without confirmation under Section 37 of the Pension Schemes Act\nclosed to further accrual in May 2024 before the trustee entered into a bulk annuity buy-in transaction 1993 from the scheme’s actuary. Subsequent to this, in June 2025, the United Kingdom Government\nin December 2024 that insured the vast majority of the benefit obligations. The value of the annuity announced its intention to introduce legislation to give affected pension schemes the ability to\npolicy is equal to the value of the IAS 19 liability less GMP equalisation liabilities estimated as retrospectively obtain written actuarial confirmation that historical benefit changes met the necessary\napproximately £2m. The valuation of the UK defined benefit pension scheme has been updated to standards.\n31 December 2025 by the Group’s actuaries.\n The Trustees have initiated an investigation of scheme amendments to decide whether any subsequent\nThe UK scheme is an HMRC registered pension scheme and is subject to standard UK pensions and tax actions or amendments to scheme liabilities are required. The Group has not made any allowance for\nlaw. This means that the payment of contributions and benefits are subject to the appropriate tax the possible impact of the ruling as based on external advice the Group’s current expectation is that no\ntreatments and restrictions and the scheme is subject to the scheme funding requirements outlined in additional liabilities will arise.\nsection 224 of the Pensions Act 2004.\n Following the buy-in for the UK defined benefit pension scheme in December 2024 the risk of material\nIn accordance with UK trust and pensions law, the pension scheme has a corporate trustee. Although change has been substantially mitigated. The main risks to which the Group is exposed in relation to\nthe Company bears the financial cost of the scheme, the responsibility for the management and the US defined benefit pension scheme are described below:\ngovernance of the scheme lies with the trustee, which has a duty to act in the best interest of members • Interest rate risk – a fall in bond yields will increase the value of the scheme's liabilities. A proportion\nat all times. The assets of the scheme are held in trust by the trustee who consults with the Company of the US scheme's assets are invested in liability matching assets to mitigate the interest rate and\non investment strategy decisions. also the inflation risk.\nThe last full triennial valuation on the UK defined benefit pension scheme was carried out by a qualified • Mortality risk – the assumptions adopted by the Group make allowance for future improvements in\nactuary as at 5 April 2024 and showed that there was a surplus on the agreed funding basis. life expectancy. However, if life expectancy improves at a faster rate than assumed, this would result\nUS in greater payments from the schemes and consequently increases in the schemes’ liabilities. The\nThe principal US defined benefit pension scheme is a non-contributory defined benefit pension scheme mortality assumptions are reviewed on a regular basis to minimise the risk of using an inappropriate\nproviding benefits based on final pensionable pay. The scheme has been closed to new members since assumption.\n2003. The valuation of the US defined benefit pension scheme has been updated to 31 December 2025 • Investment risk – the schemes invest in a diversified range of asset classes to mitigate the risk of falls\nby the Group’s actuaries. in any one area of the investments.\nThe US scheme is a qualified pension scheme and is subject to standard regulations under the The risks mentioned above could lead to a material change to the deficit or surplus of the US pension\nEmployee Retirement Income Security Act of 1974, the Pension Protection Act of 2006 and the scheme. Given the long term time horizon of the schemes’ cash flows, the assumptions used can lead\nDepartment of Labor and Internal Revenue reporting requirements. The scheme pays annual to volatility in the scheme valuations from year to year.\npremiums to the Pension Benefit Guaranty Corporation to insure the benefits of the scheme.\n A higher defined benefit obligation in the US pension scheme could lead to additional funding\nThe assets of the scheme are held in trust by an independent custodian. The Company has established requirements in future years. Any deficit measured on a funding valuation basis, which may differ from\na Retirement Scheme Investment Committee. The members of the Committee are the scheme the actuarial valuation under IAS 19, will generally be financed over a period that ensures the\nfiduciaries and, as such, are ultimately responsible for the management of the scheme assets. contributions are appropriate to the Group and in line with the relevant regulations.\nThe Committee performs the oversight function and delegates the day-to-day management process to\nappropriate staff. A registered investment adviser advises the Committee regarding the investment of\nscheme assets.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\n172\n\nNOTES continued\n25 Retirement benefits\nThe Group operates a number of defined benefit and defined contribution retirement benefit schemes\nin the US, the UK and elsewhere in Europe (including France, the Netherlands and the Republic of\nIreland). The funds of the principal defined benefit schemes are administered by trustees and are held\nindependently from the Group. Pension costs of defined benefit schemes are assessed in accordance\nwith the advice of independent professionally qualified actuaries. Contributions to all schemes are\ndetermined in line with actuarial advice and local conditions and practices. Scheme assets for the\npurpose of IAS 19 ‘Employee Benefits’ are stated at their mid value.\nCharacteristics of defined benefit pension schemes\nUK\nThe UK defined benefit scheme is a contributory defined benefit pension scheme providing benefits\nbased on final pensionable pay. The scheme has been closed to new members since 2003 and was\nclosed to further accrual in May 2024 before the trustee entered into a bulk annuity buy-in transaction\nin December 2024 that insured the vast majority of the benefit obligations. The value of the annuity\npolicy is equal to the value of the IAS 19 liability less GMP equalisation liabilities estimated as\napproximately £2m. The valuation of the UK defined benefit pension scheme has been updated to\n31 December 2025 by the Group’s actuaries.\nThe UK scheme is an HMRC registered pension scheme and is subject to standard UK pensions and tax\nlaw. This means that the payment of contributions and benefits are subject to the appropriate tax\ntreatments and restrictions and the scheme is subject to the scheme funding requirements outlined in\nsection 224 of the Pensions Act 2004.\nIn accordance with UK trust and pensions law, the pension scheme has a corporate trustee. Although\nthe Company bears the financial cost of the scheme, the responsibility for the management and\ngovernance of the scheme lies with the trustee, which has a duty to act in the best interest of members\nat all times. The assets of the scheme are held in trust by the trustee who consults with the Company\non investment strategy decisions.\nThe last full triennial valuation on the UK defined benefit pension scheme was carried out by a qualified\nactuary as at 5 April 2024 and showed that there was a surplus on the agreed funding basis.\nUS\nThe principal US defined benefit pension scheme is a non-contributory defined benefit pension scheme\nproviding benefits based on final pensionable pay. The scheme has been closed to new members since\n2003. The valuation of the US defined benefit pension scheme has been updated to 31 December 2025\nby the Group’s actuaries.\nThe US scheme is a qualified pension scheme and is subject to standard regulations under the\nEmployee Retirement Income Security Act of 1974, the Pension Protection Act of 2006 and the\nDepartment of Labor and Internal Revenue reporting requirements. The scheme pays annual\npremiums to the Pension Benefit Guaranty Corporation to insure the benefits of the scheme.\nThe assets of the scheme are held in trust by an independent custodian. The Company has established\na Retirement Scheme Investment Committee. The members of the Committee are the scheme\nfiduciaries and, as such, are ultimately responsible for the management of the scheme assets.\nThe Committee performs the oversight function and delegates the day-to-day management process to\nappropriate staff. A registered investment adviser advises the Committee regarding the investment of\nscheme assets.\n\nA de-risking strategy has been agreed for the scheme to reduce the mismatch between the assets and\nliabilities, whereby investments are switched from return seeking assets to liability matching assets as\nthe funding improves, based on pre-agreed triggers.\nAnnual actuarial valuations are performed on the US defined benefit pension scheme. The last annual\nreview was carried out by a qualified actuary as at 1 January 2025 and showed that there was a\nrequired annual contribution of $3.9m. Bunzl plans to cover this required contribution using a\nprefunding balance. In comparison, in the 2024 plan year, Bunzl also used a prefunding balance to cover\nthe required contribution of $3.9m. The annual review as at 1 January 2026 is ongoing.\nRisks\nIn June 2023, the United Kingdom High Court in Virgin Media Limited v NTL Pension Trustees II Limited\nruled that certain historical amendments to contracted-out defined benefit schemes between 6 April\n1997 and 5 April 2016 were invalid without confirmation under Section 37 of the Pension Schemes Act\n1993 from the scheme’s actuary. Subsequent to this, in June 2025, the United Kingdom Government\nannounced its intention to introduce legislation to give affected pension schemes the ability to\nretrospectively obtain written actuarial confirmation that historical benefit changes met the necessary\nstandards.\nThe Trustees have initiated an investigation of scheme amendments to decide whether any subsequent\nactions or amendments to scheme liabilities are required. The Group has not made any allowance for\nthe possible impact of the ruling as based on external advice the Group’s current expectation is that no\nadditional liabilities will arise.\nFollowing the buy-in for the UK defined benefit pension scheme in December 2024 the risk of material\nchange has been substantially mitigated. The main risks to which the Group is exposed in relation to\nthe US defined benefit pension scheme are described below:\n• Interest rate risk – a fall in bond yields will increase the value of the scheme's liabilities. A proportion\nof the US scheme's assets are invested in liability matching assets to mitigate the interest rate and\nalso the inflation risk.\n• Mortality risk – the assumptions adopted by the Group make allowance for future improvements in\nlife expectancy. However, if life expectancy improves at a faster rate than assumed, this would result\nin greater payments from the schemes and consequently increases in the schemes’ liabilities. The\nmortality assumptions are reviewed on a regular basis to minimise the risk of using an inappropriate\nassumption.\n• Investment risk – the schemes invest in a diversified range of asset classes to mitigate the risk of falls\nin any one area of the investments.\nThe risks mentioned above could lead to a material change to the deficit or surplus of the US pension\nscheme. Given the long term time horizon of the schemes’ cash flows, the assumptions used can lead\nto volatility in the scheme valuations from year to year.\nA higher defined benefit obligation in the US pension scheme could lead to additional funding\nrequirements in future years. Any deficit measured on a funding valuation basis, which may differ from\nthe actuarial valuation under IAS 19, will generally be financed over a period that ensures the\ncontributions are appropriate to the Group and in line with the relevant regulations.", "tables": [ [ [ "Bunzl plc Annual Re", "port 202", "5", "", "Strategic R", "eport", "D", "irectors’ Report", "", "Financial Sta", "tements", "", "Additional Info", "rmation", "", "17" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "NOTES continued", "", "", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "25 Retirement The Group operate", "bene s a numb", "fits er of defined be", "nefi", "t and defined co", "ntribution retire", "ment ben", "efit schemes", "A de-risking stra liabilities, where", "tegy has been by investment", "agreed for the s are switched", "schem from r", "e to reduce the eturn seeking as", "mismatch betwee sets to liability ma", "n the asse tching ass", "ts and ets as" ], [ "in the US, the UK an Ireland). The funds", "d elsew of the pr", "here in Europe (in incipal defined b", "clu ene", "ding France, the fit schemes are", "Netherlands and administered by t", "the Rep rustees", "ublic of and are held", "the funding impr Annual actuarial", "oves, based o valuations are", "n pre-agreed t performed on", "riggers the U", ". S defined benefi", "t pension scheme", ". The last a", "nnual" ], [ "independently from", "the Gro", "up. Pension cost", "s of", "defined benefit", "schemes are ass", "essed in", "accordance", "review was carri", "ed out by a qu", "alified actuary", "as at 1", "January 2025 an", "d showed that th", "ere was a", "" ], [ "with the advice of in", "depend", "ent professionall", "y qu", "alified actuarie", "s. Contributions t", "o all sche", "mes are", "required annual", "contribution o", "f $3.9m. Bunzl", "plans", "to cover this req", "uired contribution", "using a", "" ], [ "determined in line", "with actu", "arial advice and l", "oca", "l conditions and", "practices. Schem", "e assets", "for the", "prefunding balan", "ce. In compar", "ison, in the 20", "24 plan", "year, Bunzl also", "used a prefundin", "g balance t", "o cove" ], [ "purpose of IAS 19 ‘E", "mployee", "Benefits’ are sta", "ted", "at their mid val", "ue.", "", "", "the required con", "tribution of $", "3.9m. The annu", "al revi", "ew as at 1 Januar", "y 2026 is ongoing", ".", "" ], [ "Characteristics of", "defined", "benefit pensio", "n sc", "hemes", "", "", "", "Risks", "", "", "", "", "", "", "" ], [ "UK", "", "", "", "", "", "", "", "In June 2023, the", "United Kingd", "om High Court", "in Virg", "in Media Limited", "v NTL Pension Tr", "ustees II Li", "mited" ], [ "The UK defined ben", "efit sche", "me is a contribut", "ory", "defined benefit", "pension scheme", "providin", "g benefits", "ruled that certai", "n historical am", "endments to c", "ontrac", "ted-out defined", "benefit schemes", "between 6", "April" ], [ "based on final pens", "ionable", "pay. The scheme", "has", "been closed to", "new members si", "nce 2003", "and was", "1997 and 5 April", "2016 were inv", "alid without co", "nfirma", "tion under Secti", "on 37 of the Pens", "ion Schem", "es Act" ], [ "closed to further ac", "crual in", "May 2024 before", "the", "trustee entered", "into a bulk annu", "ity buy-in", "transaction", "1993 from the sc", "heme’s actua", "ry. Subsequent", "to this", ", in June 2025, t", "he United Kingdo", "m Governm", "ent" ], [ "in December 2024 t", "hat insu", "red the vast majo", "rity", "of the benefit o", "bligations. The va", "lue of th", "e annuity", "announced its in", "tention to intr", "oduce legislati", "on to g", "ive affected pen", "sion schemes the", "ability to", "" ], [ "policy is equal to th", "e value o", "f the IAS 19 liabili", "ty l", "ess GMP equalis", "ation liabilities es", "timated", "as", "retrospectively o", "btain written", "actuarial confir", "matio", "n that historical b", "enefit changes m", "et the nec", "essary" ], [ "approximately £2m", ". The val", "uation of the UK", "defi", "ned benefit pen", "sion scheme has", "been up", "dated to", "standards.", "", "", "", "", "", "", "" ], [ "31 December 2025", "by the G", "roup’s actuaries.", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "", "", "", "", "", "", "", "", "The Trustees hav", "e initiated an", "investigation o", "f sche", "me amendments", "to decide wheth", "er any subs", "equen" ], [ "The UK scheme is a", "n HMRC", "registered pensi", "on s", "cheme and is s", "ubject to standar", "d UK pen", "sions and tax", "actions or amen", "dments to sch", "eme liabilities", "are req", "uired. The Grou", "p has not made a", "ny allowanc", "e for" ], [ "law. This means tha", "t the pay", "ment of contribu", "tion", "s and benefits", "are subject to the", "appropr", "iate tax", "the possible imp", "act of the rulin", "g as based on", "extern", "al advice the Gr", "oup’s current exp", "ectation is", "that n" ], [ "treatments and res", "trictions", "and the scheme", "is s", "ubject to the sc", "heme funding req", "uiremen", "ts outlined in", "additional liabilit", "ies will arise.", "", "", "", "", "", "" ], [ "section 224 of the P", "ensions", "Act 2004.", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "", "", "", "", "", "", "", "", "Following the bu", "y-in for the UK", "defined bene", "fit pen", "sion scheme in D", "ecember 2024 th", "e risk of m", "aterial" ], [ "In accordance with", "UK trust", "and pensions law", ", th", "e pension sche", "me has a corpora", "te truste", "e. Although", "change has been", "substantially", "mitigated. The", "main r", "isks to which th", "e Group is expose", "d in relatio", "n to" ], [ "the Company bears governance of the s at all times. The ass", "the fina cheme li ets of th", "ncial cost of the s es with the trust e scheme are hel", "che ee, d in", "me, the respon which has a dut trust by the tru", "sibility for the ma y to act in the bes stee who consult", "nagemen t interest s with th", "t and of members e Company", "the US defined b • Interest rate ri", "enefit pension sk – a fall in bo", "scheme are d nd yields will i", "escrib ncreas", "ed below: e the value of th", "e scheme's liabiliti", "es. A prop", "ortion" ], [ "on investment strat The last full triennia", "egy deci l valuatio", "sions. n on the UK defi", "ned", "benefit pensio", "n scheme was car", "ried out", "by a qualified", "of the US sche also the inflati • Mortality risk", "me's assets a on risk. – the assumpt", "re invested in li ions adopted b", "ability y the G", "matching assets roup make allo", "to mitigate the in wance for future i", "terest rate mproveme", "and nts in" ], [ "actuary as at 5 Apri", "l 2024 an", "d showed that th", "ere", "was a surplus o", "n the agreed fun", "ding basi", "s.", "life expectanc", "y. However, if l", "ife expectancy", "impro", "ves at a faster ra", "te than assumed,", "this would", "result" ], [ "US", "", "", "", "", "", "", "", "in greater pay", "ments from th", "e schemes and", "conse", "quently increas", "es in the schemes", "’ liabilities.", "The" ], [ "The principal US de", "fined be", "nefit pension sch", "em", "e is a non-contri", "butory defined b", "enefit pe", "nsion scheme", "mortality assu", "mptions are r", "eviewed on a r", "egular", "basis to minimis", "e the risk of using", "an inappro", "priate" ], [ "providing benefits", "based on", "final pensionabl", "e pa", "y. The scheme", "has been closed t", "o new m", "embers since", "assumption.", "", "", "", "", "", "", "" ], [ "2003. The valuation", "of the U", "S defined benefi", "t pe", "nsion scheme h", "as been updated", "to 31 De", "cember 2025", "• Investment ris", "k – the schem", "es invest in a d", "iversifi", "ed range of asse", "t classes to mitiga", "te the risk", "of falls" ], [ "by the Group’s actu", "aries.", "", "", "", "", "", "", "in any one are", "a of the invest", "ments.", "", "", "", "", "" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "The US scheme is a", "qualified", "pension schem", "e an", "d is subject to s", "tandard regulatio", "ns unde", "r the", "The risks mentio", "ned above co", "uld lead to a m", "aterial", "change to the de", "ficit or surplus of", "the US pe", "nsion" ], [ "Employee Retireme", "nt Incom", "e Security Act of", "197", "4, the Pension", "Protection Act of", "2006 and", "the", "scheme. Given t", "he long term ti", "me horizon of", "the sc", "hemes’ cash flow", "s, the assumption", "s used can", "lead" ], [ "Department of Lab", "or and In", "ternal Revenue r", "epo", "rting requireme", "nts. The scheme", "pays ann", "ual", "to volatility in the", "scheme valu", "ations from yea", "r to ye", "ar.", "", "", "" ], [ "premiums to the Pe", "nsion Be", "nefit Guaranty C", "orp", "oration to insur", "e the benefits of t", "he sche", "me.", "", "", "", "", "", "", "", "" ], [ "", "", "", "", "", "", "", "", "A higher defined", "benefit obliga", "tion in the US", "pensio", "n scheme could", "lead to additional", "funding", "" ], [ "The assets of the sc", "heme ar", "e held in trust by", "an", "independent cu", "stodian. The Com", "pany ha", "s established", "requirements in", "future years.", "Any deficit mea", "sured", "on a funding val", "uation basis, whic", "h may diffe", "r from" ], [ "a Retirement Schem", "e Invest", "ment Committee", ". Th", "e members of t", "he Committee ar", "e the sch", "eme", "the actuarial valu", "ation under I", "AS 19, will gene", "rally b", "e financed over a", "period that ensu", "res the", "" ], [ "fiduciaries and, as s", "uch, are", "ultimately respo", "nsib", "le for the mana", "gement of the sch", "eme ass", "ets.", "contributions ar", "e appropriate", "to the Group a", "nd in li", "ne with the relev", "ant regulations.", "", "" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "The Committee per", "forms th", "e oversight funct", "ion", "and delegates t", "he day-to-day ma", "nageme", "nt process to", "", "", "", "", "", "", "", "" ], [ "appropriate staff. A", "register", "ed investment ad", "vise", "r advises the C", "ommittee regardi", "ng the in", "vestment of", "", "", "", "", "", "", "", "" ], [ "scheme assets.", "", "", "", "", "", "", "", "", "", "", "", "", "", "", "" ] ] ], "word_count": 1120, "visual_charts": [] }, { "page_number": 175, "section": "Financial Statements", "subsection": "Notes to the Consolidated Financial Statements", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 173", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 173\n\nNOTES continued\n\n25 Retirement benefits continued The assumptions used by the actuaries are the best estimates chosen from a range of possible\n actuarial assumptions which, due to the timescales covered, may not necessarily be borne out\nFinancial information\n in practice.\nThe amounts included in the consolidated financial statements at 31 December were:\n 2025 2024 The increase/(decrease) that would arise on the overall net pension surplus as at 31 December 2025\nAmounts included in the income statement £m £m as a result of reasonably possible changes to key assumptions was:\nDefined contribution pension schemes 32.6 31.8\n Impact of change Impact of change Impact of change\nDefined benefit pension schemes in longevity in inflation rate in discount rate\n current service cost (net of contributions by employees) 1.2 2.3 +1 year –1 year +0.25% –0.25% +0.25% –0.25%\n £m £m £m £m £m £m\nTotal included in employee costs excluding non-recurring pension scheme credits 33.8 34.1\n UK (0.1) 0.1 – – (0.1) 0.1\nDefined benefit pension schemes\n US (2.2) 2.3 – – 1.4 (1.5)\n past service cost included in non-recurring pension scheme credits – (3.2)\nTotal included in employee costs 33.8 30.9 The market value of pension scheme assets and the present value of retirement benefit obligations\nAmounts included in finance (income)/expense at 31 December were:\nNet interest income on defined benefit pension schemes in surplus (2.0) (3.1)\n UK US Other Total\nNet interest expense on defined benefit pension schemes in deficit 0.8 0.7 2025 £m £m £m £m\nTotal charge to the income statement 32.6 28.5 Equities – 11.4 1.9 13.3\n Bonds – 47.8 9.0 56.8\nAmounts recognised in the statement of comprehensive income\n Assets held by insurance company 209.5 – – 209.5\nActual return less expected return on pension scheme assets (5.3) (74.2)\n Other 35.1 9.1 6.3 50.5\nExperience (loss)/gain on pension scheme liabilities (2.8) 7.9\n Total market value of pension scheme assets 244.6 68.3 17.2 330.1\nImpact of changes in financial assumptions relating to the present value of\n Present value of funded obligations (211.5) (67.9) (16.8) (296.2)\n pension scheme liabilities 3.6 25.5\n Present value of unfunded obligations – (7.5) (9.0) (16.5)\nImpact of changes in demographic assumptions relating to the present value of\n pension scheme liabilities 0.8 5.7 Present value of funded and unfunded obligations (211.5) (75.4) (25.8) (312.7)\nActuarial loss on defined benefit pension schemes (3.7) (35.1) Defined benefit pension schemes in deficit – (7.1) (9.7) (16.8)\n Defined benefit pension schemes in surplus 33.1 – 1.1 34.2\nThe cumulative amount of net actuarial losses arising since 1 January 2004 recognised in the statement Total surplus/(deficit) before tax 33.1 (7.1) (8.6) 17.4\nof comprehensive income at 31 December 2025 was £70.9m (2024: £67.2m). Deferred tax (8.3) 1.8 2.7 (3.8)\nThe principal assumptions used by the independent qualified actuaries for the purposes of IAS 19 were: Total surplus/(deficit) after tax 24.8 (5.3) (5.9) 13.6\n\nUK 2025 2024\nLongevity at age 65 for current pensioners (years) 22.7 21.4\nLongevity at age 65 for future pensioners (years) 23.8 22.3\nUS\nLongevity at age 65 for current and future pensioners (years) 22.0 21.6\n\n UK US\n 2025 2024 2023 2025 2024 2023\nRate of increase in salaries – – 3.5% 3.0% 3.0% 3.0%\nRate of increase in pensions – – 2.7% – – –\nDiscount rate 5.6% 5.6% 4.8% 5.1% 5.4% 4.8%\nInflation rate 2.7% 2.8% 2.7% 2.3% 2.3% 2.3%", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nFinancial Statements\n\nDirectors’ Report\n\n173\n\nAdditional Information\n\nNOTES continued\n25 Retirement benefits continued\n\nThe assumptions used by the actuaries are the best estimates chosen from a range of possible\nactuarial assumptions which, due to the timescales covered, may not necessarily be borne out\nin practice.\n\nFinancial information\nThe amounts included in the consolidated financial statements at 31 December were:\nAmounts included in the income statement\nDefined contribution pension schemes\nDefined benefit pension schemes\ncurrent service cost (net of contributions by employees)\nTotal included in employee costs excluding non-recurring pension scheme credits\nDefined benefit pension schemes\npast service cost included in non-recurring pension scheme credits\nTotal included in employee costs\nAmounts included in finance (income)/expense\nNet interest income on defined benefit pension schemes in surplus\nNet interest expense on defined benefit pension schemes in deficit\nTotal charge to the income statement\nAmounts recognised in the statement of comprehensive income\nActual return less expected return on pension scheme assets\nExperience (loss)/gain on pension scheme liabilities\nImpact of changes in financial assumptions relating to the present value of\npension scheme liabilities\nImpact of changes in demographic assumptions relating to the present value of\npension scheme liabilities\nActuarial loss on defined benefit pension schemes\n\n2025\n£m\n\n2024\n£m\n\n32.6\n\n31.8\n\n1.2\n33.8\n\n2.3\n34.1\n\n–\n33.8\n\n(3.2)\n30.9\n\n(2.0)\n0.8\n32.6\n\n(3.1)\n0.7\n28.5\n\n(5.3)\n(2.8)\n\n(74.2)\n7.9\n\n3.6\n\n25.5\n\n0.8\n(3.7)\n\n5.7\n(35.1)\n\nThe cumulative amount of net actuarial losses arising since 1 January 2004 recognised in the statement\nof comprehensive income at 31 December 2025 was £70.9m (2024: £67.2m).\nThe principal assumptions used by the independent qualified actuaries for the purposes of IAS 19 were:\nUK\nLongevity at age 65 for current pensioners (years)\nLongevity at age 65 for future pensioners (years)\nUS\nLongevity at age 65 for current and future pensioners (years)\n\n2025\n\n2024\n\n22.7\n23.8\n\n21.4\n22.3\n\n22.0\n\n21.6\n\nUK\n\nRate of increase in salaries\nRate of increase in pensions\nDiscount rate\nInflation rate\n\nUS\n\n2025\n\n2024\n\n2023\n\n2025\n\n2024\n\n2023\n\n–\n–\n5.6%\n2.7%\n\n–\n–\n5.6%\n2.8%\n\n3.5%\n2.7%\n4.8%\n2.7%\n\n3.0%\n–\n5.1%\n2.3%\n\n3.0%\n–\n5.4%\n2.3%\n\n3.0%\n–\n4.8%\n2.3%\n\nThe increase/(decrease) that would arise on the overall net pension surplus as at 31 December 2025\nas a result of reasonably possible changes to key assumptions was:\nImpact of change\nin longevity\n\nUK\nUS\n\nImpact of change\nin inflation rate\n\nImpact of change\nin discount rate\n\n+1 year\n£m\n\n–1 year\n£m\n\n+0.25%\n£m\n\n–0.25%\n£m\n\n+0.25%\n£m\n\n–0.25%\n£m\n\n(0.1)\n(2.2)\n\n0.1\n2.3\n\n–\n–\n\n–\n–\n\n(0.1)\n1.4\n\n0.1\n(1.5)\n\nThe market value of pension scheme assets and the present value of retirement benefit obligations\nat 31 December were:\n2025\nEquities\nBonds\nAssets held by insurance company\nOther\nTotal market value of pension scheme assets\nPresent value of funded obligations\nPresent value of unfunded obligations\nPresent value of funded and unfunded obligations\nDefined benefit pension schemes in deficit\nDefined benefit pension schemes in surplus\nTotal surplus/(deficit) before tax\nDeferred tax\nTotal surplus/(deficit) after tax\n\nUK\n£m\n\nUS\n£m\n\nOther\n£m\n\nTotal\n£m\n\n–\n–\n209.5\n35.1\n244.6\n(211.5)\n–\n(211.5)\n–\n33.1\n33.1\n(8.3)\n24.8\n\n11.4\n47.8\n–\n9.1\n68.3\n(67.9)\n(7.5)\n(75.4)\n(7.1)\n–\n(7.1)\n1.8\n(5.3)\n\n1.9\n9.0\n–\n6.3\n17.2\n(16.8)\n(9.0)\n(25.8)\n(9.7)\n1.1\n(8.6)\n2.7\n(5.9)\n\n13.3\n56.8\n209.5\n50.5\n330.1\n(296.2)\n(16.5)\n(312.7)\n(16.8)\n34.2\n17.4\n(3.8)\n13.6", "tables": [ [ [ "32.6" ], [ "" ], [ "1.2" ], [ "33.8" ], [ "" ], [ "–" ], [ "33.8" ], [ "" ], [ "(2.0)" ], [ "0.8" ], [ "32.6" ] ], [ [ "(0.1)", "0.1", "–", "–", "(0.1)", "0.1" ], [ "(2.2)", "2.3", "–", "–", "1.4", "(1.5)" ] ], [ [ "–", "11.4", "1.9", "13.3" ], [ "–", "47.8", "9.0", "56.8" ], [ "209.5", "–", "–", "209.5" ], [ "35.1", "9.1", "6.3", "50.5" ], [ "244.6", "68.3", "17.2", "330.1" ], [ "(211.5)", "(67.9)", "(16.8)", "(296.2)" ], [ "–", "(7.5)", "(9.0)", "(16.5)" ], [ "(211.5)", "(75.4)", "(25.8)", "(312.7)" ], [ "–", "(7.1)", "(9.7)", "(16.8)" ], [ "33.1", "–", "1.1", "34.2" ], [ "33.1", "(7.1)", "(8.6)", "17.4" ], [ "(8.3)", "1.8", "2.7", "(3.8)" ], [ "24.8", "(5.3)", "(5.9)", "13.6" ] ], [ [ "(5.3)" ], [ "(2.8)" ], [ "3.6" ], [ "0.8" ], [ "(3.7)" ] ], [ [ "22.7" ], [ "23.8" ], [ "" ], [ "22.0" ] ], [ [ "–", "– 3.5% – 2.7% 5.6% 4.8% 2.8% 2.7%", "3.0%" ], [ "–", "", "–" ], [ "5.6%", "", "5.1%" ], [ "2.7%", "", "2.3%" ] ] ], "word_count": 568, "visual_charts": [] }, { "page_number": 176, "section": "Financial Statements", "subsection": "Notes to the Consolidated Financial Statements", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 174", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 174\n\nNOTES continued\n\n25 Retirement benefits continued 2025 2024\n Changes in the present value of defined benefit pension scheme liabilities £m £m\n UK US Other Total\n2024 £m £m £m £m\n Beginning of year 328.0 375.5\n Disposal of businesses – (2.3)\nEquities – 16.3 1.7 18.0\n Current service cost 1.2 2.3\nBonds – 54.0 9.5 63.5\n Past service credit – (3.2)\nAssets held by insurance company 211.6 – – 211.6\n Interest expense 16.8 17.3\nOther 36.8 11.4 6.5 54.7\n Contributions by employees – 0.2\nTotal market value of pension scheme assets 248.4 81.7 17.7 347.8\n Actuarial gain (1.6) (39.1)\nPresent value of funded obligations (213.8) (79.8) (17.2) (310.8)\n Benefits paid (26.6) (22.5)\nPresent value of unfunded obligations – (8.3) (8.9) (17.2)\n Currency translation (5.1) (0.2)\nPresent value of funded and unfunded obligations (213.8) (88.1) (26.1) (328.0)\n End of year 312.7 328.0\nDefined benefit pension schemes in deficit – (6.4) (9.6) (16.0)\nDefined benefit pension schemes in surplus 34.6 – 1.2 35.8\n 2025 2024\nTotal surplus/(deficit) before tax 34.6 (6.4) (8.4) 19.8 Changes in the fair value of defined benefit pension scheme assets £m £m\nDeferred tax (8.7) 1.7 2.5 (4.5) Beginning of year 347.8 424.9\nTotal surplus/(deficit) after tax 25.9 (4.7) (5.9) 15.3 Disposal of businesses – (1.7)\n Interest income 18.0 19.7\nThere is a net surplus of £33.1m (£24.8m after deferred tax) (2024: £34.6m (£25.9m after deferred tax))\n Actuarial loss (5.3) (74.2)\non the UK scheme, which is recorded as a defined benefit pension asset on the balance sheet. In\naccordance with IFRIC 14, the surplus on the scheme is recognised as a defined benefit asset because Contributions by employer 1.1 1.2\nthe Group considers that it has an unconditional right to a refund of any surplus from the UK scheme. Contributions by employees – 0.2\n Benefits paid (26.6) (22.5)\nOf the pension scheme assets, £105.2m (2024: £118.3m) are valued based on quoted market prices.\n Currency translation (4.9) 0.2\n End of year 330.1 347.8\n 2025 2024\nMovement in net surplus/(deficit) £m £m\n The actual return on pension scheme assets was a gain of £12.7m (2024: loss of £54.5m).\nBeginning of year 19.8 49.4\nDisposal of businesses – 0.6 The Group expects to pay approximately £1.1m in contributions to the defined benefit pension\n schemes in the year ending 31 December 2026 (expected as at 31 December 2024 for the year ending\nCurrent service cost (1.2) (2.3)\n 31 December 2025: £1.2m) including none for the UK (expected as at 31 December 2024 for the year\nPast service credit – 3.2 ending 31 December 2025: none).\nContributions 1.1 1.2\n The weighted average duration of the defined benefit pension scheme liabilities at 31 December 2025\nNet interest income 1.2 2.4\n was approximately 12.0 years (2024: 13.0 years) for the UK and 7.6 years (2024: 7.6 years) for the US.\nActuarial loss (3.7) (35.1)\n The total defined benefit pension scheme liabilities are divided between active members (£31.9m\nCurrency translation 0.2 0.4\n (2024: £41.3m)), deferred members (£145.2m (2024: £146.0m)) and pensioners (£135.6m (2024:\nEnd of year 17.4 19.8 £140.7m)).", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\n174\n\nAdditional Information\n\nNOTES continued\n25 Retirement benefits continued\n2024\nEquities\nBonds\nAssets held by insurance company\nOther\nTotal market value of pension scheme assets\nPresent value of funded obligations\nPresent value of unfunded obligations\nPresent value of funded and unfunded obligations\nDefined benefit pension schemes in deficit\nDefined benefit pension schemes in surplus\nTotal surplus/(deficit) before tax\nDeferred tax\nTotal surplus/(deficit) after tax\n\nUK\n£m\n\nUS\n£m\n\nOther\n£m\n\nTotal\n£m\n\n–\n–\n211.6\n36.8\n248.4\n(213.8)\n–\n(213.8)\n–\n34.6\n34.6\n(8.7)\n25.9\n\n16.3\n54.0\n–\n11.4\n81.7\n(79.8)\n(8.3)\n(88.1)\n(6.4)\n–\n(6.4)\n1.7\n(4.7)\n\n1.7\n9.5\n–\n6.5\n17.7\n(17.2)\n(8.9)\n(26.1)\n(9.6)\n1.2\n(8.4)\n2.5\n(5.9)\n\n18.0\n63.5\n211.6\n54.7\n347.8\n(310.8)\n(17.2)\n(328.0)\n(16.0)\n35.8\n19.8\n(4.5)\n15.3\n\nThere is a net surplus of £33.1m (£24.8m after deferred tax) (2024: £34.6m (£25.9m after deferred tax))\non the UK scheme, which is recorded as a defined benefit pension asset on the balance sheet. In\naccordance with IFRIC 14, the surplus on the scheme is recognised as a defined benefit asset because\nthe Group considers that it has an unconditional right to a refund of any surplus from the UK scheme.\nOf the pension scheme assets, £105.2m (2024: £118.3m) are valued based on quoted market prices.\n\nMovement in net surplus/(deficit)\nBeginning of year\nDisposal of businesses\nCurrent service cost\nPast service credit\nContributions\nNet interest income\nActuarial loss\nCurrency translation\nEnd of year\n\n2025\n£m\n\n2024\n£m\n\n19.8\n–\n(1.2)\n–\n1.1\n1.2\n(3.7)\n0.2\n17.4\n\n49.4\n0.6\n(2.3)\n3.2\n1.2\n2.4\n(35.1)\n0.4\n19.8\n\nChanges in the present value of defined benefit pension scheme liabilities\nBeginning of year\nDisposal of businesses\nCurrent service cost\nPast service credit\nInterest expense\nContributions by employees\nActuarial gain\nBenefits paid\nCurrency translation\nEnd of year\nChanges in the fair value of defined benefit pension scheme assets\nBeginning of year\nDisposal of businesses\nInterest income\nActuarial loss\nContributions by employer\nContributions by employees\nBenefits paid\nCurrency translation\nEnd of year\n\n2025\n£m\n\n2024\n£m\n\n328.0\n–\n1.2\n–\n16.8\n–\n(1.6)\n(26.6)\n(5.1)\n312.7\n\n375.5\n(2.3)\n2.3\n(3.2)\n17.3\n0.2\n(39.1)\n(22.5)\n(0.2)\n328.0\n\n2025\n£m\n\n2024\n£m\n\n347.8\n–\n18.0\n(5.3)\n1.1\n–\n(26.6)\n(4.9)\n330.1\n\n424.9\n(1.7)\n19.7\n(74.2)\n1.2\n0.2\n(22.5)\n0.2\n347.8\n\nThe actual return on pension scheme assets was a gain of £12.7m (2024: loss of £54.5m).\nThe Group expects to pay approximately £1.1m in contributions to the defined benefit pension\nschemes in the year ending 31 December 2026 (expected as at 31 December 2024 for the year ending\n31 December 2025: £1.2m) including none for the UK (expected as at 31 December 2024 for the year\nending 31 December 2025: none).\nThe weighted average duration of the defined benefit pension scheme liabilities at 31 December 2025\nwas approximately 12.0 years (2024: 13.0 years) for the UK and 7.6 years (2024: 7.6 years) for the US.\nThe total defined benefit pension scheme liabilities are divided between active members (£31.9m\n(2024: £41.3m)), deferred members (£145.2m (2024: £146.0m)) and pensioners (£135.6m (2024:\n£140.7m)).", "tables": [ [ [ "328.0" ], [ "–" ], [ "1.2" ], [ "–" ], [ "16.8" ], [ "–" ], [ "(1.6)" ], [ "(26.6)" ], [ "(5.1)" ], [ "312.7" ] ], [ [ "347.8" ], [ "–" ], [ "18.0" ], [ "(5.3)" ], [ "1.1" ], [ "–" ], [ "(26.6)" ], [ "(4.9)" ], [ "330.1" ] ], [ [ "19.8" ], [ "–" ], [ "(1.2)" ], [ "–" ], [ "1.1" ], [ "1.2" ], [ "(3.7)" ], [ "0.2" ], [ "17.4" ] ] ], "word_count": 517, "visual_charts": [] }, { "page_number": 177, "section": "Financial Statements", "subsection": "Notes to the Consolidated Financial Statements", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 175", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 175\n\nNOTES continued\n\n25 Retirement benefits continued In addition to the above, acquisition related items for the year ended 31 December 2025 include\n deferred consideration of £47.1m (2024: £45.5m) relating to the retention of former owners\nMulti-employer pension plans\n of businesses acquired.\nThe Group participates in a number of multi-employer pensions plans (‘MEPPs’) in North America.\nAlthough these plans are defined benefit plans the Group does not have sufficient information to 2025 2024\naccount for them as defined benefit plans and, therefore, in accordance with IAS 19, accounts for Key management remuneration £m £m\n\nthem as defined contribution plans. Salaries and short term employee benefits 7.7 9.0\n Share based payments 1.0 1.0\nFor MEPPs, US law requires payment of a withdrawal liability when employers cease contributing to\nunderfunded MEPPs. The liability for withdrawal payments is shared by all members of the group of Deferred annual share bonus 0.9 2.5\ncompanies in any particular plan and solvent entities must cover the unfunded liabilities of employers Retirement benefits 0.6 0.6\nwho are unable to pay due to insolvency or bankruptcy. On withdrawal from a plan, an employer’s 10.2 13.1\nwithdrawal liability amount is calculated by reference to the employer’s proportionate share of the\n The Group defines key management personnel as the directors of the Company and other members of\nMEPP’s unfunded vested benefits based on the employer’s share of all contributions made to the plan\n the Leadership team as disclosed on page 13.\nover the previous 10 years.\nIn 2025, the Group paid a lump sum of £0.2m towards the settlement of the liabilities for one of 2025 2024\n Directors’ emoluments £m £m\nthese plans.\n Non-executive directors 1.0 0.9\nThe Group continues to participate in three MEPPs and continues to account for these as defined Executive directors:\ncontribution plans with the combined ongoing annual contributions for the three plans in 2026\n remuneration excluding performance related elements 2.0 2.0\nexpected to be no more than £2.0m per annum.\n annual cash bonus 0.6 1.4\n26 Directors and employees 3.6 4.3\n Closing Average More detailed information concerning directors’ emoluments and long term incentives is set out in\nNumber of employees 2025 2024 2025 2024 the Directors’ remuneration report. The aggregate amount of gains made by directors on the exercise\nNorth America 8,491 8,780 8,471 8,817 of share options during the year was £nil (2024: £nil). The aggregate market value of performance\nContinental Europe 6,561 6,472 6,448 6,393 share awards exercised by directors under long term incentive schemes during the year was £2.3m\n (2024: £1.5m). The aggregate market value of share awards exercised by directors under the DASBS\nUK & Ireland 5,892 5,968 5,906 5,014\n was £1.4m (2024: £1.9m).\nRest of the World 5,753 5,682 5,769 5,456\n 26,697 26,902 26,594 25,680\nCorporate 80 76 78 76\n 26,777 26,978 26,672 25,756\n\n 2025 2024\nEmployee costs £m £m\nWages and salaries 1,077.7 1,052.2\nSocial security costs 123.0 114.7\nPension costs 33.8 34.1\nShare based payments – current year charge 11.3 17.2\nShare based payments – adjustment for prior years (7.8) –\n 1,238.0 1,218.2\nNon-recurring pension scheme credit – (3.2)\n 1,238.0 1,215.0\n\nShare based payment – adjustment for prior years relates to the reversal of prior year charges\nrecognised for awards made in 2023 and 2024 which have been impacted by the Group’s\nperformance in 2025.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\n175\n\nAdditional Information\n\nNOTES continued\n25 Retirement benefits continued\n\nIn addition to the above, acquisition related items for the year ended 31 December 2025 include\ndeferred consideration of £47.1m (2024: £45.5m) relating to the retention of former owners\nof businesses acquired.\n\nMulti-employer pension plans\nThe Group participates in a number of multi-employer pensions plans (‘MEPPs’) in North America.\nAlthough these plans are defined benefit plans the Group does not have sufficient information to\naccount for them as defined benefit plans and, therefore, in accordance with IAS 19, accounts for\nthem as defined contribution plans.\nFor MEPPs, US law requires payment of a withdrawal liability when employers cease contributing to\nunderfunded MEPPs. The liability for withdrawal payments is shared by all members of the group of\ncompanies in any particular plan and solvent entities must cover the unfunded liabilities of employers\nwho are unable to pay due to insolvency or bankruptcy. On withdrawal from a plan, an employer’s\nwithdrawal liability amount is calculated by reference to the employer’s proportionate share of the\nMEPP’s unfunded vested benefits based on the employer’s share of all contributions made to the plan\nover the previous 10 years.\nIn 2025, the Group paid a lump sum of £0.2m towards the settlement of the liabilities for one of\nthese plans.\n\n26 Directors and employees\nClosing\n\nCorporate\n\nEmployee costs\nWages and salaries\nSocial security costs\nPension costs\nShare based payments – current year charge\nShare based payments – adjustment for prior years\nNon-recurring pension scheme credit\n\nAverage\n\n2025\n\n2024\n\n2025\n\n2024\n\n8,491\n6,561\n5,892\n5,753\n26,697\n80\n26,777\n\n8,780\n6,472\n5,968\n5,682\n26,902\n76\n26,978\n\n8,471\n6,448\n5,906\n5,769\n26,594\n78\n26,672\n\n8,817\n6,393\n5,014\n5,456\n25,680\n76\n25,756\n\n2025\n£m\n\n2024\n£m\n\n1,077.7\n123.0\n33.8\n11.3\n(7.8)\n1,238.0\n–\n1,238.0\n\n1,052.2\n114.7\n34.1\n17.2\n–\n1,218.2\n(3.2)\n1,215.0\n\nShare based payment – adjustment for prior years relates to the reversal of prior year charges\nrecognised for awards made in 2023 and 2024 which have been impacted by the Group’s\nperformance in 2025.\n\n2025\n£m\n\n2024\n£m\n\n7.7\n1.0\n0.9\n0.6\n10.2\n\n9.0\n1.0\n2.5\n0.6\n13.1\n\nThe Group defines key management personnel as the directors of the Company and other members of\nthe Leadership team as disclosed on page 13.\nDirectors’ emoluments\nNon-executive directors\nExecutive directors:\nremuneration excluding performance related elements\nannual cash bonus\n\nThe Group continues to participate in three MEPPs and continues to account for these as defined\ncontribution plans with the combined ongoing annual contributions for the three plans in 2026\nexpected to be no more than £2.0m per annum.\n\nNumber of employees\nNorth America\nContinental Europe\nUK & Ireland\nRest of the World\n\nKey management remuneration\nSalaries and short term employee benefits\nShare based payments\nDeferred annual share bonus\nRetirement benefits\n\n2025\n£m\n\n2024\n£m\n\n1.0\n\n0.9\n\n2.0\n0.6\n3.6\n\n2.0\n1.4\n4.3\n\nMore detailed information concerning directors’ emoluments and long term incentives is set out in\nthe Directors’ remuneration report. The aggregate amount of gains made by directors on the exercise\nof share options during the year was £nil (2024: £nil). The aggregate market value of performance\nshare awards exercised by directors under long term incentive schemes during the year was £2.3m\n(2024: £1.5m). The aggregate market value of share awards exercised by directors under the DASBS\nwas £1.4m (2024: £1.9m).", "tables": [ [ [ "7.7" ], [ "1.0" ], [ "0.9" ], [ "0.6" ], [ "10.2" ] ], [ [ "1.0" ], [ "" ], [ "2.0" ], [ "0.6" ], [ "3.6" ] ], [ [ "8,491", "8,780 6,472 5,968 5,682", "8,471" ], [ "6,561", "", "6,448" ], [ "5,892", "", "5,906" ], [ "5,753", "", "5,769" ], [ "26,697", "26,902 76", "26,594" ], [ "80", "", "78" ], [ "26,777", "26,978", "26,672" ] ], [ [ "1,077.7" ], [ "123.0" ], [ "33.8" ], [ "11.3" ], [ "(7.8)" ], [ "1,238.0" ], [ "–" ], [ "1,238.0" ] ] ], "word_count": 560, "visual_charts": [] }, { "page_number": 178, "section": "Financial Statements", "subsection": "Notes to the Consolidated Financial Statements", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 176", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 176\n\nNOTES continued\n\n27 Lease liabilities 28 Cash, cash equivalents and overdrafts and net debt\nThe Group leases certain property, plant, equipment and vehicles under non-cancellable operating 2025 2024\nlease agreements. These leases have varying terms and renewal rights. Details of the Group’s right- £m £m\nof‑use assets recognised under these lease agreements are shown in Note 12. Cash at bank and in hand 472.8 1,369.1\nMovement in lease liabilities Money market funds 67.3 63.8\n 2025 2024 Cash and cash equivalents 540.1 1,432.9\n £m £m\n Bank overdrafts (212.6) (987.9)\nBeginning of year 754.1 664.5\n Cash, cash equivalents and overdrafts 327.5 445.0\nAcquisitions (Note 9) 5.2 73.7\n Interest bearing loans and borrowings – current liabilities (203.8) (619.2)\nDisposal of businesses (Note 10) – (0.4)\n Interest bearing loans and borrowings – non-current liabilities (1,736.5) (1,361.7)\nTransferred to liabilities held for sale – (1.6)\n Derivatives managing the interest rate risk and currency profile of the debt (51.1) (75.5)\nNew leases 157.0 161.3\n Net debt excluding lease liabilities (1,663.9) (1,611.4)\nInterest charge in the year 40.6 38.5\n Lease liabilities (Note 27) (742.5) (754.1)\nPayment of lease liabilities (232.7) (216.7)\n Net debt including lease liabilities (2,406.4) (2,365.5)\nRemeasurement adjustments 29.3 50.4\nCurrency translation (11.0) (15.6) Cash and cash equivalents have decreased by £892.8m and bank overdrafts have decreased by\nEnd of year 742.5 754.1 £775.3m following a focus on reducing the gross balances within the Group’s cash-pooling\n arrangement.\nAgeing of lease liabilities:\nCurrent lease liabilities 187.0 180.4 The cash at bank and in hand and bank overdrafts amounts included in the table above include the\nNon-current lease liabilities 555.5 573.7 amounts associated with the Group’s cash pool. The cash pool enables the Group to access cash in its\n subsidiaries to pay down the Group’s borrowings. The Group has the legal right of set-off of balances\nEnd of year 742.5 754.1\n within the cash pool which is an enforceable right. The cash at bank and in hand and bank overdrafts\nAs at 31 December 2025, the Group had £8.6m (2024: £1.1m) of leases which had been committed figures net of the amounts in the cash pool are disclosed below for reference:\nto but which had not yet started. Such leases are not included in the Group’s lease liabilities as at\n 2025 2024\n31 December 2025. In relation to leases which are included in lease liabilities, there are potential further £m £m\nfuture cash flows of £49.6m (2024: £52.8m) if termination options are not exercised and extension\n Cash at bank and in hand net of amounts in the cash pool 280.6 406.9\noptions are exercised.\n Money market funds 67.3 63.8\nThe cash outflow for low value and short term leases was £5.3m for the year ended 31 December 2025 Bank overdrafts net of amounts in the cash pool (20.4) (25.7)\n(2024: £5.0m).\n Cash, cash equivalents and overdrafts 327.5 445.0", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\n176\n\nAdditional Information\n\nNOTES continued\n27 Lease liabilities\n\n28 Cash, cash equivalents and overdrafts and net debt\n\nThe Group leases certain property, plant, equipment and vehicles under non-cancellable operating\nlease agreements. These leases have varying terms and renewal rights. Details of the Group’s rightof‑use assets recognised under these lease agreements are shown in Note 12.\nMovement in lease liabilities\n\nBeginning of year\nAcquisitions (Note 9)\nDisposal of businesses (Note 10)\nTransferred to liabilities held for sale\nNew leases\nInterest charge in the year\nPayment of lease liabilities\nRemeasurement adjustments\nCurrency translation\nEnd of year\nAgeing of lease liabilities:\nCurrent lease liabilities\nNon-current lease liabilities\nEnd of year\n\n2025\n£m\n\n2024\n£m\n\n754.1\n5.2\n–\n–\n157.0\n40.6\n(232.7)\n29.3\n(11.0)\n742.5\n\n664.5\n73.7\n(0.4)\n(1.6)\n161.3\n38.5\n(216.7)\n50.4\n(15.6)\n754.1\n\n187.0\n555.5\n742.5\n\n180.4\n573.7\n754.1\n\nAs at 31 December 2025, the Group had £8.6m (2024: £1.1m) of leases which had been committed\nto but which had not yet started. Such leases are not included in the Group’s lease liabilities as at\n31 December 2025. In relation to leases which are included in lease liabilities, there are potential further\nfuture cash flows of £49.6m (2024: £52.8m) if termination options are not exercised and extension\noptions are exercised.\nThe cash outflow for low value and short term leases was £5.3m for the year ended 31 December 2025\n(2024: £5.0m).\n\nCash at bank and in hand\nMoney market funds\nCash and cash equivalents\nBank overdrafts\nCash, cash equivalents and overdrafts\nInterest bearing loans and borrowings – current liabilities\nInterest bearing loans and borrowings – non-current liabilities\nDerivatives managing the interest rate risk and currency profile of the debt\nNet debt excluding lease liabilities\nLease liabilities (Note 27)\nNet debt including lease liabilities\n\n2025\n£m\n\n2024\n£m\n\n472.8\n67.3\n540.1\n(212.6)\n327.5\n(203.8)\n(1,736.5)\n(51.1)\n(1,663.9)\n(742.5)\n(2,406.4)\n\n1,369.1\n63.8\n1,432.9\n(987.9)\n445.0\n(619.2)\n(1,361.7)\n(75.5)\n(1,611.4)\n(754.1)\n(2,365.5)\n\nCash and cash equivalents have decreased by £892.8m and bank overdrafts have decreased by\n£775.3m following a focus on reducing the gross balances within the Group’s cash-pooling\narrangement.\nThe cash at bank and in hand and bank overdrafts amounts included in the table above include the\namounts associated with the Group’s cash pool. The cash pool enables the Group to access cash in its\nsubsidiaries to pay down the Group’s borrowings. The Group has the legal right of set-off of balances\nwithin the cash pool which is an enforceable right. The cash at bank and in hand and bank overdrafts\nfigures net of the amounts in the cash pool are disclosed below for reference:\n\nCash at bank and in hand net of amounts in the cash pool\nMoney market funds\nBank overdrafts net of amounts in the cash pool\nCash, cash equivalents and overdrafts\n\n2025\n£m\n\n2024\n£m\n\n280.6\n67.3\n(20.4)\n327.5\n\n406.9\n63.8\n(25.7)\n445.0", "tables": [ [ [ "472.8" ], [ "67.3" ], [ "540.1" ], [ "(212.6)" ], [ "327.5" ], [ "(203.8)" ], [ "(1,736.5)" ], [ "(51.1)" ], [ "(1,663.9)" ], [ "(742.5)" ], [ "(2,406.4)" ] ], [ [ "754.1" ], [ "5.2" ], [ "–" ], [ "–" ], [ "157.0" ], [ "40.6" ], [ "(232.7)" ], [ "29.3" ], [ "(11.0)" ], [ "742.5" ], [ "" ], [ "187.0" ], [ "555.5" ], [ "742.5" ] ], [ [ "280.6" ], [ "67.3" ], [ "(20.4)" ], [ "327.5" ] ] ], "word_count": 485, "visual_charts": [] }, { "page_number": 179, "section": "Financial Statements", "subsection": "Notes to the Consolidated Financial Statements", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 177", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 177\n\nNOTES continued\n\n29 Movement in net debt 30 Cash flow from operating activities\n Cash, cash Interest\n The tables below give further details on the adjustments for depreciation and software amortisation,\n equivalents bearing other non-cash items and the working capital movement shown in the Consolidated cash flow\n and loans and statement.\n overdrafts borrowings Derivatives Net debt\n2025 £m £m £m £m\n 2025 2024\nBeginning of year excluding lease liabilities 445.0 (1,980.9) (75.5) (1,611.4) Depreciation and software amortisation £m £m\nCash flow excluding movements in other components of Depreciation of right-of-use assets 197.8 186.1\n net debt 73.9 – – 73.9 Other depreciation and software amortisation 55.4 49.7\nInterest paid excluding interest on lease liabilities (127.3) – – (127.3) 253.2 235.8\nIncrease in borrowings 495.4 (495.4) – –\nRepayment of borrowings (559.2) 559.2 – – 2025 2024\nReceipts on settlement of foreign exchange contracts 8.9 – (8.9) – Other non-cash items £m £m\n\nNet cash outflow (108.3) 63.8 (8.9) (53.4) Share based payments 3.5 17.2\nNon-cash movement in debt – (33.9) 26.1 (7.8) Provisions (6.6) 0.6\nRealised gain on foreign exchange contracts – – 8.9 8.9 Retirement benefit obligations 0.1 1.1\nCurrency translation (9.2) 10.7 (1.7) (0.2) Hyperinflation accounting adjustments 4.4 6.0\nEnd of year excluding lease liabilities 327.5 (1,940.3) (51.1) (1,663.9) Other 1.7 (6.3)\nLease liabilities (Note 27) – (742.5) – (742.5) 3.1 18.6\nEnd of year including lease liabilities 327.5 (2,682.8) (51.1) (2,406.4)\n 2025 2024\n Working capital movement £m £m\n Interest\n Cash, cash bearing\n Decrease/(increase) in inventories 48.4 (94.3)\n equivalents loans and (Increase)/decrease in trade and other receivables (72.0) 0.7\n and overdrafts borrowings Derivatives Net debt\n2024 £m £m £m £m Decrease in trade and other payables (6.9) (3.5)\nBeginning of year excluding lease liabilities 551.9 (1,547.1) (90.3) (1,085.5) (30.5) (97.1)\nCash flow excluding movements in other components of\n net debt (405.7) – – (405.7) 31 Related party disclosures\nInterest paid excluding interest on lease liabilities (126.6) – – (126.6) The Group has identified the directors of the Company, their close family members, the Group’s\nIncrease in borrowings 561.7 (561.7) – – defined benefit pension schemes and its key management as related parties for the purpose of IAS 24.\n Details of the relevant relationships with these related parties are disclosed in the Directors’\nRepayment of borrowings (132.9) 132.9 – –\n remuneration report, Note 25 and Note 26, respectively. All transactions with subsidiaries are\nReceipts on settlement of foreign exchange contracts 24.2 – (24.2) – eliminated on consolidation.\nNet cash outflow (79.3) (428.8) (24.2) (532.3)\nNon-cash movement in debt – 6.5 (4.2) 2.3\nLoans and borrowings recognised on acquisition – (6.3) – (6.3)\nRealised gain on foreign exchange contracts – – 24.2 24.2\nCurrency translation (27.6) (5.2) 19.0 (13.8)\nEnd of year excluding lease liabilities 445.0 (1,980.9) (75.5) (1,611.4)\nLease liabilities (Note 27) – (754.1) – (754.1)\nEnd of year including lease liabilities 445.0 (2,735.0) (75.5) (2,365.5)", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\n177\n\nAdditional Information\n\nNOTES continued\n29 Movement in net debt\n\n2025\nBeginning of year excluding lease liabilities\nCash flow excluding movements in other components of\nnet debt\nInterest paid excluding interest on lease liabilities\nIncrease in borrowings\nRepayment of borrowings\nReceipts on settlement of foreign exchange contracts\nNet cash outflow\nNon-cash movement in debt\nRealised gain on foreign exchange contracts\nCurrency translation\nEnd of year excluding lease liabilities\nLease liabilities (Note 27)\nEnd of year including lease liabilities\n\n2024\nBeginning of year excluding lease liabilities\nCash flow excluding movements in other components of\nnet debt\nInterest paid excluding interest on lease liabilities\nIncrease in borrowings\nRepayment of borrowings\nReceipts on settlement of foreign exchange contracts\nNet cash outflow\nNon-cash movement in debt\nLoans and borrowings recognised on acquisition\nRealised gain on foreign exchange contracts\nCurrency translation\nEnd of year excluding lease liabilities\nLease liabilities (Note 27)\nEnd of year including lease liabilities\n\n30 Cash flow from operating activities\nCash, cash\nequivalents\nand\noverdrafts\n£m\n\nInterest\nbearing\nloans and\nborrowings\n£m\n\nDerivatives\n£m\n\nNet debt\n£m\n\n445.0\n\n(1,980.9)\n\n(75.5)\n\n(1,611.4)\n\n73.9\n(127.3)\n495.4\n(559.2)\n8.9\n(108.3)\n–\n–\n(9.2)\n327.5\n–\n327.5\n\n–\n–\n(495.4)\n559.2\n–\n63.8\n(33.9)\n–\n10.7\n(1,940.3)\n(742.5)\n(2,682.8)\n\n–\n–\n–\n–\n(8.9)\n(8.9)\n26.1\n8.9\n(1.7)\n(51.1)\n–\n(51.1)\n\n73.9\n(127.3)\n–\n–\n–\n(53.4)\n(7.8)\n8.9\n(0.2)\n(1,663.9)\n(742.5)\n(2,406.4)\n\nThe tables below give further details on the adjustments for depreciation and software amortisation,\nother non-cash items and the working capital movement shown in the Consolidated cash flow\nstatement.\nDepreciation and software amortisation\nDepreciation of right-of-use assets\nOther depreciation and software amortisation\n\nOther non-cash items\nShare based payments\nProvisions\nRetirement benefit obligations\nHyperinflation accounting adjustments\nOther\n\nWorking capital movement\nDecrease/(increase) in inventories\n\nCash, cash\nequivalents\nand overdrafts\n£m\n\nInterest\nbearing\nloans and\nborrowings\n£m\n\nDerivatives\n£m\n\nNet debt\n£m\n\n551.9\n\n(1,547.1)\n\n(90.3)\n\n(1,085.5)\n\n(405.7)\n(126.6)\n561.7\n(132.9)\n24.2\n(79.3)\n–\n–\n–\n(27.6)\n445.0\n–\n445.0\n\n–\n–\n(561.7)\n132.9\n–\n(428.8)\n6.5\n(6.3)\n–\n(5.2)\n(1,980.9)\n(754.1)\n(2,735.0)\n\n–\n–\n–\n–\n(24.2)\n(24.2)\n(4.2)\n–\n24.2\n19.0\n(75.5)\n–\n(75.5)\n\n(405.7)\n(126.6)\n–\n–\n–\n(532.3)\n2.3\n(6.3)\n24.2\n(13.8)\n(1,611.4)\n(754.1)\n(2,365.5)\n\n(Increase)/decrease in trade and other receivables\nDecrease in trade and other payables\n\n2025\n£m\n\n2024\n£m\n\n197.8\n55.4\n253.2\n\n186.1\n49.7\n235.8\n\n2025\n£m\n\n2024\n£m\n\n3.5\n(6.6)\n0.1\n4.4\n1.7\n3.1\n\n17.2\n0.6\n1.1\n6.0\n(6.3)\n18.6\n\n2025\n£m\n\n2024\n£m\n\n48.4\n\n(94.3)\n\n(72.0)\n(6.9)\n(30.5)\n\n0.7\n(3.5)\n(97.1)\n\n31 Related party disclosures\nThe Group has identified the directors of the Company, their close family members, the Group’s\ndefined benefit pension schemes and its key management as related parties for the purpose of IAS 24.\nDetails of the relevant relationships with these related parties are disclosed in the Directors’\nremuneration report, Note 25 and Note 26, respectively. All transactions with subsidiaries are\neliminated on consolidation.", "tables": [ [ [ "445.0", "(1,980.9)", "(75.5)", "(1,611.4)" ], [ "73.9", "–", "–", "73.9" ], [ "(127.3)", "–", "–", "(127.3)" ], [ "495.4", "(495.4)", "–", "–" ], [ "(559.2)", "559.2", "–", "–" ], [ "8.9", "–", "(8.9)", "–" ], [ "(108.3)", "63.8", "(8.9)", "(53.4)" ], [ "–", "(33.9)", "26.1", "(7.8)" ], [ "–", "–", "8.9", "8.9" ], [ "(9.2)", "10.7", "(1.7)", "(0.2)" ], [ "327.5", "(1,940.3)", "(51.1)", "(1,663.9)" ], [ "–", "(742.5)", "–", "(742.5)" ], [ "327.5", "(2,682.8)", "(51.1)", "(2,406.4)" ] ], [ [ "197.8" ], [ "55.4" ], [ "253.2" ] ], [ [ "3.5" ], [ "(6.6)" ], [ "0.1" ], [ "4.4" ], [ "1.7" ], [ "3.1" ] ], [ [ "48.4" ], [ "(72.0)" ], [ "(6.9)" ], [ "(30.5)" ] ] ], "word_count": 489, "visual_charts": [] }, { "page_number": 180, "section": "Financial Statements", "subsection": "Company Balance Sheet", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 178", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 178\n\nCOMPANY BALANCE SHEET\nat 31 December 2025\n 2025 2024\n Notes £m £m\n\nAssets\nProperty, plant and equipment 3 0.3 0.4\nRight-of-use assets 4 1.6 2.3\nIntangible assets 3 0.4 0.7\nInvestments 5 767.2 765.1\nOther receivables 7 957.5 –\nDefined benefit pension asset 11 33.1 34.6\nTotal non-current assets 1,760.1 803.1\n\nTrade and other receivables 7 495.2 1,431.1\nCash at bank and in hand 1.0 31.6\nTotal current assets 496.2 1,462.7\nTotal assets 2,256.3 2,265.8\n\nLiabilities\nProvisions 9 (0.9) (0.9)\nLease liabilities 10 (1.0) (1.7)\nDeferred tax liability 6 (5.7) (4.5)\nTotal non-current liabilities (7.6) (7.1)\n\nTrade and other payables 8 (104.4) (161.1)\nLease liabilities 10 (0.7) (0.7)\nTotal current liabilities (105.1) (161.8)\nTotal liabilities (112.7) (168.9)\nNet assets 2,143.6 2,096.9\n\nCapital and reserves\nShare capital 12 104.2 106.4\nShare premium 215.5 212.1\nOther reserves 5.6 5.6\nCapital redemption reserve 13 20.7 18.4\nProfit and loss account† 13 1,797.6 1,754.4\nTotal shareholders’ funds 2,143.6 2,096.9\n\nThe financial statements on pages 178 to 183 were approved by the Board of Directors of Bunzl plc\n(Company registration number 358948) on 2 March 2026 and signed on its behalf by Frank van Zanten,\nChief Executive Officer and Richard Howes, Chief Financial Officer.\nThe Accounting policies and other Notes on pages 180 to 183 form part of these financial statements.\n† Profit and loss account includes a net profit after tax for the year of £474.8m (2024: £622.8m). As permitted by section 408(3) of the\n Companies Act 2006, the profit and loss account of the Company has not been separately presented in these financial statements.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nCOMPANY BALANCE SHEET\n\nat 31 December 2025\n\n2025\n£m\n\n2024\n£m\n\n3\n4\n3\n5\n7\n11\n\n0.3\n1.6\n0.4\n767.2\n957.5\n33.1\n1,760.1\n\n0.4\n2.3\n0.7\n765.1\n–\n34.6\n803.1\n\n7\n\n495.2\n1.0\n496.2\n2,256.3\n\n1,431.1\n31.6\n1,462.7\n2,265.8\n\n9\n10\n6\n\n(0.9)\n(1.0)\n(5.7)\n(7.6)\n\n(0.9)\n(1.7)\n(4.5)\n(7.1)\n\n8\n10\n\n(104.4)\n(0.7)\n(105.1)\n(112.7)\n2,143.6\n\n(161.1)\n(0.7)\n(161.8)\n(168.9)\n2,096.9\n\n12\n\n104.2\n215.5\n5.6\n20.7\n1,797.6\n2,143.6\n\n106.4\n212.1\n5.6\n18.4\n1,754.4\n2,096.9\n\nNotes\n\nAssets\nProperty, plant and equipment\nRight-of-use assets\nIntangible assets\nInvestments\nOther receivables\nDefined benefit pension asset\nTotal non-current assets\nTrade and other receivables\nCash at bank and in hand\nTotal current assets\nTotal assets\nLiabilities\nProvisions\nLease liabilities\nDeferred tax liability\nTotal non-current liabilities\nTrade and other payables\nLease liabilities\nTotal current liabilities\nTotal liabilities\nNet assets\nCapital and reserves\nShare capital\nShare premium\nOther reserves\nCapital redemption reserve\nProfit and loss account†\nTotal shareholders’ funds\n\n13\n13\n\nThe financial statements on pages 178 to 183 were approved by the Board of Directors of Bunzl plc\n(Company registration number 358948) on 2 March 2026 and signed on its behalf by Frank van Zanten,\nChief Executive Officer and Richard Howes, Chief Financial Officer.\nThe Accounting policies and other Notes on pages 180 to 183 form part of these financial statements.\n† Profit and loss account includes a net profit after tax for the year of £474.8m (2024: £622.8m). As permitted by section 408(3) of the\nCompanies Act 2006, the profit and loss account of the Company has not been separately presented in these financial statements.\n\nFinancial Statements\n\nAdditional Information\n\n178", "tables": [ [ [ "" ], [ "0.3" ], [ "1.6" ], [ "0.4" ], [ "767.2" ], [ "957.5" ], [ "33.1" ], [ "1,760.1" ], [ "" ], [ "495.2" ], [ "1.0" ], [ "496.2" ], [ "2,256.3" ], [ "" ], [ "" ], [ "(0.9)" ], [ "(1.0)" ], [ "(5.7)" ], [ "(7.6)" ], [ "" ], [ "(104.4)" ], [ "(0.7)" ], [ "(105.1)" ], [ "(112.7)" ], [ "2,143.6" ], [ "" ], [ "" ], [ "104.2" ], [ "215.5" ], [ "5.6" ], [ "20.7" ], [ "1,797.6" ], [ "2,143.6" ] ] ], "word_count": 275, "visual_charts": [] }, { "page_number": 181, "section": "Financial Statements", "subsection": "Company Statement of Changes in Equity", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 179", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 179\n\nCOMPANY STATEMENT OF CHANGES IN EQUITY\nfor the year ended 31 December 2025\n Profit and loss account\n Capital Total\n Share Share Other redemption Own Retained shareholders’\n capital premium reserves reserve shares earnings funds\n £m £m £m £m £m £m £m\nAt 1 January 2025 106.4 212.1 5.6 18.4 (63.3) 1,817.7 2,096.9\nProfit for the year 474.8 474.8\nOther comprehensive income/(expense)\nActuarial loss on defined benefit pension scheme (3.4) (3.4)\nIncome tax credit on other comprehensive expense 0.8 0.8\nTotal comprehensive income 472.2 472.2\n2024 interim dividend (66.7) (66.7)\n2024 final dividend (175.5) (175.5)\nIssue of share capital 0.1 3.4 3.5\nOwn shares purchased for cancellation (151.5) (151.5)\nOwn shares cancelled (2.3) 2.3 –\nEmployee trust shares (38.8) (38.8)\nMovement on own share reserves 35.8 (35.8) –\nShare based payments (net of tax) 3.5 3.5\nAt 31 December 2025 104.2 215.5 5.6 20.7 (66.3) 1,863.9 2,143.6\n\n Profit and loss account\n Total\n Share Share Other Capital Own Retained shareholders’\n capital premium reserves redemption reserve shares earnings funds\n £m £m £m £m £m £m £m\nAt 1 January 2024 108.6 205.2 5.6 16.1 (70.9) 1,758.8 2,023.4\nProfit for the year 622.8 622.8\nOther comprehensive income/(expense)\nActuarial loss on defined benefit pension scheme (36.7) (36.7)\nIncome tax credit on other comprehensive expense 9.2 9.2\nTotal comprehensive income 595.3 595.3\n2023 interim dividend (61.0) (61.0)\n2023 final dividend (167.6) (167.6)\nIssue of share capital 0.1 6.9 7.0\nOwn shares purchased for cancellation (301.2) (301.2)\nOwn shares cancelled (2.3) 2.3 –\nEmployee trust shares (16.6) (16.6)\nMovement on own share reserves 24.2 (24.2) –\nShare based payments (net of tax) 17.6 17.6\nAt 31 December 2024 106.4 212.1 5.6 18.4 (63.3) 1,817.7 2,096.9", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nFinancial Statements\n\nDirectors’ Report\n\n179\n\nAdditional Information\n\nCOMPANY STATEMENT OF CHANGES IN EQUITY\n\nfor the year ended 31 December 2025\n\nProfit and loss account\n\nAt 1 January 2025\nProfit for the year\nOther comprehensive income/(expense)\nActuarial loss on defined benefit pension scheme\nIncome tax credit on other comprehensive expense\nTotal comprehensive income\n2024 interim dividend\n2024 final dividend\nIssue of share capital\nOwn shares purchased for cancellation\nOwn shares cancelled\nEmployee trust shares\nMovement on own share reserves\nShare based payments (net of tax)\nAt 31 December 2025\n\nShare\ncapital\n£m\n\nShare\npremium\n£m\n\nOther\nreserves\n£m\n\nCapital\nredemption\nreserve\n£m\n\n106.4\n\n212.1\n\n5.6\n\n18.4\n\n0.1\n\nOwn\nshares\n£m\n\nRetained\nearnings\n£m\n\nTotal\nshareholders’\nfunds\n£m\n\n(63.3)\n\n1,817.7\n474.8\n\n2,096.9\n474.8\n\n(3.4)\n0.8\n472.2\n(66.7)\n(175.5)\n\n(3.4)\n0.8\n472.2\n(66.7)\n(175.5)\n3.5\n\n(151.5)\n\n(151.5)\n–\n(38.8)\n–\n3.5\n2,143.6\n\n3.4\n\n(2.3)\n\n2.3\n(38.8)\n35.8\n\n104.2\n\n215.5\n\n5.6\n\n20.7\n\n(66.3)\n\n(35.8)\n3.5\n1,863.9\n\nProfit and loss account\n\nAt 1 January 2024\nProfit for the year\nOther comprehensive income/(expense)\nActuarial loss on defined benefit pension scheme\nIncome tax credit on other comprehensive expense\nTotal comprehensive income\n2023 interim dividend\n2023 final dividend\nIssue of share capital\nOwn shares purchased for cancellation\nOwn shares cancelled\nEmployee trust shares\nMovement on own share reserves\nShare based payments (net of tax)\nAt 31 December 2024\n\nShare\ncapital\n£m\n\nShare\npremium\n£m\n\n108.6\n\n205.2\n\n0.1\n\nOther\nCapital\nreserves redemption reserve\n£m\n£m\n\n5.6\n\n16.1\n\nOwn\nshares\n£m\n\nRetained\nearnings\n£m\n\nTotal\nshareholders’\nfunds\n£m\n\n(70.9)\n\n1,758.8\n622.8\n\n2,023.4\n622.8\n\n(36.7)\n9.2\n595.3\n(61.0)\n(167.6)\n\n(36.7)\n9.2\n595.3\n(61.0)\n(167.6)\n7.0\n\n(301.2)\n\n(301.2)\n–\n(16.6)\n–\n17.6\n2,096.9\n\n6.9\n\n(2.3)\n\n2.3\n(16.6)\n24.2\n\n106.4\n\n212.1\n\n5.6\n\n18.4\n\n(63.3)\n\n(24.2)\n17.6\n1,817.7", "tables": [ [ [ "106.4", "212.1", "5.6", "18.4", "(63.3)", "1,817.7", "2,096.9" ], [ "", "", "", "", "", "474.8", "474.8" ], [ "", "", "", "", "", "", "" ], [ "", "", "", "", "", "(3.4)", "(3.4)" ], [ "", "", "", "", "", "0.8", "0.8" ], [ "", "", "", "", "", "472.2", "472.2" ], [ "", "", "", "", "", "(66.7)", "(66.7)" ], [ "", "", "", "", "", "(175.5)", "(175.5)" ], [ "0.1", "3.4", "", "", "", "", "3.5" ], [ "", "", "", "", "", "(151.5)", "(151.5)" ], [ "(2.3)", "", "", "2.3", "", "", "–" ], [ "", "", "", "", "(38.8)", "", "(38.8)" ], [ "", "", "", "", "35.8", "(35.8)", "–" ], [ "", "", "", "", "", "3.5", "3.5" ], [ "104.2", "215.5", "5.6", "20.7", "(66.3)", "1,863.9", "2,143.6" ] ] ], "word_count": 291, "visual_charts": [] }, { "page_number": 182, "section": "Financial Statements", "subsection": "Notes to the Company Financial Statements", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 180", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 180\n\nNOTES TO THE COMPANY FINANCIAL STATEMENTS\n\n1 Basis of preparation b. Share based payments\nBunzl plc (the ‘Company’) is a company incorporated and domiciled in the United Kingdom and is The Company operates a number of equity settled share based payment compensation plans. Details\nregistered in England and Wales. These financial statements present information about the Company of these plans are outlined in Note 21 to the consolidated financial statements and the Directors’\nas an individual undertaking and not about its Group. remuneration report. The total expected expense is based on the fair value of options and other share\n based incentives on the grant date, calculated using a valuation model, and is spread over the expected\nThe financial statements of the Company have been prepared on a going concern basis and under the vesting period with a corresponding credit to equity.\nhistorical cost convention with the exception of certain items which are measured at fair value as\ndescribed in the accounting policies below. Where the Company grants options over its own shares to the employees of its subsidiaries and it has\n not recharged the cost to the relevant subsidiaries, it recognises, in its individual financial statements,\nThese financial statements have been prepared in accordance with Financial Reporting Standard 101 an increase in the cost of investment in its subsidiaries equivalent to the equity settled share based\n‘Reduced Disclosure Framework’ (‘FRS 101’) and the Companies Act 2006 as applicable to companies payment charge recognised in its consolidated financial statements, with the corresponding credit\nusing FRS 101. The Company balance sheet has been presented using the format as prescribed in IAS 1. being recognised directly in equity.\nThere are no new standards, amendments or interpretations that are applicable to the Company for c. Financial guarantee contracts\nthe year ended 31 December 2025. In preparing these financial statements the Company has applied The Company has issued financial guarantee contracts to guarantee the indebtedness of other\nthe exemptions available under FRS 101 in respect of: companies within its Group. The likelihood of these financial guarantee contracts being called is\n• a cash flow statement and related notes; considered to be remote and therefore the estimated financial effect of issuing is nil (2024: nil).\n• comparative period reconciliations for share capital and tangible fixed assets; The fair value of the issued financial guarantee contracts is deemed to be immaterial.\n• disclosures relating to transactions with wholly owned subsidiaries and capital management; d. Intercompany and other receivables\n• the effects of new but not yet effective IFRSs; and Intercompany and other receivables are initially measured at fair value. Subsequent to initial recognition\n these assets are measured at amortised cost less any provision for expected credit losses. The Group\n• disclosures relating to the compensation of key management personnel. measures expected credit losses using the expected credit loss model in accordance with IFRS 9. There\nAs the consolidated financial statements of the Company include the equivalent disclosures, the were no impairment losses on intercompany or other receivables during the year (2024: none).\nCompany has also applied the exemptions available under FRS 101 in respect of: e. Defined benefit pension schemes\n• certain disclosures required by IFRS 2 ‘Share Based Payments’ in respect of Group settled share The Company is the sponsoring company of the UK defined benefit pension scheme. As there is no\n based payments; and contractual agreement or stated Group policy for charging the net defined benefit cost of the scheme\n• certain disclosures required by IFRS 13 ‘Fair Value Measurement’ and disclosures required by IFRS 7 to participating subsidiaries, the net defined benefit pension cost or benefit is recognised fully by the\n ‘Financial Instruments: Disclosures’. Company. The contributions paid by the participating subsidiaries other than the Company are credited\n to profit or loss of the Company where the amounts relate to service and are independent of the\n2 Accounting policies number of years of service or to other comprehensive income if not linked to service.\nThe accounting policies of the Company have, unless otherwise stated, been applied consistently to all f. Judgements made in applying the Company’s accounting policies\nperiods presented in these financial statements. In most cases the accounting policies for the Company In the course of preparing the financial statements, other than judgements involved in determining\nare fully aligned with the equivalent accounting policies for the Group as stated in Note 2 to the estimates and assumptions (see Note 2g below), no judgements have been made in the process of\nconsolidated financial statements. The accounting policies of the Company which are aligned with those applying the Company’s accounting policies that have had a significant effect on the amounts\nof the Group are the policies for property, plant and equipment, leases, intangible assets, income tax, recognised in the financial statements.\ntrade and other payables, provisions, retirement benefits, investment in own shares and dividends. g. Sources of estimation uncertainty\nThe accounting policies that are specific to the Company are set out below. In applying the Company’s accounting policies various transactions and balances are valued using\na. Investment in subsidiary undertakings estimates or assumptions. Should these estimates or assumptions prove incorrect, there may be an\nInvestments in subsidiary undertakings are held at cost less any provision for impairment. The impact on the following year’s financial statements. As at 31 December 2025, while not expected to\nsubsidiary undertakings which the Company held at 31 December 2025 are disclosed in the Related result in a material change in the carrying value of assets or liabilities in the next 12 months, the only\nundertakings Note in the Shareholder information section on pages 191 to 196. source of estimation uncertainty is the measurement of the defined benefit pension scheme liability\n which is explained in Note 2y to the consolidated financial statements.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\n180\n\nNOTES TO THE COMPANY FINANCIAL STATEMENTS\n1 Basis of preparation\nBunzl plc (the ‘Company’) is a company incorporated and domiciled in the United Kingdom and is\nregistered in England and Wales. These financial statements present information about the Company\nas an individual undertaking and not about its Group.\nThe financial statements of the Company have been prepared on a going concern basis and under the\nhistorical cost convention with the exception of certain items which are measured at fair value as\ndescribed in the accounting policies below.\nThese financial statements have been prepared in accordance with Financial Reporting Standard 101\n‘Reduced Disclosure Framework’ (‘FRS 101’) and the Companies Act 2006 as applicable to companies\nusing FRS 101. The Company balance sheet has been presented using the format as prescribed in IAS 1.\nThere are no new standards, amendments or interpretations that are applicable to the Company for\nthe year ended 31 December 2025. In preparing these financial statements the Company has applied\nthe exemptions available under FRS 101 in respect of:\n• a cash flow statement and related notes;\n• comparative period reconciliations for share capital and tangible fixed assets;\n• disclosures relating to transactions with wholly owned subsidiaries and capital management;\n• the effects of new but not yet effective IFRSs; and\n• disclosures relating to the compensation of key management personnel.\nAs the consolidated financial statements of the Company include the equivalent disclosures, the\nCompany has also applied the exemptions available under FRS 101 in respect of:\n• certain disclosures required by IFRS 2 ‘Share Based Payments’ in respect of Group settled share\nbased payments; and\n• certain disclosures required by IFRS 13 ‘Fair Value Measurement’ and disclosures required by IFRS 7\n‘Financial Instruments: Disclosures’.\n\n2 Accounting policies\nThe accounting policies of the Company have, unless otherwise stated, been applied consistently to all\nperiods presented in these financial statements. In most cases the accounting policies for the Company\nare fully aligned with the equivalent accounting policies for the Group as stated in Note 2 to the\nconsolidated financial statements. The accounting policies of the Company which are aligned with those\nof the Group are the policies for property, plant and equipment, leases, intangible assets, income tax,\ntrade and other payables, provisions, retirement benefits, investment in own shares and dividends.\nThe accounting policies that are specific to the Company are set out below.\na. Investment in subsidiary undertakings\nInvestments in subsidiary undertakings are held at cost less any provision for impairment. The\nsubsidiary undertakings which the Company held at 31 December 2025 are disclosed in the Related\nundertakings Note in the Shareholder information section on pages 191 to 196.\n\nb. Share based payments\nThe Company operates a number of equity settled share based payment compensation plans. Details\nof these plans are outlined in Note 21 to the consolidated financial statements and the Directors’\nremuneration report. The total expected expense is based on the fair value of options and other share\nbased incentives on the grant date, calculated using a valuation model, and is spread over the expected\nvesting period with a corresponding credit to equity.\nWhere the Company grants options over its own shares to the employees of its subsidiaries and it has\nnot recharged the cost to the relevant subsidiaries, it recognises, in its individual financial statements,\nan increase in the cost of investment in its subsidiaries equivalent to the equity settled share based\npayment charge recognised in its consolidated financial statements, with the corresponding credit\nbeing recognised directly in equity.\nc. Financial guarantee contracts\nThe Company has issued financial guarantee contracts to guarantee the indebtedness of other\ncompanies within its Group. The likelihood of these financial guarantee contracts being called is\nconsidered to be remote and therefore the estimated financial effect of issuing is nil (2024: nil).\nThe fair value of the issued financial guarantee contracts is deemed to be immaterial.\nd. Intercompany and other receivables\nIntercompany and other receivables are initially measured at fair value. Subsequent to initial recognition\nthese assets are measured at amortised cost less any provision for expected credit losses. The Group\nmeasures expected credit losses using the expected credit loss model in accordance with IFRS 9. There\nwere no impairment losses on intercompany or other receivables during the year (2024: none).\ne. Defined benefit pension schemes\nThe Company is the sponsoring company of the UK defined benefit pension scheme. As there is no\ncontractual agreement or stated Group policy for charging the net defined benefit cost of the scheme\nto participating subsidiaries, the net defined benefit pension cost or benefit is recognised fully by the\nCompany. The contributions paid by the participating subsidiaries other than the Company are credited\nto profit or loss of the Company where the amounts relate to service and are independent of the\nnumber of years of service or to other comprehensive income if not linked to service.\nf. Judgements made in applying the Company’s accounting policies\nIn the course of preparing the financial statements, other than judgements involved in determining\nestimates and assumptions (see Note 2g below), no judgements have been made in the process of\napplying the Company’s accounting policies that have had a significant effect on the amounts\nrecognised in the financial statements.\ng. Sources of estimation uncertainty\nIn applying the Company’s accounting policies various transactions and balances are valued using\nestimates or assumptions. Should these estimates or assumptions prove incorrect, there may be an\nimpact on the following year’s financial statements. As at 31 December 2025, while not expected to\nresult in a material change in the carrying value of assets or liabilities in the next 12 months, the only\nsource of estimation uncertainty is the measurement of the defined benefit pension scheme liability\nwhich is explained in Note 2y to the consolidated financial statements.", "tables": [ [ [ "Bunzl plc Annu", "al Report 2025", "", "Strate", "gic Repo", "rt", "Directors’", "Report", "", "Financia", "l Statements", "", "Additional Infor", "mation", "", "", "180" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "NOTES TO", "THE COMP", "ANY", "FINANCIAL STA", "TEME", "NTS", "", "", "", "", "", "", "", "", "", "", "" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "1 Basis of p Bunzl plc (the ‘C", "reparation ompany’) is a c", "ompan", "y incorporated and d", "omiciled", "in the United King", "dom and is", "", "b. Share based p The Company op of these plans are", "ayment erates a n outlined", "s umber of equi in Note 21 to t", "ty settled he consoli", "share based pay dated financial s", "ment co tatemen", "mpensatio ts and the", "n plans. De Directors’", "tails" ], [ "registered in En as an individual", "gland and Wale undertaking an", "s. The d not", "se financial statement about its Group.", "s presen", "t information abo", "ut the Compa", "ny", "remuneration rep based incentives", "ort. The on the gr", "total expected ant date, calcul", "expense is ated using", "based on the fa a valuation mod", "ir value el, and i", "of options s spread ov", "and other er the exp", "share ected" ], [ "The financial st", "atements of the", "Comp", "any have been prepa", "red on a", "going concern ba", "sis and under", "the", "vesting period wit", "h a corre", "sponding cred", "it to equity", ".", "", "", "", "" ], [ "historical cost c", "onvention with", "the ex", "ception of certain ite", "ms which", "are measured at", "fair value as", "", "Where the Comp", "any grant", "s options over", "its own sh", "ares to the empl", "oyees of", "its subsidi", "aries and it", "has" ], [ "described in th", "e accounting po", "licies b", "elow.", "", "", "", "", "not recharged th", "e cost to t", "he relevant su", "bsidiaries,", "it recognises, in i", "ts indivi", "dual financ", "ial stateme", "nts," ], [ "These financial", "statements hav", "e been", "prepared in accorda", "nce with", "Financial Reporti", "ng Standard 1", "01", "an increase in the", "cost of in", "vestment in it", "s subsidiar", "ies equivalent to", "the equ", "ity settled", "share base", "d" ], [ "‘Reduced Disclo", "sure Framewor", "k’ (‘FR", "S 101’) and the Compa", "nies Act", "2006 as applicabl", "e to companie", "s", "payment charge r", "ecognise", "d in its consoli", "dated finan", "cial statements,", "with th", "e correspon", "ding credi", "t" ], [ "using FRS 101. There are no n the year ended", "The Company b ew standards, a 31 December 2", "alance mend 025. In", "sheet has been prese ments or interpretatio preparing these fina", "nted usi ns that a ncial sta", "ng the format as p re applicable to th tements the Comp", "rescribed in I e Company fo any has appli", "AS 1. r ed", "being recognised c. Financial guar", "directly i antee co", "n equity. ntracts", "", "", "", "", "", "" ], [ "the exemptions • a cash flow s", "available unde tatement and re", "r FRS 1 lated", "01 in respect of: notes;", "", "", "", "", "The Company has companies within considered to be", "issued fi its Grou remote a", "nancial guaran p. The likelihoo nd therefore th", "tee contra d of these e estimat", "cts to guarantee financial guarant ed financial effec", "the ind ee cont t of issu", "ebtedness racts being ing is nil (20", "of other called is 24: nil).", "" ], [ "• comparative", "period reconcili", "ations", "for share capital and", "tangible", "fixed assets;", "", "", "The fair value of t", "he issued", "financial guara", "ntee cont", "racts is deemed", "to be im", "material.", "", "" ], [ "• disclosures r • the effects of", "elating to transa new but not ye", "ctions t effec", "with wholly owned s tive IFRSs; and", "ubsidiari", "es and capital ma", "nagement;", "", "d. Intercompany Intercompany an these assets are", "and oth d other re measured", "er receivable ceivables are i at amortised", "s nitially me cost less a", "asured at fair val ny provision for e", "ue. Subs xpecte", "equent to i d credit los", "nitial reco ses. The G", "gnition roup" ], [ "• disclosures r As the consolid", "elating to the co ated financial st", "mpen ateme", "sation of key manage nts of the Company in", "ment per clude th", "sonnel. e equivalent discl", "osures, the", "", "measures expect were no impairm", "ed credit ent losses", "losses using th on intercomp", "e expecte any or oth", "d credit loss mod er receivables du", "el in ac ring the", "cordance w year (2024", "ith IFRS 9. : none).", "There" ], [ "Company has a", "lso applied the", "exemp", "tions available under", "FRS 101", "in respect of:", "", "", "e. Defined bene", "fit pensi", "on schemes", "", "", "", "", "", "" ], [ "• certain disclo", "sures required", "by IFR", "S 2 ‘Share Based Paym", "ents’ in", "respect of Group", "settled share", "", "The Company is t", "he spons", "oring company", "of the UK", "defined benefit", "pension", "scheme. A", "s there is n", "o" ], [ "based paym • certain disclo", "ents; and sures required", "by IFR", "S 13 ‘Fair Value Measu", "rement’", "and disclosures r", "equired by IFR", "S 7", "contractual agree to participating s", "ment or ubsidiarie", "stated Group p s, the net defin", "olicy for c ed benefit", "harging the net d pension cost or", "efined b benefit", "enefit cost is recognis", "of the sch ed fully by", "eme the" ], [ "‘Financial Ins", "truments: Disclo", "sures", "’.", "", "", "", "", "Company. The co to profit or loss of", "ntribution the Com", "s paid by the p pany where th", "articipatin e amounts", "g subsidiaries ot relate to service", "her tha and ar", "n the Comp e independ", "any are cr ent of the", "edited" ], [ "2 Accounti The accounting periods presen", "ng policies policies of the C ted in these fina", "ompa ncial s", "ny have, unless other tatements. In most c", "wise sta ases the", "ted, been applied accounting policie", "consistently t s for the Com", "o all pany", "number of years f. Judgements m In the course of p estimates and as", "of service ade in a reparing sumption", "or to other co pplying the Co the financial st s (see Note 2g", "mprehensi mpany’s atements, below), no", "ve income if not accounting poli other than judge judgements hav", "linked t cies ments i e been", "o service. nvolved in made in the", "determinin process o", "g f" ], [ "are fully aligned consolidated fi of the Group ar trade and othe", "with the equiv nancial stateme e the policies fo r payables, prov", "alent a nts. Th r prop isions,", "ccounting policies for e accounting policies erty, plant and equip retirement benefits, i", "the Gro of the C ment, lea nvestme", "up as stated in No ompany which are ses, intangible as nt in own shares", "te 2 to the aligned with t sets, income t and dividends", "hose ax, .", "applying the Com recognised in the g. Sources of est", "pany’s ac financial imation", "counting polici statements. uncertainty", "es that ha", "ve had a significa", "nt effec", "t on the am", "ounts", "" ], [ "The accounting a. Investment Investments in", "policies that ar in subsidiary u subsidiary unde", "e spec nder rtakin", "ific to the Company ar takings gs are held at cost les", "e set ou s any pr", "t below. ovision for impair", "ment. The", "", "In applying the Co estimates or assu impact on the foll", "mpany’s mptions. owing ye", "accounting pol Should these ar’s financial st", "icies vario estimates atements.", "us transactions a or assumptions p As at 31 Decemb", "nd bala rove in er 2025", "nces are va correct, the , while not", "lued using re may be expected t", "an o" ], [ "subsidiary und undertakings N", "ertakings which ote in the Share", "the Co holde", "mpany held at 31 De r information section", "cember on page", "2025 are disclosed s 191 to 196.", "in the Relate", "d", "result in a materi source of estimat which is explaine", "al change ion uncer d in Note", "in the carrying tainty is the m 2y to the conso", "value of a easureme lidated fin", "ssets or liabilitie nt of the defined ancial statemen", "s in the benefit ts.", "next 12 mo pension sc", "nths, the o heme liabi", "nly lity" ] ] ], "word_count": 975, "visual_charts": [] }, { "page_number": 183, "section": "Financial Statements", "subsection": "Notes to the Company Financial Statements", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 181", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 181\n\nNOTES TO THE COMPANY FINANCIAL STATEMENTS continued\n\n3 Property, plant and equipment and intangible assets 6 Deferred tax asset/(liability)\n Recognised deferred tax assets net of deferred tax liabilities are attributable to the following:\n Short Fixtures, Total Total\n leasehold fittings and tangible intangible\n improvement equipment assets assets Defined\n £m £m £m £m benefit Net deferred\n pension Share based tax asset/\nCost scheme payments Other (liability)\n £m £m £m £m\nBeginning of year 0.5 1.8 2.3 2.6\nAdditions – 0.1 0.1 0.1 At 31 December 2023/1 January 2024 (16.3) 3.4 0.4 (12.5)\nEnd of year 0.5 1.9 2.4 2.7 Recognised in profit or loss (1.6) – – (1.6)\n Recognised in other comprehensive income or directly\n in equity 9.2 0.4 – 9.6\nAccumulated depreciation and amortisation\n At 31 December 2024/1 January 2025 (8.7) 3.8 0.4 (4.5)\nBeginning of year 0.2 1.7 1.9 1.9\n Recognised in profit or loss (0.4) (1.4) (0.2) (2.0)\nCharge in year 0.1 0.1 0.2 0.4\n Recognised in other comprehensive income or directly\nEnd of year 0.3 1.8 2.1 2.3\n in equity 0.8 – – 0.8\n At 31 December 2025 (8.3) 2.4 0.2 (5.7)\nNet book value at 31 December 2025 0.2 0.1 0.3 0.4\nNet book value at 31 December 2024 0.3 0.1 0.4 0.7 No deferred tax asset has been recognised in respect of unutilised capital losses of £68.5m (2024:\n £60.7m).\n4 Right-of-use assets: Property\n 7 Trade and other receivables\n 2025 2024\n 2025 2024\nNet book value £m £m\n £m £m\nBeginning of year 2.3 2.9 Amounts owed by Group undertakings 489.8 1,426.1\nDepreciation charge in the year (0.7) (0.6) Prepayments and other debtors 5.4 5.0\nEnd of year 1.6 2.3 Trade and other receivables falling due within one year 495.2 1,431.1\n\n5 Investments Amounts owed by Group undertakings falling due within one year are interest bearing, unsecured and\n repayable on demand with no fixed date of repayment. Interest rates are linked to the Bank of England\n 2025 2024\nInvestments in subsidiary undertakings £m £m\n Base Rate. Amounts owed by Group undertakings are classified as a current asset when the Company\n expects to realise the asset in its normal operating cycle.\nCost\nBeginning of year 768.4 756.2 2025 2024\n £m £m\nAdditions 2.1 12.2\n Amounts owed by Group undertakings 957.5 –\nEnd of year 770.5 768.4\n Trade and other receivables falling due after one year 957.5 –\nImpairment provisions Amounts owed by Group undertakings falling due after one year are interest bearing, unsecured and\nBeginning and end of year 3.3 3.3 have a fixed date of repayment. Interest rates are linked to the Bank of England Base Rate.\n\nNet book value at 31 December 767.2 765.1", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\n181\n\nAdditional Information\n\nNOTES TO THE COMPANY FINANCIAL STATEMENTS continued\n3 Property, plant and equipment and intangible assets\nShort\nleasehold\nimprovement\n£m\n\nCost\nBeginning of year\nAdditions\nEnd of year\n\n0.5\n–\n0.5\n\n6 Deferred tax asset/(liability)\n\nFixtures,\nfittings and\nequipment\n£m\n\n1.8\n0.1\n1.9\n\nTotal\ntangible\nassets\n£m\n\n2.3\n0.1\n2.4\n\nTotal\nintangible\nassets\n£m\n\n2.6\n0.1\n2.7\n\nAccumulated depreciation and amortisation\nBeginning of year\nCharge in year\nEnd of year\n\n0.2\n0.1\n0.3\n\n1.7\n0.1\n1.8\n\n1.9\n0.2\n2.1\n\n1.9\n0.4\n2.3\n\nNet book value at 31 December 2025\nNet book value at 31 December 2024\n\n0.2\n0.3\n\n0.1\n0.1\n\n0.3\n0.4\n\n0.4\n0.7\n\n2025\n£m\n\n2024\n£m\n\n2.3\n(0.7)\n1.6\n\n2.9\n(0.6)\n2.3\n\n4 Right-of-use assets: Property\nNet book value\nBeginning of year\nDepreciation charge in the year\nEnd of year\n\nImpairment provisions\nBeginning and end of year\nNet book value at 31 December\n\nAt 31 December 2023/1 January 2024\nRecognised in profit or loss\nRecognised in other comprehensive income or directly\nin equity\nAt 31 December 2024/1 January 2025\nRecognised in profit or loss\nRecognised in other comprehensive income or directly\nin equity\nAt 31 December 2025\n\nDefined\nbenefit\npension\nscheme\n£m\n\nShare based\npayments\n£m\n\nOther\n£m\n\nNet deferred\ntax asset/\n(liability)\n£m\n\n(16.3)\n(1.6)\n\n3.4\n–\n\n0.4\n–\n\n(12.5)\n(1.6)\n\n9.2\n(8.7)\n(0.4)\n\n0.4\n3.8\n(1.4)\n\n–\n0.4\n(0.2)\n\n9.6\n(4.5)\n(2.0)\n\n0.8\n(8.3)\n\n–\n2.4\n\n–\n0.2\n\n0.8\n(5.7)\n\nNo deferred tax asset has been recognised in respect of unutilised capital losses of £68.5m (2024:\n£60.7m).\n\n7 Trade and other receivables\n\n5 Investments\nInvestments in subsidiary undertakings\nCost\nBeginning of year\nAdditions\nEnd of year\n\nRecognised deferred tax assets net of deferred tax liabilities are attributable to the following:\n\n2025\n£m\n\n2024\n£m\n\n768.4\n2.1\n770.5\n\n756.2\n12.2\n768.4\n\n3.3\n\n3.3\n\n767.2\n\n765.1\n\nAmounts owed by Group undertakings\nPrepayments and other debtors\nTrade and other receivables falling due within one year\n\n2025\n£m\n\n2024\n£m\n\n489.8\n5.4\n495.2\n\n1,426.1\n5.0\n1,431.1\n\nAmounts owed by Group undertakings falling due within one year are interest bearing, unsecured and\nrepayable on demand with no fixed date of repayment. Interest rates are linked to the Bank of England\nBase Rate. Amounts owed by Group undertakings are classified as a current asset when the Company\nexpects to realise the asset in its normal operating cycle.\n\nAmounts owed by Group undertakings\nTrade and other receivables falling due after one year\n\n2025\n£m\n\n2024\n£m\n\n957.5\n957.5\n\n–\n–\n\nAmounts owed by Group undertakings falling due after one year are interest bearing, unsecured and\nhave a fixed date of repayment. Interest rates are linked to the Bank of England Base Rate.", "tables": [ [ [ "0.5", "1.8", "2.3", "2.6" ], [ "–", "0.1", "0.1", "0.1" ], [ "0.5", "1.9", "2.4", "2.7" ] ], [ [ "(8.7)", "3.8", "0.4", "(4.5)" ], [ "(0.4)", "(1.4)", "(0.2)", "(2.0)" ], [ "0.8", "–", "–", "0.8" ], [ "(8.3)", "2.4", "0.2", "(5.7)" ] ], [ [ "0.2", "1.7", "1.9", "1.9" ], [ "0.1", "0.1", "0.2", "0.4" ], [ "0.3", "1.8", "2.1", "2.3" ] ], [ [ "0.2", "0.1", "0.3", "0.4" ] ], [ [ "2.3" ], [ "(0.7)" ], [ "1.6" ] ], [ [ "489.8" ], [ "5.4" ], [ "495.2" ] ], [ [ "" ], [ "768.4" ], [ "2.1" ], [ "770.5" ], [ "" ], [ "" ], [ "3.3" ], [ "" ], [ "767.2" ] ], [ [ "957.5" ], [ "957.5" ] ] ], "word_count": 452, "visual_charts": [] }, { "page_number": 184, "section": "Financial Statements", "subsection": "Notes to the Company Financial Statements", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 182", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 182\n\nNOTES TO THE COMPANY FINANCIAL STATEMENTS continued\n\n8 Trade and other payables 11 Retirement benefits\n 2025 2024\n The Company operates a number of retirement benefit schemes in the UK, including both defined\n £m £m benefit and defined contribution schemes. A description of the characteristics and risks to which the\nTrade payables 1.6 3.5 Company is exposed in relation to the UK defined benefit pension scheme together with the principal\nAmounts owed to Group undertakings 82.3 82.2 assumptions used and sensitivity to changes in assumptions are detailed in Note 25 to the consolidated\n financial statements.\nOther tax and social security contributions 0.4 0.4\nIncome tax payable 4.0 4.0 The amounts included in the Company financial statements relating to the defined benefit pension\n scheme at 31 December were:\nAccruals 16.1 71.0\n 104.4 161.1 2025 2024\n Amounts included in profit for the year £m £m\nAmounts due to Group undertakings are repayable on demand and are not interest bearing. Current service cost (net of contributions by employees) – 0.3\n9 Provisions Past service credit – (3.2)\n Net interest income (1.9) (3.1)\n 2025 2024\n £m £m Total credit to profit for the year (1.9) (6.0)\nBeginning and end of year 0.9 0.9\n 2025 2024\nThe provisions relate to properties, where amounts are held against liabilities for repairs and Amounts included in other comprehensive income £m £m\n\ndilapidations, and other claims. Actual return less expected return on pension scheme assets (5.5) (71.0)\n Experience (loss)/gain on pension scheme liabilities (0.5) 8.0\n10 Lease liabilities\n Impact of changes in assumptions relating to the present value of pension\n 2025 2024 scheme liabilities 2.6 26.3\n £m £m\n Actuarial loss on defined benefit pension scheme (3.4) (36.7)\nBeginning of year 2.4 3.1\n Total charge to other comprehensive income (3.4) (36.7)\nInterest charge in the year 0.1 0.1\nPayments of lease liabilities (0.8) (0.8) 2025 2024\nEnd of year 1.7 2.4 Movement in defined benefit pension scheme surplus £m £m\n\nAgeing of lease liabilities: Beginning of year 34.6 65.3\nCurrent lease liabilities 0.7 0.7 Current service cost – (0.3)\nNon-current lease liabilities 1.0 1.7 Past service credit – 3.2\nEnd of year 1.7 2.4 Net interest income 1.9 3.1\n Actuarial loss (3.4) (36.7)\n End of year 33.1 34.6\n\n 2025 2024\n Changes in the present value of defined benefit pension scheme liabilities £m £m\n Beginning of year 213.8 251.0\n Current service cost – 0.3\n Past service credit – (3.2)\n Interest expense 11.5 12.1\n Contributions by employees – 0.2\n Actuarial gain (2.1) (34.3)\n Benefits paid (11.7) (12.3)\n End of year 211.5 213.8", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\n182\n\nAdditional Information\n\nNOTES TO THE COMPANY FINANCIAL STATEMENTS continued\n8 Trade and other payables\nTrade payables\nAmounts owed to Group undertakings\nOther tax and social security contributions\nIncome tax payable\nAccruals\n\n11 Retirement benefits\n2025\n£m\n\n2024\n£m\n\n1.6\n82.3\n0.4\n4.0\n16.1\n104.4\n\n3.5\n82.2\n0.4\n4.0\n71.0\n161.1\n\nAmounts due to Group undertakings are repayable on demand and are not interest bearing.\n\n9 Provisions\nBeginning and end of year\n\n2025\n£m\n\n2024\n£m\n\n0.9\n\n0.9\n\nThe provisions relate to properties, where amounts are held against liabilities for repairs and\ndilapidations, and other claims.\n\n10 Lease liabilities\nBeginning of year\nInterest charge in the year\nPayments of lease liabilities\nEnd of year\nAgeing of lease liabilities:\nCurrent lease liabilities\nNon-current lease liabilities\nEnd of year\n\n2025\n£m\n\n2024\n£m\n\n2.4\n0.1\n(0.8)\n1.7\n\n3.1\n0.1\n(0.8)\n2.4\n\n0.7\n1.0\n1.7\n\n0.7\n1.7\n2.4\n\nThe Company operates a number of retirement benefit schemes in the UK, including both defined\nbenefit and defined contribution schemes. A description of the characteristics and risks to which the\nCompany is exposed in relation to the UK defined benefit pension scheme together with the principal\nassumptions used and sensitivity to changes in assumptions are detailed in Note 25 to the consolidated\nfinancial statements.\nThe amounts included in the Company financial statements relating to the defined benefit pension\nscheme at 31 December were:\nAmounts included in profit for the year\nCurrent service cost (net of contributions by employees)\nPast service credit\nNet interest income\nTotal credit to profit for the year\nAmounts included in other comprehensive income\nActual return less expected return on pension scheme assets\nExperience (loss)/gain on pension scheme liabilities\nImpact of changes in assumptions relating to the present value of pension\nscheme liabilities\nActuarial loss on defined benefit pension scheme\nTotal charge to other comprehensive income\nMovement in defined benefit pension scheme surplus\nBeginning of year\nCurrent service cost\nPast service credit\nNet interest income\nActuarial loss\nEnd of year\nChanges in the present value of defined benefit pension scheme liabilities\nBeginning of year\nCurrent service cost\nPast service credit\nInterest expense\nContributions by employees\nActuarial gain\nBenefits paid\nEnd of year\n\n2025\n£m\n\n2024\n£m\n\n–\n–\n(1.9)\n(1.9)\n\n0.3\n(3.2)\n(3.1)\n(6.0)\n\n2025\n£m\n\n2024\n£m\n\n(5.5)\n(0.5)\n\n(71.0)\n8.0\n\n2.6\n(3.4)\n(3.4)\n\n26.3\n(36.7)\n(36.7)\n\n2025\n£m\n\n2024\n£m\n\n34.6\n–\n–\n1.9\n(3.4)\n33.1\n\n65.3\n(0.3)\n3.2\n3.1\n(36.7)\n34.6\n\n2025\n£m\n\n2024\n£m\n\n213.8\n–\n–\n11.5\n–\n(2.1)\n(11.7)\n211.5\n\n251.0\n0.3\n(3.2)\n12.1\n0.2\n(34.3)\n(12.3)\n213.8", "tables": [ [ [ "1.6" ], [ "82.3" ], [ "0.4" ], [ "4.0" ], [ "16.1" ], [ "104.4" ] ], [ [ "–" ], [ "–" ], [ "(1.9)" ], [ "(1.9)" ] ], [ [ "(5.5)" ], [ "(0.5)" ], [ "2.6" ], [ "(3.4)" ], [ "(3.4)" ] ], [ [ "2.4" ], [ "0.1" ], [ "(0.8)" ], [ "1.7" ], [ "" ], [ "0.7" ], [ "1.0" ], [ "1.7" ] ], [ [ "34.6" ], [ "–" ], [ "–" ], [ "1.9" ], [ "(3.4)" ], [ "33.1" ] ], [ [ "213.8" ], [ "–" ], [ "–" ], [ "11.5" ], [ "–" ], [ "(2.1)" ], [ "(11.7)" ], [ "211.5" ] ] ], "word_count": 433, "visual_charts": [] }, { "page_number": 185, "section": "Financial Statements", "subsection": "Notes to the Company Financial Statements", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 183", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 183\n\nNOTES TO THE COMPANY FINANCIAL STATEMENTS continued\n\n\n11 Retirement benefits continued 15 Employees’ and directors’ remuneration\n The average number of persons employed by the Company during the year (including directors) was 74\n 2025 2024\n (2024: 71) and the aggregate employee costs relating to these persons were:\nChanges in the fair value of defined benefit pension scheme assets £m £m\n 2025 2024\nBeginning of year 248.4 316.3 £m £m\nInterest income 13.4 15.2 Wages and salaries 13.0 13.8\nActuarial loss (5.5) (71.0) Social security costs 1.8 1.8\nContributions by employees – 0.2 Share based payments 1.2 1.7\nBenefits paid (11.7) (12.3) Deferred annual share bonus expense 1.8 1.7\nEnd of year 244.6 248.4 Pension costs 0.6 1.1\nThe actual return on pension scheme assets was a gain of £7.9m (2024: loss of £55.8m). The market 18.4 20.1\nvalue of scheme assets and the present value of retirement benefit obligations at 31 December are\n Conditional awards of executive share options and performance shares are granted to executive\ndetailed in Note 25 to the consolidated financial statements. The total defined benefit pension liability\n directors and other senior employees of the Company. Employees of the Company can also participate\nis divided between deferred members (£103.6m (2024: £101.7m)) and pensioners (£107.9m (2024:\n in the Company’s Sharesave Scheme. Further information on the Company’s share plans is disclosed in\n£112.1m)).\n Note 21 to the consolidated financial statements.\n12 Share capital\n 16 Related party disclosures\n 2025 2024 The Company has identified the directors of the Company, their close family members, its key\n £m £m\n management, the UK pension scheme and its subsidiary undertakings as related parties for the\nIssued and fully paid ordinary shares of 321 ⁄ 7p each 104.2 106.4 purpose of IAS 24 ‘Related Party Disclosures’. Details of the relevant relationships with these related\n parties are disclosed in the Directors’ remuneration report, Note 25 and Note 26 to the consolidated\nNumber of ordinary shares in issue and fully paid 2025 2024 financial statements and the Related undertakings note in the Shareholder information section on\nBeginning of year 331,176,520 338,021,077 pages 191 to 196.\nIssued – option exercises 154,897 378,873\nOwn shares purchased for cancellation (7,119,988) (7,223,430)\nEnd of year 324,211,429 331,176,520\n\nOwn shares purchased for cancellation are detailed in Note 21 to the consolidated financial statements.\n\n13 Reserves\nThe capital redemption reserve of £20.7m (2024: £18.4m) as presented in the statement of changes in\nequity records the aggregate nominal value of ordinary and treasury shares that have been cancelled.\nThe own shares reserve of £66.3m (2024: £63.3m) within the profit and loss reserve, as presented in the\nstatement of changes in equity, comprises ordinary shares of the Company held by the Company in an\nemployee benefit trust. The assets, liabilities and expenditure of the trust are included in the Company\nfinancial statements. Details of the trust and investment in own shares reserve are set out in Note 21 to\nthe consolidated financial statements.\nThe dividends paid and declared in the current and prior year are detailed in Note 22 to the\nconsolidated financial statements.\n\n14 Financial guarantees\nBorrowings by subsidiary undertakings totalling £1,990.3m (2024: £2,049.0m) which are included in the\nGroup’s borrowings have been guaranteed by the Company.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\n183\n\nAdditional Information\n\nNOTES TO THE COMPANY FINANCIAL STATEMENTS continued\n15 Employees’ and directors’ remuneration\n\n11 Retirement benefits continued\nChanges in the fair value of defined benefit pension scheme assets\nBeginning of year\nInterest income\nActuarial loss\nContributions by employees\nBenefits paid\nEnd of year\n\n2025\n£m\n\n2024\n£m\n\n248.4\n13.4\n(5.5)\n–\n(11.7)\n244.6\n\n316.3\n15.2\n(71.0)\n0.2\n(12.3)\n248.4\n\nThe actual return on pension scheme assets was a gain of £7.9m (2024: loss of £55.8m). The market\nvalue of scheme assets and the present value of retirement benefit obligations at 31 December are\ndetailed in Note 25 to the consolidated financial statements. The total defined benefit pension liability\nis divided between deferred members (£103.6m (2024: £101.7m)) and pensioners (£107.9m (2024:\n£112.1m)).\n\n12 Share capital\nIssued and fully paid ordinary shares of 321 ⁄ 7p each\nNumber of ordinary shares in issue and fully paid\nBeginning of year\nIssued – option exercises\nOwn shares purchased for cancellation\nEnd of year\n\nThe average number of persons employed by the Company during the year (including directors) was 74\n(2024: 71) and the aggregate employee costs relating to these persons were:\n\nWages and salaries\nSocial security costs\nShare based payments\nDeferred annual share bonus expense\nPension costs\n\n2025\n£m\n\n2024\n£m\n\n13.0\n1.8\n1.2\n1.8\n0.6\n18.4\n\n13.8\n1.8\n1.7\n1.7\n1.1\n20.1\n\nConditional awards of executive share options and performance shares are granted to executive\ndirectors and other senior employees of the Company. Employees of the Company can also participate\nin the Company’s Sharesave Scheme. Further information on the Company’s share plans is disclosed in\nNote 21 to the consolidated financial statements.\n\n16 Related party disclosures\n2025\n£m\n\n2024\n£m\n\n104.2\n\n106.4\n\n2025\n\n2024\n\n331,176,520 338,021,077\n154,897\n378,873\n(7,119,988)\n(7,223,430)\n324,211,429 331,176,520\n\nOwn shares purchased for cancellation are detailed in Note 21 to the consolidated financial statements.\n\n13 Reserves\nThe capital redemption reserve of £20.7m (2024: £18.4m) as presented in the statement of changes in\nequity records the aggregate nominal value of ordinary and treasury shares that have been cancelled.\nThe own shares reserve of £66.3m (2024: £63.3m) within the profit and loss reserve, as presented in the\nstatement of changes in equity, comprises ordinary shares of the Company held by the Company in an\nemployee benefit trust. The assets, liabilities and expenditure of the trust are included in the Company\nfinancial statements. Details of the trust and investment in own shares reserve are set out in Note 21 to\nthe consolidated financial statements.\nThe dividends paid and declared in the current and prior year are detailed in Note 22 to the\nconsolidated financial statements.\n\n14 Financial guarantees\nBorrowings by subsidiary undertakings totalling £1,990.3m (2024: £2,049.0m) which are included in the\nGroup’s borrowings have been guaranteed by the Company.\n\nThe Company has identified the directors of the Company, their close family members, its key\nmanagement, the UK pension scheme and its subsidiary undertakings as related parties for the\npurpose of IAS 24 ‘Related Party Disclosures’. Details of the relevant relationships with these related\nparties are disclosed in the Directors’ remuneration report, Note 25 and Note 26 to the consolidated\nfinancial statements and the Related undertakings note in the Shareholder information section on\npages 191 to 196.", "tables": [ [ [ "248.4" ], [ "13.4" ], [ "(5.5)" ], [ "–" ], [ "(11.7)" ], [ "244.6" ] ], [ [ "13.0" ], [ "1.8" ], [ "1.2" ], [ "1.8" ], [ "0.6" ], [ "18.4" ] ], [ [ "331,176,520" ], [ "154,897" ], [ "(7,119,988)" ], [ "324,211,429" ] ] ], "word_count": 544, "visual_charts": [] }, { "page_number": 186, "section": "Financial Statements", "subsection": "Statement of Directors' Responsibilities", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 184", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 184\n\nSTATEMENT OF DIRECTORS’ RESPONSIBILITIES\n\nStatement of directors’ responsibilities in respect of\nthe Annual Report and the financial statements\n\nThe directors are responsible for preparing the Under company law, directors must not approve The directors are also responsible for keeping Directors’ confirmations\nAnnual Report and the financial statements in the financial statements unless they are satisfied adequate accounting records that are sufficient Each of the directors, whose names and functions\naccordance with applicable law and regulation. that they give a true and fair view of the state of to show and explain the Group’s and Company’s are listed in Directors’ report confirm that, to the\n affairs of the Group and Company and of the transactions and disclose with reasonable best of their knowledge:\nCompany law requires the directors to prepare\n profit or loss of the Group for that period. In accuracy at any time the financial position of the\nfinancial statements for each financial year. Under • the Group financial statements, which have\n preparing the financial statements, the directors Group and Company and enable them to ensure\nthat law the directors have prepared the Group been prepared in accordance with UK-adopted\n are required to: that the financial statements and the Directors’\nfinancial statements in accordance with IASs and IFRSs issued by IASB, give a true and\n • select suitable accounting policies and then remuneration report comply with the Companies\nUK-adopted International Accounting Standards fair view of the assets, liabilities, financial\n apply them consistently; Act 2006.\n(‘IASs’) and the Company financial statements in position and profit of the Group;\naccordance with United Kingdom Generally • state whether applicable UK-adopted IASs and The directors are responsible for the maintenance • the Company financial statements, which have\nAccepted Accounting Practice (United Kingdom IFRSs issued by IASB have been followed for the and integrity of the Company’s website. been prepared in accordance with United\nAccounting Standards, comprising FRS 101 Group financial statements and United Legislation in the United Kingdom governing the Kingdom Accounting Standards, comprising\n‘Reduced Disclosure Framework’, and applicable Kingdom Accounting Standards, comprising preparation and dissemination of financial FRS 101, give a true and fair view of the assets,\nlaw). In preparing the Group financial statements, FRS 101 have been followed for the Company statements may differ from legislation in other liabilities and financial position of the Company;\nthe directors have also elected to comply with financial statements, subject to any material jurisdictions. and\nInternational Financial Reporting Standards departures disclosed and explained in the\n(‘IFRSs’) issued by the International Accounting financial statements; • the Annual Report includes a fair review of the\nStandards Board (‘IASB’). development and performance of the business\n • make judgements and accounting estimates and the position of the Group and Company,\n that are reasonable and prudent; and together with a description of the principal risks\n • prepare the financial statements on the going and uncertainties that it faces.\n concern basis unless it is inappropriate to\n presume that the Group and Company will By order of the Board\n continue in business. Frank van Zanten Richard Howes\n The directors are responsible for safeguarding the Chief Executive Chief Financial\n assets of the Group and Company and hence for Officer Officer\n taking reasonable steps for the prevention and 2 March 2026\n detection of fraud and other irregularities.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nFinancial Statements\n\nDirectors’ Report\n\n184\n\nAdditional Information\n\nSTATEMENT OF DIRECTORS’ RESPONSIBILITIES\n\nStatement of directors’ responsibilities in respect of\nthe Annual Report and the financial statements\nThe directors are responsible for preparing the\nAnnual Report and the financial statements in\naccordance with applicable law and regulation.\nCompany law requires the directors to prepare\nfinancial statements for each financial year. Under\nthat law the directors have prepared the Group\nfinancial statements in accordance with\nUK-adopted International Accounting Standards\n(‘IASs’) and the Company financial statements in\naccordance with United Kingdom Generally\nAccepted Accounting Practice (United Kingdom\nAccounting Standards, comprising FRS 101\n‘Reduced Disclosure Framework’, and applicable\nlaw). In preparing the Group financial statements,\nthe directors have also elected to comply with\nInternational Financial Reporting Standards\n(‘IFRSs’) issued by the International Accounting\nStandards Board (‘IASB’).\n\nUnder company law, directors must not approve\nthe financial statements unless they are satisfied\nthat they give a true and fair view of the state of\naffairs of the Group and Company and of the\nprofit or loss of the Group for that period. In\npreparing the financial statements, the directors\nare required to:\n• select suitable accounting policies and then\napply them consistently;\n• state whether applicable UK-adopted IASs and\nIFRSs issued by IASB have been followed for the\nGroup financial statements and United\nKingdom Accounting Standards, comprising\nFRS 101 have been followed for the Company\nfinancial statements, subject to any material\ndepartures disclosed and explained in the\nfinancial statements;\n• make judgements and accounting estimates\nthat are reasonable and prudent; and\n• prepare the financial statements on the going\nconcern basis unless it is inappropriate to\npresume that the Group and Company will\ncontinue in business.\nThe directors are responsible for safeguarding the\nassets of the Group and Company and hence for\ntaking reasonable steps for the prevention and\ndetection of fraud and other irregularities.\n\nThe directors are also responsible for keeping\nadequate accounting records that are sufficient\nto show and explain the Group’s and Company’s\ntransactions and disclose with reasonable\naccuracy at any time the financial position of the\nGroup and Company and enable them to ensure\nthat the financial statements and the Directors’\nremuneration report comply with the Companies\nAct 2006.\n\nDirectors’ confirmations\n\nThe directors are responsible for the maintenance\nand integrity of the Company’s website.\nLegislation in the United Kingdom governing the\npreparation and dissemination of financial\nstatements may differ from legislation in other\njurisdictions.\n\n• the Company financial statements, which have\nbeen prepared in accordance with United\nKingdom Accounting Standards, comprising\nFRS 101, give a true and fair view of the assets,\nliabilities and financial position of the Company;\nand\n\nEach of the directors, whose names and functions\nare listed in Directors’ report confirm that, to the\nbest of their knowledge:\n• the Group financial statements, which have\nbeen prepared in accordance with UK-adopted\nIASs and IFRSs issued by IASB, give a true and\nfair view of the assets, liabilities, financial\nposition and profit of the Group;\n\n• the Annual Report includes a fair review of the\ndevelopment and performance of the business\nand the position of the Group and Company,\ntogether with a description of the principal risks\nand uncertainties that it faces.\nBy order of the Board\nFrank van Zanten\nChief Executive\nOfficer\n2 March 2026\n\nRichard Howes\nChief Financial\nOfficer", "tables": [ [ [ "Bunzl plc Annual Report", "2025", "", "Strategic Report", "Directors’ Report", "", "Financial Statem", "ents", "Ad", "ditional Information", "", "", "18" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "STATEMENT OF D", "IRECT", "ORS’ RESPON", "SIBILITIES", "", "", "", "", "", "", "", "", "" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "Statement", "of d", "irectors’", "responsibilities", "in respe", "ct of", "", "", "", "", "", "", "" ], [ "the Annual", "Rep", "ort and t", "he financial sta", "tements", "", "", "", "", "", "", "", "" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "The directors are respo Annual Report and the fi accordance with applica Company law requires t financial statements for that law the directors ha financial statements in a UK-adopted Internation (‘IASs’) and the Compan accordance with United", "nsible for nancial s ble law a he directo each fina ve prepa ccordanc al Accoun y financia Kingdom", "preparing the tatements in nd regulation. rs to prepare ncial year. Under red the Group e with ting Standards l statements in Generally", "Under company law, directors mu the financial statements unless th that they give a true and fair view affairs of the Group and Company profit or loss of the Group for that preparing the financial statements are required to: • select suitable accounting polici apply them consistently; • state whether applicable UK-ad", "st not approve ey are satisfied of the state of and of the period. In , the directors es and then opted IASs and", "The directors are adequate accoun to show and expl transactions and accuracy at any ti Group and Comp that the financial remuneration rep Act 2006. The directors are", "also responsible ting records that ain the Group’s a disclose with rea me the financial any and enable t statements and t ort comply with responsible for t", "for keeping are sufficient nd Company’s sonable position of the hem to ensure he Directors’ the Companies he maintenance", "D Ea ar be •", "irectors’ confi ch of the directors, e listed in Directors st of their knowled the Group financial been prepared in a IASs and IFRSs issu fair view of the ass position and profit", "rmatio whose n ’ report c ge: stateme ccordan ed by IA ets, liabili of the Gr", "ns ames and f onfirm that nts, which h ce with UK-a SB, give a tr ties, financi oup;", "unction , to the ave dopted ue and al" ], [ "Accepted Accounting Pr Accounting Standards, c ‘Reduced Disclosure Fra law). In preparing the Gr the directors have also e International Financial R (‘IFRSs’) issued by the In Standards Board (‘IASB’)", "actice (Un omprisin mework’, oup finan lected to eporting ternation .", "ited Kingdom g FRS 101 and applicable cial statements, comply with Standards al Accounting", "IFRSs issued by IASB have been Group financial statements and Kingdom Accounting Standards, FRS 101 have been followed for financial statements, subject to departures disclosed and expla financial statements; • make judgements and accounti that are reasonable and pruden • prepare the financial statement", "followed for the United comprising the Company any material ined in the ng estimates t; and s on the going", "and integrity of th Legislation in the preparation and statements may jurisdictions.", "e Company’s we United Kingdom dissemination of differ from legisla", "bsite. governing the financial tion in other", "• •", "the Company finan been prepared in a Kingdom Accountin FRS 101, give a true liabilities and finan and the Annual Report development and p and the position of together with a des and uncertainties t", "cial state ccordan g Stand and fair cial posit includes erforma the Gro cription hat it fac", "ments, whic ce with Unit ards, compri view of the ion of the C a fair review nce of the b up and Com of the princi es.", "h have ed sing assets, ompan of the usines pany, pal risk" ], [ "", "", "", "concern basis unless it is inappr presume that the Group and Co", "opriate to mpany will", "", "", "", "By", "order of the Board", "", "", "" ], [ "", "", "", "continue in business. The directors are responsible for s", "afeguarding the", "", "", "", "Fr Ch", "ank van Zanten ief Executive", "", "Richard Ho Chief Finan", "wes cial" ], [ "", "", "", "assets of the Group and Company", "and hence for", "", "", "", "O", "fficer", "", "Officer", "" ], [ "", "", "", "taking reasonable steps for the pr", "evention and", "", "", "", "2", "March 2026", "", "", "" ], [ "", "", "", "detection of fraud and other irreg", "ularities.", "", "", "", "", "", "", "", "" ] ] ], "word_count": 557, "visual_charts": [] }, { "page_number": 187, "section": "Financial Statements", "subsection": "Independent Auditors' Report", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 185", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 185\n\nINDEPENDENT AUDITORS’ REPORT TO THE MEMBERS OF BUNZL PLC\n\nReport on the audit of the Separate opinion in relation to IFRSs as issued by the IASB\n As explained in Note 1 to the consolidated financial statements, the Group, in addition to applying\n\nfinancial statements UK-adopted International Accounting Standards, has also applied International Financial Reporting\n Standards (IFRSs) as issued by the International Accounting Standards Board (IASB).\n In our opinion, the consolidated financial statements have been properly prepared in accordance\n with IFRSs as issued by the IASB.\n\n Basis for opinion\nOpinion We conducted our audit in accordance with International Standards on Auditing (UK) (“ISAs (UK)”)\nIn our opinion: and applicable law. Our responsibilities under ISAs (UK) are further described in the Auditors’\n• Bunzl plc’s consolidated financial statements and Company financial statements (the “financial responsibilities for the audit of the financial statements section of our report. We believe that the\n statements”) give a true and fair view of the state of the Group’s and of the Company’s affairs as at audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.\n 31 December 2025 and of the Group’s profit and the Group’s cash flows for the year then ended;\n Independence\n• the consolidated financial statements have been properly prepared in accordance with UK-adopted We remained independent of the Group in accordance with the ethical requirements that are relevant\n International Accounting Standards as applied in accordance with the provisions of the Companies to our audit of the financial statements in the UK, which includes the FRC’s Ethical Standard, as\n Act 2006; applicable to listed public interest entities, and we have fulfilled our other ethical responsibilities in\n• the Company financial statements have been properly prepared in accordance with United Kingdom accordance with these requirements.\n Generally Accepted Accounting Practice (United Kingdom Accounting Standards, including FRS 101\n During the period, the Group acquired Caterline Catering Equipment Limited (“Caterline”). We provided\n “Reduced Disclosure Framework”, and applicable law); and\n pension consulting services, including evaluating pension provider options and designing investment\n• the financial statements have been prepared in accordance with the requirements of the Companies strategies, for a fee of £11,000, which were ongoing services as at the date of Caterline’s acquisition by\n Act 2006. the Group. The output of the services undertaken did not form part of our evidence in respect of the\nWe have audited the financial statements, included within the Annual Report 2025 (the “Annual audit of the consolidated financial statements and had no impact on the accounting records or internal\nReport”), which comprise: controls over financial reporting.\n• the Consolidated balance sheet as at 31 December 2025; The FRC’s transitional relief period of three months was utilised for these services, which were\n• the Company balance sheet as at 31 December 2025; terminated within that period. We assessed the associated threats to independence and the\n safeguards applied, and concluded that the provision of these services within the transitional relief\n• the Consolidated income statement for the year then ended;\n period did not compromise PwC’s integrity, objectivity, or independence.\n• the Consolidated statement of comprehensive income for the year then ended;\n Other than those disclosed in Note 5 to the consolidated financial statements, we have provided\n• the Consolidated statement of changes in equity for the year then ended;\n no non-audit services to the Company or its controlled undertakings in the period under audit.\n• the Consolidated cash flow statement for the year then ended;\n• the Company statement of changes in equity for the year then ended; and\n• the notes to the financial statements, comprising material accounting policy information and\n other explanatory information.\nOur opinion is consistent with our reporting to the Audit Committee.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\n185\n\nINDEPENDENT AUDITORS’ REPORT TO THE MEMBERS OF BUNZL PLC\n\nReport on the audit of the\nfinancial statements\n\nSeparate opinion in relation to IFRSs as issued by the IASB\nAs explained in Note 1 to the consolidated financial statements, the Group, in addition to applying\nUK-adopted International Accounting Standards, has also applied International Financial Reporting\nStandards (IFRSs) as issued by the International Accounting Standards Board (IASB).\nIn our opinion, the consolidated financial statements have been properly prepared in accordance\nwith IFRSs as issued by the IASB.\n\nOpinion\nIn our opinion:\n• Bunzl plc’s consolidated financial statements and Company financial statements (the “financial\nstatements”) give a true and fair view of the state of the Group’s and of the Company’s affairs as at\n31 December 2025 and of the Group’s profit and the Group’s cash flows for the year then ended;\n• the consolidated financial statements have been properly prepared in accordance with UK-adopted\nInternational Accounting Standards as applied in accordance with the provisions of the Companies\nAct 2006;\n• the Company financial statements have been properly prepared in accordance with United Kingdom\nGenerally Accepted Accounting Practice (United Kingdom Accounting Standards, including FRS 101\n“Reduced Disclosure Framework”, and applicable law); and\n• the financial statements have been prepared in accordance with the requirements of the Companies\nAct 2006.\nWe have audited the financial statements, included within the Annual Report 2025 (the “Annual\nReport”), which comprise:\n• the Consolidated balance sheet as at 31 December 2025;\n• the Company balance sheet as at 31 December 2025;\n• the Consolidated income statement for the year then ended;\n• the Consolidated statement of comprehensive income for the year then ended;\n• the Consolidated statement of changes in equity for the year then ended;\n• the Consolidated cash flow statement for the year then ended;\n• the Company statement of changes in equity for the year then ended; and\n• the notes to the financial statements, comprising material accounting policy information and\nother explanatory information.\nOur opinion is consistent with our reporting to the Audit Committee.\n\nBasis for opinion\nWe conducted our audit in accordance with International Standards on Auditing (UK) (“ISAs (UK)”)\nand applicable law. Our responsibilities under ISAs (UK) are further described in the Auditors’\nresponsibilities for the audit of the financial statements section of our report. We believe that the\naudit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.\nIndependence\nWe remained independent of the Group in accordance with the ethical requirements that are relevant\nto our audit of the financial statements in the UK, which includes the FRC’s Ethical Standard, as\napplicable to listed public interest entities, and we have fulfilled our other ethical responsibilities in\naccordance with these requirements.\nDuring the period, the Group acquired Caterline Catering Equipment Limited (“Caterline”). We provided\npension consulting services, including evaluating pension provider options and designing investment\nstrategies, for a fee of £11,000, which were ongoing services as at the date of Caterline’s acquisition by\nthe Group. The output of the services undertaken did not form part of our evidence in respect of the\naudit of the consolidated financial statements and had no impact on the accounting records or internal\ncontrols over financial reporting.\nThe FRC’s transitional relief period of three months was utilised for these services, which were\nterminated within that period. We assessed the associated threats to independence and the\nsafeguards applied, and concluded that the provision of these services within the transitional relief\nperiod did not compromise PwC’s integrity, objectivity, or independence.\nOther than those disclosed in Note 5 to the consolidated financial statements, we have provided\nno non-audit services to the Company or its controlled undertakings in the period under audit.", "tables": [ [ [ "Bunzl plc Annual Rep", "ort 2025", "", "", "Strategic Report", "", "Directors’ Report", "", "Financial Statem", "ents", "Additional", "Information", "", "" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "INDEPENDENT", "AUDIT", "ORS’ REPOR", "T T", "O THE MEMBE", "RS OF BU", "NZL PLC", "", "", "", "", "", "", "" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "Report on", "the", "audit", "of", "the", "", "", "Separate opin", "ion in relat", "ion to IFRSs as", "issued", "by the IASB", "", "" ], [ "", "", "", "", "", "", "", "As explained in No", "te 1 to the cons", "olidated financial st", "atements,", "the Group, in ad", "dition", "to applyin" ], [ "", "", "", "", "", "", "", "UK-adopted Intern", "ational Account", "ing Standards, has", "also applie", "d International F", "inanc", "ial Reportin" ], [ "financial", "stat", "ements", "", "", "", "", "Standards (IFRSs)", "as issued by the", "International Accou", "nting Stan", "dards Board (IA", "SB).", "" ], [ "", "", "", "", "", "", "", "In our opinion, the", "consolidated fi", "nancial statements", "have been", "properly prepar", "ed in", "accordance" ], [ "", "", "", "", "", "", "", "with IFRSs as issue", "d by the IASB.", "", "", "", "", "" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "Opinion", "", "", "", "", "", "", "Basis for opin", "ion", "", "", "", "", "" ], [ "In our opinion:", "", "", "", "", "", "", "We conducted our and applicable law", "audit in accord . Our responsibi", "ance with Internatio lities under ISAs (U", "nal Stand K) are furt", "ards on Auditing her described in", "(UK) ( the A", "“ISAs (UK)”) uditors’" ], [ "• Bunzl plc’s consoli", "dated fin", "ancial statement", "s and", "Company financial", "statements", "(the “financial", "responsibilities for", "the audit of the", "financial statemen", "ts section", "of our report. W", "e beli", "eve that the" ], [ "statements”) give a 31 December 2025", "true an and of t", "d fair view of the he Group’s profit", "state and", "of the Group’s and the Group’s cash flo", "of the Comp ws for the y", "any’s affairs as at ear then ended;", "audit evidence we", "have obtained i", "s sufficient and app", "ropriate to", "provide a basis", "for o", "ur opinion." ], [ "• the consolidated fi", "nancial s", "tatements have", "been", "properly prepared i", "n accordanc", "e with UK-adopted", "Independence We remained inde", "pendent of the", "Group in accordanc", "e with the", "ethical requirem", "ents", "that are rele" ], [ "International Acco", "unting St", "andards as appli", "ed in", "accordance with th", "e provisions", "of the Companies", "to our audit of the", "financial statem", "ents in the UK, whi", "ch include", "s the FRC’s Ethica", "l Sta", "ndard, as" ], [ "Act 2006;", "", "", "", "", "", "", "applicable to listed", "public interest", "entities, and we ha", "ve fulfilled", "our other ethical", "resp", "onsibilities i" ], [ "• the Company finan Generally Accepte", "cial state d Accoun", "ments have bee ting Practice (Un", "n pro ited K", "perly prepared in a ingdom Accounting", "ccordance w Standards,", "ith United Kingdom including FRS 101", "accordance with t During the period,", "hese requireme the Group acqu", "nts. ired Caterline Cate", "ring Equip", "ment Limited (“C", "aterli", "ne”). We pro" ], [ "“Reduced Disclosu • the financial statem", "re Frame ents ha", "work”, and appli ve been prepare", "cable d in a", "law); and ccordance with the", "requiremen", "ts of the Companies", "pension consultin strategies, for a fe", "g services, includ e of £11,000, wh", "ing evaluating pen ich were ongoing se", "sion provi rvices as", "der options and d at the date of Cat", "esign erline", "ing investm ’s acquisitio" ], [ "Act 2006.", "", "", "", "", "", "", "the Group. The ou", "tput of the servi", "ces undertaken did", "not form", "part of our evide", "nce in", "respect of" ], [ "We have audited the", "financial", "statements, incl", "uded", "within the Annual R", "eport 2025", "(the “Annual", "audit of the conso", "lidated financial", "statements and ha", "d no impa", "ct on the accoun", "ting r", "ecords or in" ], [ "Report”), which comp", "rise:", "", "", "", "", "", "controls over finan", "cial reporting.", "", "", "", "", "" ], [ "• the Consolidated b", "alance s", "heet as at 31 Dec", "emb", "er 2025;", "", "", "The FRC’s transitio", "nal relief period", "of three months w", "as utilised", "for these service", "s, wh", "ich were" ], [ "• the Company bala", "nce sheet", "as at 31 Decem", "ber 2", "025;", "", "", "terminated within safeguards applie", "that period. We d, and conclude", "assessed the assoc d that the provision", "iated thre of these s", "ats to independe ervices within th", "nce a e tran", "nd the sitional reli" ], [ "• the Consolidated i • the Consolidated s", "ncome st tatemen", "atement for the t of comprehensi", "year t ve in", "hen ended; come for the year th", "en ended;", "", "period did not com Other than those", "promise PwC’s disclosed in Not", "integrity, objectivity e 5 to the consolida", ", or indep ted financ", "endence. ial statements, w", "e hav", "e provided" ], [ "• the Consolidated s • the Consolidated c", "tatemen ash flow", "t of changes in e statement for th", "quity e yea", "for the year then en r then ended;", "ded;", "", "no non-audit servi", "ces to the Comp", "any or its controlle", "d underta", "kings in the perio", "d un", "der audit." ], [ "• the Company state", "ment of", "changes in equit", "y for", "the year then ended", "; and", "", "", "", "", "", "", "", "" ], [ "• the notes to the fin", "ancial st", "atements, compr", "ising", "material accountin", "g policy info", "rmation and", "", "", "", "", "", "", "" ], [ "other explanatory", "informati", "on.", "", "", "", "", "", "", "", "", "", "", "" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "Our opinion is consis", "tent with", "our reporting to", "the", "Audit Committee.", "", "", "", "", "", "", "", "", "" ] ] ], "word_count": 631, "visual_charts": [] }, { "page_number": 188, "section": "Financial Statements", "subsection": "Independent Auditors' Report", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 186", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 186\n\nINDEPENDENT AUDITORS’ REPORT TO THE MEMBERS OF BUNZL PLC continued\n\nOur audit approach The scope of our audit\n As part of designing our audit, we determined materiality and assessed the risks of material\nOverview misstatement in the financial statements.\n Audit scope • We performed full scope audits or other procedures over the financial Key audit matters\n information of 43 (2024: 49) components spread across 13 (2024: 7) Key audit matters are those matters that, in the auditors’ professional judgement, were of most\n countries in North America, Continental Europe, UK & Ireland and the Rest significance in the audit of the financial statements of the current period and include the most\n of the World. significant assessed risks of material misstatement (whether or not due to fraud) identified by the\n • Specific audit procedures in relation to various Group activities, including auditors, including those which had the greatest effect on: the overall audit strategy; the allocation of\n consolidation, Group tax provisions, pensions, business combinations and resources in the audit; and directing the efforts of the engagement team. These matters, and any\n assessing the carrying value of goodwill and intangible assets, were comments we make on the results of our procedures thereon, were addressed in the context of our\n performed by the Group audit team centrally. audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide\n • The components where we conducted audit procedures, together with work a separate opinion on these matters.\n performed by the Group audit team centrally, accounted for approximately This is not a complete list of all risks identified by our audit.\n 87% (2024: 83%) of the Group’s revenue. This coverage includes 100% of the\n revenue in the consolidated reporting packs that we receive opinions on for The key audit matters below are consistent with last year.\n Bunzl North America, Australia, Spain, the Netherlands and four of the Key audit matter How our audit addressed the key audit matter\n components in Brazil. If we were to ‘look through’ these sub-consolidations Valuation of intangible assets acquired in business combinations (Group)\n to determine which individual businesses are tested by the local audit teams, Refer to the Audit Committee report and Note 2 In testing the value of the intangible assets\n the effective coverage attained equates to approximately 78% (2024: 66%) and Note 9 of the consolidated financial acquired, we focused in particular on assessing the\n of Group revenue. statements. following areas:\n Key audit • Valuation of intangible assets acquired in business combinations (Group) During the year, the Group completed a number • We assessed the approach used in determining\n matters of acquisitions, none of which were individually the value of intangible assets for a sample of\n • Valuation of defined benefit pension schemes’ obligations (Group and\n significant, as part of its ongoing growth strategy. acquisitions, validating that it was aligned to\n parent)\n In determining the allocation of purchase historical purchase price allocations;\n Materiality • Overall Group materiality: £39.0 million (2024: £43.0 million) based on 5% consideration, management applied a • We evaluated the consideration paid or payable\n of adjusted profit before income tax. methodology informed by historical purchase in respect of certain acquisitions made, which\n • Overall Company materiality: £22.0 million (2024: £22.0 million) based on price allocations from previous acquisitions. includes cash and deferred and contingent\n 1% of total assets. consideration, by agreeing amounts to sale and\n The Group has recognised customer and\n purchase agreements; and\n • Performance materiality: £29.0 million (2024: £32.0 million) (Group) and supplier relationship assets of £49.5 million\n £16.5 million (2024: £16.5 million) (Company). (2024: £284.6 million), brands of £3.9 million • We considered the disclosures in Note 2 and\n (2024: £83.3 million) and provisional goodwill Note 9 of the consolidated financial statements.\n of £50.9 million (2024: £357.8 million) from Based on the procedures performed, we noted no\n acquisitions in the year. material issues arising from our testing.\n Accounting for intangible assets acquired in\n business combinations is an area of focus due to\n the level of judgement involved in the valuation.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nFinancial Statements\n\nDirectors’ Report\n\nAdditional Information\n\n186\n\nINDEPENDENT AUDITORS’ REPORT TO THE MEMBERS OF BUNZL PLC continued\nOur audit approach\nOverview\nAudit scope\n\n• We performed full scope audits or other procedures over the financial\ninformation of 43 (2024: 49) components spread across 13 (2024: 7)\ncountries in North America, Continental Europe, UK & Ireland and the Rest\nof the World.\n• Specific audit procedures in relation to various Group activities, including\nconsolidation, Group tax provisions, pensions, business combinations and\nassessing the carrying value of goodwill and intangible assets, were\nperformed by the Group audit team centrally.\n• The components where we conducted audit procedures, together with work\nperformed by the Group audit team centrally, accounted for approximately\n87% (2024: 83%) of the Group’s revenue. This coverage includes 100% of the\nrevenue in the consolidated reporting packs that we receive opinions on for\nBunzl North America, Australia, Spain, the Netherlands and four of the\ncomponents in Brazil. If we were to ‘look through’ these sub-consolidations\nto determine which individual businesses are tested by the local audit teams,\nthe effective coverage attained equates to approximately 78% (2024: 66%)\nof Group revenue.\n\nKey audit\nmatters\n\n• Valuation of intangible assets acquired in business combinations (Group)\n\nMateriality\n\n• Overall Group materiality: £39.0 million (2024: £43.0 million) based on 5%\nof adjusted profit before income tax.\n\n• Valuation of defined benefit pension schemes’ obligations (Group and\nparent)\n\n• Overall Company materiality: £22.0 million (2024: £22.0 million) based on\n1% of total assets.\n• Performance materiality: £29.0 million (2024: £32.0 million) (Group) and\n£16.5 million (2024: £16.5 million) (Company).\n\nThe scope of our audit\nAs part of designing our audit, we determined materiality and assessed the risks of material\nmisstatement in the financial statements.\nKey audit matters\nKey audit matters are those matters that, in the auditors’ professional judgement, were of most\nsignificance in the audit of the financial statements of the current period and include the most\nsignificant assessed risks of material misstatement (whether or not due to fraud) identified by the\nauditors, including those which had the greatest effect on: the overall audit strategy; the allocation of\nresources in the audit; and directing the efforts of the engagement team. These matters, and any\ncomments we make on the results of our procedures thereon, were addressed in the context of our\naudit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide\na separate opinion on these matters.\nThis is not a complete list of all risks identified by our audit.\nThe key audit matters below are consistent with last year.\nKey audit matter\n\nHow our audit addressed the key audit matter\n\nValuation of intangible assets acquired in business combinations (Group)\nRefer to the Audit Committee report and Note 2\nIn testing the value of the intangible assets\nand Note 9 of the consolidated financial\nacquired, we focused in particular on assessing the\nstatements.\nfollowing areas:\nDuring the year, the Group completed a number\nof acquisitions, none of which were individually\nsignificant, as part of its ongoing growth strategy.\nIn determining the allocation of purchase\nconsideration, management applied a\nmethodology informed by historical purchase\nprice allocations from previous acquisitions.\nThe Group has recognised customer and\nsupplier relationship assets of £49.5 million\n(2024: £284.6 million), brands of £3.9 million\n(2024: £83.3 million) and provisional goodwill\nof £50.9 million (2024: £357.8 million) from\nacquisitions in the year.\nAccounting for intangible assets acquired in\nbusiness combinations is an area of focus due to\nthe level of judgement involved in the valuation.\n\n• We assessed the approach used in determining\nthe value of intangible assets for a sample of\nacquisitions, validating that it was aligned to\nhistorical purchase price allocations;\n• We evaluated the consideration paid or payable\nin respect of certain acquisitions made, which\nincludes cash and deferred and contingent\nconsideration, by agreeing amounts to sale and\npurchase agreements; and\n• We considered the disclosures in Note 2 and\nNote 9 of the consolidated financial statements.\nBased on the procedures performed, we noted no\nmaterial issues arising from our testing.", "tables": [ [ [ "Audit scope", "• We performed full scope audits or other procedures over the financial information of 43 (2024: 49) components spread across 13 (2024: 7) countries in North America, Continental Europe, UK & Ireland and the Rest of the World. • Specific audit procedures in relation to various Group activities, including consolidation, Group tax provisions, pensions, business combinations and assessing the carrying value of goodwill and intangible assets, were performed by the Group audit team centrally. • The components where we conducted audit procedures, together with work performed by the Group audit team centrally, accounted for approximately 87% (2024: 83%) of the Group’s revenue. This coverage includes 100% of the revenue in the consolidated reporting packs that we receive opinions on for Bunzl North America, Australia, Spain, the Netherlands and four of the components in Brazil. If we were to ‘look through’ these sub-consolidations to determine which individual businesses are tested by the local audit teams, the effective coverage attained equates to approximately 78% (2024: 66%) of Group revenue." ], [ "Key audit matters", "• Valuation of intangible assets acquired in business combinations (Group) • Valuation of defined benefit pension schemes’ obligations (Group and parent)" ], [ "Materiality", "• Overall Group materiality: £39.0 million (2024: £43.0 million) based on 5% of adjusted profit before income tax. • Overall Company materiality: £22.0 million (2024: £22.0 million) based on 1% of total assets. • Performance materiality: £29.0 million (2024: £32.0 million) (Group) and £16.5 million (2024: £16.5 million) (Company)." ] ] ], "word_count": 688, "visual_charts": [] }, { "page_number": 189, "section": "Financial Statements", "subsection": "Independent Auditors' Report", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 187", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 187\n\nINDEPENDENT AUDITORS’ REPORT TO THE MEMBERS OF BUNZL PLC continued\n\nKey audit matter How our audit addressed the key audit matter Specific audit procedures in relation to various Group activities, including consolidation, Group tax\nValuation of defined benefit pension schemes’ obligations (Group and parent) provisions, pensions, business combinations and assessing the carrying value of goodwill and\nRefer to the Audit Committee report, Note 2 and We compared the assumptions used by intangible assets, were performed by the Group audit team centrally.\nNote 25 of the consolidated financial statements management in valuing the United Kingdom and The components where we conducted audit procedures, together with work performed by the Group\nand Note 11 of the Company financial the United States defined benefit schemes’ audit team centrally, accounted for approximately 87% (2024: 83%) of the Group’s revenue. This\nstatements. obligations against our internally developed coverage includes 100% of the revenue in the consolidated reporting packs that we receive opinions on\n benchmarks, using our actuarial experts to support for Bunzl North America, Australia, Spain, the Netherlands and four of the components in Brazil. If we\nThe Group has defined benefit pension schemes\n this work in relation to the main US defined benefit were to ‘look through’ these sub-consolidations to determine which individual businesses are tested by\n(with material schemes in the United States and\n scheme specifically. the local audit teams, the effective coverage attained equates to approximately 78% (2024: 66%) of the\nthe United Kingdom) with a net surplus of\n£17.4 million as at 31 December 2025 (2024: net Having evaluated the assumptions used by Group’s revenue.\nsurplus of £19.8 million). The gross assets and management at the reporting date, we concluded Where work was performed by component auditors, detailed instructions were issued by the Group\nliabilities in each scheme are significant in the that they were reasonable in light of the available team. For in-scope components, oversight procedures included regular communications with the\ncontext of the Consolidated balance sheet. The evidence. component teams, certain site visits through the 2025 audit cycle, reviewing the working papers of\nUK scheme is also significant in the context of the certain components, and attending the local clearance meetings by video conference or in person.\n We considered the disclosures in Note 2 and Note\nCompany balance sheet.\n 25 of the consolidated financial statements and In relation to the audit of the Company financial statements, this was performed by the Group audit\nManagement estimation is required in relation to Note 11 of the Company financial statements. team. The Company is a holding company and predominantly holds investments in subsidiaries and\nthe measurement of pension scheme obligations intercompany balances, with all audit work performed in London. The Company is also a full scope,\n Based on the procedures performed, we noted no\nand management employs independent actuarial non‑significant component of the Group.\n material issues arising from our testing.\nexperts to assist in determining appropriate\nassumptions such as inflation, discount rates and The impact of climate risk on our audit\nmortality. Movements in these assumptions can The Group has set a target to reduce scope 1 and 2 emissions by 27.5% by 2030 from the baseline year\nhave a material impact on the determination of of 2019 and achieve net zero emissions, including scope 3, by 2050. Management considers that the\nthe liability and, therefore, the extent of any net impact of climate change does not give rise to a material impact on the consolidated financial\nsurplus or deficit. statements.\n\nThe valuation of the defined benefit schemes’ As part of the audit, we inquired of management to understand the Group’s risk assessment process\nobligations is considered a key accounting matter in relation to climate change. Management continued to base their climate‑related risk assessment on\ngiven the quantum of the balances and the the advice obtained from external sustainability experts in the prior year, which supported their\njudgement involved in determining the understanding of the environmental risks relevant to the Group and provided science‑based inputs for\nassociated assumptions. assessing climate‑related matters. We reviewed management’s paper, which outlines their assessment\n of climate‑related risks, their relevance to the Group and the impact, if any, on the financial statements.\nHow we tailored the audit scope\nWe tailored the scope of our audit to ensure that we performed enough work to be able to give an In evaluating the completeness of the risks identified, we engaged our internal climate change experts\nopinion on the financial statements as a whole, taking into account the structure of the Group and the to review management’s assessment, we considered the latest return submitted to the Carbon\nCompany, the accounting processes and controls, and the industry in which they operate. Disclosure Project by the Group and understood how management have considered the Group’s net\n zero commitment in their assessment.\nOur scope in 2025 was broadly in line with 2024 except that, to ensure we performed work on certain\ncomponents that were not in Group audit scope in the prior year, we performed targeted risk In responding to the risks identified, we specifically considered how climate change risk would impact\nassessment procedures on a number of the Group’s smaller components. the assumptions made in the forecasts prepared by management used in their assessment of the\n carrying value of goodwill. We also read the disclosures in relation to climate change made in the other\nWe identified one component that we considered significant due to size, being North America, where information within the Annual Report to ascertain whether the disclosures are materially consistent\na full scope audit was performed. We identified four further material components, being Australia, the with the financial statements and the knowledge gained from our audit. Our responsibility over other\nNetherlands, Spain and the Group’s treasury entity, where full scope audits were also performed. In information is further described in the Reporting on other information section of our report.\naddition, full scope audits were performed across a further 28 components in Brazil, France and UK &\nIreland. An audit of one or more financial statement line items (“FSLIs”) was also performed at a further\nthree components in UK & Ireland. Additionally, targeted risk assessment procedures were performed\nover seven components, including all components where revenue was more than two times overall\nGroup materiality and that were not otherwise in Group audit scope.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\n187\n\nINDEPENDENT AUDITORS’ REPORT TO THE MEMBERS OF BUNZL PLC continued\nKey audit matter\n\nHow our audit addressed the key audit matter\n\nValuation of defined benefit pension schemes’ obligations (Group and parent)\nRefer to the Audit Committee report, Note 2 and\nWe compared the assumptions used by\nNote 25 of the consolidated financial statements management in valuing the United Kingdom and\nand Note 11 of the Company financial\nthe United States defined benefit schemes’\nstatements.\nobligations against our internally developed\nbenchmarks, using our actuarial experts to support\nThe Group has defined benefit pension schemes\nthis work in relation to the main US defined benefit\n(with material schemes in the United States and\nscheme specifically.\nthe United Kingdom) with a net surplus of\n£17.4 million as at 31 December 2025 (2024: net\nHaving evaluated the assumptions used by\nsurplus of £19.8 million). The gross assets and\nmanagement at the reporting date, we concluded\nliabilities in each scheme are significant in the\nthat they were reasonable in light of the available\ncontext of the Consolidated balance sheet. The\nevidence.\nUK scheme is also significant in the context of the\nWe considered the disclosures in Note 2 and Note\nCompany balance sheet.\n25 of the consolidated financial statements and\nManagement estimation is required in relation to Note 11 of the Company financial statements.\nthe measurement of pension scheme obligations\nBased on the procedures performed, we noted no\nand management employs independent actuarial\nmaterial issues arising from our testing.\nexperts to assist in determining appropriate\nassumptions such as inflation, discount rates and\nmortality. Movements in these assumptions can\nhave a material impact on the determination of\nthe liability and, therefore, the extent of any net\nsurplus or deficit.\nThe valuation of the defined benefit schemes’\nobligations is considered a key accounting matter\ngiven the quantum of the balances and the\njudgement involved in determining the\nassociated assumptions.\nHow we tailored the audit scope\nWe tailored the scope of our audit to ensure that we performed enough work to be able to give an\nopinion on the financial statements as a whole, taking into account the structure of the Group and the\nCompany, the accounting processes and controls, and the industry in which they operate.\nOur scope in 2025 was broadly in line with 2024 except that, to ensure we performed work on certain\ncomponents that were not in Group audit scope in the prior year, we performed targeted risk\nassessment procedures on a number of the Group’s smaller components.\nWe identified one component that we considered significant due to size, being North America, where\na full scope audit was performed. We identified four further material components, being Australia, the\nNetherlands, Spain and the Group’s treasury entity, where full scope audits were also performed. In\naddition, full scope audits were performed across a further 28 components in Brazil, France and UK &\nIreland. An audit of one or more financial statement line items (“FSLIs”) was also performed at a further\nthree components in UK & Ireland. Additionally, targeted risk assessment procedures were performed\nover seven components, including all components where revenue was more than two times overall\nGroup materiality and that were not otherwise in Group audit scope.\n\nSpecific audit procedures in relation to various Group activities, including consolidation, Group tax\nprovisions, pensions, business combinations and assessing the carrying value of goodwill and\nintangible assets, were performed by the Group audit team centrally.\nThe components where we conducted audit procedures, together with work performed by the Group\naudit team centrally, accounted for approximately 87% (2024: 83%) of the Group’s revenue. This\ncoverage includes 100% of the revenue in the consolidated reporting packs that we receive opinions on\nfor Bunzl North America, Australia, Spain, the Netherlands and four of the components in Brazil. If we\nwere to ‘look through’ these sub-consolidations to determine which individual businesses are tested by\nthe local audit teams, the effective coverage attained equates to approximately 78% (2024: 66%) of the\nGroup’s revenue.\nWhere work was performed by component auditors, detailed instructions were issued by the Group\nteam. For in-scope components, oversight procedures included regular communications with the\ncomponent teams, certain site visits through the 2025 audit cycle, reviewing the working papers of\ncertain components, and attending the local clearance meetings by video conference or in person.\nIn relation to the audit of the Company financial statements, this was performed by the Group audit\nteam. The Company is a holding company and predominantly holds investments in subsidiaries and\nintercompany balances, with all audit work performed in London. The Company is also a full scope,\nnon‑significant component of the Group.\nThe impact of climate risk on our audit\nThe Group has set a target to reduce scope 1 and 2 emissions by 27.5% by 2030 from the baseline year\nof 2019 and achieve net zero emissions, including scope 3, by 2050. Management considers that the\nimpact of climate change does not give rise to a material impact on the consolidated financial\nstatements.\nAs part of the audit, we inquired of management to understand the Group’s risk assessment process\nin relation to climate change. Management continued to base their climate‑related risk assessment on\nthe advice obtained from external sustainability experts in the prior year, which supported their\nunderstanding of the environmental risks relevant to the Group and provided science‑based inputs for\nassessing climate‑related matters. We reviewed management’s paper, which outlines their assessment\nof climate‑related risks, their relevance to the Group and the impact, if any, on the financial statements.\nIn evaluating the completeness of the risks identified, we engaged our internal climate change experts\nto review management’s assessment, we considered the latest return submitted to the Carbon\nDisclosure Project by the Group and understood how management have considered the Group’s net\nzero commitment in their assessment.\nIn responding to the risks identified, we specifically considered how climate change risk would impact\nthe assumptions made in the forecasts prepared by management used in their assessment of the\ncarrying value of goodwill. We also read the disclosures in relation to climate change made in the other\ninformation within the Annual Report to ascertain whether the disclosures are materially consistent\nwith the financial statements and the knowledge gained from our audit. Our responsibility over other\ninformation is further described in the Reporting on other information section of our report.", "tables": [ [ [ "Bunzl plc Annual R", "eport 2025", "", "Strategic Report", "D", "irectors’ Report", "", "Financial Statemen", "ts Addition", "al Information", "", "18" ], [ "", "", "", "", "", "", "", "", "", "", "", "" ], [ "INDEPENDENT", "AUDITORS’ REP", "ORT TO THE", "MEMBERS OF BUN", "ZL PLC continue", "d", "", "", "", "", "", "" ], [ "", "", "", "", "", "", "", "", "", "", "", "" ], [ "Key audit matter", "", "", "How our audit addressed th", "e key audit matter", "", "Specific audit pro", "cedures in relation t", "o various Group activitie", "s, including conso", "lidation, Group", "tax" ], [ "Valuation of defin", "ed benefit pension", "schemes’ oblig", "ations (Group and pa", "rent)", "", "provisions, pensi", "ons, business combi", "nations and assessing th", "e carrying value o", "f goodwill and", "" ], [ "Refer to the Audit", "Committee report,", "Note 2 and", "We compared the ass", "umptions used b", "y", "intangible assets", ", were performed by", "the Group audit team ce", "ntrally.", "", "" ], [ "Note 25 of the co", "nsolidated financial", "statements", "management in valuin", "g the United King", "dom and", "The components", "where we conducte", "d audit procedures, toge", "ther with work pe", "rformed by th", "e Group" ], [ "and Note 11 of th", "e Company financia", "l", "the United States defi", "ned benefit sche", "mes’", "audit team centr", "ally, accounted for ap", "proximately 87% (2024:", "83%) of the Group", "’s revenue. Thi", "s" ], [ "statements. The Group has de", "fined benefit pensi", "on schemes", "obligations against ou benchmarks, using ou this work in relation t", "r internally devel r actuarial exper o the main US defi", "oped ts to support ned benefit", "coverage include for Bunzl North A", "s 100% of the revenu merica, Australia, Sp", "e in the consolidated re ain, the Netherlands an", "porting packs that d four of the comp", "we receive op onents in Braz", "inions o il. If we" ], [ "(with material sch the United Kingdo £17.4 million as at", "emes in the United m) with a net surpl 31 December 2025", "States and us of (2024: net", "scheme specifically. Having evaluated the", "assumptions use", "d by", "were to ‘look thro the local audit te Group’s revenue.", "ugh’ these sub-cons ams, the effective co", "olidations to determine verage attained equates", "which individual b to approximately", "usinesses are 78% (2024: 66", "tested b %) of the" ], [ "surplus of £19.8 m", "illion). The gross as", "sets and", "management at the r", "eporting date, we", "concluded", "Where work was", "performed by comp", "onent auditors, detailed", "instructions were", "issued by the", "Group" ], [ "liabilities in each s", "cheme are significa", "nt in the", "that they were reason", "able in light of th", "e available", "team. For in-scop", "e components, over", "sight procedures include", "d regular commu", "nications with", "the" ], [ "context of the Con UK scheme is also", "solidated balance significant in the co", "sheet. The ntext of the", "evidence. We considered the di", "sclosures in Note", "2 and Note", "component team certain compone", "s, certain site visits t nts, and attending th", "hrough the 2025 audit c e local clearance meetin", "ycle, reviewing the gs by video confe", "working pape rence or in per", "rs of son." ], [ "Company balance Management esti the measurement", "sheet. mation is required i of pension scheme", "n relation to obligations", "25 of the consolidate Note 11 of the Compa Based on the proced", "d financial statem ny financial state ures performed, w", "ents and ments. e noted no", "In relation to the team. The Comp intercompany ba", "audit of the Compan any is a holding comp lances, with all audit", "y financial statements, t any and predominantly work performed in Lond", "his was performed holds investments on. The Company", "by the Group in subsidiarie is also a full sc", "audit s and ope," ], [ "and management experts to assist i assumptions such", "employs independ n determining appr as inflation, discou", "ent actuarial opriate nt rates and", "material issues arising", "from our testing", ".", "non-significant c The impact of cl", "omponent of the Gro imate risk on our a", "up. udit", "", "", "" ], [ "mortality. Movem", "ents in these assum", "ptions can", "", "", "", "The Group has s", "et a target to reduce", "scope 1 and 2 emissions", "by 27.5% by 2030", "from the base", "line yea" ], [ "have a material im", "pact on the determ", "ination of", "", "", "", "of 2019 and achi", "eve net zero emission", "s, including scope 3, by", "2050. Managemen", "t considers th", "at the" ], [ "the liability and, th", "erefore, the extent", "of any net", "", "", "", "impact of climate", "change does not giv", "e rise to a material impa", "ct on the consolid", "ated financial", "" ], [ "surplus or deficit.", "", "", "", "", "", "statements.", "", "", "", "", "" ], [ "The valuation of t", "he defined benefit s", "chemes’", "", "", "", "As part of the au", "dit, we inquired of m", "anagement to understan", "d the Group’s risk", "assessment p", "rocess" ], [ "obligations is cons", "idered a key accou", "nting matter", "", "", "", "in relation to clim", "ate change. Manage", "ment continued to base", "their climate-relat", "ed risk assess", "ment on" ], [ "given the quantu", "m of the balances an", "d the", "", "", "", "the advice obtain", "ed from external sus", "tainability experts in th", "e prior year, which", "supported the", "ir" ], [ "judgement involve", "d in determining th", "e", "", "", "", "understanding o", "f the environmental r", "isks relevant to the Grou", "p and provided sc", "ience-based i", "nputs fo" ], [ "associated assum", "ptions.", "", "", "", "", "assessing climate", "-related matters. We", "reviewed management", "’s paper, which ou", "tlines their ass", "essmen" ], [ "", "", "", "", "", "", "of climate-related", "risks, their relevanc", "e to the Group and the i", "mpact, if any, on th", "e financial sta", "tement" ], [ "How we tailored", "the audit scope", "", "", "", "", "", "", "", "", "", "" ], [ "We tailored the sc", "ope of our audit to", "ensure that we", "performed enough w", "ork to be able to", "give an", "In evaluating the", "completeness of the", "risks identified, we enga", "ged our internal c", "limate change", "experts" ], [ "opinion on the fin", "ancial statements a", "s a whole, takin", "g into account the str", "ucture of the Gro", "up and the", "to review manag", "ement’s assessment,", "we considered the lates", "t return submitted", "to the Carbo", "n" ], [ "Company, the acc", "ounting processes", "and controls, a", "nd the industry in whi", "ch they operate.", "", "Disclosure Projec", "t by the Group and u", "nderstood how manage", "ment have consid", "ered the Grou", "p’s net" ], [ "", "", "", "", "", "", "zero commitmen", "t in their assessment", ".", "", "", "" ], [ "Our scope in 2025", "was broadly in line", "with 2024 exc", "ept that, to ensure we", "performed work", "on certain", "", "", "", "", "", "" ], [ "components that", "were not in Group", "audit scope in t", "he prior year, we perf", "ormed targeted ri", "sk", "In responding to", "the risks identified, w", "e specifically considere", "d how climate chan", "ge risk would", "impact" ], [ "assessment proce", "dures on a number", "of the Group’s", "smaller components", ".", "", "the assumptions", "made in the forecast", "s prepared by managem", "ent used in their", "assessment of", "the" ], [ "", "", "", "", "", "", "carrying value of", "goodwill. We also rea", "d the disclosures in rela", "tion to climate cha", "nge made in t", "he other" ], [ "We identified one", "component that we", "considered si", "gnificant due to size, b", "eing North Amer", "ica, where", "information withi", "n the Annual Report", "to ascertain whether th", "e disclosures are m", "aterially cons", "istent" ], [ "a full scope audit", "was performed. We", "identified four", "further material com", "ponents, being Au", "stralia, the", "with the financial", "statements and the", "knowledge gained from", "our audit. Our res", "ponsibility ove", "r other" ], [ "Netherlands, Spai", "n and the Group’s t", "reasury entity,", "where full scope audi", "ts were also perfo", "rmed. In", "information is fur", "ther described in th", "e Reporting on other inf", "ormation section o", "f our report.", "" ], [ "addition, full scop", "e audits were perfo", "rmed across a", "further 28 componen", "ts in Brazil, Franc", "e and UK &", "", "", "", "", "", "" ], [ "Ireland. An audit o", "f one or more finan", "cial statement", "line items (“FSLIs”) wa", "s also performed", "at a further", "", "", "", "", "", "" ], [ "three component", "s in UK & Ireland. A", "dditionally, targ", "eted risk assessment", "procedures were", "performed", "", "", "", "", "", "" ], [ "over seven compo", "nents, including all", "components w", "here revenue was mo", "re than two time", "s overall", "", "", "", "", "", "" ], [ "Group materiality", "and that were not o", "therwise in Gr", "oup audit scope.", "", "", "", "", "", "", "", "" ] ] ], "word_count": 1065, "visual_charts": [] }, { "page_number": 190, "section": "Financial Statements", "subsection": "Independent Auditors' Report", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 188", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 188\n\nINDEPENDENT AUDITORS’ REPORT TO THE MEMBERS OF BUNZL PLC continued\n\nMateriality Conclusions relating to going concern\nThe scope of our audit was influenced by our application of materiality. We set certain quantitative Our evaluation of the directors’ assessment of the Group’s and the Company’s ability to continue to\nthresholds for materiality. These, together with qualitative considerations, helped us to determine the adopt the going concern basis of accounting included:\nscope of our audit and the nature, timing and extent of our audit procedures on the individual financial\nstatement line items and disclosures and in evaluating the effect of misstatements, both individually • We evaluated the key assumptions in the forecasts and considered whether these were\nand in aggregate on the financial statements as a whole. supported by the evidence we obtained and evaluated the directors’ downside sensitivities against\n these forecasts;\nBased on our professional judgement, we determined materiality for the financial statements as a • We examined the headroom under the base case cash flow forecasts, as well as the directors’ severe\nwhole as follows: but plausible downside scenario, and evaluated whether the directors’ conclusion that headroom\n Financial statements – consolidated Financial statements – Company remained in both cases was supported by the evidence we obtained;\nOverall materiality £39.0 million (2024: £43.0 million). £22.0 million (2024: £22.0 million). • We obtained the Group’s covenant calculations and reperformed the calculations, including applying\nHow we determined it 5% of adjusted profit before 1% of total assets sensitivities to assess the potential impact of downside sensitivities on covenant compliance; and\n income tax • We also reviewed the disclosures provided relating to the going concern basis of preparation and\nRationale for Given that the Group's Considering the nature of the business found that these provided an explanation of the directors’ assessment that was consistent with the\nbenchmark applied businesses are profit oriented and the activities in Bunzl plc (which is a evidence we obtained.\n and the directors use adjusted holding company) we used the Company's\n Based on the work we have performed, we have not identified any material uncertainties relating to\n profit measures to assess the total asset value as a basis for the\n events or conditions that, individually or collectively, may cast significant doubt on the Group’s and the\n performance of the business, calculation of the overall materiality level.\n Company’s ability to continue as a going concern for a period of at least twelve months from when the\n we consider that adjusted profit\n financial statements are authorised for issue.\n before income tax is the best\n benchmark to use. In auditing the financial statements, we have concluded that the directors’ use of the going concern\n basis of accounting in the preparation of the financial statements is appropriate.\nFor each component in the scope of our Group audit, we allocated a materiality that is less than our\noverall Group materiality. The range of materiality allocated across components was between £390,000 However, because not all future events or conditions can be predicted, this conclusion is not\nand £32,300,000. Certain components were audited to a local statutory audit materiality that was also a guarantee as to the Group’s and the Company’s ability to continue as a going concern.\nless than our overall Group materiality. In relation to the directors’ reporting on how they have applied the UK Corporate Governance Code, we\nWe use performance materiality to reduce to an appropriately low level the probability that the have nothing material to add or draw attention to in relation to the directors’ statement in the financial\naggregate of uncorrected and undetected misstatements exceeds overall materiality. Specifically, we statements about whether the directors considered it appropriate to adopt the going concern basis of\nuse performance materiality in determining the scope of our audit and the nature and extent of our accounting.\ntesting of account balances, classes of transactions and disclosures, for example in determining sample Our responsibilities and the responsibilities of the directors with respect to going concern are\nsizes. Our performance materiality was 75% (2024: 75%) of overall materiality, amounting to £29.0 described in the relevant sections of this report.\nmillion (2024: £32.0 million) for the consolidated financial statements and £16.5 million (2024: £16.5\nmillion) for the Company financial statements. Reporting on other information\nIn determining the performance materiality, we considered a number of factors – the history of The other information comprises all of the information in the Annual Report other than the financial\nmisstatements, risk assessment and aggregation risk and the effectiveness of controls – and concluded statements and our auditors’ report thereon. The directors are responsible for the other information.\nthat an amount at the upper end of our normal range was appropriate. Our opinion on the financial statements does not cover the other information and, accordingly, we do\n not express an audit opinion or, except to the extent otherwise explicitly stated in this report, any form\nWe agreed with the Audit Committee that we would report to them misstatements identified during of assurance thereon.\nour audit above £1.9 million (Group audit) (2024: £2.1 million) and £1.1 million (Company audit) (2024:\n£1.1 million) as well as misstatements below those amounts that, in our view, warranted reporting for In connection with our audit of the financial statements, our responsibility is to read the other\nqualitative reasons. information and, in doing so, consider whether the other information is materially inconsistent with\n the financial statements or our knowledge obtained in the audit, or otherwise appears to be materially\n misstated. If we identify an apparent material inconsistency or material misstatement, we are required\n to perform procedures to conclude whether there is a material misstatement of the financial\n statements or a material misstatement of the other information. If, based on the work we have\n performed, we conclude that there is a material misstatement of this other information, we are\n required to report that fact. We have nothing to report based on these responsibilities.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\n188\n\nINDEPENDENT AUDITORS’ REPORT TO THE MEMBERS OF BUNZL PLC continued\nMateriality\nThe scope of our audit was influenced by our application of materiality. We set certain quantitative\nthresholds for materiality. These, together with qualitative considerations, helped us to determine the\nscope of our audit and the nature, timing and extent of our audit procedures on the individual financial\nstatement line items and disclosures and in evaluating the effect of misstatements, both individually\nand in aggregate on the financial statements as a whole.\n\nConclusions relating to going concern\n\nBased on our professional judgement, we determined materiality for the financial statements as a\nwhole as follows:\nOverall materiality\nHow we determined it\nRationale for\nbenchmark applied\n\nOur evaluation of the directors’ assessment of the Group’s and the Company’s ability to continue to\nadopt the going concern basis of accounting included:\n• We evaluated the key assumptions in the forecasts and considered whether these were\nsupported by the evidence we obtained and evaluated the directors’ downside sensitivities against\nthese forecasts;\n\nFinancial statements – consolidated\n\nFinancial statements – Company\n\n• We examined the headroom under the base case cash flow forecasts, as well as the directors’ severe\nbut plausible downside scenario, and evaluated whether the directors’ conclusion that headroom\nremained in both cases was supported by the evidence we obtained;\n\n£39.0 million (2024: £43.0 million).\n5% of adjusted profit before\nincome tax\nGiven that the Group's\nbusinesses are profit oriented\nand the directors use adjusted\nprofit measures to assess the\nperformance of the business,\nwe consider that adjusted profit\nbefore income tax is the best\nbenchmark to use.\n\n£22.0 million (2024: £22.0 million).\n1% of total assets\n\n• We obtained the Group’s covenant calculations and reperformed the calculations, including applying\nsensitivities to assess the potential impact of downside sensitivities on covenant compliance; and\n\nConsidering the nature of the business\nand the activities in Bunzl plc (which is a\nholding company) we used the Company's\ntotal asset value as a basis for the\ncalculation of the overall materiality level.\n\nFor each component in the scope of our Group audit, we allocated a materiality that is less than our\noverall Group materiality. The range of materiality allocated across components was between £390,000\nand £32,300,000. Certain components were audited to a local statutory audit materiality that was also\nless than our overall Group materiality.\nWe use performance materiality to reduce to an appropriately low level the probability that the\naggregate of uncorrected and undetected misstatements exceeds overall materiality. Specifically, we\nuse performance materiality in determining the scope of our audit and the nature and extent of our\ntesting of account balances, classes of transactions and disclosures, for example in determining sample\nsizes. Our performance materiality was 75% (2024: 75%) of overall materiality, amounting to £29.0\nmillion (2024: £32.0 million) for the consolidated financial statements and £16.5 million (2024: £16.5\nmillion) for the Company financial statements.\nIn determining the performance materiality, we considered a number of factors – the history of\nmisstatements, risk assessment and aggregation risk and the effectiveness of controls – and concluded\nthat an amount at the upper end of our normal range was appropriate.\nWe agreed with the Audit Committee that we would report to them misstatements identified during\nour audit above £1.9 million (Group audit) (2024: £2.1 million) and £1.1 million (Company audit) (2024:\n£1.1 million) as well as misstatements below those amounts that, in our view, warranted reporting for\nqualitative reasons.\n\n• We also reviewed the disclosures provided relating to the going concern basis of preparation and\nfound that these provided an explanation of the directors’ assessment that was consistent with the\nevidence we obtained.\nBased on the work we have performed, we have not identified any material uncertainties relating to\nevents or conditions that, individually or collectively, may cast significant doubt on the Group’s and the\nCompany’s ability to continue as a going concern for a period of at least twelve months from when the\nfinancial statements are authorised for issue.\nIn auditing the financial statements, we have concluded that the directors’ use of the going concern\nbasis of accounting in the preparation of the financial statements is appropriate.\nHowever, because not all future events or conditions can be predicted, this conclusion is not\na guarantee as to the Group’s and the Company’s ability to continue as a going concern.\nIn relation to the directors’ reporting on how they have applied the UK Corporate Governance Code, we\nhave nothing material to add or draw attention to in relation to the directors’ statement in the financial\nstatements about whether the directors considered it appropriate to adopt the going concern basis of\naccounting.\nOur responsibilities and the responsibilities of the directors with respect to going concern are\ndescribed in the relevant sections of this report.\n\nReporting on other information\nThe other information comprises all of the information in the Annual Report other than the financial\nstatements and our auditors’ report thereon. The directors are responsible for the other information.\nOur opinion on the financial statements does not cover the other information and, accordingly, we do\nnot express an audit opinion or, except to the extent otherwise explicitly stated in this report, any form\nof assurance thereon.\nIn connection with our audit of the financial statements, our responsibility is to read the other\ninformation and, in doing so, consider whether the other information is materially inconsistent with\nthe financial statements or our knowledge obtained in the audit, or otherwise appears to be materially\nmisstated. If we identify an apparent material inconsistency or material misstatement, we are required\nto perform procedures to conclude whether there is a material misstatement of the financial\nstatements or a material misstatement of the other information. If, based on the work we have\nperformed, we conclude that there is a material misstatement of this other information, we are\nrequired to report that fact. We have nothing to report based on these responsibilities.", "tables": [ [ [ "Bunzl plc Annual R", "eport 2025", "", "Str", "ategic Report", "Dire", "ctors’ Report", "Financi", "al Statements", "", "Additional Informa", "tion", "" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "INDEPENDENT", "AUDITORS’", "REPORT TO", "THE ME", "MBERS OF BUNZL", "PLC continued", "", "", "", "", "", "", "" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "Materiality The scope of our thresholds for ma scope of our audit", "audit was influ teriality. Thes and the natu", "enced by our e, together wit re, timing and", "application h qualitati extent of o", "of materiality. We se ve considerations, he ur audit procedures", "t certain quantit lped us to deter on the individua", "ative mine the l financial", "Conclusions relati Our evaluation of the dire adopt the going concern", "ng to going ctors’ assessm basis of accoun", "concern ent of the G ting include", "roup’s and the Com d:", "pany’s ability to c", "ontinue to" ], [ "statement line ite and in aggregate Based on our prof", "ms and disclo on the financi essional judg", "sures and in e al statements ement, we det", "valuating t as a whole. ermined m", "he effect of misstate ateriality for the fina", "ments, both indiv ncial statements", "idually as a", "• We evaluated the key a supported by the evide these forecasts; • We examined the head", "ssumptions in nce we obtain room under th", "the forecast ed and evalu e base case", "s and considered w ated the directors’ cash flow forecasts", "hether these wer downside sensitiv , as well as the dir", "e ities agains ectors’ sev" ], [ "whole as follows:", "Financia", "l statements – con", "solidated", "Financial statements", "– Company", "", "but plausible downside remained in both case", "scenario, and s was supporte", "evaluated w d by the evi", "hether the director dence we obtained;", "s’ conclusion that", "headroom" ], [ "Overall materialit", "y £39.0", "million (2024:", "£43.0 millio", "n). £22.0 million (20", "24: £22.0 million", ").", "• We obtained the Grou", "p’s covenant ca", "lculations an", "d reperformed the", "calculations, inclu", "ding apply" ], [ "How we determin", "ed it 5% of", "adjusted profi", "t before", "1% of total asset", "s", "", "sensitivities to assess t", "he potential im", "pact of dow", "nside sensitivities o", "n covenant compl", "iance; and" ], [ "", "incom", "e tax", "", "", "", "", "• We also reviewed the d", "isclosures prov", "ided relatin", "g to the going conc", "ern basis of prepa", "ration and" ], [ "Rationale for", "Given", "that the Grou", "p's", "Considering the", "nature of the bu", "siness", "found that these provi", "ded an explana", "tion of the d", "irectors’ assessme", "nt that was consist", "ent with th" ], [ "benchmark appli", "ed busine and th profit", "sses are profi e directors us measures to a", "t oriented e adjusted ssess the", "and the activitie holding compan total asset value", "s in Bunzl plc (wh y) we used the C as a basis for th", "ich is a ompany's e", "evidence we obtained. Based on the work we ha events or conditions that", "ve performed, , individually or", "we have not collectively,", "identified any mat may cast significan", "erial uncertainties t doubt on the Gr", "relating to oup’s and t" ], [ "", "perfor we co before", "mance of the nsider that adj income tax is", "business, usted profi the best", "calculation of th t", "e overall materia", "lity level.", "Company’s ability to cont financial statements are", "inue as a going authorised for i", "concern for ssue.", "a period of at least", "twelve months fr", "om when t" ], [ "", "bench", "mark to use.", "", "", "", "", "In auditing the financial s", "tatements, we", "have conclu", "ded that the directo", "rs’ use of the goin", "g concern" ], [ "", "", "", "", "", "", "", "basis of accounting in the", "preparation of", "the financia", "l statements is app", "ropriate.", "" ], [ "For each compon overall Group mat", "ent in the sco eriality. The r", "pe of our Grou ange of materi", "p audit, w ality alloca", "e allocated a material ted across compone", "ity that is less th nts was between", "an our £390,000", "However, because not all", "future events", "or condition", "s can be predicted,", "this conclusion is", "not" ], [ "and £32,300,000. less than our over We use performa", "Certain comp all Group mat nce materialit", "onents were eriality. y to reduce to", "audited to an approp", "a local statutory audi riately low level the p", "t materiality that robability that th", "was also e", "a guarantee as to the Gro In relation to the director have nothing material to statements about wheth", "up’s and the C s’ reporting on add or draw att er the directors", "ompany’s ab how they ha ention to in considered", "ility to continue as ve applied the UK relation to the dire it appropriate to a", "a going concern. Corporate Govern ctors’ statement in dopt the going con", "ance Code, the financ cern basis" ], [ "aggregate of unco use performance testing of account", "rrected and u materiality in balances, cla", "ndetected mi determining t sses of transa", "sstatemen he scope o ctions and", "ts exceeds overall ma f our audit and the n disclosures, for exam", "teriality. Specific ature and extent ple in determini", "ally, we of our ng sample", "accounting. Our responsibilities and t", "he responsibili", "ties of the di", "rectors with respec", "t to going concern", "are" ], [ "sizes. Our perform", "ance materia", "lity was 75% (", "2024: 75%)", "of overall materiality", ", amounting to £", "29.0", "described in the relevant", "sections of this", "report.", "", "", "" ], [ "million (2024: £32", ".0 million) for", "the consolidat", "ed financia", "l statements and £16", ".5 million (2024:", "£16.5", "", "", "", "", "", "" ], [ "million) for the Co In determining th", "mpany financi e performanc", "al statements e materiality, w", ". e consider", "ed a number of facto", "rs – the history", "of", "Reporting on othe The other information co statements and our audit", "r informati mprises all of t ors’ report the", "on he informati reon. The di", "on in the Annual Re rectors are respon", "port other than th sible for the other", "e financial informatio" ], [ "misstatements, ri that an amount at", "sk assessmen the upper en", "t and aggrega d of our norm", "tion risk an al range w", "d the effectiveness o as appropriate.", "f controls – and", "concluded", "Our opinion on the financ not express an audit opin", "ial statements ion or, except t", "does not co o the exten", "ver the other infor t otherwise explicitl", "mation and, accord y stated in this rep", "ingly, we d ort, any fo" ], [ "We agreed with th", "e Audit Comm", "ittee that we", "would rep", "ort to them misstate", "ments identified", "during", "of assurance thereon.", "", "", "", "", "" ], [ "our audit above £ £1.1 million) as we", "1.9 million (Gr ll as misstate", "oup audit) (20 ments below t", "24: £2.1 mi hose amou", "llion) and £1.1 million nts that, in our view,", "(Company audit) warranted repor", "(2024: ting for", "In connection with our au", "dit of the finan", "cial stateme", "nts, our responsibi", "lity is to read the o", "ther" ], [ "qualitative reason", "s.", "", "", "", "", "", "information and, in doing the financial statements", "so, consider w or our knowled", "hether the o ge obtained", "ther information is in the audit, or oth", "materially inconsi erwise appears to", "stent with be materia" ], [ "", "", "", "", "", "", "", "misstated. If we identify a", "n apparent ma", "terial incons", "istency or material", "misstatement, we", "are requir" ], [ "", "", "", "", "", "", "", "to perform procedures to", "conclude whe", "ther there is", "a material misstat", "ement of the finan", "cial" ], [ "", "", "", "", "", "", "", "statements or a material", "misstatement", "of the other", "information. If, bas", "ed on the work we", "have" ], [ "", "", "", "", "", "", "", "performed, we conclude", "that there is a", "material mis", "statement of this ot", "her information, w", "e are" ], [ "", "", "", "", "", "", "", "required to report that fa", "ct. We have no", "thing to rep", "ort based on these", "responsibilities.", "" ] ] ], "word_count": 996, "visual_charts": [] }, { "page_number": 191, "section": "Financial Statements", "subsection": "Independent Auditors' Report", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 189", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 189\n\nINDEPENDENT AUDITORS’ REPORT TO THE MEMBERS OF BUNZL PLC continued\n\nWith respect to the Strategic report and Directors’ report, we also considered whether the disclosures Our review of the directors’ statement regarding the longer-term viability of the Group and Company\nrequired by the UK Companies Act 2006 have been included. was substantially less in scope than an audit and only consisted of making inquiries and considering\n the directors’ process supporting their statement; checking that the statement is in alignment with\nBased on our work undertaken in the course of the audit, the Companies Act 2006 requires us also\n the relevant provisions of the UK Corporate Governance Code; and considering whether the statement\nto report certain opinions and matters as described below.\n is consistent with the financial statements and our knowledge and understanding of the Group and\nStrategic report and Directors’ report Company and their environment obtained in the course of the audit.\nIn our opinion, based on the work undertaken in the course of the audit, the information given in the\n In addition, based on the work undertaken as part of our audit, we have concluded that each of the\nStrategic report and Directors’ report for the year ended 31 December 2025 is consistent with the\n following elements of the corporate governance statement is materially consistent with the financial\nfinancial statements and has been prepared in accordance with applicable legal requirements.\n statements and our knowledge obtained during the audit:\nIn light of the knowledge and understanding of the Group and Company and their environment • The directors’ statement that they consider the Annual Report, taken as a whole, is fair, balanced and\nobtained in the course of the audit, we did not identify any material misstatements in the Strategic understandable, and provides the information necessary for the members to assess the Group’s and\nreport and Directors’ report. Company’s position, performance, business model and strategy;\nDirectors’ Remuneration • The section of the Annual Report that describes the review of effectiveness of risk management and\nIn our opinion, the part of the Directors’ remuneration report to be audited has been properly internal control systems; and\nprepared in accordance with the Companies Act 2006. • The section of the Annual Report describing the work of the Audit Committee.\nCorporate governance statement We have nothing to report in respect of our responsibility to report when the directors’ statement\nThe Listing Rules require us to review the directors’ statements in relation to going concern, longer- relating to the Company’s compliance with the Code does not properly disclose a departure from a\nterm viability and that part of the corporate governance statement relating to the Company’s relevant provision of the Code specified under the Listing Rules for review by the auditors.\ncompliance with the provisions of the UK Corporate Governance Code specified for our review. Our\n Responsibilities for the financial statements and the audit\nadditional responsibilities with respect to the corporate governance statement as other information\nare described in the Reporting on other information section of this report. Responsibilities of the directors for the financial statements\n As explained more fully in the Statement of directors’ responsibilities, the directors are responsible for\nBased on the work undertaken as part of our audit, we have concluded that each of the following the preparation of the financial statements in accordance with the applicable framework and for being\nelements of the corporate governance statement, included within the Strategic report and Directors’ satisfied that they give a true and fair view. The directors are also responsible for such internal control\nreport, is materially consistent with the financial statements and our knowledge obtained during the as they determine is necessary to enable the preparation of financial statements that are free from\naudit, and we have nothing material to add or draw attention to in relation to: material misstatement, whether due to fraud or error.\n• The directors’ confirmation that they have carried out a robust assessment of the emerging and\n In preparing the financial statements, the directors are responsible for assessing the Group’s and the\n principal risks;\n Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going\n• The disclosures in the Annual Report that describe those principal risks, what procedures are in concern and using the going concern basis of accounting unless the directors either intend to liquidate\n place to identify emerging risks and an explanation of how these are being managed or mitigated; the Group or the Company or to cease operations, or have no realistic alternative but to do so.\n• The directors’ statement in the financial statements about whether they considered it appropriate\n Auditors’ responsibilities for the audit of the financial statements\n to adopt the going concern basis of accounting in preparing them, and their identification of any\n Our objectives are to obtain reasonable assurance about whether the financial statements as a whole\n material uncertainties to the Group’s and Company’s ability to continue to do so over a period of at\n are free from material misstatement, whether due to fraud or error, and to issue an auditors’ report\n least twelve months from the date of approval of the financial statements;\n that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that\n• The directors’ explanation as to their assessment of the Group’s and Company’s prospects, the an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it\n period this assessment covers and why the period is appropriate; and exists. Misstatements can arise from fraud or error and are considered material if, individually or in the\n• The directors’ statement as to whether they have a reasonable expectation that the Company will be aggregate, they could reasonably be expected to influence the economic decisions of users taken on\n able to continue in operation and meet its liabilities as they fall due over the period of its assessment, the basis of these financial statements.\n including any related disclosures drawing attention to any necessary qualifications or assumptions.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\n189\n\nINDEPENDENT AUDITORS’ REPORT TO THE MEMBERS OF BUNZL PLC continued\nWith respect to the Strategic report and Directors’ report, we also considered whether the disclosures\nrequired by the UK Companies Act 2006 have been included.\nBased on our work undertaken in the course of the audit, the Companies Act 2006 requires us also\nto report certain opinions and matters as described below.\nStrategic report and Directors’ report\nIn our opinion, based on the work undertaken in the course of the audit, the information given in the\nStrategic report and Directors’ report for the year ended 31 December 2025 is consistent with the\nfinancial statements and has been prepared in accordance with applicable legal requirements.\nIn light of the knowledge and understanding of the Group and Company and their environment\nobtained in the course of the audit, we did not identify any material misstatements in the Strategic\nreport and Directors’ report.\n\nOur review of the directors’ statement regarding the longer-term viability of the Group and Company\nwas substantially less in scope than an audit and only consisted of making inquiries and considering\nthe directors’ process supporting their statement; checking that the statement is in alignment with\nthe relevant provisions of the UK Corporate Governance Code; and considering whether the statement\nis consistent with the financial statements and our knowledge and understanding of the Group and\nCompany and their environment obtained in the course of the audit.\nIn addition, based on the work undertaken as part of our audit, we have concluded that each of the\nfollowing elements of the corporate governance statement is materially consistent with the financial\nstatements and our knowledge obtained during the audit:\n• The directors’ statement that they consider the Annual Report, taken as a whole, is fair, balanced and\nunderstandable, and provides the information necessary for the members to assess the Group’s and\nCompany’s position, performance, business model and strategy;\n\nDirectors’ Remuneration\nIn our opinion, the part of the Directors’ remuneration report to be audited has been properly\nprepared in accordance with the Companies Act 2006.\n\n• The section of the Annual Report that describes the review of effectiveness of risk management and\ninternal control systems; and\n\nCorporate governance statement\n\nWe have nothing to report in respect of our responsibility to report when the directors’ statement\nrelating to the Company’s compliance with the Code does not properly disclose a departure from a\nrelevant provision of the Code specified under the Listing Rules for review by the auditors.\n\nThe Listing Rules require us to review the directors’ statements in relation to going concern, longerterm viability and that part of the corporate governance statement relating to the Company’s\ncompliance with the provisions of the UK Corporate Governance Code specified for our review. Our\nadditional responsibilities with respect to the corporate governance statement as other information\nare described in the Reporting on other information section of this report.\nBased on the work undertaken as part of our audit, we have concluded that each of the following\nelements of the corporate governance statement, included within the Strategic report and Directors’\nreport, is materially consistent with the financial statements and our knowledge obtained during the\naudit, and we have nothing material to add or draw attention to in relation to:\n• The directors’ confirmation that they have carried out a robust assessment of the emerging and\nprincipal risks;\n• The disclosures in the Annual Report that describe those principal risks, what procedures are in\nplace to identify emerging risks and an explanation of how these are being managed or mitigated;\n• The directors’ statement in the financial statements about whether they considered it appropriate\nto adopt the going concern basis of accounting in preparing them, and their identification of any\nmaterial uncertainties to the Group’s and Company’s ability to continue to do so over a period of at\nleast twelve months from the date of approval of the financial statements;\n• The directors’ explanation as to their assessment of the Group’s and Company’s prospects, the\nperiod this assessment covers and why the period is appropriate; and\n• The directors’ statement as to whether they have a reasonable expectation that the Company will be\nable to continue in operation and meet its liabilities as they fall due over the period of its assessment,\nincluding any related disclosures drawing attention to any necessary qualifications or assumptions.\n\n• The section of the Annual Report describing the work of the Audit Committee.\n\nResponsibilities for the financial statements and the audit\nResponsibilities of the directors for the financial statements\nAs explained more fully in the Statement of directors’ responsibilities, the directors are responsible for\nthe preparation of the financial statements in accordance with the applicable framework and for being\nsatisfied that they give a true and fair view. The directors are also responsible for such internal control\nas they determine is necessary to enable the preparation of financial statements that are free from\nmaterial misstatement, whether due to fraud or error.\nIn preparing the financial statements, the directors are responsible for assessing the Group’s and the\nCompany’s ability to continue as a going concern, disclosing, as applicable, matters related to going\nconcern and using the going concern basis of accounting unless the directors either intend to liquidate\nthe Group or the Company or to cease operations, or have no realistic alternative but to do so.\nAuditors’ responsibilities for the audit of the financial statements\nOur objectives are to obtain reasonable assurance about whether the financial statements as a whole\nare free from material misstatement, whether due to fraud or error, and to issue an auditors’ report\nthat includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that\nan audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it\nexists. Misstatements can arise from fraud or error and are considered material if, individually or in the\naggregate, they could reasonably be expected to influence the economic decisions of users taken on\nthe basis of these financial statements.", "tables": [ [ [ "Bunzl plc Annual Report 20", "25", "Strategic Re", "port", "Direct", "or", "s’ Report", "Financial Sta", "tements", "", "Additional Infor", "mation", "", "", "189" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "INDEPENDENT AUDITO", "RS’ REPORT", "TO THE MEMBERS", "OF BUNZL PL", "C continued", "", "", "", "", "", "", "", "", "", "" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "With respect to the Strateg", "ic report and Di", "rectors’ report, we als", "o considered w", "hether the disc", "lo", "sures", "Our review of the directors’ sta", "tement regardin", "g the l", "onger-term via", "bility of the G", "roup", "and Compan", "y" ], [ "required by the UK Compa", "nies Act 2006 h", "ave been included.", "", "", "", "", "was substantially less in scope", "than an audit an", "d only", "consisted of m", "aking inquiri", "es and", "considering", "" ], [ "Based on our work undert", "aken in the cour", "se of the audit, the Co", "mpanies Act 20", "06 requires us", "al", "so", "the directors’ process support the relevant provisions of the", "ing their statem UK Corporate Go", "ent; ch verna", "ecking that the nce Code; and c", "statement is onsidering w", "in alig hethe", "nment with r the statem", "ent" ], [ "to report certain opinions Strategic report and Dire In our opinion, based on th Strategic report and Direct", "and matters as ctors’ report e work underta ors’ report for t", "described below. ken in the course of th he year ended 31 Dec", "e audit, the info ember 2025 is c", "rmation given onsistent with", "in th", "the e", "is consistent with the financial Company and their environme In addition, based on the work", "statements and nt obtained in th undertaken as", "our kn e cour part of", "owledge and u se of the audit. our audit, we h", "nderstanding ave conclude", "of th d that", "e Group and each of the", "" ], [ "financial statements and h In light of the knowledge a", "as been prepare nd understandin", "d in accordance with g of the Group and C", "applicable legal ompany and the", "requirements. ir environment", "", "", "following elements of the corp statements and our knowledg • The directors’ statement tha", "orate governanc e obtained durin t they consider t", "e state g the a he An", "ment is materi udit: nual Report, tak", "ally consisten en as a whol", "t with e, is fa", "the financia ir, balanced", "l and" ], [ "obtained in the course of t", "he audit, we did", "not identify any mate", "rial misstateme", "nts in the Strate", "g", "ic", "understandable, and provid", "es the informati", "on nec", "essary for the m", "embers to a", "ssess", "the Group’s", "and" ], [ "report and Directors’ repo", "rt.", "", "", "", "", "", "Company’s position, perfor", "mance, business", "model", "and strategy;", "", "", "", "" ], [ "Directors’ Remuneration", "", "", "", "", "", "", "• The section of the Annual Re", "port that descri", "bes th", "e review of effe", "ctiveness of r", "isk m", "anagement a", "nd" ], [ "In our opinion, the part of t", "he Directors’ re", "muneration report to", "be audited has", "been properly", "", "", "internal control systems; an", "d", "", "", "", "", "", "" ], [ "prepared in accordance wi", "th the Compani", "es Act 2006.", "", "", "", "", "• The section of the Annual Re", "port describing", "the wo", "rk of the Audit", "Committee.", "", "", "" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "Corporate governan", "ce stateme", "nt", "", "", "", "", "We have nothing to report in r", "espect of our res", "ponsi", "bility to report w", "hen the dire", "ctors’", "statement", "" ], [ "The Listing Rules require u", "s to review the d", "irectors’ statements i", "n relation to goi", "ng concern, lon", "g", "er-", "relating to the Company’s com", "pliance with the", "Code d", "oes not proper", "ly disclose a", "depar", "ture from a", "" ], [ "term viability and that part compliance with the provis", "of the corporat ions of the UK C", "e governance stateme orporate Governance", "nt relating to th Code specified", "e Company’s for our review.", "O", "ur", "relevant provision of the Code", "specified under", "the Lis", "ting Rules for r", "eview by the", "audito", "rs.", "" ], [ "additional responsibilities are described in the Repor", "with respect to t ting on other inf", "he corporate governa ormation section of t", "nce statement a his report.", "s other inform", "at", "ion", "Responsibilities for th Responsibilities of the direc", "e financial s tors for the fin", "tate ancial", "ments and t statements", "he audit", "", "", "" ], [ "", "", "", "", "", "", "", "As explained more fully in the", "Statement of dir", "ectors’", "responsibilities", ", the directo", "rs are", "responsible", "for" ], [ "Based on the work undert", "aken as part of o", "ur audit, we have con", "cluded that eac", "h of the followi", "ng", "", "the preparation of the financia", "l statements in a", "ccord", "ance with the a", "pplicable fra", "mewor", "k and for be", "ing" ], [ "elements of the corporate", "governance stat", "ement, included withi", "n the Strategic r", "eport and Dire", "ct", "ors’", "satisfied that they give a true a", "nd fair view. The", "direct", "ors are also res", "ponsible for", "such i", "nternal cont", "rol" ], [ "report, is materially consist", "ent with the fin", "ancial statements and", "our knowledge", "obtained durin", "g", "the", "as they determine is necessary", "to enable the p", "repara", "tion of financial", "statements", "that a", "re free from", "" ], [ "audit, and we have nothing", "material to add", "or draw attention to i", "n relation to:", "", "", "", "material misstatement, wheth", "er due to fraud o", "r error", ".", "", "", "", "" ], [ "• The directors’ confirmati principal risks;", "on that they hav", "e carried out a robus", "t assessment of", "the emerging", "an", "d", "In preparing the financial state", "ments, the direc", "tors ar", "e responsible f", "or assessing", "the Gr", "oup’s and th", "e" ], [ "• The disclosures in the A", "nnual Report tha", "t describe those prin", "cipal risks, what", "procedures ar", "e i", "n", "Company’s ability to continue concern and using the going c", "as a going conce oncern basis of a", "rn, disc ccoun", "losing, as appli ting unless the", "cable, matter directors eith", "s rela er int", "ted to going end to liquid", "ate" ], [ "place to identify emergin", "g risks and an e", "xplanation of how the", "se are being ma", "naged or mitig", "at", "ed;", "the Group or the Company or", "to cease operati", "ons, or", "have no realist", "ic alternative", "but t", "o do so.", "" ], [ "• The directors’ statement to adopt the going conce material uncertainties to", "in the financial rn basis of acco the Group’s an", "statements about wh unting in preparing th d Company’s ability to", "ether they consi em, and their id continue to do", "dered it appro entification of so over a perio", "pr an d", "iate y of at", "Auditors’ responsibilities fo Our objectives are to obtain re", "r the audit of th asonable assura", "e fina nce ab", "ncial stateme out whether th", "nts e financial st", "ateme", "nts as a wh", "ole" ], [ "least twelve months fro • The directors’ explanatio", "m the date of ap n as to their ass", "proval of the financial essment of the Grou", "statements; p’s and Compan", "y’s prospects, t", "h", "e", "are free from material misstat that includes our opinion. Reas an audit conducted in accorda", "ement, whether onable assuran nce with ISAs (U", "due to ce is a K) will", "fraud or error, high level of ass always detect a", "and to issue urance, but i material mis", "an aud s not statem", "itors’ report a guarantee ent when it", "that" ], [ "period this assessment c", "overs and why", "the period is appropri", "ate; and", "", "", "", "exists. Misstatements can aris", "e from fraud or e", "rror a", "nd are consider", "ed material i", "f, indiv", "idually or in", "the" ], [ "• The directors’ statement", "as to whether t", "hey have a reasonabl", "e expectation th", "at the Compan", "y", "will be", "aggregate, they could reasona", "bly be expected", "to influ", "ence the econo", "mic decision", "s of u", "sers taken o", "n" ], [ "able to continue in oper", "ation and meet i", "ts liabilities as they fal", "l due over the p", "eriod of its ass", "es", "sment,", "the basis of these financial stat", "ements.", "", "", "", "", "", "" ], [ "including any related dis", "closures drawin", "g attention to any nec", "essary qualificat", "ions or assum", "pt", "ions.", "", "", "", "", "", "", "", "" ] ] ], "word_count": 1017, "visual_charts": [] }, { "page_number": 192, "section": "Financial Statements", "subsection": "Independent Auditors' Report", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 190", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 190\n\nINDEPENDENT AUDITORS’ REPORT TO THE MEMBERS OF BUNZL PLC continued\n\nIrregularities, including fraud, are instances of non-compliance with laws and regulations. We design Use of this report\nprocedures in line with our responsibilities, outlined above, to detect material misstatements in respect This report, including the opinions, has been prepared for and only for the Company’s members as\nof irregularities, including fraud. The extent to which our procedures are capable of detecting a body in accordance with Chapter 3 of Part 16 of the Companies Act 2006 and for no other purpose.\nirregularities, including fraud, is detailed below. We do not, in giving these opinions, accept or assume responsibility for any other purpose or to any\n other person to whom this report is shown or into whose hands it may come save where expressly\nBased on our understanding of the Group and industry, we identified that the principal risks of\n agreed by our prior consent in writing.\nnon-compliance with laws and regulations related to health and safety regulations, employment laws,\ndata protection regulations, listing and transparency rules and environmental regulations, and we Other required reporting\nconsidered the extent to which non-compliance might have a material effect on the financial\n Companies Act 2006 exception reporting\nstatements. We also considered those laws and regulations that have a direct impact on the financial\n Under the Companies Act 2006 we are required to report to you if, in our opinion:\nstatements such as the Companies Act 2006 and tax legislation. We evaluated management’s\nincentives and opportunities for fraudulent manipulation of the financial statements (including the • we have not obtained all the information and explanations we require for our audit; or\nrisk of override of controls), and determined that the principal risks were related to the posting of • adequate accounting records have not been kept by the Company, or returns adequate for our audit\ninappropriate journal entries to increase revenue, increase adjusted operating profit or reduce have not been received from branches not visited by us; or\nexpenditure, and management bias in accounting estimates. The Group engagement team shared this • certain disclosures of directors’ remuneration specified by law are not made; or\nrisk assessment with the component auditors so that they could include appropriate audit procedures\n • the Company financial statements and the part of the Directors’ remuneration report to be audited\nin response to such risks in their work. Audit procedures performed by the Group engagement team\n are not in agreement with the accounting records and returns.\nand/or component auditors included:\n• Enquiry of management, those charged with governance and the entity’s in-house legal team around We have no exceptions to report arising from this responsibility.\n actual and potential litigation and claims and any instances of fraud;\n Appointment\n• Reviewing minutes of meetings of those charged with governance including the Board, Audit\n We were first appointed by the Company for the financial year ended 31 December 2014. Our\n Committee and Executive Committee;\n uninterrupted engagement covers 12 financial years.\n• Reviewing Internal Audit reports;\n• Assessment of matters reported to the Group’s whistleblowing helpline; Other matter\n• Testing journal entries that met certain criteria; and The Company is required by the Financial Conduct Authority Disclosure Guidance and Transparency\n Rules to include these financial statements in an annual financial report prepared under the structured\n• Considering accounting estimates for management bias. digital format required by DTR 4.1.15R – 4.1.18R and filed on the National Storage Mechanism of the\nThere are inherent limitations in the audit procedures described above. We are less likely to become Financial Conduct Authority. This auditors’ report provides no assurance over whether the structured\naware of instances of non-compliance with laws and regulations that are not closely related to events digital format annual financial report has been prepared in accordance with those requirements.\nand transactions reflected in the financial statements. Also, the risk of not detecting a material\nmisstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud\n Simon Morley (Senior Statutory Auditor)\nmay involve deliberate concealment by, for example, forgery or intentional misrepresentations, or for and on behalf of PricewaterhouseCoopers LLP\nthrough collusion. Chartered Accountants and Statutory Auditors\n London\nOur audit testing might include testing complete populations of certain transactions and balances, 2 March 2026\npossibly using data auditing techniques. However, it typically involves selecting a limited number of\nitems for testing, rather than testing complete populations. We will often seek to target particular items\nfor testing based on their size or risk characteristics. In other cases, we will use audit sampling to enable\nus to draw a conclusion about the population from which the sample is selected.\nA further description of our responsibilities for the audit of the financial statements is located on\nthe FRC’s website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our\nauditors’ report.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\n190\n\nINDEPENDENT AUDITORS’ REPORT TO THE MEMBERS OF BUNZL PLC continued\nIrregularities, including fraud, are instances of non-compliance with laws and regulations. We design\nprocedures in line with our responsibilities, outlined above, to detect material misstatements in respect\nof irregularities, including fraud. The extent to which our procedures are capable of detecting\nirregularities, including fraud, is detailed below.\nBased on our understanding of the Group and industry, we identified that the principal risks of\nnon-compliance with laws and regulations related to health and safety regulations, employment laws,\ndata protection regulations, listing and transparency rules and environmental regulations, and we\nconsidered the extent to which non-compliance might have a material effect on the financial\nstatements. We also considered those laws and regulations that have a direct impact on the financial\nstatements such as the Companies Act 2006 and tax legislation. We evaluated management’s\nincentives and opportunities for fraudulent manipulation of the financial statements (including the\nrisk of override of controls), and determined that the principal risks were related to the posting of\ninappropriate journal entries to increase revenue, increase adjusted operating profit or reduce\nexpenditure, and management bias in accounting estimates. The Group engagement team shared this\nrisk assessment with the component auditors so that they could include appropriate audit procedures\nin response to such risks in their work. Audit procedures performed by the Group engagement team\nand/or component auditors included:\n• Enquiry of management, those charged with governance and the entity’s in-house legal team around\nactual and potential litigation and claims and any instances of fraud;\n• Reviewing minutes of meetings of those charged with governance including the Board, Audit\nCommittee and Executive Committee;\n• Reviewing Internal Audit reports;\n• Assessment of matters reported to the Group’s whistleblowing helpline;\n• Testing journal entries that met certain criteria; and\n• Considering accounting estimates for management bias.\nThere are inherent limitations in the audit procedures described above. We are less likely to become\naware of instances of non-compliance with laws and regulations that are not closely related to events\nand transactions reflected in the financial statements. Also, the risk of not detecting a material\nmisstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud\nmay involve deliberate concealment by, for example, forgery or intentional misrepresentations, or\nthrough collusion.\nOur audit testing might include testing complete populations of certain transactions and balances,\npossibly using data auditing techniques. However, it typically involves selecting a limited number of\nitems for testing, rather than testing complete populations. We will often seek to target particular items\nfor testing based on their size or risk characteristics. In other cases, we will use audit sampling to enable\nus to draw a conclusion about the population from which the sample is selected.\nA further description of our responsibilities for the audit of the financial statements is located on\nthe FRC’s website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our\nauditors’ report.\n\nUse of this report\nThis report, including the opinions, has been prepared for and only for the Company’s members as\na body in accordance with Chapter 3 of Part 16 of the Companies Act 2006 and for no other purpose.\nWe do not, in giving these opinions, accept or assume responsibility for any other purpose or to any\nother person to whom this report is shown or into whose hands it may come save where expressly\nagreed by our prior consent in writing.\n\nOther required reporting\nCompanies Act 2006 exception reporting\nUnder the Companies Act 2006 we are required to report to you if, in our opinion:\n• we have not obtained all the information and explanations we require for our audit; or\n• adequate accounting records have not been kept by the Company, or returns adequate for our audit\nhave not been received from branches not visited by us; or\n• certain disclosures of directors’ remuneration specified by law are not made; or\n• the Company financial statements and the part of the Directors’ remuneration report to be audited\nare not in agreement with the accounting records and returns.\nWe have no exceptions to report arising from this responsibility.\n\nAppointment\nWe were first appointed by the Company for the financial year ended 31 December 2014. Our\nuninterrupted engagement covers 12 financial years.\n\nOther matter\nThe Company is required by the Financial Conduct Authority Disclosure Guidance and Transparency\nRules to include these financial statements in an annual financial report prepared under the structured\ndigital format required by DTR 4.1.15R – 4.1.18R and filed on the National Storage Mechanism of the\nFinancial Conduct Authority. This auditors’ report provides no assurance over whether the structured\ndigital format annual financial report has been prepared in accordance with those requirements.\n\nSimon Morley (Senior Statutory Auditor)\nfor and on behalf of PricewaterhouseCoopers LLP\nChartered Accountants and Statutory Auditors\nLondon\n2 March 2026", "tables": [ [ [ "Bunzl plc Annual R", "eport 2025", "", "Strategic R", "eport", "", "Direct", "ors’ Report", "Fi", "nancial St", "atements", "Additional Informa", "tion", "" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "INDEPENDENT", "AUDITORS’", "REPORT TO THE", "MEMBERS", "OF BUNZL", "PLC c", "ontinued", "", "", "", "", "", "", "" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "Irregularities, incl", "uding fraud, ar", "e instances of non-c", "ompliance", "with laws and", "regula", "tions. We d", "esign", "Use of this report", "", "", "", "", "" ], [ "procedures in line", "with our resp", "onsibilities, outlined", "above, to d", "etect materia", "l misst", "atements in", "respect", "This report, includin", "g the opin", "ions, has been prep", "ared for and only for t", "he Company’s", "members" ], [ "of irregularities, in", "cluding fraud", ". 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We al", "gulations, list tent to which so considered", "ing and transparenc non-compliance mig those laws and reg", "y rules and e ht have a m ulations that", "nvironmenta aterial effect have a direc", "l regul on the t impac", "ations, and financial t on the fin", "we ancial", "Other require Companies Act 20 Under the Compani", "d report 06 except es Act 200", "ing ion reporting 6 we are required to", "report to you if, in ou", "r opinion:", "" ], [ "statements such incentives and op risk of override of", "as the Compa portunities fo controls), and", "nies Act 2006 and ta r fraudulent manipu determined that th", "x legislation. lation of the e principal ri", "We evaluate financial stat sks were rela", "d mana ement ted to t", "gement’s s (including he posting", "the of", "• we have not obta • adequate accoun", "ined all th ting recor", "e information and ex ds have not been ke", "planations we require pt by the Company, or", "for our audit; returns adequ", "or ate for ou" ], [ "inappropriate jou", "rnal entries to", "increase revenue, in", "crease adju", "sted operatin", "g profi", "t or reduce", "", "have not been re", "ceived fro", "m branches not visit", "ed by us; or", "", "" ], [ "expenditure, and risk assessment w", "management ith the comp", "bias in accounting e onent auditors so th", "stimates. Th at they could", "e Group enga include app", "gemen ropriat", "t team sha e audit proc", "red this edures", "• certain disclosur • the Company fina", "es of direct ncial state", "ors’ remuneration s ments and the part", "pecified by law are no of the Directors’ remu", "t made; or neration repo", "rt to be au" ], [ "in response to su and/or componen • Enquiry of man", "ch risks in thei t auditors incl agement, thos", "r work. Audit proced uded: e charged with gove", "ures perfor rnance and", "med by the G the entity’s i", "roup e n-hous", "ngagement e legal team", "team around", "are not in agreem We have no excepti", "ent with t ons to rep", "he accounting recor ort arising from this", "ds and returns. responsibility.", "", "" ], [ "actual and pote • Reviewing minu", "ntial litigation tes of meetin", "and claims and any gs of those charged", "instances of with govern", "fraud; ance includin", "g the B", "oard, Audit", "", "Appointment We were first appoi", "nted by th", "e Company for the fi", "nancial year ended 31", "December 20", "14. Our" ], [ "Committee and • Reviewing Inter • Assessment of • Testing journal", "Executive Co nal Audit repo matters repor entries that m", "mmittee; rts; ted to the Group’s w et certain criteria; a", "histleblowin nd", "g helpline;", "", "", "", "uninterrupted enga Other matter The Company is req", "gement co uired by t", "vers 12 financial yea he Financial Conduc", "rs. t Authority Disclosure", "Guidance and", "Transpare" ], [ "• Considering acc There are inheren", "ounting estim t limitations in", "ates for manageme the audit procedur", "nt bias. es described", "above. We a", "re less", "likely to be", "come", "Rules to include the digital format requi Financial Conduct A", "se financia red by DTR uthority. T", "l statements in an a 4.1.15R – 4.1.18R an his auditors’ report", "nnual financial report d filed on the National provides no assuranc", "prepared und Storage Mech e over whether", "er the stru anism of t the struc" ], [ "aware of instance and transactions", "s of non-comp reflected in th", "liance with laws and e financial statemen", "regulations ts. Also, the", "that are not risk of not de", "closely tecting", "related to e a material", "vents", "digital format annu", "al financial", "report has been pre", "pared in accordance", "with those req", "uirements" ], [ "misstatement du may involve delib", "e to fraud is hi erate conceal", "gher than the risk of ment by, for example", "not detectin , forgery or i", "g one resulti ntentional m", "ng from isrepre", "error, as fr sentations,", "aud or", "Simon Morley for and on behalf o", "(Senior f Pricewat", "Statutory Audi erhouseCoopers L", "tor) LP", "", "" ], [ "through collusion", ".", "", "", "", "", "", "", "Chartered Account", "ants and St", "atutory Auditors", "", "", "" ], [ "Our audit testing", "might include", "testing complete po", "pulations of", "certain trans", "actions", "and balan", "ces,", "London", "", "", "", "", "" ], [ "possibly using dat", "a auditing tec", "hniques. However, it", "typically inv", "olves selectin", "g a lim", "ited numbe", "r of", "2 March 2026", "", "", "", "", "" ], [ "items for testing,", "rather than te", "sting complete popu", "lations. We", "will often see", "k to tar", "get particul", "ar items", "", "", "", "", "", "" ], [ "for testing based", "on their size o", "r risk characteristics", ". In other ca", "ses, we will u", "se audi", "t sampling t", "o enable", "", "", "", "", "", "" ], [ "us to draw a conc", "lusion about t", "he population from", "which the sa", "mple is selec", "ted.", "", "", "", "", "", "", "", "" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "A further descript", "ion of our res", "ponsibilities for the a", "udit of the fi", "nancial state", "ments", "is located o", "n", "", "", "", "", "", "" ], [ "the FRC’s website", "at: www.frc.or", "g.uk/auditorsrespon", "sibilities. Th", "is descriptio", "n forms", "part of our", "", "", "", "", "", "", "" ], [ "auditors’ report.", "", "", "", "", "", "", "", "", "", "", "", "", "" ] ] ], "word_count": 819, "visual_charts": [] }, { "page_number": 193, "section": "Additional Information", "subsection": "Shareholder Information", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 191", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 191\n\nSHAREHOLDER INFORMATION\n\nRelated undertakings as at 31 December 2025 Subsidiary undertakings Registered office address Subsidiary undertakings Registered office address\n\nIn accordance with section 409 of the Companies Act 2006 a full list of Bunzl plc’s subsidiary Pactual Comércio de Descartáveis Colombia\nundertakings and other shares held by the Company as at 31 December 2025 is disclosed below. The e Limpeza Ltda. 25 B2B WEB DISTRIBUIÇÃO DE PRODUTOS\nregistered office address of each entity or, in the case of unincorporated entities, the principal place of Rcl Importação, Comércio E Locação De COLOMBIA SPA S.A.S 50\nbusiness, is disclosed on pages 191 to 196. Unless otherwise stated the subsidiary undertakings listed Materiais Médico Hospitalares Ltda. 17 Importadores Exportadores Solmaq S.A.S 51\nare wholly owned and held indirectly by Bunzl plc with ordinary shares issued (or the equivalent of Rcl Sports Importação E Comércio De MCR Safety Colombia S.A.S. 52\nordinary shares in the relevant country of incorporation). In some of the jurisdictions in which the Materiais Hospitalares Ltda. 17 Vicsa Steelpro Colombia S.A.S. 53\nGroup operates share classes are not defined and in these instances, for the purposes of this RCL7 Participações Ltda. 17 Czech Republic\ndisclosure, the shares issued have been classified as ordinary shares. Bunzl plc does not have any Solupack Sistemas de Embalagens Ltda. (70%) 26 Blyth s.r.o. 54\nassociated undertakings, other than those listed below, and has no joint venture companies. SP Equipamentos de Proteção ao trabalho e Bunzl CS s.r.o. 55\n MRO Ltda. 27 DAMITO CZ s.r.o. (80%) 56\n SP Intervention Ltda. 28 VM Footwear s.r.o. (70%) 57\nSubsidiary undertakings Registered office address Subsidiary undertakings Registered office address\n VCH – Importadora, Exportadora e VM Obuv s.r.o. (70%) 57\nAustralia Belgium\n Distribuição de Produtos Ltda. 22 Denmark\nAtlas Health Care Pty Ltd 1 AFL Belgium BV (90%) 6\n Canada Bunzl Distribution Danmark A/S 58\nBunzl Australasia Limited 2 Établissements Glorieux SA 7\n 1343696 Alberta Ltd. 29 Bunzl Holding Nordic A/S 58\nBunzl Brands & Operations Pty Limited 3 King Belgium NV 8\n 1343701 Alberta Ltd. 29 Clean Care A/S 59\nBunzl Catering Supplies Limited 1 Total Safety Supply Belgium BVBA 9\n A Miracle Sanitation Supply Co. Inc. 30 ICM A/S 60\nBunzl Food Processor Supplies Pty Ltd 1 Varia-Pack NV 10\n B2B Discounters, Inc. 31 MultiLine A/S 61\nBunzl Outsourcing Services Limited 1 Brazil\n Bunzl Canada, Inc. 32 PM Pack A/S (70%) 62\nContainit Pty Ltd (80%) (iii) 3 BR Hommed Comércio de Materiais Médicos\n Clean Spot Inc.(ii) 33 Finland\nCubro Pty Limited (72%) 2 Ltda. 11\n Dura Plus Inc. 34 Pamark Business Oy 63\nFire Rescue Safety Australia Pty Ltd 3 Bunzl Equipamentos para Proteção\n Ghost Distribution Inc. 31 France\nGRC Medical Pty Ltd 2 Individual Ltda. 12\n McCue Corporation Canada (96.9%) 35 Adage SAS 64\nInkell Pty. Limited 1 Canada Central de Negócios do Brasil Ltda. 13\n PackPro Systems Inc. (85%) (iii) 34 Alpes Entretien Distribution SAS 65\nInterpath Services Pty. Ltd. 2 Corsul Comercio e Representações do Sul Ltda. 14\n Tingley Inc. 36 Blanc SAS 66\nMelbourne Cleaning Supplies Pty Ltd (iii) 1 Corsul Representações Comerciais Ltda. 14\n Chile Bourgogne Hygiene Entretien SAS 67\nMultipoint Technologies Pty Ltd (75.1%) 2 Dental Sorria Ltda. 15\n B2B Web Distribuicao de Produtos Chile SpA 37 Bunzl Holdings France SAS 68\nNetwork Packaging Pty Limited 3 DLA Soluções Médicas Ltda. 16\n Bunzl Chile Holdings SpA 38 Comatec SAS 69\nNisbets Australia Pty Limited (60%) 4 DME Serviços em Saúde ltda. 17\n DPS Chile Comercial Limitada 39 Comodis 70\nObex Australia Holdings Pty Ltd 2 DVT Comércio, Importação E Exportação Ltda. 18\n Hospitalia Productos Médicos SpA 40 Daugeron & Fils SAS 71\nPowervac Pty Ltd 1 Endolog Logística e Armazéns Ltda. 19\n Tecno Boga Comercial Limitada 41 Fichot Hygiene SAS 72\nRobertsons Lifting & Rigging Pty Limited 3 Full Safe Equipamentos de Proteção Ltda. 20\n Vicsa Safety Comercial Limitada 38 France Sécurité SAS 73\nSanicare Australia Pty Ltd 2 Indústria e Comércio Leal Ltda. 12\n China Gama 29 SAS 74\nWorksense Workwear and Safety Pty Limited 3 Irudek Brazil Importação, Exportação,\n Comercio e Sericos de Proteção e Segurança Bunzl Trading (Shanghai) Limited 42 Groupe Comptoir SAS 75\nAustria\n Ltda (75%) 21 Diversified Distribution Systems Trading Hedis SAS 76\nBunzl Holdings Austria GmbH 5\n Labor Import Comercial Importadora (Shanghai) Ltd. 43 Hygiène Plus Services 77\nMeier Verpackungen GmbH 5\n Exportadora Ltda 22 Keenpac (Shenzhen) Trading Company Limited 44 Industrie du Compactage Alimentaire\n Lanlimp Descartáveis e Limpeza Ltda 23 McCue (Xiamen) Safety Technologies Co., Hygiene ICA Hygiene L'image du Propre SAS 78\n Manulatex Leal Ltda. (49%) 20 Ltd (96.9%) 45 Keenpac France SAS 79\n MCR Safety de Brasil Distribuiacao de MCR Safety Products Foshan Co., Ltd. 47 Ligne T SAS 80\n Equipamentos 24 Red Ribbon Trading (Shenzhen) Co. Ltd (80%) 48 Nicolas Entretien SAS 81\n Vicsa Commerce and Trading (Shanghai) Co., Ltd 49 Nisbets France EURL (80%) 82\n Medcorp Saúde tecnologia Ltda 19\n ORRU SAS 83", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\n191\n\nAdditional Information\n\nFinancial Statements\n\nSHAREHOLDER INFORMATION\nRelated undertakings as at 31 December 2025\n\nSubsidiary undertakings\n\nIn accordance with section 409 of the Companies Act 2006 a full list of Bunzl plc’s subsidiary\nundertakings and other shares held by the Company as at 31 December 2025 is disclosed below. The\nregistered office address of each entity or, in the case of unincorporated entities, the principal place of\nbusiness, is disclosed on pages 191 to 196. Unless otherwise stated the subsidiary undertakings listed\nare wholly owned and held indirectly by Bunzl plc with ordinary shares issued (or the equivalent of\nordinary shares in the relevant country of incorporation). In some of the jurisdictions in which the\nGroup operates share classes are not defined and in these instances, for the purposes of this\ndisclosure, the shares issued have been classified as ordinary shares. Bunzl plc does not have any\nassociated undertakings, other than those listed below, and has no joint venture companies.\nSubsidiary undertakings\n\nRegistered office address\n\nAustralia\nAtlas Health Care Pty Ltd\nBunzl Australasia Limited\nBunzl Brands & Operations Pty Limited\nBunzl Catering Supplies Limited\nBunzl Food Processor Supplies Pty Ltd\nBunzl Outsourcing Services Limited\nContainit Pty Ltd (80%) (iii)\nCubro Pty Limited (72%)\nFire Rescue Safety Australia Pty Ltd\nGRC Medical Pty Ltd\nInkell Pty. Limited\nInterpath Services Pty. Ltd.\nMelbourne Cleaning Supplies Pty Ltd (iii)\nMultipoint Technologies Pty Ltd (75.1%)\nNetwork Packaging Pty Limited\nNisbets Australia Pty Limited (60%)\nObex Australia Holdings Pty Ltd\nPowervac Pty Ltd\nRobertsons Lifting & Rigging Pty Limited\nSanicare Australia Pty Ltd\nWorksense Workwear and Safety Pty Limited\nAustria\nBunzl Holdings Austria GmbH\nMeier Verpackungen GmbH\n\n1\n2\n3\n1\n1\n1\n3\n2\n3\n2\n1\n2\n1\n2\n3\n4\n2\n1\n3\n2\n3\n5\n5\n\nSubsidiary undertakings\n\nRegistered office address\n\nBelgium\nAFL Belgium BV (90%)\nÉtablissements Glorieux SA\nKing Belgium NV\nTotal Safety Supply Belgium BVBA\nVaria-Pack NV\nBrazil\nBR Hommed Comércio de Materiais Médicos\nLtda.\nBunzl Equipamentos para Proteção\nIndividual Ltda.\nCanada Central de Negócios do Brasil Ltda.\nCorsul Comercio e Representações do Sul Ltda.\nCorsul Representações Comerciais Ltda.\nDental Sorria Ltda.\nDLA Soluções Médicas Ltda.\nDME Serviços em Saúde ltda.\nDVT Comércio, Importação E Exportação Ltda.\nEndolog Logística e Armazéns Ltda.\nFull Safe Equipamentos de Proteção Ltda.\nIndústria e Comércio Leal Ltda.\nIrudek Brazil Importação, Exportação,\nComercio e Sericos de Proteção e Segurança\nLtda (75%)\nLabor Import Comercial Importadora\nExportadora Ltda\nLanlimp Descartáveis e Limpeza Ltda\nManulatex Leal Ltda. (49%)\nMCR Safety de Brasil Distribuiacao de\nEquipamentos\nMedcorp Saúde tecnologia Ltda\n\n6\n7\n8\n9\n10\n\n11\n12\n13\n14\n14\n15\n16\n17\n18\n19\n20\n12\n\n21\n22\n23\n20\n24\n19\n\nRegistered office address\n\nPactual Comércio de Descartáveis\ne Limpeza Ltda.\nRcl Importação, Comércio E Locação De\nMateriais Médico Hospitalares Ltda.\nRcl Sports Importação E Comércio De\nMateriais Hospitalares Ltda.\nRCL7 Participações Ltda.\nSolupack Sistemas de Embalagens Ltda. (70%)\nSP Equipamentos de Proteção ao trabalho e\nMRO Ltda.\nSP Intervention Ltda.\nVCH – Importadora, Exportadora e\nDistribuição de Produtos Ltda.\nCanada\n1343696 Alberta Ltd.\n1343701 Alberta Ltd.\nA Miracle Sanitation Supply Co. Inc.\nB2B Discounters, Inc.\nBunzl Canada, Inc.\nClean Spot Inc.(ii)\nDura Plus Inc.\nGhost Distribution Inc.\nMcCue Corporation Canada (96.9%)\nPackPro Systems Inc. (85%) (iii)\nTingley Inc.\nChile\nB2B Web Distribuicao de Produtos Chile SpA\nBunzl Chile Holdings SpA\nDPS Chile Comercial Limitada\nHospitalia Productos Médicos SpA\nTecno Boga Comercial Limitada\nVicsa Safety Comercial Limitada\nChina\nBunzl Trading (Shanghai) Limited\nDiversified Distribution Systems Trading\n(Shanghai) Ltd.\nKeenpac (Shenzhen) Trading Company Limited\nMcCue (Xiamen) Safety Technologies Co.,\nLtd (96.9%)\nMCR Safety Products Foshan Co., Ltd.\nRed Ribbon Trading (Shenzhen) Co. Ltd (80%)\nVicsa Commerce and Trading (Shanghai) Co., Ltd\n\n25\n17\n17\n17\n26\n27\n28\n22\n29\n29\n30\n31\n32\n33\n34\n31\n35\n34\n36\n37\n38\n39\n40\n41\n38\n42\n43\n44\n45\n47\n48\n49\n\nSubsidiary undertakings\n\nRegistered office address\n\nColombia\nB2B WEB DISTRIBUIÇÃO DE PRODUTOS\nCOLOMBIA SPA S.A.S\nImportadores Exportadores Solmaq S.A.S\nMCR Safety Colombia S.A.S.\nVicsa Steelpro Colombia S.A.S.\nCzech Republic\nBlyth s.r.o.\nBunzl CS s.r.o.\nDAMITO CZ s.r.o. (80%)\nVM Footwear s.r.o. (70%)\nVM Obuv s.r.o. (70%)\nDenmark\nBunzl Distribution Danmark A/S\nBunzl Holding Nordic A/S\nClean Care A/S\nICM A/S\nMultiLine A/S\nPM Pack A/S (70%)\nFinland\nPamark Business Oy\nFrance\nAdage SAS\nAlpes Entretien Distribution SAS\nBlanc SAS\nBourgogne Hygiene Entretien SAS\nBunzl Holdings France SAS\nComatec SAS\nComodis\nDaugeron & Fils SAS\nFichot Hygiene SAS\nFrance Sécurité SAS\nGama 29 SAS\nGroupe Comptoir SAS\nHedis SAS\nHygiène Plus Services\nIndustrie du Compactage Alimentaire\nHygiene ICA Hygiene L'image du Propre SAS\nKeenpac France SAS\nLigne T SAS\nNicolas Entretien SAS\nNisbets France EURL (80%)\nORRU SAS\n\n50\n51\n52\n53\n54\n55\n56\n57\n57\n58\n58\n59\n60\n61\n62\n63\n64\n65\n66\n67\n68\n69\n70\n71\n72\n73\n74\n75\n76\n77\n78\n79\n80\n81\n82\n83", "tables": [ [ [ "Bunzl plc Ann", "ual Repo", "rt 2025", "", "", "Strategic Report", "", "Director", "s’ Report", "", "Financial Statem", "ents", "", "Additional Info", "rmation", "", "19" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "SHAREHO", "LDER", "INFOR", "MAT", "ION", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "Related u", "nderta", "kings a", "s at", "31 Decemb", "er 2025", "", "", "", "Subsidiary undertaking Pactual Comércio", "s Regi de Descartáveis", "stered office", "address", "Subsidiary underta Colombia", "kings", "Registered office", "address" ], [ "In accordance undertakings", "with se and oth", "ction 409 er shares", "of the held b", "Companies Act y the Company", "2006 a full list of B as at 31 December", "unzl plc’s sub 2025 is discl", "sidiary osed below.", "The", "e Limpeza Ltda.", "", "", "25", "B2B WEB DISTR", "IBUIÇÃO DE", "PRODUTOS", "" ], [ "registered offi", "ce addr", "ess of eac", "h entit", "y or, in the case", "of unincorporated", "entities, the", "principal pl", "ace of", "Rcl Importação, C", "omércio E Locaç", "ão De", "", "COLOMBIA SPA", "S.A.S", "", "50" ], [ "business, is d", "isclosed", "on pages", "191 to", "196. Unless oth", "erwise stated the", "subsidiary un", "dertakings", "listed", "Materiais Médico", "Hospitalares Ltd", "a.", "17", "Importadores E", "xportadores", "Solmaq S.A.S", "51" ], [ "are wholly ow", "ned and", "held indir", "ectly b", "y Bunzl plc wit", "h ordinary shares is", "sued (or the", "equivalent", "of", "Rcl Sports Import", "ação E Comérci", "o De", "", "MCR Safety Col", "ombia S.A.S.", "", "52" ], [ "ordinary shar", "es in the", "relevant", "countr", "y of incorporati", "on). In some of the", "jurisdictions", "in which the", "", "Materiais Hospital", "ares Ltda.", "", "17", "Vicsa Steelpro", "Colombia S.A", ".S.", "53" ], [ "Group operat", "es share", "classes a", "re not", "defined and in", "these instances, fo", "r the purpos", "es of this", "", "RCL7 Participaçõe", "s Ltda.", "", "17", "Czech Republi", "c", "", "" ], [ "disclosure, th", "e shares", "issued ha", "ve bee", "n classified as", "ordinary shares. Bu", "nzl plc does", "not have an", "y", "Solupack Sistemas", "de Embalagens", "Ltda. (70%", ") 26", "Blyth s.r.o.", "", "", "54" ], [ "associated un", "dertakin", "gs, other", "than t", "hose listed belo", "w, and has no joint", "venture com", "panies.", "", "SP Equipamentos", "de Proteção ao", "trabalho e", "", "Bunzl CS s.r.o.", "", "", "55" ], [ "Subsidiary under Australia Atlas Health C Bunzl Australa Bunzl Brands Bunzl Caterin Bunzl Food Pr Bunzl Outsou Containit Pty Cubro Pty Lim Fire Rescue S GRC Medical Inkell Pty. Limi", "takings are Pty L sia Limit & Opera g Supplie ocessor rcing Ser Ltd (80%) ited (72 afety Aus Pty Ltd ted", "Re td ed tions Pty s Limited Supplies P vices Limi (iii) %) tralia Pty", "gistered Limited ty Ltd ted Ltd", "office address 1 2 3 1 1 1 3 2 3 2 1", "Subsidiary undertaking Belgium AFL Belgium BV (90 Établissements Glo King Belgium NV Total Safety Supply Varia-Pack NV Brazil BR Hommed Comé Ltda. Bunzl Equipament Individual Ltda. Canada Central de", "s Re %) rieux SA Belgium BVB rcio de Mate os para Prote Negócios do", "gistered office A riais Médico ção Brasil Ltda.", "address 6 7 8 9 10 s 11 12 13", "MRO Ltda. SP Intervention Lt VCH – Importador Distribuição de Pr Canada 1343696 Alberta L 1343701 Alberta L A Miracle Sanitatio B2B Discounters, I Bunzl Canada, Inc. Clean Spot Inc.(ii) Dura Plus Inc. Ghost Distribution McCue Corporatio PackPro Systems I", "da. a, Exportadora odutos Ltda. td. td. n Supply Co. In nc. Inc. n Canada (96.9 nc. (85%) (iii)", "e c. %)", "27 28 22 29 29 30 31 32 33 34 31 35 34", "DAMITO CZ s.r. VM Footwear s. VM Obuv s.r.o. ( Denmark Bunzl Distributi Bunzl Holding N Clean Care A/S ICM A/S MultiLine A/S PM Pack A/S (7 Finland Pamark Busine France Adage SAS", "o. (80%) r.o. (70%) 70%) on Danmark ordic A/S 0%) ss Oy", "A/S", "56 57 57 58 58 59 60 61 62 63 64" ], [ "Interpath Ser Melbourne Cl Multipoint Tec Network Pack Nisbets Austr Obex Australi Powervac Pty Robertsons Li Sanicare Aust Worksense W Austria Bunzl Holding Meier Verpack", "vices Pty. eaning S hnologie aging Pt alia Pty L a Holdin Ltd fting & R ralia Pty orkwear s Austria ungen G", "Ltd. upplies Pt s Pty Ltd y Limited imited (60 gs Pty Ltd igging Pty Ltd and Safet GmbH mbH", "y Ltd (iii (75.1%) %) Limite y Pty L", "2 ) 1 2 3 4 2 1 d 3 2 imited 3 5 5", "Corsul Comercio e R Corsul Representa Dental Sorria Ltda. DLA Soluções Méd DME Serviços em S DVT Comércio, Imp Endolog Logística e Full Safe Equipame Indústria e Comérc Irudek Brazil Impor Comercio e Sericos Ltda (75%) Labor Import Com Exportadora Ltda Lanlimp Descartáv Manulatex Leal Ltd MCR Safety de Bra", "epresentaçõe ções Comerci icas Ltda. aúde ltda. ortação E Exp Armazéns L ntos de Prote io Leal Ltda. tação, Expor de Proteção ercial Import eis e Limpeza a. (49%) sil Distribuiac", "s do Sul Ltda ais Ltda. ortação Ltda tda. ção Ltda. tação, e Seguranç adora Ltda ao de", ". 14 14 15 16 17 . 18 19 20 12 a 21 22 23 20", "Tingley Inc. Chile B2B Web Distribui Bunzl Chile Holdin DPS Chile Comerc Hospitalia Produc Tecno Boga Come Vicsa Safety Come China Bunzl Trading (Sha Diversified Distrib (Shanghai) Ltd. Keenpac (Shenzhe McCue (Xiamen) S Ltd (96.9%) MCR Safety Produ", "cao de Produto gs SpA ial Limitada tos Médicos SpA rcial Limitada rcial Limitada nghai) Limited ution Systems T n) Trading Comp afety Technolog cts Foshan Co.,", "s Chile SpA rading any Limited ies Co., Ltd.", "36 37 38 39 40 41 38 42 43 44 45 47", "Alpes Entretien Blanc SAS Bourgogne Hyg Bunzl Holdings Comatec SAS Comodis Daugeron & Fils Fichot Hygiene France Sécurité Gama 29 SAS Groupe Compt Hedis SAS Hygiène Plus Se Industrie du Co Hygiene ICA Hy Keenpac Franc Ligne T SAS", "Distribution iene Entretie France SAS SAS SAS SAS oir SAS rvices mpactage Ali giene L'image e SAS", "SAS n SAS mentaire du Propre SAS", "65 66 67 68 69 70 71 72 73 74 75 76 77 78 79 80" ], [ "", "", "", "", "", "Equipamentos Medcorp Saúde te", "cnologia Ltda", "", "24 19", "Red Ribbon Tradin Vicsa Commerce an", "g (Shenzhen) C d Trading (Shang", "o. Ltd (80% hai) Co., Lt", ") 48 d 49", "Nicolas Entretie Nisbets France ORRU SAS", "n SAS EURL (80%)", "", "81 82 83" ] ] ], "word_count": 828, "visual_charts": [] }, { "page_number": 194, "section": "Additional Information", "subsection": "Shareholder Information", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 192", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 192\n\nSHAREHOLDER INFORMATION continued\n\nSubsidiary undertakings Registered office address Subsidiary undertakings Registered office address Subsidiary undertakings Registered office address Subsidiary undertakings Registered office address\nPLG Finances SAS 84 Silco (Utensils) A.S. Limited (iii) 108 MCR Safety Europe B.V. 140 Romania\nPLG SAS 84 Italy Nisbets Europe B.V. (80%) 141 Bunzl Romania SRL 158\nSNC FANGO 85 B2B Distribution Italy Holdings S.r.l. 110 QS Nederland B.V. 142 Singapore\nSNC Figarella 85 Irudek Italia, S.R.L. (75%) 111 Worldpack Trading B.V. 143 LSH Industrial Solutions Pte. Ltd 159\nSNC Flora 85 Keenpac Italia S.r.l. 112 New Zealand Medshop Holdings Pte. Ltd. (75.1%) 160\nSNC Fremur 85 Neri Safety S.r.l. 110 Alach Limited (72%) 144 Slovakia\nSNC JANE AVRIL 85 Secure Service S.r.l. 113 Bunzl New Zealand Holdings (No. 2) Limited (iii) 145 DAMITO s.r.o. (80%) 161\nSNC Josette Baiz 85 Malaysia Bunzl New Zealand Holdings Limited (99.1%) (iii) 145 Eurobal spol. s.r.o 162\nSociété Civile Immobilière Sainte Claire Medshop Malaysia Sdn. Bhd. (75.1%) 114 Bunzl Outsourcing Services NZ Limited 146 Spain\nDeville SC 86 Mexico CB Med Limited (75%) 147 Anta y Jesús, S.L.U. 163\nSocoldis SAS 87 Bunzl De Mexico S. De R. L. De C.V (iii) 115 Corded Strap (NZ) Limited 145 Artículos de Protección, S.A. 164\nSodiscol SAS 88 Bunzl Retail Services of Mexico, S. de R.L. Cubro Holdings Limited (72%) (iii) 144 Azero Equipamientos, S.L.U. 164\nSopecal Hygiene SAS 89 de C.V. (iii) 116 Cubro Limited (72%) 144 Bunzl Distribution Spain, S.A.U. 165\nGermany Bunzl Servicios, S. De R. L. De C.V (iii) 115 Cubro Vision Limited (72%) 144 Bunzl Mallorca 2018, S.L.U. 166\nArbeitsschutz-Express GmbH (66%) 90 Cool Pak AG Packaging, S. de R. L. de C.V. (iii) 117 DBM Medical Limited (75%) 147 Faru, S.L.U. 167\nBunzl Großhandel GmbH 91 Cool Pak Exports S. de R.L. de C.V. (iii) 118 Euromedical Limited (72%) 144 Grupo R Queraltó, S.A. (85%) 168\nBunzl Holding GmbH (iii) 91 Espomega S. de R.L. de C.V. (iii) 119 Fire Rescue Safety New Zealand Limited 148 Irudek 2000, S.L. (75%) 169\nBunzl Holding No. 2 GmbH (75%) 91 GUANTES INTERNACIONALES, S.A. de C.V. (iii) 120 ICB Cleaning Supplies Limited 146 Juba Personal Protective Equipment, S.L.U. 170\nhygi GmbH & Co. KG (75%) 92 Pico Textil, S. de R.L. de. C.V. 121 Mobility Hub Limited (72%) 144 Marca Proteccion Laboral, S.L.U. 171\nhygi.de Import GmbH (75%) 92 Proepta, S.A. DE C.V. (iii) 122 Morton and Perry Limited (72%) 144 PROIN-PINILLA, S.L. 172\nhygi.de Management GmbH (75%) 92 Shelby Manufacturing de México, S.A. de C.V. 123 Nelson Packaging Supplies Limited 145 PROTEC & MARTI, S.L. 173\nMajestic GmbH 93 Steel pro S.A de C.V. (iii) 124 Nisbets New Zealand Limited (60%) 149 Quindesur, S.L.U. 174\nMcCue Europe GmbH 94 TRC Protective Footwear, S.A. de C.V. (iii) 125 Obex Medical Limited (99.1%) 145 Quirumed, S.L.U. 175\nNisbets Deutschland GmbH (80%) 95 Web Distribucion Safety Mexico, S. de R.L. Opritech (NZ) Limited (72%) 144 Safety Quickers Europe, S.L.U. 164\nHong Kong de C.V. (iii) 124 Opritech Limited (72%) 144 Sistemas de Embalaje Anper, S.A.U. 176\nBunzl Asia Limited 96 Morocco Toomac Holdings Limited 150 Tecnopacking, S.L.U. 177\nBunzl Retail Services of Hong Kong Limited 97 Proin Maroc, S.à r.l. 126 Universal Specialities Limited 151 Switzerland\nKeenpac Asia Limited 98 Netherlands Norway Bunzl Holding Switzerland AG 178\nMCR Safety Asia Company Limited 99 AFL Groep B.V. (90%) 127 Art Trading AS 152 CT Group International SA 179\nNisbets Asia Limited (80%) 100 Allshoes Benelux B.V. 128 Culina AS 152 Keenpac (Switzerland) SA 180\nHungary Bunzl Netherlands Holdings B.V. 129 Culina Norge AS 152 Weita AG 178\nBunzl Magyarország Kft. 101 Bunzl Outsourcing Services B.V. 129 Peru Weita Service AG 181\nIndia Bunzl Verpakkingen Arnhem B.V. 130 B2B WEB DISTRIBUICAO DE PRODUTOS Turkey\nNisbets India Private Limited (80%) 103 De Ridder B.V. 131 PERU SPA S.A.C 153 Bursa Pazarı İnşaat Sanayi Ve Ticaret\nIreland Ecotools B.V. 132 Vicsa Safety Peru S.A.C. 153 Anonim Şirketi 182\nAbco Kovex Limited (98%) 104 E-TALES B.V. (51%) 133 Poland İstanbul Ticaret İş Güvenliği ve Endüstriyel\nBunzl Horizon Finance Limited 105 GLO Brands B.V. 129 Prewenta sp. z o.o. (65%) 154 Ürünler Sanayi Anonim Şirketi 183\nBunzl Ireland Limited 104 Groveko B.V. (93.7%) 134 Safety First PPE Group sp. z o.o. (65%) 155 Kullanatmarket Elektronik Pazarlama Ticaret\nCaterline Catering Equipment Limited 106 Groveko Group Holdings B.V. (93.7%) 129 Safety First sp. z o.o. (65%) 155 Anonim Şirketi 182\nG.H. Pittman Limited (iii) 107 Holland Packaging B.V. (75%) 135 Portugal United Kingdom\nIsrael Inpakomed B.V. 136 Quindesur Portugal, Unipessoal Lda. 156 Abco Kovex (N.I.) Limited (98%) 184\nM.S. Global Limited 108 King Nederland B.V. 137 Puerto Rico Abco Kovex (UK) Limited (98%) 185\nMeichaley Zahav Packages Ltd 109 Le Roux Verpakkingen & Disposables B.V. 138 Melissa Sales Corp. (ii) 157 Aggora Group Limited (iii) 185\n Majestic Products B.V. 139", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\n192\n\nAdditional Information\n\nFinancial Statements\n\nSHAREHOLDER INFORMATION continued\nSubsidiary undertakings\n\nRegistered office address\n\nPLG Finances SAS\nPLG SAS\nSNC FANGO\nSNC Figarella\nSNC Flora\nSNC Fremur\nSNC JANE AVRIL\nSNC Josette Baiz\nSociété Civile Immobilière Sainte Claire\nDeville SC\nSocoldis SAS\nSodiscol SAS\nSopecal Hygiene SAS\nGermany\nArbeitsschutz-Express GmbH (66%)\nBunzl Großhandel GmbH\nBunzl Holding GmbH (iii)\nBunzl Holding No. 2 GmbH (75%)\nhygi GmbH & Co. KG (75%)\nhygi.de Import GmbH (75%)\nhygi.de Management GmbH (75%)\nMajestic GmbH\nMcCue Europe GmbH\nNisbets Deutschland GmbH (80%)\nHong Kong\nBunzl Asia Limited\nBunzl Retail Services of Hong Kong Limited\nKeenpac Asia Limited\nMCR Safety Asia Company Limited\nNisbets Asia Limited (80%)\nHungary\nBunzl Magyarország Kft.\nIndia\nNisbets India Private Limited (80%)\nIreland\nAbco Kovex Limited (98%)\nBunzl Horizon Finance Limited\nBunzl Ireland Limited\nCaterline Catering Equipment Limited\nG.H. Pittman Limited (iii)\nIsrael\nM.S. Global Limited\nMeichaley Zahav Packages Ltd\n\n84\n84\n85\n85\n85\n85\n85\n85\n86\n87\n88\n89\n90\n91\n91\n91\n92\n92\n92\n93\n94\n95\n96\n97\n98\n99\n100\n101\n103\n104\n105\n104\n106\n107\n108\n109\n\nSubsidiary undertakings\n\nRegistered office address\n\nSilco (Utensils) A.S. Limited (iii)\nItaly\nB2B Distribution Italy Holdings S.r.l.\nIrudek Italia, S.R.L. (75%)\nKeenpac Italia S.r.l.\nNeri Safety S.r.l.\nSecure Service S.r.l.\nMalaysia\nMedshop Malaysia Sdn. Bhd. (75.1%)\nMexico\nBunzl De Mexico S. De R. L. De C.V (iii)\nBunzl Retail Services of Mexico, S. de R.L.\nde C.V. (iii)\nBunzl Servicios, S. De R. L. De C.V (iii)\nCool Pak AG Packaging, S. de R. L. de C.V. (iii)\nCool Pak Exports S. de R.L. de C.V. (iii)\nEspomega S. de R.L. de C.V. (iii)\nGUANTES INTERNACIONALES, S.A. de C.V. (iii)\nPico Textil, S. de R.L. de. C.V.\nProepta, S.A. DE C.V. (iii)\nShelby Manufacturing de México, S.A. de C.V.\nSteel pro S.A de C.V. (iii)\nTRC Protective Footwear, S.A. de C.V. (iii)\nWeb Distribucion Safety Mexico, S. de R.L.\nde C.V. (iii)\nMorocco\nProin Maroc, S.à r.l.\nNetherlands\nAFL Groep B.V. (90%)\nAllshoes Benelux B.V.\nBunzl Netherlands Holdings B.V.\nBunzl Outsourcing Services B.V.\nBunzl Verpakkingen Arnhem B.V.\nDe Ridder B.V.\nEcotools B.V.\nE-TALES B.V. (51%)\nGLO Brands B.V.\nGroveko B.V. (93.7%)\nGroveko Group Holdings B.V. (93.7%)\nHolland Packaging B.V. (75%)\nInpakomed B.V.\nKing Nederland B.V.\nLe Roux Verpakkingen & Disposables B.V.\nMajestic Products B.V.\n\n108\n110\n111\n112\n110\n113\n114\n115\n116\n115\n117\n118\n119\n120\n121\n122\n123\n124\n125\n124\n126\n127\n128\n129\n129\n130\n131\n132\n133\n129\n134\n129\n135\n136\n137\n138\n139\n\nSubsidiary undertakings\n\nRegistered office address\n\nMCR Safety Europe B.V.\nNisbets Europe B.V. (80%)\nQS Nederland B.V.\nWorldpack Trading B.V.\nNew Zealand\nAlach Limited (72%)\nBunzl New Zealand Holdings (No. 2) Limited (iii)\nBunzl New Zealand Holdings Limited (99.1%) (iii)\nBunzl Outsourcing Services NZ Limited\nCB Med Limited (75%)\nCorded Strap (NZ) Limited\nCubro Holdings Limited (72%) (iii)\nCubro Limited (72%)\nCubro Vision Limited (72%)\nDBM Medical Limited (75%)\nEuromedical Limited (72%)\nFire Rescue Safety New Zealand Limited\nICB Cleaning Supplies Limited\nMobility Hub Limited (72%)\nMorton and Perry Limited (72%)\nNelson Packaging Supplies Limited\nNisbets New Zealand Limited (60%)\nObex Medical Limited (99.1%)\nOpritech (NZ) Limited (72%)\nOpritech Limited (72%)\nToomac Holdings Limited\nUniversal Specialities Limited\nNorway\nArt Trading AS\nCulina AS\nCulina Norge AS\nPeru\nB2B WEB DISTRIBUICAO DE PRODUTOS\nPERU SPA S.A.C\nVicsa Safety Peru S.A.C.\nPoland\nPrewenta sp. z o.o. (65%)\nSafety First PPE Group sp. z o.o. (65%)\nSafety First sp. z o.o. (65%)\nPortugal\nQuindesur Portugal, Unipessoal Lda.\nPuerto Rico\nMelissa Sales Corp. (ii)\n\n140\n141\n142\n143\n144\n145\n145\n146\n147\n145\n144\n144\n144\n147\n144\n148\n146\n144\n144\n145\n149\n145\n144\n144\n150\n151\n152\n152\n152\n\n153\n153\n154\n155\n155\n156\n157\n\nSubsidiary undertakings\n\nRegistered office address\n\nRomania\nBunzl Romania SRL\nSingapore\nLSH Industrial Solutions Pte. Ltd\nMedshop Holdings Pte. Ltd. (75.1%)\nSlovakia\nDAMITO s.r.o. (80%)\nEurobal spol. s.r.o\nSpain\nAnta y Jesús, S.L.U.\nArtículos de Protección, S.A.\nAzero Equipamientos, S.L.U.\nBunzl Distribution Spain, S.A.U.\nBunzl Mallorca 2018, S.L.U.\nFaru, S.L.U.\nGrupo R Queraltó, S.A. (85%)\nIrudek 2000, S.L. (75%)\nJuba Personal Protective Equipment, S.L.U.\nMarca Proteccion Laboral, S.L.U.\nPROIN-PINILLA, S.L.\nPROTEC & MARTI, S.L.\nQuindesur, S.L.U.\nQuirumed, S.L.U.\nSafety Quickers Europe, S.L.U.\nSistemas de Embalaje Anper, S.A.U.\nTecnopacking, S.L.U.\nSwitzerland\nBunzl Holding Switzerland AG\nCT Group International SA\nKeenpac (Switzerland) SA\nWeita AG\nWeita Service AG\nTurkey\nBursa Pazarı İnşaat Sanayi Ve Ticaret\nAnonim Şirketi\nİstanbul Ticaret İş Güvenliği ve Endüstriyel\nÜrünler Sanayi Anonim Şirketi\nKullanatmarket Elektronik Pazarlama Ticaret\nAnonim Şirketi\nUnited Kingdom\nAbco Kovex (N.I.) Limited (98%)\nAbco Kovex (UK) Limited (98%)\nAggora Group Limited (iii)\n\n158\n159\n160\n161\n162\n163\n164\n164\n165\n166\n167\n168\n169\n170\n171\n172\n173\n174\n175\n164\n176\n177\n178\n179\n180\n178\n181\n\n182\n183\n182\n184\n185\n185", "tables": [ [ [ "Bunzl plc Annual Repor", "t 2025", "", "Strategic Report", "", "", "Director", "s’ Report", "", "Financial", "Statements", "", "Additional Informatio", "n", "192" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "SHAREHOLDER INF", "ORMATION contin", "ued", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "Subsidiary undertakings", "Registered office", "address", "Subsidiary undertaking", "s", "Register", "ed office", "address", "Subsidiary undertaking", "s", "Registered office", "address", "Subsidiary undertakings", "Registered office add", "ress" ], [ "PLG Finances SAS", "", "84", "Silco (Utensils) A.S.", "Limited (iii)", "", "", "108", "MCR Safety Europ", "e B.V.", "", "140", "Romania", "", "" ], [ "PLG SAS", "", "84", "Italy", "", "", "", "", "Nisbets Europe B.", "V. (80%)", "", "141", "Bunzl Romania SRL", "", "158" ], [ "SNC FANGO", "", "85", "B2B Distribution It", "aly Holding", "s S.r.l.", "", "110", "QS Nederland B.V.", "", "", "142", "Singapore", "", "" ], [ "SNC Figarella", "", "85", "Irudek Italia, S.R.L.", "(75%)", "", "", "111", "Worldpack Trading", "B.V.", "", "143", "LSH Industrial Solution", "s Pte. Ltd", "159" ], [ "SNC Flora", "", "85", "Keenpac Italia S.r.l.", "", "", "", "112", "New Zealand", "", "", "", "Medshop Holdings Pte", ". Ltd. (75.1%)", "160" ], [ "SNC Fremur", "", "85", "Neri Safety S.r.l.", "", "", "", "110", "Alach Limited (72%", ")", "", "144", "Slovakia", "", "" ], [ "SNC JANE AVRIL", "", "85", "Secure Service S.r.", "l.", "", "", "113", "Bunzl New Zealand", "Holdings", "(No. 2) Limited (iii)", "145", "DAMITO s.r.o. 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(iii)", "120", "ICB Cleaning Supp", "lies Limite", "d", "146", "Juba Personal Protecti", "ve Equipment, S.L.U.", "170" ], [ "hygi GmbH & Co. KG (7", "5%)", "92", "Pico Textil, S. de R.", "L. de. C.V.", "", "", "121", "Mobility Hub Limit", "ed (72%)", "", "144", "Marca Proteccion Lab", "oral, S.L.U.", "171" ], [ "hygi.de Import GmbH (", "75%)", "92", "Proepta, S.A. DE C.", "V. (iii)", "", "", "122", "Morton and Perry", "Limited (7", "2%)", "144", "PROIN-PINILLA, S.L.", "", "172" ], [ "hygi.de Management G", "mbH (75%)", "92", "Shelby Manufactu", "ring de Mé", "xico, S.A", ". de C.V", ". 123", "Nelson Packaging", "Supplies L", "imited", "145", "PROTEC & MARTI, S.L.", "", "173" ], [ "Majestic GmbH", "", "93", "Steel pro S.A de C.", "V. (iii)", "", "", "124", "Nisbets New Zeala", "nd Limite", "d (60%)", "149", "Quindesur, S.L.U.", "", "174" ], [ "McCue Europe GmbH", "", "94", "TRC Protective Foo", "twear, S.A.", "de C.V.", "(iii)", "125", "Obex Medical Lim", "ited (99.1%", ")", "145", "Quirumed, S.L.U.", "", "175" ], [ "Nisbets Deutschland G", "mbH (80%)", "95", "Web Distribucion", "Safety Mexi", "co, S. d", "e R.L.", "", "Opritech (NZ) Limi", "ted (72%)", "", "144", "Safety Quickers Europ", "e, S.L.U.", "164" ], [ "Hong Kong", "", "", "de C.V. (iii)", "", "", "", "124", "Opritech Limited (", "72%)", "", "144", "Sistemas de Embalaje", "Anper, S.A.U.", "176" ], [ "Bunzl Asia Limited", "", "96", "Morocco", "", "", "", "", "Toomac Holdings", "Limited", "", "150", "Tecnopacking, S.L.U.", "", "177" ], [ "Bunzl Retail Services of", "Hong Kong Limited", "97", "Proin Maroc, S.à r.l", ".", "", "", "126", "Universal Specialit", "ies Limite", "d", "151", "Switzerland", "", "" ], [ "Keenpac Asia Limited", "", "98", "Netherlands", "", "", "", "", "Norway", "", "", "", "Bunzl Holding Switzerl", "and AG", "178" ], [ "MCR Safety Asia Comp", "any Limited", "99", "AFL Groep B.V. (90", "%)", "", "", "127", "Art Trading AS", "", "", "152", "CT Group Internationa", "l SA", "179" ], [ "Nisbets Asia Limited (8", "0%)", "100", "Allshoes Benelux B", ".V.", "", "", "128", "Culina AS", "", "", "152", "Keenpac (Switzerland)", "SA", "180" ], [ "Hungary", "", "", "Bunzl Netherlands", "Holdings B", ".V.", "", "129", "Culina Norge AS", "", "", "152", "Weita AG", "", "178" ], [ "Bunzl Magyarország Kf", "t.", "101", "Bunzl Outsourcing", "Services B", ".V.", "", "129", "Peru", "", "", "", "Weita Service AG", "", "181" ], [ "India", "", "", "Bunzl Verpakkinge", "n Arnhem", "B.V.", "", "130", "B2B WEB DISTRIB", "UICAO DE", "PRODUTOS", "", "Turkey", "", "" ], [ "Nisbets India Private Li", "mited (80%)", "103", "De Ridder B.V.", "", "", "", "131", "PERU SPA S.A.C", "", "", "153", "Bursa Pazarı İnşaat Sa", "nayi Ve Ticaret", "" ], [ "Ireland", "", "", "Ecotools B.V.", "", "", "", "132", "Vicsa Safety Peru", "S.A.C.", "", "153", "Anonim Şirketi", "", "182" ], [ "Abco Kovex Limited (98", "%)", "104", "E-TALES B.V. (51%)", "", "", "", "133", "Poland", "", "", "", "İstanbul Ticaret İş Güv", "enliği ve Endüstriyel", "" ], [ "Bunzl Horizon Finance", "Limited", "105", "GLO Brands B.V.", "", "", "", "129", "Prewenta sp. z o.o", ". (65%)", "", "154", "Ürünler Sanayi Anonim", "Şirketi", "183" ], [ "Bunzl Ireland Limited", "", "104", "Groveko B.V. (93.7", "%)", "", "", "134", "Safety First PPE Gr", "oup sp. z", "o.o. (65%)", "155", "Kullanatmarket Elektro", "nik Pazarlama Ticaret", "" ], [ "Caterline Catering Equi", "pment Limited", "106", "Groveko Group Ho", "ldings B.V.", "(93.7%)", "", "129", "Safety First sp. z o", ".o. (65%)", "", "155", "Anonim Şirketi", "", "182" ], [ "G.H. Pittman Limited (iii)", "", "107", "Holland Packaging", "B.V. (75%)", "", "", "135", "Portugal", "", "", "", "United Kingdom", "", "" ], [ "Israel", "", "", "Inpakomed B.V.", "", "", "", "136", "Quindesur Portug", "al, Unipes", "soal Lda.", "156", "Abco Kovex (N.I.) Limit", "ed (98%)", "184" ], [ "M.S. Global Limited", "", "108", "King Nederland B.", "V.", "", "", "137", "Puerto Rico", "", "", "", "Abco Kovex (UK) Limit", "ed (98%)", "185" ], [ "Meichaley Zahav Packa", "ges Ltd", "109", "Le Roux Verpakkin", "gen & Disp", "osables", "B.V.", "138", "Melissa Sales Corp", ". (ii)", "", "157", "Aggora Group Limited", "(iii)", "185" ], [ "", "", "", "Majestic Products", "B.V.", "", "", "139", "", "", "", "", "", "", "" ] ] ], "word_count": 817, "visual_charts": [] }, { "page_number": 195, "section": "Additional Information", "subsection": "Shareholder Information", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 193", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 193\n\nSHAREHOLDER INFORMATION continued\n\nSubsidiary undertakings Registered office address Subsidiary undertakings Registered office address Subsidiary undertakings Registered office address Subsidiary undertakings Registered office address\nAggora Limited 185 Henares Limited (i) 185 Bunzl Distribution Leasing, Inc. 194 The Warehouse Rack, LLC 195\nAggora Projects Limited (iii) 185 Host Online Ltd (80%) 188 Bunzl Distribution USA Inc. 195 Thermoforming Packaging Technologies LLC 192\nAggora (Technical) Limited (iii) 185 Howper 800 Limited (iii) 185 Bunzl International Services, Inc. 195 U.S. Glove Co., Inc. 203\nArrow County Holdings Limited 185 Hydropac Limited 185 Bunzl IP Holdings, LLC 195 Uruguay\nArrow County Supplies Limited 185 Jongor (Holdings) Ltd (80%) (iii) 189 Bunzl Mexican Holdings II, LLC 192 Steelpro Safety S.A. (iii) 204\nB3S No.2 Limited 185 Jongor Limited (80%) 189 Bunzl Mexican Holdings III, LLC 192\n Other shareholdings Registered office address\nBeaumont T M Limited (80%) 186 Kingsbury Packaging (Limavady) Ltd 184 Bunzl Mexican Holdings IV, LLC 192\nBodyguard Workwear Limited 185 Lee Brothers Bilston Limited 185 Bunzl Mexican Holdings, LLC 192 MCR Hanvo Safety Products (Nantong) Co.,\nBunzl American Holdings (No.1) Limited 185 Lightning Packaging Supplies Limited 185 Bunzl Retail Services, LLC 195 Ltd. (20%) 46\nBunzl American Holdings (No.2) Limited 185 London Catering and Hygiene Solutions Limited 185 Bunzl USA Holdings LLC 195 Viner-Pack Gyártó Kereskedelmi és\nBunzl Finance Public Limited Company (i) 185 McCue Corporation Limited 190 Bunzl USA LLC 195 Szolgáltató Korlátolt Felelősségű\n Társaság (20%) 102\nBunzl Group Services Limited (i) 185 Nisbets Limited (80%) (iii) 187 BVR Brands LLC 192\nBunzl Holding GTL Limited (i) 185 Packaging 2 Buy Limited 185 Chef's Seal LLC 192\n Classifications key\nBunzl Holding LCE Limited 185 Packaging Environmental Limited 185 Cool-Pak, LLC 195\n (i) Directly owned by Bunzl plc\nBunzl Holding WWE Limited (95.8%) (iii) 185 Parmelee Limited 185 Destiny Packaging, LLC 195 (ii) Holding of ordinary and preference shares\nBunzl Mexico Holdings 1 Limited 185 Portabottle Limited 185 Earthwise Bag Company, Inc. (ii) 196 (iii) Holding of more than one class of ordinary share\nBunzl Mexico Holdings 2 Limited 185 Portabrands Limited 185 Eco Systems Holdings LLC 192\nBunzl Overseas Holdings (No. 2) Limited (i) 185 Raynicot Limited (80%) (iii) 191 FlexPost LLC 192\nBunzl Overseas Holdings (No. 3) Limited (ii) 185 Red Ribbon Trading Limited (80%) 187 Foodhandler Inc. 197\nBunzl Overseas Holdings (No.4) Limited 185 Rowlett Rutland Limited (80%) 187 Green Source, LLC 192\nBunzl Overseas Holdings Limited (ii) 185 Selectuser Limited (ii) 185 Guantes Internacionales USA LLC 192\nBunzl Pension Trustees Limited (i) 185 Space Catering (UK) Ltd (80%) (iii) 187 Hawthorn Hygiene Solutions LLC 192\nBunzl Plastics Limited (i) 185 Spectrum Hygiene Limited (iii) 185 Hi-Valu, LLC 192\nBunzl Properties Limited (i) 185 The Classic Printed Bag Company Limited 185 Intergro, LLC 198\nBunzl UK Holdings Limited (80%) 185 The Porta Group Limited 185 International Sourcing Company, Inc. 199\nBunzl UK Limited 185 Tornado Gloves Limited 185 John Tillman Company 195\nC & C Catering Engineers (Holdings) Limited 185 Tornado Holdings Limited 185 Jovials LLC 192\nC & C Catering Engineers Limited 185 Tri-Star Packaging Supplies Limited 185 Liberty Glove & Safety, LLC 195\nC & C Catering Equipment (Holdings) UK Catering & Refrigeration Engineers M.L. Kishigo Manufacturing Company, LLC 200\nLimited (80%) 185 Limited (80%) 187 MasterAgents LLC 192\nC & C Catering Equipment Limited (80%) 185 Woodway Packaging Limited 185 Mc Cue International, Inc. (96.9%) 201\nC & C Catering Fabrications Limited (80%) 185 Woodway UK Limited 185 McCue Corporation (96.9%) 201\nCatered 4 Limited 185 Woodway UK South Limited (iii) 185 MCQ Holdings, Inc. (96.9%) (iii) 200\nChef Leasing Limited (80%) 187 Workwear Express Limited (95.8%) (iii) 185 MCR Holdings, Inc. 199\nClassic Bag Company Holdings Limited 185 Wycombe Marsh Paper Mills Limited (i) 185 Monte Package Company, LLC 195\nComax (UK) Limited 185 Yorse No. 1 Limited 185 Premier Essential LLC 192\nContinental Chef Supplies Limited 185 Yorse No. 3 Limited (i) 185 Prime Source, LLC 192\nDeliver Net Holdings Limited 185 United States Revco Industries, Inc. (iii) 196\nDeliver Net Limited 185 ANB Brands Holdings Inc. 192 Right Choice Distribution, LLC 192\nDialene Limited 185 Ashmont Films LLC 192 SAS Safety Corporation 195\nEnviropack Ltd (iii) 185 Banner Stakes LLC (96.9%) 193 SH Glove LLC 192\nEugene Harrington Marketing Limited 185 Bunzl Corporate Holdings, Inc. 192 Shelby Group International, Inc. (iii) 199\nGH Pittman UK Limited 185 Bunzl Distribution Inc. 192 Steiner Industries, Inc. 202", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\n193\n\nAdditional Information\n\nFinancial Statements\n\nSHAREHOLDER INFORMATION continued\nSubsidiary undertakings\n\nRegistered office address\n\nAggora Limited\nAggora Projects Limited (iii)\nAggora (Technical) Limited (iii)\nArrow County Holdings Limited\nArrow County Supplies Limited\nB3S No.2 Limited\nBeaumont T M Limited (80%)\nBodyguard Workwear Limited\nBunzl American Holdings (No.1) Limited\nBunzl American Holdings (No.2) Limited\nBunzl Finance Public Limited Company (i)\nBunzl Group Services Limited (i)\nBunzl Holding GTL Limited (i)\nBunzl Holding LCE Limited\nBunzl Holding WWE Limited (95.8%) (iii)\nBunzl Mexico Holdings 1 Limited\nBunzl Mexico Holdings 2 Limited\nBunzl Overseas Holdings (No. 2) Limited (i)\nBunzl Overseas Holdings (No. 3) Limited (ii)\nBunzl Overseas Holdings (No.4) Limited\nBunzl Overseas Holdings Limited (ii)\nBunzl Pension Trustees Limited (i)\nBunzl Plastics Limited (i)\nBunzl Properties Limited (i)\nBunzl UK Holdings Limited (80%)\nBunzl UK Limited\nC & C Catering Engineers (Holdings) Limited\nC & C Catering Engineers Limited\nC & C Catering Equipment (Holdings)\nLimited (80%)\nC & C Catering Equipment Limited (80%)\nC & C Catering Fabrications Limited (80%)\nCatered 4 Limited\nChef Leasing Limited (80%)\nClassic Bag Company Holdings Limited\nComax (UK) Limited\nContinental Chef Supplies Limited\nDeliver Net Holdings Limited\nDeliver Net Limited\nDialene Limited\nEnviropack Ltd (iii)\nEugene Harrington Marketing Limited\nGH Pittman UK Limited\n\n185\n185\n185\n185\n185\n185\n186\n185\n185\n185\n185\n185\n185\n185\n185\n185\n185\n185\n185\n185\n185\n185\n185\n185\n185\n185\n185\n185\n185\n185\n185\n185\n187\n185\n185\n185\n185\n185\n185\n185\n185\n185\n\nSubsidiary undertakings\n\nRegistered office address\n\nHenares Limited (i)\nHost Online Ltd (80%)\nHowper 800 Limited (iii)\nHydropac Limited\nJongor (Holdings) Ltd (80%) (iii)\nJongor Limited (80%)\nKingsbury Packaging (Limavady) Ltd\nLee Brothers Bilston Limited\nLightning Packaging Supplies Limited\nLondon Catering and Hygiene Solutions Limited\nMcCue Corporation Limited\nNisbets Limited (80%) (iii)\nPackaging 2 Buy Limited\nPackaging Environmental Limited\nParmelee Limited\nPortabottle Limited\nPortabrands Limited\nRaynicot Limited (80%) (iii)\nRed Ribbon Trading Limited (80%)\nRowlett Rutland Limited (80%)\nSelectuser Limited (ii)\nSpace Catering (UK) Ltd (80%) (iii)\nSpectrum Hygiene Limited (iii)\nThe Classic Printed Bag Company Limited\nThe Porta Group Limited\nTornado Gloves Limited\nTornado Holdings Limited\nTri-Star Packaging Supplies Limited\nUK Catering & Refrigeration Engineers\nLimited (80%)\nWoodway Packaging Limited\nWoodway UK Limited\nWoodway UK South Limited (iii)\nWorkwear Express Limited (95.8%) (iii)\nWycombe Marsh Paper Mills Limited (i)\nYorse No. 1 Limited\nYorse No. 3 Limited (i)\nUnited States\nANB Brands Holdings Inc.\nAshmont Films LLC\nBanner Stakes LLC (96.9%)\nBunzl Corporate Holdings, Inc.\nBunzl Distribution Inc.\n\n185\n188\n185\n185\n189\n189\n184\n185\n185\n185\n190\n187\n185\n185\n185\n185\n185\n191\n187\n187\n185\n187\n185\n185\n185\n185\n185\n185\n187\n185\n185\n185\n185\n185\n185\n185\n192\n192\n193\n192\n192\n\nSubsidiary undertakings\n\nRegistered office address\n\nBunzl Distribution Leasing, Inc.\nBunzl Distribution USA Inc.\nBunzl International Services, Inc.\nBunzl IP Holdings, LLC\nBunzl Mexican Holdings II, LLC\nBunzl Mexican Holdings III, LLC\nBunzl Mexican Holdings IV, LLC\nBunzl Mexican Holdings, LLC\nBunzl Retail Services, LLC\nBunzl USA Holdings LLC\nBunzl USA LLC\nBVR Brands LLC\nChef's Seal LLC\nCool-Pak, LLC\nDestiny Packaging, LLC\nEarthwise Bag Company, Inc. (ii)\nEco Systems Holdings LLC\nFlexPost LLC\nFoodhandler Inc.\nGreen Source, LLC\nGuantes Internacionales USA LLC\nHawthorn Hygiene Solutions LLC\nHi-Valu, LLC\nIntergro, LLC\nInternational Sourcing Company, Inc.\nJohn Tillman Company\nJovials LLC\nLiberty Glove & Safety, LLC\nM.L. Kishigo Manufacturing Company, LLC\nMasterAgents LLC\nMc Cue International, Inc. (96.9%)\nMcCue Corporation (96.9%)\nMCQ Holdings, Inc. (96.9%) (iii)\nMCR Holdings, Inc.\nMonte Package Company, LLC\nPremier Essential LLC\nPrime Source, LLC\nRevco Industries, Inc. (iii)\nRight Choice Distribution, LLC\nSAS Safety Corporation\nSH Glove LLC\nShelby Group International, Inc. (iii)\nSteiner Industries, Inc.\n\n194\n195\n195\n195\n192\n192\n192\n192\n195\n195\n195\n192\n192\n195\n195\n196\n192\n192\n197\n192\n192\n192\n192\n198\n199\n195\n192\n195\n200\n192\n201\n201\n200\n199\n195\n192\n192\n196\n192\n195\n192\n199\n202\n\nSubsidiary undertakings\n\nRegistered office address\n\nThe Warehouse Rack, LLC\nThermoforming Packaging Technologies LLC\nU.S. Glove Co., Inc.\nUruguay\nSteelpro Safety S.A. (iii)\nOther shareholdings\n\n195\n192\n203\n204\n\nRegistered office address\n\nMCR Hanvo Safety Products (Nantong) Co.,\nLtd. (20%)\nViner-Pack Gyártó Kereskedelmi és\nSzolgáltató Korlátolt Felelősségű\nTársaság (20%)\n\nClassifications key\n(i) Directly owned by Bunzl plc\n(ii) Holding of ordinary and preference shares\n(iii) Holding of more than one class of ordinary share\n\n46\n\n102", "tables": [ [ [ "Bunzl plc Annual Report 2", "025", "", "Strategic Report", "", "Director", "s’ Report", "", "Financial", "Statements", "", "Additional Information", "", "", "19" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "SHAREHOLDER INFO", "RMATION contin", "ued", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "Subsidiary undertakings", "Registered office", "address", "Subsidiary undertak", "ings", "Registered office", "address", "Subsidiary undertaking", "s", "Registered office", "address", "Subsidiary undertakings", "Registered", "office", "address" ], [ "Aggora Limited", "", "185", "Henares Limited", "(i)", "", "185", "Bunzl Distribution", "Leasing,", "Inc.", "194", "The Warehouse Rack, LLC", "", "", "195" ], [ "Aggora Projects Limited (iii", ")", "185", "Host Online Ltd", "(80%)", "", "188", "Bunzl Distribution", "USA Inc.", "", "195", "Thermoforming Packaging Tec", "hnologie", "s LLC", "192" ], [ "Aggora (Technical) Limite", "d (iii)", "185", "Howper 800 Lim", "ited (iii)", "", "185", "Bunzl Internationa", "l Service", "s, Inc.", "195", "U.S. Glove Co., Inc.", "", "", "203" ], [ "Arrow County Holdings Li", "mited", "185", "Hydropac Limite", "d", "", "185", "Bunzl IP Holdings,", "LLC", "", "195", "Uruguay", "", "", "" ], [ "Arrow County Supplies Li", "mited", "185", "Jongor (Holdings", ") Ltd (80%)", "(iii)", "189", "Bunzl Mexican Ho", "ldings II,", "LLC", "192", "Steelpro Safety S.A. 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(20%) Viner-Pack Gyártó Kereskedel", "antong) mi és", "Co.,", "46" ], [ "Bunzl Finance Public Limit Bunzl Group Services Lim Bunzl Holding GTL Limite Bunzl Holding LCE Limited", "ed Company (i) ited (i) d (i)", "185 185 185 185", "McCue Corpora Nisbets Limited Packaging 2 Buy Packaging Envir", "tion Limited (80%) (iii) Limited onmental Li", "mited", "190 187 185 185", "Bunzl USA LLC BVR Brands LLC Chef's Seal LLC Cool-Pak, LLC", "", "", "195 192 192 195", "Szolgáltató Korlátolt Felelőssé Társaság (20%) Classifications key", "gű", "", "102" ], [ "Bunzl Holding WWE Limit", "ed (95.8%) (iii)", "185", "Parmelee Limite", "d", "", "185", "Destiny Packaging", ", LLC", "", "195", "(i) Directly owned by Bunzl plc (ii) Holding of ordinary and preference", "shares", "", "" ], [ "Bunzl Mexico Holdings 1 L", "imited", "185", "Portabottle Limi", "ted", "", "185", "Earthwise Bag Co", "mpany, In", "c. 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(iii)", "199", "", "", "", "" ], [ "GH Pittman UK Limited", "", "185", "Bunzl Distributio", "n Inc.", "", "192", "Steiner Industries,", "Inc.", "", "202", "", "", "", "" ] ] ], "word_count": 744, "visual_charts": [] }, { "page_number": 196, "section": "Additional Information", "subsection": "Shareholder Information", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 194", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 194\n\nSHAREHOLDER INFORMATION continued\n\nRegistered office address Key Registered office address Key Registered office address Key Registered office address Key\nUnit 1, 52 Fox Drive, Dandenong South VIC Avenida Fagundes de Oliveira, No. 538, galpão Av. Presidente Eduardo Frei Montalva 5151, Kærvej 25, DK-2970 Hørsholm, Denmark 60\n3175, Australia 1 A-01, A-02 e A-03, bairro da Piraporinha, Conchalí, 8550678 Santiago, Chile 37 Kirkebjergvej 17, 4180 Sorø, Denmark 61\nLevel 2, 700 Springvale Road, Mulgrave VIC Diadema, São Paulo, 09950-300 19 Av. Del Valle 787, Piso 5, Huechuraba, Satellitvej 7, 8700, Horsens, Denmark 62\n3170, Australia 2 Estrada Faustino Bizzetto, No. 101, Warehouse Santiago, Chile 38 Itäinen Valkoisenlähteentie 18, 01380 Vantaa,\n55 Sarah Andrews Close, Erskine Park NSW 2, Sector A, City of Campo Limpo Paulista, São Avenida del Valle 841 Piso 5 Oficina B, Comuna Finland 63\n2759, Australia 3 Paulo, 13230-800 20 de Huechuraba, Santiago, Chile 39 440 route de Rosporden, Le Grand Guelen,\n15 Badgally Road, Campbelltown NSW NSW Rua Pedra Lavrada, 74-A, Parque Cisper, Sao AMÉRICO VESPUCIO AVENUE NO 1565, 29000 Quimper, France 64\n2560, Australia 4 Paulo, 03818-000, Brazil 21 QUILICURA, SANTIAGO, METROPOLITAN 725 Route des Vernes Pringy, 74370, Annecy,\nDiepoldsauer Straße 37, 6845, Hohenems, Rua Salem Bechara, 140, 10th floor, Centro, REGION, Chile 40 France 65\nAustria 5 City of Osasco, Sao Paulo, CEP 06018-180, Avenida del Valle 765, of 101, Ciudad Zone Artisanale Maritime du Bassin de Thau,\nPort Atlantic House, Noorderlaan 147, bus 9, Brazil 22 Empresarial, Huechuraba, Santiago, Chile 41 Route de Séte, 34540 Ballaruc Les Bains,\n2030 Antwerp, Belgium 6 Av. Tenente José Eduardo, No. 35, Ano Bom, Units 501A, 501B, 501C, 5th Floor, No. 4, France 66\n1 Rue du Bois des Hospices, 2iémé étage, Barra Mansa, Rio de Janeiro, 27323-24 23 Lane 255, Dongyu Road, Pudong New Area, 14 rue Lavoisier, 21 700 Nuits Saint Georges,\n7522 Tournai, Belgium 7 Rua Dr. Guilherme Bannitz, No. 126, 2nd floor, Shanghai, China 42 France 67\nRue du Cerf 188/A 1332 Genval, Belgium 8 sets 21 and 22, District of Itaim Bibi, City of Room 1509, Building 2, No. 1266 Nanjing West 6 & 6 ter rue Victor Schoelcher, 44800 Saint-\nOudenaardsesteenweg 19 9000 Ghent, São Paulo, State of São Paulo, 04532-060, Road, Jingan District, Shanghai, China 43 Herblain, France 68\nBelgium 9 Brazil 24 Room 1805, Central Business Tower, 88 Fuhua Boulevard Francois-Xavier Faffeur, Zone\nAarschotsesteenweg 114 3012 Leuven Estrada da Gávea, 696, rooms 409, 410, 411, 1st Road, Futian, Shenzhen Guangdong, China 44 Industrielle Lannolier, 11000, Carcassonne,\n(Wilsele), Belgium 10 412 e 413, São Conrado, Rio de Janeiro, 22610- Room 901, No. 595 West Lianqian Road, France 69\nAvenida Roque Petroni Júnior, No. 850, Edifício 002 25 Siming District, Xiamen, Fujian Province, China 45 95, rue du Colonel du Rousset, ZAE Porte du\nBacaetava, conjunto 174, bairro Jardim das Via das Samambaias, No. 161, Bairro Jardim No.128 Jinshajiang Road, Rudong Economic Vercors, 26300, Châteauneuf-sur-Isère, France 70\nAcácias, Sao Paulo, 04707-000, Brazil 11 Colibri, Cotia, São Paulo, 06713-280, Brazil 26 Development Zone, Jiangsu, China 46 Lieudit la Trentaine, 77690, La Genevraye,\nEstrada Velha de Guarulhos – São Miguel, Avenida Robert Kennedy 675, Jardim Felix, Room A39, Floor 6, Building 2, Dongfang MAO France 71\n5135, Box 301 – Jardim Arapongas, city of City of São Bernardo do Campo, São Paulo, Business Center, Xiacheng District, Hangzhou, Rue reamur, départementale 939, PA du\nGuarulhos, São Paulo, CEP 07210-250, Brazil 12 09895-030, Brazil 27 Zhejiang, China 47 Jardin, 28000, Chartres, France 72\nAvenida Francisco Silveira Bitencourt, 1369, Avenida Roque Petroni Júnior, No. 850, Bloco Room 306, Building No. 6, Hua Jian Building, 585, Rue Alain Colas, 29200, Brest, France 73\nPavilhão 27, Sala 01, 2° andar, bairro Sarandi, Bacaetava, Conjuntos 111, 112, 113, 114, 172, Xing Hua Road, Shekou, Shui Wan Community, 530 rue Jacqueline Auriol ZA de Saint Thudon,\nPorto Alegre, Rio Grande do Sul, 91150-010 13 bairro das Acácias, City of São Paulo, 04707-000 28 Merchants Street, Nanshan District, 29490, Guipavas, France 74\nAvenida Centenário, No. 900, Bairrro Miller Thomson LLP, Commerce Place #2700, Shenzhen, China 48 17 Boulevard du Trieux, Zone d’aménagement\nPinheirinho, Criciuma, Santa Catarina, 88.804- Edmonton, T2C 4R1 29 Room 3123, Building 3, 112-118 Gaoyi Road, Concerté les touches, 35740, Pacé, France 75\n000 14 MLT Aikins LLP, 30th Floor, 360 Main Street, Baoshan District, Shanghai, China 49 130-136 rue Victor Hugo, 92300 Levallois-\nVia Expressa de Contagem, 3115, galpão 1, Winnipeg, Manitoba, R3C 4G1 30 54 61 44 Bloque 2-503, Bogotá, Colombia 50 Perret, France 76\nBairro Agua Branca, City of Contagem, Minas 700 West Georgia Street, Suite 2200, P.O. Box Carrera 30 No. 15-30, Bogota D.C., Colombia 51 7 route de Villiers, 77780, Bourron-Marlotte,\nGerais, CEP 32370-485, Brazil 15 10325, Vancouver, BC V7Y 1K8, Canada 31 CR 71 No 94 – 23 AP, 1134 TO 9, Colombia 52 France 77\nRua Luís Louza, No. 28, room 29, 2nd floor, Parlee McLaws LLP, 3300 TD Canada Trust Km 7 Vía Medellín, Parque Empresarial Celta, Route Nationale, 57420, Louvigny, France 78\nBairro Olímpico, City of São Caetano do Sul, Tower, 421-7th Avenue, SW, Calgary AB T2P Módulo 1, Bodega 49, Funza (Cundinamarca), 191-195 Avenue Charles de Gaulle, 92200\nState of São Paulo, 09540-430 16 4K9, Canada 32 Colombia 53 Neuilly-sur-Seine, Paris, France 79\nRua Rafael Correia Sampaio, No. 496, 2nd floor, 2700, 10155 – 102 Street, Edmonton AB T5J Přátelstvi 1011/17, Uhřiněves, Praha 10, 10 50 Avenue d'Allemagne, Rond Point de\nroom B, , Santa Paula, City of São Caetano do 4G8, Canada 33 400, Czech Republic 54 L'Europe ZA Albasud, 82000 Montauban,\nSul, State of São Paulo, 09541-250 17 40 King Street West, Toronto ON M5H 3S1, Dolnokrčská 1966/54, Praha 4, 140 00, Czech France 80\nEstado de Santa Catarina, na Rua Fermino Canada 34 Republic 55 Rue Pierre Pascal Fauvelle, 66000 Perpignan,\nVieira Cordeiro, 380 – Shed 2 module B, 1801 Hollis St Ste 1800, Halifax NS B3J 3N4, Bratislavská 3082, 690 02 Břeclav, cz 56 France 81\ndistrict of Espinheiros, City of Itajaí, State of Canada 35 Veselská 1935, Strážnice, 696 62 57 Rue Louis Broglie, ZAC d’Arvigny, 77550,\nSanta, 88.317-200, Brazil 18 1000, rue De La Gauchetière Ouest, bureau Greve Main 30, 2670 Greve, Denmark 58 Moissy Cramayel, France 82\n 3700, Montréal QC H3B 4W5, Canada 36 Indkildevej 2 c, DK-9210, Aalborg SØ, Denmark 59", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\n194\n\nRegistered office address\n\nKey\n\nSHAREHOLDER INFORMATION continued\nRegistered office address\n\nUnit 1, 52 Fox Drive, Dandenong South VIC\n3175, Australia\nLevel 2, 700 Springvale Road, Mulgrave VIC\n3170, Australia\n55 Sarah Andrews Close, Erskine Park NSW\n2759, Australia\n15 Badgally Road, Campbelltown NSW NSW\n2560, Australia\nDiepoldsauer Straße 37, 6845, Hohenems,\nAustria\nPort Atlantic House, Noorderlaan 147, bus 9,\n2030 Antwerp, Belgium\n1 Rue du Bois des Hospices, 2iémé étage,\n7522 Tournai, Belgium\nRue du Cerf 188/A 1332 Genval, Belgium\nOudenaardsesteenweg 19 9000 Ghent,\nBelgium\nAarschotsesteenweg 114 3012 Leuven\n(Wilsele), Belgium\nAvenida Roque Petroni Júnior, No. 850, Edifício\nBacaetava, conjunto 174, bairro Jardim das\nAcácias, Sao Paulo, 04707-000, Brazil\nEstrada Velha de Guarulhos – São Miguel,\n5135, Box 301 – Jardim Arapongas, city of\nGuarulhos, São Paulo, CEP 07210-250, Brazil\nAvenida Francisco Silveira Bitencourt, 1369,\nPavilhão 27, Sala 01, 2° andar, bairro Sarandi,\nPorto Alegre, Rio Grande do Sul, 91150-010\nAvenida Centenário, No. 900, Bairrro\nPinheirinho, Criciuma, Santa Catarina, 88.804000\nVia Expressa de Contagem, 3115, galpão 1,\nBairro Agua Branca, City of Contagem, Minas\nGerais, CEP 32370-485, Brazil\nRua Luís Louza, No. 28, room 29, 2nd floor,\nBairro Olímpico, City of São Caetano do Sul,\nState of São Paulo, 09540-430\nRua Rafael Correia Sampaio, No. 496, 2nd floor,\nroom B, , Santa Paula, City of São Caetano do\nSul, State of São Paulo, 09541-250\nEstado de Santa Catarina, na Rua Fermino\nVieira Cordeiro, 380 – Shed 2 module B,\ndistrict of Espinheiros, City of Itajaí, State of\nSanta, 88.317-200, Brazil\n\nKey\n\n1\n2\n3\n4\n5\n6\n7\n8\n9\n10\n\n11\n\n12\n\n13\n\n14\n\n15\n\n16\n\n17\n\n18\n\nRegistered office address\n\nKey\n\nAvenida Fagundes de Oliveira, No. 538, galpão\nA-01, A-02 e A-03, bairro da Piraporinha,\nDiadema, São Paulo, 09950-300\n19\nEstrada Faustino Bizzetto, No. 101, Warehouse\n2, Sector A, City of Campo Limpo Paulista, São\nPaulo, 13230-800\n20\nRua Pedra Lavrada, 74-A, Parque Cisper, Sao\nPaulo, 03818-000, Brazil\n21\nRua Salem Bechara, 140, 10th floor, Centro,\nCity of Osasco, Sao Paulo, CEP 06018-180,\nBrazil\n22\nAv. Tenente José Eduardo, No. 35, Ano Bom,\nBarra Mansa, Rio de Janeiro, 27323-24\n23\nRua Dr. Guilherme Bannitz, No. 126, 2nd floor,\nsets 21 and 22, District of Itaim Bibi, City of\nSão Paulo, State of São Paulo, 04532-060,\nBrazil\n24\nEstrada da Gávea, 696, rooms 409, 410, 411,\n412 e 413, São Conrado, Rio de Janeiro, 22610002\n25\nVia das Samambaias, No. 161, Bairro Jardim\nColibri, Cotia, São Paulo, 06713-280, Brazil\n26\nAvenida Robert Kennedy 675, Jardim Felix,\nCity of São Bernardo do Campo, São Paulo,\n09895-030, Brazil\n27\nAvenida Roque Petroni Júnior, No. 850, Bloco\nBacaetava, Conjuntos 111, 112, 113, 114, 172,\nbairro das Acácias, City of São Paulo, 04707-000 28\nMiller Thomson LLP, Commerce Place #2700,\nEdmonton, T2C 4R1\n29\nMLT Aikins LLP, 30th Floor, 360 Main Street,\nWinnipeg, Manitoba, R3C 4G1\n30\n700 West Georgia Street, Suite 2200, P.O. Box\n10325, Vancouver, BC V7Y 1K8, Canada\n31\nParlee McLaws LLP, 3300 TD Canada Trust\nTower, 421-7th Avenue, SW, Calgary AB T2P\n4K9, Canada\n32\n2700, 10155 – 102 Street, Edmonton AB T5J\n4G8, Canada\n33\n40 King Street West, Toronto ON M5H 3S1,\nCanada\n34\n1801 Hollis St Ste 1800, Halifax NS B3J 3N4,\nCanada\n35\n1000, rue De La Gauchetière Ouest, bureau\n3700, Montréal QC H3B 4W5, Canada\n36\n\nRegistered office address\n\nKey\n\nAv. Presidente Eduardo Frei Montalva 5151,\nConchalí, 8550678 Santiago, Chile\n37\nAv. Del Valle 787, Piso 5, Huechuraba,\nSantiago, Chile\n38\nAvenida del Valle 841 Piso 5 Oficina B, Comuna\nde Huechuraba, Santiago, Chile\n39\nAMÉRICO VESPUCIO AVENUE NO 1565,\nQUILICURA, SANTIAGO, METROPOLITAN\nREGION, Chile\n40\nAvenida del Valle 765, of 101, Ciudad\nEmpresarial, Huechuraba, Santiago, Chile\n41\nUnits 501A, 501B, 501C, 5th Floor, No. 4,\nLane 255, Dongyu Road, Pudong New Area,\nShanghai, China\n42\nRoom 1509, Building 2, No. 1266 Nanjing West\nRoad, Jingan District, Shanghai, China\n43\nRoom 1805, Central Business Tower, 88 Fuhua\n1st Road, Futian, Shenzhen Guangdong, China 44\nRoom 901, No. 595 West Lianqian Road,\nSiming District, Xiamen, Fujian Province, China 45\nNo.128 Jinshajiang Road, Rudong Economic\nDevelopment Zone, Jiangsu, China\n46\nRoom A39, Floor 6, Building 2, Dongfang MAO\nBusiness Center, Xiacheng District, Hangzhou,\nZhejiang, China\n47\nRoom 306, Building No. 6, Hua Jian Building,\nXing Hua Road, Shekou, Shui Wan Community,\nMerchants Street, Nanshan District,\nShenzhen, China\n48\nRoom 3123, Building 3, 112-118 Gaoyi Road,\nBaoshan District, Shanghai, China\n49\n54 61 44 Bloque 2-503, Bogotá, Colombia\n50\nCarrera 30 No. 15-30, Bogota D.C., Colombia\n51\nCR 71 No 94 – 23 AP, 1134 TO 9, Colombia\n52\nKm 7 Vía Medellín, Parque Empresarial Celta,\nMódulo 1, Bodega 49, Funza (Cundinamarca),\nColombia\n53\nPřátelstvi 1011/17, Uhřiněves, Praha 10, 10\n400, Czech Republic\n54\nDolnokrčská 1966/54, Praha 4, 140 00, Czech\nRepublic\n55\nBratislavská 3082, 690 02 Břeclav, cz\n56\nVeselská 1935, Strážnice, 696 62\n57\nGreve Main 30, 2670 Greve, Denmark\n58\nIndkildevej 2 c, DK-9210, Aalborg SØ, Denmark 59\n\nKærvej 25, DK-2970 Hørsholm, Denmark\n60\nKirkebjergvej 17, 4180 Sorø, Denmark\n61\nSatellitvej 7, 8700, Horsens, Denmark\n62\nItäinen Valkoisenlähteentie 18, 01380 Vantaa,\nFinland\n63\n440 route de Rosporden, Le Grand Guelen,\n29000 Quimper, France\n64\n725 Route des Vernes Pringy, 74370, Annecy,\nFrance\n65\nZone Artisanale Maritime du Bassin de Thau,\nRoute de Séte, 34540 Ballaruc Les Bains,\nFrance\n66\n14 rue Lavoisier, 21 700 Nuits Saint Georges,\nFrance\n67\n6 & 6 ter rue Victor Schoelcher, 44800 SaintHerblain, France\n68\nBoulevard Francois-Xavier Faffeur, Zone\nIndustrielle Lannolier, 11000, Carcassonne,\nFrance\n69\n95, rue du Colonel du Rousset, ZAE Porte du\nVercors, 26300, Châteauneuf-sur-Isère, France 70\nLieudit la Trentaine, 77690, La Genevraye,\nFrance\n71\nRue reamur, départementale 939, PA du\nJardin, 28000, Chartres, France\n72\n585, Rue Alain Colas, 29200, Brest, France\n73\n530 rue Jacqueline Auriol ZA de Saint Thudon,\n29490, Guipavas, France\n74\n17 Boulevard du Trieux, Zone d’aménagement\nConcerté les touches, 35740, Pacé, France\n75\n130-136 rue Victor Hugo, 92300 LevalloisPerret, France\n76\n7 route de Villiers, 77780, Bourron-Marlotte,\nFrance\n77\nRoute Nationale, 57420, Louvigny, France\n78\n191-195 Avenue Charles de Gaulle, 92200\nNeuilly-sur-Seine, Paris, France\n79\n50 Avenue d'Allemagne, Rond Point de\nL'Europe ZA Albasud, 82000 Montauban,\nFrance\n80\nRue Pierre Pascal Fauvelle, 66000 Perpignan,\nFrance\n81\nRue Louis Broglie, ZAC d’Arvigny, 77550,\nMoissy Cramayel, France\n82", "tables": [ [ [ "Bunzl plc Annual Report", "2025", "", "", "Strategic Repo", "rt", "", "Directors’ R", "eport", "", "Finan", "cial Statements", "", "Additional Inform", "ation", "", "194" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "SHAREHOLDER INFO", "RMA", "TION continued", "", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "Registered office address", "", "", "Key", "Registered office a", "ddress", "", "", "Key", "Registered office ad", "dress", "", "Key", "Registered office addr", "ess", "", "Key" ], [ "Unit 1, 52 Fox Drive, Dan", "denon", "g South VIC", "", "Avenida Fagun", "des de Oliveira", ", No.", "538, galpão", "", "Av. Presidente", "Eduardo", "Frei Montalva 5151,", "", "Kærvej 25, DK-297", "0 Hørshol", "m, Denmark", "60" ], [ "3175, Australia", "", "", "1", "A-01, A-02 e A-", "03, bairro da P", "irapor", "inha,", "", "Conchalí, 8550", "678 Sant", "iago, Chile", "37", "Kirkebjergvej 17, 4", "180 Sorø,", "Denmark", "61" ], [ "Level 2, 700 Springvale R", "oad, M", "ulgrave VIC", "", "Diadema, São", "Paulo, 09950-3", "00", "", "19", "Av. Del Valle 78", "7, Piso 5,", "Huechuraba,", "", "Satellitvej 7, 8700,", "Horsens,", "Denmark", "62" ], [ "3170, Australia", "", "", "2", "Estrada Fausti", "no Bizzetto, No", ". 101,", "Warehouse", "", "Santiago, Chile", "", "", "38", "Itäinen Valkoisenl", "ähteentie 1", "8, 01380 Vantaa,", "" ], [ "55 Sarah Andrews Close", ", Erski", "ne Park NSW", "", "2, Sector A, Cit", "y of Campo Li", "mpo P", "aulista, São", "", "Avenida del Val", "le 841 Pi", "so 5 Oficina B, Comuna", "", "Finland", "", "", "63" ], [ "2759, Australia", "", "", "3", "Paulo, 13230-", "800", "", "", "20", "de Huechuraba", ", Santiag", "o, Chile", "39", "440 route de Ros", "porden, Le", "Grand Guelen,", "" ], [ "15 Badgally Road, Camp", "belltow", "n NSW NSW", "", "Rua Pedra Lav", "rada, 74-A, Par", "que Ci", "sper, Sao", "", "AMÉRICO VESP", "UCIO AV", "ENUE NO 1565,", "", "29000 Quimper, F", "rance", "", "64" ], [ "2560, Australia", "", "", "4", "Paulo, 03818-", "000, Brazil", "", "", "21", "QUILICURA, SA", "NTIAGO,", "METROPOLITAN", "", "725 Route des Ve", "rnes Pringy", ", 74370, Annecy,", "" ], [ "Diepoldsauer Straße 37,", "6845,", "Hohenems,", "", "Rua Salem Bec", "hara, 140, 10t", "h floor", ", Centro,", "", "REGION, Chile", "", "", "40", "France", "", "", "65" ], [ "Austria", "", "", "5", "City of Osasco", ", Sao Paulo, CE", "P 060", "18-180,", "", "Avenida del Val", "le 765, of", "101, Ciudad", "", "Zone Artisanale M", "aritime du", "Bassin de Thau,", "" ], [ "Port Atlantic House, Noo", "rderla", "an 147, bus 9,", "", "Brazil", "", "", "", "22", "Empresarial, H", "uechurab", "a, Santiago, Chile", "41", "Route de Séte, 34", "540 Ballaru", "c Les Bains,", "" ], [ "2030 Antwerp, Belgium", "", "", "6", "Av. Tenente Jo", "sé Eduardo, No", ". 35, A", "no Bom,", "", "Units 501A, 501", "B, 501C,", "5th Floor, No. 4,", "", "France", "", "", "66" ], [ "1 Rue du Bois des Hospi", "ces, 2i", "émé étage,", "", "Barra Mansa,", "Rio de Janeiro,", "27323", "-24", "23", "Lane 255, Dong", "yu Road", ", Pudong New Area,", "", "14 rue Lavoisier, 2", "1 700 Nuit", "s Saint Georges,", "" ], [ "7522 Tournai, Belgium", "", "", "7", "Rua Dr. Guilhe", "rme Bannitz, N", "o. 126", ", 2nd floor,", "", "Shanghai, Chin", "a", "", "42", "France", "", "", "67" ], [ "Rue du Cerf 188/A 1332", "Genva", "l, Belgium", "8", "sets 21 and 22", ", District of Itai", "m Bibi", ", City of", "", "Room 1509, Bu", "ilding 2,", "No. 1266 Nanjing West", "", "6 & 6 ter rue Victo", "r Schoelch", "er, 44800 Saint-", "" ], [ "Oudenaardsesteenweg", "19 900", "0 Ghent,", "", "São Paulo, Sta", "te of São Paulo", ", 0453", "2-060,", "", "Road, Jingan Di", "strict, Sh", "anghai, China", "43", "Herblain, France", "", "", "68" ], [ "Belgium", "", "", "9", "Brazil", "", "", "", "24", "Room 1805, Ce", "ntral Bus", "iness Tower, 88 Fuhua", "", "Boulevard Franco", "is-Xavier Fa", "ffeur, Zone", "" ], [ "Aarschotsesteenweg 114", "3012", "Leuven", "", "Estrada da Gá", "vea, 696, room", "s 409,", "410, 411,", "", "1st Road, Futia", "n, Shenz", "hen Guangdong, China", "44", "Industrielle Lanno", "lier, 11000", ", Carcassonne,", "" ], [ "(Wilsele), Belgium", "", "", "10", "412 e 413, São", "Conrado, Rio d", "e Jane", "iro, 22610-", "", "Room 901, No.", "595 Wes", "t Lianqian Road,", "", "France", "", "", "69" ], [ "Avenida Roque Petroni J", "únior,", "No. 850, Edifício", "", "002", "", "", "", "25", "Siming District,", "Xiamen,", "Fujian Province, China", "45", "95, rue du Colone", "l du Rouss", "et, ZAE Porte du", "" ], [ "Bacaetava, conjunto 174", ", bairr", "o Jardim das", "", "Via das Samam", "baias, No. 161", ", Bairr", "o Jardim", "", "No.128 Jinshajia", "ng Road", ", Rudong Economic", "", "Vercors, 26300, C", "hâteauneu", "f-sur-Isère, France", "70" ], [ "Acácias, Sao Paulo, 0470", "7-000,", "Brazil", "11", "Colibri, Cotia, S", "ão Paulo, 067", "13-280", ", Brazil", "26", "Development Z", "one, Jian", "gsu, China", "46", "Lieudit la Trentain", "e, 77690, L", "a Genevraye,", "" ], [ "Estrada Velha de Guarul", "hos – S", "ão Miguel,", "", "Avenida Rober", "t Kennedy 675", ", Jardi", "m Felix,", "", "Room A39, Floo", "r 6, Buil", "ding 2, Dongfang MAO", "", "France", "", "", "71" ], [ "5135, Box 301 – Jardim A", "rapon", "gas, city of", "", "City of São Ber", "nardo do Cam", "po, Sã", "o Paulo,", "", "Business Cente", "r, Xiache", "ng District, Hangzhou,", "", "Rue reamur, dépa", "rtementale", "939, PA du", "" ], [ "Guarulhos, São Paulo, C", "EP 072", "10-250, Brazil", "12", "09895-030, Br", "azil", "", "", "27", "Zhejiang, China", "", "", "47", "Jardin, 28000, Cha", "rtres, Fran", "ce", "72" ], [ "Avenida Francisco Silveir Pavilhão 27, Sala 01, 2° a", "a Biten ndar, b", "court, 1369, airro Sarandi,", "", "Avenida Roque Bacaetava, Con", "Petroni Júnior, juntos 111, 112", "No. 85 , 113, 1", "0, Bloco 14, 172,", "", "Room 306, Buil Xing Hua Road,", "ding No. Shekou,", "6, Hua Jian Building, Shui Wan Community,", "", "585, Rue Alain Col 530 rue Jacquelin", "as, 29200, e Auriol ZA", "Brest, France de Saint Thudon,", "73" ], [ "Porto Alegre, Rio Grande Avenida Centenário, No. Pinheirinho, Criciuma, Sa", "do Su 900, B nta Ca", "l, 91150-010 airrro tarina, 88.804-", "13", "bairro das Acác Miller Thomso Edmonton, T2", "ias, City of São n LLP, Comme C 4R1", "Paulo, rce Pla", "04707-000 ce #2700,", "28 29", "Merchants Stre Shenzhen, Chin Room 3123, Bu", "et, Nans a ilding 3,", "han District, 112-118 Gaoyi Road,", "48", "29490, Guipavas, 17 Boulevard du T", "France rieux, Zon", "e d’aménagement", "74" ], [ "000 Via Expressa de Contage", "m, 311", "5, galpão 1,", "14", "MLT Aikins LLP Winnipeg, Man", ", 30th Floor, 36 itoba, R3C 4G", "0 Mai 1", "n Street,", "30", "Baoshan Distri 54 61 44 Bloqu", "ct, Shang e 2-503,", "hai, China Bogotá, Colombia", "49 50", "Concerté les touc 130-136 rue Victo", "hes, 35740 r Hugo, 92", ", Pacé, France 300 Levallois-", "75" ], [ "Bairro Agua Branca, City", "of Con", "tagem, Minas", "", "700 West Geo", "rgia Street, Sui", "te 220", "0, P.O. Box", "", "Carrera 30 No.", "15-30, B", "ogota D.C., Colombia", "51", "Perret, France 7 route de Villiers,", "77780, Bo", "urron-Marlotte,", "76" ], [ "Gerais, CEP 32370-485,", "Brazil", "", "15", "10325, Vancou", "ver, BC V7Y 1K", "8, Can", "ada", "31", "CR 71 No 94 – 2", "3 AP, 11", "34 TO 9, Colombia", "52", "France", "", "", "77" ], [ "Rua Luís Louza, No. 28, r", "oom 2", "9, 2nd floor,", "", "Parlee McLaw", "s LLP, 3300 TD", "Canad", "a Trust", "", "Km 7 Vía Mede", "llín, Parq", "ue Empresarial Celta,", "", "Route Nationale, 5", "7420, Lou", "vigny, France", "78" ], [ "Bairro Olímpico, City of S", "ão Ca", "etano do Sul,", "", "Tower, 421-7th", "Avenue, SW, C", "algary", "AB T2P", "", "Módulo 1, Bode", "ga 49, F", "unza (Cundinamarca),", "", "191-195 Avenue C", "harles de G", "aulle, 92200", "" ], [ "State of São Paulo, 0954", "0-430", "", "16", "4K9, Canada", "", "", "", "32", "Colombia", "", "", "53", "Neuilly-sur-Seine,", "Paris, Fran", "ce", "79" ], [ "Rua Rafael Correia Samp", "aio, No", ". 496, 2nd floor,", "", "2700, 10155 –", "102 Street, Ed", "monto", "n AB T5J", "", "Přátelstvi 1011/", "17, Uhřin", "ěves, Praha 10, 10", "", "50 Avenue d'Allem", "agne, Ron", "d Point de", "" ], [ "room B, , Santa Paula, Cit", "y of Sã", "o Caetano do", "", "4G8, Canada", "", "", "", "33", "400, Czech Rep", "ublic", "", "54", "L'Europe ZA Albas", "ud, 82000", "Montauban,", "" ], [ "Sul, State of São Paulo, 0", "9541-2", "50", "17", "40 King Street", "West, Toronto", "ON M", "5H 3S1,", "", "Dolnokrčská 19", "66/54, P", "raha 4, 140 00, Czech", "", "France", "", "", "80" ], [ "Estado de Santa Catarin", "a, na R", "ua Fermino", "", "Canada", "", "", "", "34", "Republic", "", "", "55", "Rue Pierre Pascal", "Fauvelle, 6", "6000 Perpignan,", "" ], [ "Vieira Cordeiro, 380 – Sh district of Espinheiros, Ci", "ed 2 m ty of It", "odule B, ajaí, State of", "", "1801 Hollis St Canada", "Ste 1800, Halif", "ax NS", "B3J 3N4,", "35", "Bratislavská 30", "82, 690 0", "2 Břeclav, cz", "56", "France", "", "", "81" ], [ "Santa, 88.317-200, Brazil", "", "", "18", "1000, rue De L", "a Gauchetière", "Oues", "t, bureau", "", "Veselská 1935, Greve Main 30,", "Strážnice 2670 Gr", ", 696 62 eve, Denmark", "57 58", "Rue Louis Broglie, Moissy Cramayel,", "ZAC d’Arvi France", "gny, 77550,", "82" ] ] ], "word_count": 1063, "visual_charts": [] }, { "page_number": 197, "section": "Additional Information", "subsection": "Shareholder Information", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 195", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 195\n\nSHAREHOLDER INFORMATION continued\n\nRegistered office address Key Registered office address Key Registered office address Key Registered office address Key\nRoute Nationale 97, ZA Les Plantades, 83130 B2 Athy Business Campus, Athy, Kildare, C/O CAE, ILOT 43B Bureau 9/18, Zone Franche 32D Poland Road, Wairau Valley, Auckland,\nLa Garde, France 83 Ireland 107 d’Exportation, 90000 Tanger, Morocco 126 0627, New Zealand 150\nRue Nungesser et Coli, D2a Nantes Atlantique, 4 Kinneret Street, POB 1139, Airport City, Ben Kraaiendonk 46, 5428 NZ Venhorst, 494 Rosebank Road, Avondale, Auckland,\n44860, Saint-Aignan de Grand Lieu, France 84 Gurion Airport, 7019802, Israel 108 Netherlands 127 1026, New Zealand 151\n32, Résidence Village Viva-Bas-du-Fort, 97190, Emek Ha'Ela 250, Modi'in, P.O.B 553, LOD Koivistokade 80, 1013 BB, Amsterdam, c/o Enor AS, Holmaveien 20, 1339 Vøyenenga,\nLe Gosier, France 85 7110601, Israel 109 Netherlands 128 Norway 152\n440 route de Rosporden, Le Grand Guelen, Via 8 Marzo n. 6, 42025 Corte Tegge di Rondebeltweg 82, 1329 BG Almere, Av.Santa Rosa 350. Ate., Lima, Peru 153\n29000 Quimper, France 86 Cavriago, Reggio Emilia, Italy 110 Netherlands 129 Gliwaka, no. 136, Mikolow , 43-190 154\n80 rue Pierre Martin ZI de l'Inquéterie, 62280, via dell’Euro, 69/71, Barletta (BT), Italy 111 Delta 57, 6825 ML Arnhem, Netherlands 130 Starowiejska, no. 2, Czechowice-Dziedzice,\nSaint-Martin-Boulogne, France 87 Corsa Italia n.6, 50123 Florence, Italy 112 Industrieweg 11B, 1566JN, Assendelft, 43-502, Poland 155\n13 rue des Battants RN 20, 31140, Saint-Alban, Via Brigata Reggio no. 24, Reggio Emilia, Italy 113 Netherlands 131 Sítio do Troto, number 385-B, 8135-030 Loulé,\nFrance 88 8.03, 8TH FLOOR PLAZA FIRST NATIONWIDE Hagenaar 3, 3961 NP Wijk bij Duurstede, parish of Almancil, Portugal 156\n840 Rue de la Ferme de Carboué, 40000, 161, JALAN TUN H.S. LEE 50000 KUALA Netherlands 132 PO Box 6494, PR 00914-6494, San Juan,\nMont-de-Marsan, France 89 LUMPUR, Malaysia 114 Kieler Bocht 3, 9723 JA Groningen, Puerto Rico 157\nTheodor-Heuss-Strasse 3 , Leipheim, D-89340 90 Carretera Miguel Alemán KM21 Edificio 4C Netherlands 133 Jud. Ilfov, Sat Dragomireşti-Deal, Comuna\nElbestraße 1-3, 45768 Marl, Germany 91 Prologis Park, Apodaca, N.L., México C.P, Maxwellstraat 49, 6716 BX Ede 134 Dragomireşti-Vale, Strada GABRIELA, Nr.\nOtto-Diehls-Str. 13-17, 48291 Telgte, Germany 92 66627, Mexico 115 Veemarktkade 8, 5222AE 's-Hertogenbosch 135 3, CTPark Bucharest, clădirea BUCH3 (C),\nStadtweide 17, 46446 Emmerich, Germany 93 Avenida Cafetales No. 1702, Interior 201, Industrieweg 13 A, 1566 JN Assendelft, Bucharest, COD POȘTAL 07709, Romania 158\nMagirus-Deutz-Straße 14, 89077, Ulm, between streets Rancho Recoveco and Netherlands 136 1 Penjuru Close, 608617, Singapore 159\nGermany 94 Rancho Estopila, Hacienda de Coyoacán, Grotewei 2, 4004 LW Tiel, Netherlands 137 190 Middle Road #16-01, Fortune Centre,\nTheodorstraße 105, 40472 , Düsseldorf, Coyoacán, 04970, Mexico 116 Portugallaan 3, 9403DR, Assen, Netherlands 138 188979, Singapore 160\nGermany 95 Carretera al CUCBA No. 400 Interior 5, Colonia Jan Campertlaan 6, 3201AX, Spijkenisse, Brunovce 92, 916 25 Brunovce, Slovakia 161\n11th Floor, One Pacific Place, 88 Queensway, La Venta del Astillero, C.P. 45221 Zapopan, Netherlands 139 Jilemnickeho 1012/14, Pezinok, 902 01,\nHong Kong 96 Jalisco, Mexico 117 Sedumweg 25, 3343 LL, Hendrik-Ido- Slovakia 162\nRoom 2103, Futura Plaza, 111 How Ming Carretera Corredor Tijuana Rosarito 2000 Ambacht, Netherlands 140 Carretera Moraleja, Km. 3, Arcenillas, 49151,\nStreet, Kwun Tong, Hong Kong 97 Exterior 15202., Interior Mt3 A, Colonia Zona Hurksestraat 2B, 5652 AJ Eindhoven, Zamora, Spain 163\nUnit 3-4 18F Tower 6, China Hong Kong City, Cerril General, Tijuana, Baja California, Mexico 118 Netherlands 141 Calle Rosario 22, Villamartín, 11650, Cádiz,\nTsim Sha Tsui, Kowloon, Hong Kong 98 Pablo A. Gonzalez Garza Pte., 820, Chepevera, Bijsterhuizen 3005C, 6604 LP Wijchen, Spain 164\nUnit 26, 22/F, Metro Centre II, Lam Hing St., Monterrey, Nuevo León, 64030, Mexico 119 Netherlands 142 Calle Filats, 8 Polg. Industrial Prologis Park,\nKowloon Bay, Kowloon, Hong Kong 99 Boulevard Aeropuerto Miguel Alemán Local 4, Ekkersrijt 3102A, 5692CC, Son en Breugel, 08830 Sant Boi de Llobregat, Barcelona, Spain 165\nRoom 1901, 19/F, Lee Garden One, 33 Hysan 5 y 6, número 154, Lerma, Estado de México, Netherlands 143 Calle las Palmeras 7, Polígono Industrial La\nAvenue, Causeway Bay, Hong Kong 100 C.P. 52000, Mexico 120 149 Taurikura Drive, Tauriko, Tauranga, 3110, Sendeilla, 28350 Ciempozuelos, Spain 166\nVendel Park, Erdőalja út 3, 2051 Biatorbágy, Lot 1 of Block 5 of Parque Industrial Tecate, New Zealand 144 Edificio Plaza, Nave 5, Ali-4 Plataforma\nHungary 101 Tecate, Baja California, Mexico 121 Level 3, 109 Carlton Gore Road, Newmarket, Logistica de Zaragoza, 50197, Zaragoza, Spain 167\n2336 Dunavarsány, 071/33 hrsz, Hungary 102 Galileo # 11, Colonia Polanco V Secc., Auckland, 1023, New Zealand 145 Calle Pino Albar, number 24, P.I. El Pino, Seville,\nC-150 Second Floor, Okhla Industrial Area Delagación Miguel Hidalgo, 11560, Ciudad de 686 Rosebank Road, Avondale, Auckland, C.P. 41016 168\nPhase 1, New Delhi, 110020, India 103 México, Mexico 122 1026, New Zealand 146 Polig. Erribera Industria Gunea, 8-A, Aduna\n10 Earlsfort Terrace, Dublin 2, D02 T380, Av. del sauce número 1600, Col. La angostura, 363c East Tamaki Road, East Tamaki, Auckland, (Gipuzkoa), Spain 169\nIreland 104 City of San Luis Potosí, S.L.P, 78117, Mexico 123 2013, New Zealand 147 Santo Domingo De La Calzada, La Rioja,\nUnit D9, Horizon Logistics Park, Harristown, Calle Rio San Lorenzo No. 503, Col. Fuentes 1 Aruhe Road, Hornby, Christchurch, 8011, 26250, Carretera De Logrono, Spain 170\nDublin, K67 N4T2, Ireland 105 del Valle, CP 6620, CD San Pedro Garza Garcia, New Zealand 148 Cartagena, Murcia, poligono industrial Cabezo\nUnit 1 Block 3, Greenogue Business Park, Nuevo León, Mexico 124 23 Business Parade North, Highbrook, Beaza, Avenida Bruselas, 30353, esquina calle\nRathcoole, Dublin, County Dublin, Ireland 106 Nicaragua 205, Arbide, León, Guanajuato, Auckland, 2013, New Zealand 149 Amsterdam, parcela R 100, Spain 171\n 37360, Mexico 125 Calle Ana Abarca de Bolea 22, Nave A,\n polígono industrial El Pilar, Zaragoza, Spain 172", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\n195\n\nRegistered office address\n\nKey\n\nSHAREHOLDER INFORMATION continued\nRegistered office address\n\nKey\n\nRoute Nationale 97, ZA Les Plantades, 83130\nLa Garde, France\n83\nRue Nungesser et Coli, D2a Nantes Atlantique,\n44860, Saint-Aignan de Grand Lieu, France\n84\n32, Résidence Village Viva-Bas-du-Fort, 97190,\nLe Gosier, France\n85\n440 route de Rosporden, Le Grand Guelen,\n29000 Quimper, France\n86\n80 rue Pierre Martin ZI de l'Inquéterie, 62280,\nSaint-Martin-Boulogne, France\n87\n13 rue des Battants RN 20, 31140, Saint-Alban,\nFrance\n88\n840 Rue de la Ferme de Carboué, 40000,\nMont-de-Marsan, France\n89\nTheodor-Heuss-Strasse 3 , Leipheim, D-89340 90\nElbestraße 1-3, 45768 Marl, Germany\n91\nOtto-Diehls-Str. 13-17, 48291 Telgte, Germany 92\nStadtweide 17, 46446 Emmerich, Germany\n93\nMagirus-Deutz-Straße 14, 89077, Ulm,\nGermany\n94\nTheodorstraße 105, 40472 , Düsseldorf,\nGermany\n95\n11th Floor, One Pacific Place, 88 Queensway,\nHong Kong\n96\nRoom 2103, Futura Plaza, 111 How Ming\nStreet, Kwun Tong, Hong Kong\n97\nUnit 3-4 18F Tower 6, China Hong Kong City,\nTsim Sha Tsui, Kowloon, Hong Kong\n98\nUnit 26, 22/F, Metro Centre II, Lam Hing St.,\nKowloon Bay, Kowloon, Hong Kong\n99\nRoom 1901, 19/F, Lee Garden One, 33 Hysan\nAvenue, Causeway Bay, Hong Kong\n100\nVendel Park, Erdőalja út 3, 2051 Biatorbágy,\nHungary\n101\n2336 Dunavarsány, 071/33 hrsz, Hungary\n102\nC-150 Second Floor, Okhla Industrial Area\nPhase 1, New Delhi, 110020, India\n103\n10 Earlsfort Terrace, Dublin 2, D02 T380,\nIreland\n104\nUnit D9, Horizon Logistics Park, Harristown,\nDublin, K67 N4T2, Ireland\n105\nUnit 1 Block 3, Greenogue Business Park,\nRathcoole, Dublin, County Dublin, Ireland\n106\n\nRegistered office address\n\nKey\n\nB2 Athy Business Campus, Athy, Kildare,\nIreland\n107\n4 Kinneret Street, POB 1139, Airport City, Ben\nGurion Airport, 7019802, Israel\n108\nEmek Ha'Ela 250, Modi'in, P.O.B 553, LOD\n7110601, Israel\n109\nVia 8 Marzo n. 6, 42025 Corte Tegge di\nCavriago, Reggio Emilia, Italy\n110\nvia dell’Euro, 69/71, Barletta (BT), Italy\n111\nCorsa Italia n.6, 50123 Florence, Italy\n112\nVia Brigata Reggio no. 24, Reggio Emilia, Italy 113\n8.03, 8TH FLOOR PLAZA FIRST NATIONWIDE\n161, JALAN TUN H.S. LEE 50000 KUALA\nLUMPUR, Malaysia\n114\nCarretera Miguel Alemán KM21 Edificio 4C\nPrologis Park, Apodaca, N.L., México C.P,\n66627, Mexico\n115\nAvenida Cafetales No. 1702, Interior 201,\nbetween streets Rancho Recoveco and\nRancho Estopila, Hacienda de Coyoacán,\nCoyoacán, 04970, Mexico\n116\nCarretera al CUCBA No. 400 Interior 5, Colonia\nLa Venta del Astillero, C.P. 45221 Zapopan,\nJalisco, Mexico\n117\nCarretera Corredor Tijuana Rosarito 2000\nExterior 15202., Interior Mt3 A, Colonia Zona\nCerril General, Tijuana, Baja California, Mexico 118\nPablo A. Gonzalez Garza Pte., 820, Chepevera,\nMonterrey, Nuevo León, 64030, Mexico\n119\nBoulevard Aeropuerto Miguel Alemán Local 4,\n5 y 6, número 154, Lerma, Estado de México,\nC.P. 52000, Mexico\n120\nLot 1 of Block 5 of Parque Industrial Tecate,\nTecate, Baja California, Mexico\n121\nGalileo # 11, Colonia Polanco V Secc.,\nDelagación Miguel Hidalgo, 11560, Ciudad de\nMéxico, Mexico\n122\nAv. del sauce número 1600, Col. La angostura,\nCity of San Luis Potosí, S.L.P, 78117, Mexico\n123\nCalle Rio San Lorenzo No. 503, Col. Fuentes\ndel Valle, CP 6620, CD San Pedro Garza Garcia,\nNuevo León, Mexico\n124\nNicaragua 205, Arbide, León, Guanajuato,\n37360, Mexico\n125\n\nRegistered office address\n\nKey\n\nC/O CAE, ILOT 43B Bureau 9/18, Zone Franche\nd’Exportation, 90000 Tanger, Morocco\n126\nKraaiendonk 46, 5428 NZ Venhorst,\nNetherlands\n127\nKoivistokade 80, 1013 BB, Amsterdam,\nNetherlands\n128\nRondebeltweg 82, 1329 BG Almere,\nNetherlands\n129\nDelta 57, 6825 ML Arnhem, Netherlands\n130\nIndustrieweg 11B, 1566JN, Assendelft,\nNetherlands\n131\nHagenaar 3, 3961 NP Wijk bij Duurstede,\nNetherlands\n132\nKieler Bocht 3, 9723 JA Groningen,\nNetherlands\n133\nMaxwellstraat 49, 6716 BX Ede\n134\nVeemarktkade 8, 5222AE 's-Hertogenbosch 135\nIndustrieweg 13 A, 1566 JN Assendelft,\nNetherlands\n136\nGrotewei 2, 4004 LW Tiel, Netherlands\n137\nPortugallaan 3, 9403DR, Assen, Netherlands 138\nJan Campertlaan 6, 3201AX, Spijkenisse,\nNetherlands\n139\nSedumweg 25, 3343 LL, Hendrik-IdoAmbacht, Netherlands\n140\nHurksestraat 2B, 5652 AJ Eindhoven,\nNetherlands\n141\nBijsterhuizen 3005C, 6604 LP Wijchen,\nNetherlands\n142\nEkkersrijt 3102A, 5692CC, Son en Breugel,\nNetherlands\n143\n149 Taurikura Drive, Tauriko, Tauranga, 3110,\nNew Zealand\n144\nLevel 3, 109 Carlton Gore Road, Newmarket,\nAuckland, 1023, New Zealand\n145\n686 Rosebank Road, Avondale, Auckland,\n1026, New Zealand\n146\n363c East Tamaki Road, East Tamaki, Auckland,\n2013, New Zealand\n147\n1 Aruhe Road, Hornby, Christchurch, 8011,\nNew Zealand\n148\n23 Business Parade North, Highbrook,\nAuckland, 2013, New Zealand\n149\n\n32D Poland Road, Wairau Valley, Auckland,\n0627, New Zealand\n150\n494 Rosebank Road, Avondale, Auckland,\n1026, New Zealand\n151\nc/o Enor AS, Holmaveien 20, 1339 Vøyenenga,\nNorway\n152\nAv.Santa Rosa 350. Ate., Lima, Peru\n153\nGliwaka, no. 136, Mikolow , 43-190\n154\nStarowiejska, no. 2, Czechowice-Dziedzice,\n43-502, Poland\n155\nSítio do Troto, number 385-B, 8135-030 Loulé,\nparish of Almancil, Portugal\n156\nPO Box 6494, PR 00914-6494, San Juan,\nPuerto Rico\n157\nJud. Ilfov, Sat Dragomireşti-Deal, Comuna\nDragomireşti-Vale, Strada GABRIELA, Nr.\n3, CTPark Bucharest, clădirea BUCH3 (C),\nBucharest, COD POȘTAL 07709, Romania\n158\n1 Penjuru Close, 608617, Singapore\n159\n190 Middle Road #16-01, Fortune Centre,\n188979, Singapore\n160\nBrunovce 92, 916 25 Brunovce, Slovakia\n161\nJilemnickeho 1012/14, Pezinok, 902 01,\nSlovakia\n162\nCarretera Moraleja, Km. 3, Arcenillas, 49151,\nZamora, Spain\n163\nCalle Rosario 22, Villamartín, 11650, Cádiz,\nSpain\n164\nCalle Filats, 8 Polg. Industrial Prologis Park,\n08830 Sant Boi de Llobregat, Barcelona, Spain 165\nCalle las Palmeras 7, Polígono Industrial La\nSendeilla, 28350 Ciempozuelos, Spain\n166\nEdificio Plaza, Nave 5, Ali-4 Plataforma\nLogistica de Zaragoza, 50197, Zaragoza, Spain 167\nCalle Pino Albar, number 24, P.I. El Pino, Seville,\nC.P. 41016\n168\nPolig. Erribera Industria Gunea, 8-A, Aduna\n(Gipuzkoa), Spain\n169\nSanto Domingo De La Calzada, La Rioja,\n26250, Carretera De Logrono, Spain\n170\nCartagena, Murcia, poligono industrial Cabezo\nBeaza, Avenida Bruselas, 30353, esquina calle\nAmsterdam, parcela R 100, Spain\n171\nCalle Ana Abarca de Bolea 22, Nave A,\npolígono industrial El Pilar, Zaragoza, Spain\n172", "tables": [ [ [ "Bunzl plc Annual Report 2", "025", "", "", "Strategic Rep", "ort", "", "Directors’", "Report", "", "", "Financia", "l Statements", "", "Additional Informat", "ion", "", "19" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "SHAREHOLDER INFOR", "MATION c", "ontinue", "d", "", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "Registered office address", "", "", "Key", "Registered offic", "e address", "", "", "Key", "Registered office a", "ddr", "ess", "", "Key", "Registered office address", "", "", "Key" ], [ "Route Nationale 97, ZA Les", "Plantades,", "83130", "", "B2 Athy Bus", "iness Cam", "pus, Athy, Kild", "are,", "", "C/O CAE, ILOT", "43", "B Bureau", "9/18, Zone Franche", "", "32D Poland Road, W", "airau V", "alley, Aucklan", "d," ], [ "La Garde, France", "", "", "83", "Ireland", "", "", "", "107", "d’Exportation,", "90", "000 Tang", "er, Morocco", "126", "0627, New Zealand", "", "", "150" ], [ "Rue Nungesser et Coli, D2", "a Nantes Atl", "antique,", "", "4 Kinneret S", "treet, POB", "1139, Airport", "City, Ben", "", "Kraaiendonk 4", "6,", "5428 NZ", "Venhorst,", "", "494 Rosebank Road,", "Avond", "ale, Auckland", "," ], [ "44860, Saint-Aignan de Gr", "and Lieu, Fr", "ance", "84", "Gurion Airp", "ort, 70198", "02, Israel", "", "108", "Netherlands", "", "", "", "127", "1026, New Zealand", "", "", "151" ], [ "32, Résidence Village Viva-", "Bas-du-Fort", ", 97190,", "", "Emek Ha'Ela", "250, Modi", "'in, P.O.B 553,", "LOD", "", "Koivistokade 8", "0,", "1013 BB,", "Amsterdam,", "", "c/o Enor AS, Holmav", "eien 2", "0, 1339 Vøyen", "enga," ], [ "Le Gosier, France", "", "", "85", "7110601, Isr", "ael", "", "", "109", "Netherlands", "", "", "", "128", "Norway", "", "", "152" ], [ "440 route de Rosporden,", "Le Grand Gu", "elen,", "", "Via 8 Marzo", "n. 6, 4202", "5 Corte Tegge", "di", "", "Rondebeltweg", "82", ", 1329 BG", "Almere,", "", "Av.Santa Rosa 350. A", "te., Li", "ma, Peru", "153" ], [ "29000 Quimper, France", "", "", "86", "Cavriago, Re", "ggio Emilia", ", Italy", "", "110", "Netherlands", "", "", "", "129", "Gliwaka, no. 136, Mik", "olow ,", "43-190", "154" ], [ "80 rue Pierre Martin ZI de", "l'Inquéterie,", "62280,", "", "via dell’Euro,", "69/71, Ba", "rletta (BT), Ita", "ly", "111", "Delta 57, 6825", "M", "L Arnhem", ", Netherlands", "130", "Starowiejska, no. 2, C", "zecho", "wice-Dziedzic", "e," ], [ "Saint-Martin-Boulogne, Fr", "ance", "", "87", "Corsa Italia", "n.6, 50123", "Florence, Italy", "", "112", "Industrieweg 1", "1B", ", 1566JN,", "Assendelft,", "", "43-502, Poland", "", "", "155" ], [ "13 rue des Battants RN 20", ", 31140, Sain", "t-Alban,", "", "Via Brigata R", "eggio no.", "24, Reggio Em", "ilia, Italy", "113", "Netherlands", "", "", "", "131", "Sítio do Troto, numb", "er 385", "-B, 8135-030", "Loulé," ], [ "France", "", "", "88", "8.03, 8TH FL", "OOR PLAZ", "A FIRST NATI", "ONWIDE", "", "Hagenaar 3, 39", "61", "NP Wijk", "bij Duurstede,", "", "parish of Almancil, P", "ortuga", "l", "156" ], [ "840 Rue de la Ferme de C", "arboué, 400", "00,", "", "161, JALAN T", "UN H.S. LE", "E 50000 KUA", "LA", "", "Netherlands", "", "", "", "132", "PO Box 6494, PR 00", "914-64", "94, San Juan,", "" ], [ "Mont-de-Marsan, France", "", "", "89", "LUMPUR, M", "alaysia", "", "", "114", "Kieler Bocht 3,", "97", "23 JA Gro", "ningen,", "", "Puerto Rico", "", "", "157" ], [ "Theodor-Heuss-Strasse 3 ,", "Leipheim, D", "-89340", "90", "Carretera M", "iguel Alem", "án KM21 Edifi", "cio 4C", "", "Netherlands", "", "", "", "133", "Jud. Ilfov, Sat Dragom", "ireşti-", "Deal, Comuna", "" ], [ "Elbestraße 1-3, 45768 Mar", "l, Germany", "", "91", "Prologis Par", "k, Apodaca", ", N.L., México", "C.P,", "", "Maxwellstraat", "49", ", 6716 BX", "Ede", "134", "Dragomireşti-Vale, St", "rada G", "ABRIELA, Nr.", "" ], [ "Otto-Diehls-Str. 13-17, 482", "91 Telgte, G", "ermany", "92", "66627, Mexi", "co", "", "", "115", "Veemarktkade", "8,", "5222AE '", "s-Hertogenbosch", "135", "3, CTPark Bucharest,", "clădire", "a BUCH3 (C),", "" ], [ "Stadtweide 17, 46446 Em", "merich, Ger", "many", "93", "Avenida Caf", "etales No.", "1702, Interior", "201,", "", "Industrieweg 1", "3", "A, 1566 JN", "Assendelft,", "", "Bucharest, COD POȘ", "TAL 07", "709, Romania", "158" ], [ "Magirus-Deutz-Straße 14,", "89077, Ulm,", "", "", "between str", "eets Ranc", "ho Recoveco a", "nd", "", "Netherlands", "", "", "", "136", "1 Penjuru Close, 608", "617, Si", "ngapore", "159" ], [ "Germany", "", "", "94", "Rancho Esto", "pila, Hacie", "nda de Coyoa", "cán,", "", "Grotewei 2, 40", "04", "LW Tiel,", "Netherlands", "137", "190 Middle Road #1", "6-01, F", "ortune Centre", "," ], [ "Theodorstraße 105, 4047", "2 , Düsseldo", "rf,", "", "Coyoacán, 0", "4970, Mex", "ico", "", "116", "Portugallaan 3", ", 9", "403DR, A", "ssen, Netherlands", "138", "188979, Singapore", "", "", "160" ], [ "Germany", "", "", "95", "Carretera al", "CUCBA No", ". 400 Interior", "5, Colonia", "", "Jan Campertla", "an", "6, 3201A", "X, Spijkenisse,", "", "Brunovce 92, 916 25", "Bruno", "vce, Slovakia", "161" ], [ "11th Floor, One Pacific Plac", "e, 88 Quee", "nsway,", "", "La Venta del", "Astillero,", "C.P. 45221 Za", "popan,", "", "Netherlands", "", "", "", "139", "Jilemnickeho 1012/1", "4, Pezi", "nok, 902 01,", "" ], [ "Hong Kong", "", "", "96", "Jalisco, Mexi", "co", "", "", "117", "Sedumweg 25,", "3", "343 LL, H", "endrik-Ido-", "", "Slovakia", "", "", "162" ], [ "Room 2103, Futura Plaza,", "111 How Min", "g", "", "Carretera Co", "rredor Tij", "uana Rosarito", "2000", "", "Ambacht, Neth", "er", "lands", "", "140", "Carretera Moraleja,", "Km. 3,", "Arcenillas, 491", "51," ], [ "Street, Kwun Tong, Hong K", "ong", "", "97", "Exterior 152", "02., Interio", "r Mt3 A, Colo", "nia Zona", "", "Hurksestraat 2", "B,", "5652 AJ E", "indhoven,", "", "Zamora, Spain", "", "", "163" ], [ "Unit 3-4 18F Tower 6, Chin", "a Hong Kon", "g City,", "", "Cerril Gener", "al, Tijuana,", "Baja Californ", "ia, Mexico", "118", "Netherlands", "", "", "", "141", "Calle Rosario 22, Vill", "amartí", "n, 11650, Cádi", "z," ], [ "Tsim Sha Tsui, Kowloon, Ho", "ng Kong", "", "98", "Pablo A. Gon", "zalez Gar", "za Pte., 820, C", "hepevera,", "", "Bijsterhuizen 3", "00", "5C, 6604", "LP Wijchen,", "", "Spain", "", "", "164" ], [ "Unit 26, 22/F, Metro Centr", "e II, Lam Hin", "g St.,", "", "Monterrey, N", "uevo Leó", "n, 64030, Mex", "ico", "119", "Netherlands", "", "", "", "142", "Calle Filats, 8 Polg. In", "dustri", "al Prologis Par", "k," ], [ "Kowloon Bay, Kowloon, Ho", "ng Kong", "", "99", "Boulevard A", "eropuerto", "Miguel Alemá", "n Local 4,", "", "Ekkersrijt 3102", "A,", "5692CC,", "Son en Breugel,", "", "08830 Sant Boi de Ll", "obreg", "at, Barcelona,", "Spain165" ], [ "Room 1901, 19/F, Lee Gard", "en One, 33", "Hysan", "", "5 y 6, númer", "o 154, Ler", "ma, Estado de", "México,", "", "Netherlands", "", "", "", "143", "Calle las Palmeras 7,", "Polígo", "no Industrial L", "a" ], [ "Avenue, Causeway Bay, Ho", "ng Kong", "", "100", "C.P. 52000,", "Mexico", "", "", "120", "149 Taurikura", "Dri", "ve, Taurik", "o, Tauranga, 3110,", "", "Sendeilla, 28350 Cie", "mpozu", "elos, Spain", "166" ], [ "Vendel Park, Erdőalja út 3,", "2051 Biator", "bágy,", "", "Lot 1 of Bloc", "k 5 of Parq", "ue Industrial", "Tecate,", "", "New Zealand", "", "", "", "144", "Edificio Plaza, Nave 5", ", Ali-4", "Plataforma", "" ], [ "Hungary", "", "", "101", "Tecate, Baja", "California,", "Mexico", "", "121", "Level 3, 109 Ca", "rlt", "on Gore R", "oad, Newmarket,", "", "Logistica de Zaragoz", "a, 501", "97, Zaragoza, S", "pain 167" ], [ "2336 Dunavarsány, 071/33", "hrsz, Hung", "ary", "102", "Galileo # 11, Delagación", "Colonia P Miguel Hid", "olanco V Secc. algo, 11560, C", ", iudad de", "", "Auckland, 1023", ", N", "ew Zeala", "nd", "145", "Calle Pino Albar, num", "ber 2", "4, P.I. El Pino, S", "eville," ], [ "C-150 Second Floor, Okhla Phase 1, New Delhi, 11002", "Industrial A 0, India", "rea", "103", "México, Mex Av. del sauce", "ico número 1", "600, Col. La a", "ngostura,", "122", "686 Rosebank 1026, New Zea", "Ro lan", "ad, Avon d", "dale, Auckland,", "146", "C.P. 41016 Polig. Erribera Indus", "tria Gu", "nea, 8-A, Adu", "168 na" ], [ "10 Earlsfort Terrace, Dubli Ireland", "n 2, D02 T38", "0,", "104", "City of San L Calle Rio San", "uis Potosí, Lorenzo", "S.L.P, 78117, No. 503, Col. F", "Mexico uentes", "123", "363c East Tam 2013, New Zea", "aki lan", "Road, Ea d", "st Tamaki, Auckland,", "147", "(Gipuzkoa), Spain Santo Domingo De L", "a Calz", "ada, La Rioja,", "169" ], [ "Unit D9, Horizon Logistics Dublin, K67 N4T2, Ireland Unit 1 Block 3, Greenogue", "Park, Harris Business Pa", "town, rk,", "105", "del Valle, CP Nuevo León", "6620, CD , Mexico", "San Pedro Ga", "rza Garcia,", "124", "1 Aruhe Road, New Zealand 23 Business Pa", "Ho ra", "rnby, Chr de North", "istchurch, 8011, , Highbrook,", "148", "26250, Carretera De Cartagena, Murcia, p Beaza, Avenida Brus", "Logro oligon elas, 3", "no, Spain o industrial Ca 0353, esquina", "170 bezo calle" ], [ "Rathcoole, Dublin, County", "Dublin, Irela", "nd", "106", "Nicaragua 2 37360, Mexi", "05, Arbide, co", "León, Guana", "juato,", "125", "Auckland, 2013", ", N", "ew Zeala", "nd", "149", "Amsterdam, parcela Calle Ana Abarca de", "R 100, Bolea", "Spain 22, Nave A,", "171" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "", "", "polígono industrial E", "l Pilar,", "Zaragoza, Spa", "in 172" ] ] ], "word_count": 976, "visual_charts": [] }, { "page_number": 198, "section": "Additional Information", "subsection": "Shareholder Information", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 196", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 196\n\nSHAREHOLDER INFORMATION continued\n\nRegistered office address Key Registered office address Key\nCarretera de Madrid Km 314 – Nave 3ª, CSC-Lawyers Incorporating Service Company,\npolígono industrial Jesús Vicente, Zaragoza, 221 Bolivar Street, Jefferson City MO 65101,\nSpain 173 United States 192\nAvenida Tío Pepe, number 2, Apex Building, The Corporation Trust Company, Corporation\nFloor 3rd, Office 6, Jérez de la Frontera, Cádiz, Trust Center, 1209 Orange Street, Wilmington,\nSpain 174 New Castle County DE 19801, United States 193\nCorretger No 115-117-119, Parque Empresarial Corporation Service Company, 2345 Rice\nTáctica, Paterna, 46980, Valencia, Spain 175 Street, Suite 230, Roseville MN 55113, United\nCalle Progres, nº 47, Polígono Industrial Los States 194\nMassotes, 08850 Gava, Barcelona, Spain 176 Corporation Service Company, 100 Shockoe\nCalle Castilla-León, Parcela 45 Onda, 12200, Slip, 2nd Floor, Richmond VA 23219, United\nCastellón, Spain 177 States 195\nNordring 2, 4147 Aesch, Switzerland 178 Corporation Service Company, 2710 Gateway\nRue Pierre-Yerly 10 , 1762 , Givisiez, Oaks Drive, Suite 150N, Sacramento CA\nSwitzerland 179 95833-3505, United States 196\nRoute de Saint-Julien 275, 1258, Perly-Cer, Corporation Service Company, 80 State Street,\nSwitzerland 180 Albany NY 12207-2543, United States 197\nGüterstrasse, 4313 Möhlin, Switzerland 181 2915 SR 590, Suite 15, Clearwater FL 33759,\nAkçaburgaz Mahallesi, 3137. Sokak, No.19, K. 1, United States 198\nEsenyurt, Istanbul, Turkey 182 Corporation Service Company, 2908 Poston\nBarbaros Mah. Mor Sümbül Sk., Varyap Avenue, Nashville TN 37203-1312,\nMeridian I Blok No: 1 İç Kapı No: 209, Ataşehir, United States 199\nİstanbul, Turkey 183 Corporation Service Company, 251 Little Falls\nArthur Cox, Victoria House, 15-17 Gloucester Drive, Wilmington DE 19808, United States 200\nStreet, Belfast, BT1 4LS, United Kingdom 184 Corporation Service Company, 84 State Street,\nYork House, 45 Seymour Street, London, Boston MA 02109, United States 201\nW1H 7JT, United Kingdom 185 Illinois Corporation Service Company, 801\n3 the Courtyard, Woodlands, Bradley Stoke, Adlai Stevenson Drive, Springfield IL 62703-\nBristol, BS32 4NQ, United Kingdom 186 4261, United States 202\nNisbets Limited, Fourth Way, Bristol, England, Corporation Service Company, 300 Deschutes\nBS11 8TB, United Kingdom 187 Way SW, Suite 304, Turnwater WA 98501,\nHost House Newhouse Farm Industrial Estate, United States 203\nMathern, Chepstow, Wales, NP16 6UP, United César Cortinas 2037, Montevideo, Uruguay 204\nKingdom 188\nUnit G Kingsland Trading Estate, St. Philips\nRoad, Bristol, England, BS2 0JZ, United\nKingdom 189\nMount House Bond Avenue, Mount Farm,\nMilton Keynes, Buckinghamshire, MK1 1SF,\nUnited Kingdom 190\n2 – 4, Lyall Court, Flitwick Industrial Estate\nFlitwick, Bedford, England, MK45 1UQ, United\nKingdom 191", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nSHAREHOLDER INFORMATION continued\nRegistered office address\n\nKey\n\nCarretera de Madrid Km 314 – Nave 3ª,\npolígono industrial Jesús Vicente, Zaragoza,\nSpain\n173\nAvenida Tío Pepe, number 2, Apex Building,\nFloor 3rd, Office 6, Jérez de la Frontera, Cádiz,\nSpain\n174\nCorretger No 115-117-119, Parque Empresarial\nTáctica, Paterna, 46980, Valencia, Spain\n175\nCalle Progres, nº 47, Polígono Industrial Los\nMassotes, 08850 Gava, Barcelona, Spain\n176\nCalle Castilla-León, Parcela 45 Onda, 12200,\nCastellón, Spain\n177\nNordring 2, 4147 Aesch, Switzerland\n178\nRue Pierre-Yerly 10 , 1762 , Givisiez,\nSwitzerland\n179\nRoute de Saint-Julien 275, 1258, Perly-Cer,\nSwitzerland\n180\nGüterstrasse, 4313 Möhlin, Switzerland\n181\nAkçaburgaz Mahallesi, 3137. Sokak, No.19, K. 1,\nEsenyurt, Istanbul, Turkey\n182\nBarbaros Mah. Mor Sümbül Sk., Varyap\nMeridian I Blok No: 1 İç Kapı No: 209, Ataşehir,\nİstanbul, Turkey\n183\nArthur Cox, Victoria House, 15-17 Gloucester\nStreet, Belfast, BT1 4LS, United Kingdom\n184\nYork House, 45 Seymour Street, London,\nW1H 7JT, United Kingdom\n185\n3 the Courtyard, Woodlands, Bradley Stoke,\nBristol, BS32 4NQ, United Kingdom\n186\nNisbets Limited, Fourth Way, Bristol, England,\nBS11 8TB, United Kingdom\n187\nHost House Newhouse Farm Industrial Estate,\nMathern, Chepstow, Wales, NP16 6UP, United\nKingdom\n188\nUnit G Kingsland Trading Estate, St. Philips\nRoad, Bristol, England, BS2 0JZ, United\nKingdom\n189\nMount House Bond Avenue, Mount Farm,\nMilton Keynes, Buckinghamshire, MK1 1SF,\nUnited Kingdom\n190\n2 – 4, Lyall Court, Flitwick Industrial Estate\nFlitwick, Bedford, England, MK45 1UQ, United\nKingdom\n191\n\nRegistered office address\n\nKey\n\nCSC-Lawyers Incorporating Service Company,\n221 Bolivar Street, Jefferson City MO 65101,\nUnited States\n192\nThe Corporation Trust Company, Corporation\nTrust Center, 1209 Orange Street, Wilmington,\nNew Castle County DE 19801, United States 193\nCorporation Service Company, 2345 Rice\nStreet, Suite 230, Roseville MN 55113, United\nStates\n194\nCorporation Service Company, 100 Shockoe\nSlip, 2nd Floor, Richmond VA 23219, United\nStates\n195\nCorporation Service Company, 2710 Gateway\nOaks Drive, Suite 150N, Sacramento CA\n95833-3505, United States\n196\nCorporation Service Company, 80 State Street,\nAlbany NY 12207-2543, United States\n197\n2915 SR 590, Suite 15, Clearwater FL 33759,\nUnited States\n198\nCorporation Service Company, 2908 Poston\nAvenue, Nashville TN 37203-1312,\nUnited States\n199\nCorporation Service Company, 251 Little Falls\nDrive, Wilmington DE 19808, United States\n200\nCorporation Service Company, 84 State Street,\nBoston MA 02109, United States\n201\nIllinois Corporation Service Company, 801\nAdlai Stevenson Drive, Springfield IL 627034261, United States\n202\nCorporation Service Company, 300 Deschutes\nWay SW, Suite 304, Turnwater WA 98501,\nUnited States\n203\nCésar Cortinas 2037, Montevideo, Uruguay\n204\n\nFinancial Statements\n\nAdditional Information\n\n196", "tables": [ [ [ "Bunzl plc Annual Report", "2025", "", "", "Strategic Report", "", "Directors’", "Report" ], [ "", "", "", "", "", "", "", "" ], [ "SHAREHOLDER INF", "ORMATION", "continue", "d", "", "", "", "" ], [ "", "", "", "", "", "", "", "" ], [ "Registered office address", "", "", "Key", "Registered office address", "", "", "Key" ], [ "Carretera de Madrid Km", "314 – Nave", "3ª,", "", "CSC-Lawyers Incorp", "orating Servic", "e Company,", "" ], [ "polígono industrial Jesús", "Vicente, Zar", "agoza,", "", "221 Bolivar Street, Je", "fferson City", "MO 65101,", "" ], [ "Spain", "", "", "173", "United States", "", "", "192" ], [ "Avenida Tío Pepe, numb", "er 2, Apex B", "uilding,", "", "The Corporation Tru", "st Company,", "Corporation", "" ], [ "Floor 3rd, Office 6, Jérez", "de la Fronte", "ra, Cádiz,", "", "Trust Center, 1209 O", "range Street,", "Wilmington,", "" ], [ "Spain", "", "", "174", "New Castle County", "DE 19801, Uni", "ted States", "193" ], [ "Corretger No 115-117-11", "9, Parque Em", "presarial", "", "Corporation Service", "Company, 23", "45 Rice", "" ], [ "Táctica, Paterna, 46980,", "Valencia, Sp", "ain", "175", "Street, Suite 230, Ro", "seville MN 55", "113, United", "" ], [ "Calle Progres, nº 47, Polí", "gono Industr", "ial Los", "", "States", "", "", "194" ], [ "Massotes, 08850 Gava,", "Barcelona, S", "pain", "176", "Corporation Service", "Company, 10", "0 Shockoe", "" ], [ "Calle Castilla-León, Parc", "ela 45 Onda,", "12200,", "", "Slip, 2nd Floor, Rich", "mond VA 232", "19, United", "" ], [ "Castellón, Spain", "", "", "177", "States", "", "", "195" ], [ "Nordring 2, 4147 Aesch,", "Switzerland", "", "178", "Corporation Service", "Company, 27", "10 Gateway", "" ], [ "Rue Pierre-Yerly 10 , 176", "2 , Givisiez,", "", "", "Oaks Drive, Suite 15", "0N, Sacrame", "nto CA", "" ], [ "Switzerland", "", "", "179", "95833-3505, United", "States", "", "196" ], [ "Route de Saint-Julien 27", "5, 1258, Perly", "-Cer,", "", "Corporation Service", "Company, 80", "State Street,", "" ], [ "Switzerland", "", "", "180", "Albany NY 12207-25", "43, United St", "ates", "197" ], [ "Güterstrasse, 4313 Möh", "lin, Switzerla", "nd", "181", "2915 SR 590, Suite 1", "5, Clearwater", "FL 33759,", "" ], [ "Akçaburgaz Mahallesi, 3", "137. Sokak, N", "o.19, K. 1,", "", "United States", "", "", "198" ], [ "Esenyurt, Istanbul, Turk", "ey", "", "182", "Corporation Service", "Company, 29", "08 Poston", "" ], [ "Barbaros Mah. Mor Süm", "bül Sk., Vary", "ap", "", "Avenue, Nashville TN", "37203-1312,", "", "" ], [ "Meridian I Blok No: 1 İç K", "apı No: 209,", "Ataşehir,", "", "United States", "", "", "199" ], [ "İstanbul, Turkey", "", "", "183", "Corporation Service", "Company, 25", "1 Little Falls", "" ], [ "Arthur Cox, Victoria Hou", "se, 15-17 Glo", "ucester", "", "Drive, Wilmington D", "E 19808, Unit", "ed States", "200" ], [ "Street, Belfast, BT1 4LS,", "United Kingd", "om", "184", "Corporation Service", "Company, 84", "State Street,", "" ], [ "York House, 45 Seymou", "r Street, Lon", "don,", "", "Boston MA 02109, U", "nited States", "", "201" ], [ "W1H 7JT, United Kingdo", "m", "", "185", "Illinois Corporation S", "ervice Comp", "any, 801", "" ], [ "3 the Courtyard, Woodla", "nds, Bradley", "Stoke,", "", "Adlai Stevenson Driv", "e, Springfield", "IL 62703-", "" ], [ "Bristol, BS32 4NQ, Unite", "d Kingdom", "", "186", "4261, United States", "", "", "202" ], [ "Nisbets Limited, Fourth", "Way, Bristol,", "England,", "", "Corporation Service", "Company, 30", "0 Deschutes", "" ], [ "BS11 8TB, United Kingdo", "m", "", "187", "Way SW, Suite 304, T", "urnwater WA", "98501,", "" ], [ "Host House Newhouse", "Farm Industr", "ial Estate,", "", "United States", "", "", "203" ], [ "Mathern, Chepstow, Wa", "les, NP16 6U", "P, United", "", "César Cortinas 2037", ", Montevideo", ", Uruguay", "204" ], [ "Kingdom", "", "", "188", "", "", "", "" ], [ "Unit G Kingsland Tradin", "g Estate, St. P", "hilips", "", "", "", "", "" ], [ "Road, Bristol, England, B", "S2 0JZ, Unite", "d", "", "", "", "", "" ], [ "Kingdom", "", "", "189", "", "", "", "" ], [ "Mount House Bond Ave", "nue, Mount F", "arm,", "", "", "", "", "" ], [ "Milton Keynes, Buckingh", "amshire, MK", "1 1SF,", "", "", "", "", "" ], [ "United Kingdom", "", "", "190", "", "", "", "" ], [ "2 – 4, Lyall Court, Flitwic", "k Industrial E", "state", "", "", "", "", "" ], [ "Flitwick, Bedford, Englan", "d, MK45 1U", "Q, United", "", "", "", "", "" ], [ "Kingdom", "", "", "191", "", "", "", "" ] ] ], "word_count": 427, "visual_charts": [] }, { "page_number": 199, "section": "Additional Information", "subsection": "Shareholder Information", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 197", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 197\n\nSHAREHOLDER INFORMATION continued\n\nFinancial calendar available 24 hours a day, seven days a week, Important dividend information ShareGift\n where the following services are available:\n 2026 From January 2027 the Company will no longer Sometimes shareholders have only a small\nAnnual General Meeting 22 April • elect for electronic communications; pay cash dividends by cheque. Instead, all cash holding of shares which may be uneconomical\nResults for the half year to • change of address; dividends will be paid by direct credit into your to sell. Shareholders who wish to donate these\n30 June 2026 1 September • view share balance information; bank account. shares to charity can do so through ShareGift,\n an independent charity share donation scheme\n • join the dividend reinvestment plan; and The Company strongly encourages our\n 2027 (registered charity no. 1052686). Further\n • view dividend payment and tax information. shareholders who currently receive their\nResults for the year to information about ShareGift may be obtained\n dividends in the form of a cheque to register to\n31 December 2026 February In order to register for the Investor Centre, from ShareGift on +44 (0) 20 7930 3737 or\n receive their dividends by direct bank transfer if\nAnnual Report circulated March shareholders will need their shareholder at www.sharegift.org.\n they have not already done so. To provide your\n reference number which can be found on either bank details, please register online at www. Shareholder security\nDividend payments are normally made on the\n their share certificate or dividend confirmations. investorcentre.co.uk and elect for direct\nsecond working day of the following months: Shareholders are advised to be cautious about\n payment. Alternatively, shareholders may contact\nOrdinary shares (final) July\n Dividend payment by BACS the Company’s registrar, Computershare, on\n any unsolicited financial advice, offers to buy\n Shareholders can have their dividends paid shares at a discount or offers of free company\nOrdinary shares (interim) January 0370 889 3257 for assistance with electing for\n directly into their bank or building society account reports. More detailed information about this\n direct payment.\n can be found at www.fca.org.uk in the Consumers\nAnalysis of ordinary shareholders using the Bankers’ Automated Clearing Service\n section and at www.fca.org.uk/scamsmart. Details\n (‘BACS’). This means that dividends will be in the American Depositary Receipts\nAt 31 December 2025 the Company had 3,847 of any share dealing facilities that the Company\n account on the same day the dividend payment is The Company has a sponsored Level 1 American\n(2024: 4,040) registered shareholders who held endorses will be included in Company mailings.\n made. To use this method of payment please Depositary Receipt programme that trades on the\n324.2 million (2024: 331.2 million) ordinary shares\n contact our registrar on +44 (0) 370 889 3257 or over-the-counter market in the US with ticker Independent auditors\nbetween them, analysed as follows:\n visit the Investor Centre website. Please note that BZLFY. J.P. Morgan Chase Bank, N.A. acts as the\n Number of % of issued this option will not override any existing dividend PricewaterhouseCoopers LLP\n Depositary Bank.\nSize of holding shareholders share capital\n scheme mandate, which would need to be Corporate brokers\n0 – 10,000 3,188 1% Telephone: +1 651 453 2128\n revoked in writing. Shareholders who have\n Email: https://www.adr.com/contact/jpmorgan J.P. Morgan Cazenove\n10,001 – 100,000 407 4% elected to have their dividends paid by BACS\n Website: www.adr.com UBS\n100,001 – 500,000 159 12% and who have registered a valid email address\n500,001 – 1,000,000 42 9% with the registrar will be able to access their International payment option Company Secretary\n1,000,001 and over 51 74% dividend confirmations electronically at If you do not have access to a UK bank or building Laura Brinkworth-Bell\n 3,847 100 www.investorcentre.co.uk. If no such email society account, you can elect to join the\n address has been registered, shareholders will International Fund Transfer and receive cash Registered office\nRegistrar receive their dividend confirmations by post. dividends direct to your bank account in your local York House\nComputershare Investor Services PLC Dividend reinvestment plan currency (a small fee and terms and conditions 45 Seymour Street\nThe Pavilions apply). You can find out more about this service London W1H 7JT\n The Company operates a dividend reinvestment\nBridgwater Road and register via the Company’s registrar at Telephone: +44 (0) 20 7725 5000\n plan which allows shareholders in eligible\nBristol BS99 6ZZ www.investorcentre.co.uk. Website: www.bunzl.com\n countries to use the whole of their cash dividend\nTelephone: +44 (0) 370 889 3257 Registered in England and Wales no. 358948\nEmail: webcorres@computershare.co.uk\n to buy additional shares in the Company, thereby Share dealing\nWebsite: www.computershare.com\n increasing their shareholding. Bunzl plc shares can be traded through most Forward-looking statements\n Shareholders can check their eligibility in the banks and stockbrokers. The Company’s registrar The Annual Report contains certain statements\nInvestor Centre terms and conditions and apply to join the plan also offers an internet and postal dealing service. about the future outlook for the Group. Although\nShareholders can manage their shareholding online in the Investor Centre or can contact Further details can be found at www-uk. the Company believes that the expectations are\nonline at www.investorcentre.co.uk. The Investor the Company’s registrar to request the terms computershare.com/Investor/#ShareDealingInfo based on reasonable assumptions, any\nCentre is our registrar’s easy to use website, and conditions of the plan and a printed or by telephoning +44 (0) 370 889 3257. statements about future outlook may be\n mandate form. influenced by factors that could cause actual\n outcomes and results to be materially different.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\n197\n\nSHAREHOLDER INFORMATION continued\nFinancial calendar\n2026\n\nAnnual General Meeting\nResults for the half year to\n30 June 2026\n\n22 April\n1 September\n2027\n\nResults for the year to\n31 December 2026\nAnnual Report circulated\n\nFebruary\nMarch\n\nDividend payments are normally made on the\nsecond working day of the following months:\nOrdinary shares (final)\nOrdinary shares (interim)\n\nJuly\nJanuary\n\nAnalysis of ordinary shareholders\nAt 31 December 2025 the Company had 3,847\n(2024: 4,040) registered shareholders who held\n324.2 million (2024: 331.2 million) ordinary shares\nbetween them, analysed as follows:\nSize of holding\n\n0 – 10,000\n10,001 – 100,000\n100,001 – 500,000\n500,001 – 1,000,000\n1,000,001 and over\n\nNumber of\nshareholders\n\n% of issued\nshare capital\n\n3,188\n407\n159\n42\n51\n3,847\n\n1%\n4%\n12%\n9%\n74%\n100\n\nRegistrar\nComputershare Investor Services PLC\nThe Pavilions\nBridgwater Road\nBristol BS99 6ZZ\nTelephone: +44 (0) 370 889 3257\nEmail: webcorres@computershare.co.uk\nWebsite: www.computershare.com\n\nInvestor Centre\nShareholders can manage their shareholding\nonline at www.investorcentre.co.uk. The Investor\nCentre is our registrar’s easy to use website,\n\navailable 24 hours a day, seven days a week,\nwhere the following services are available:\n• elect for electronic communications;\n• change of address;\n• view share balance information;\n• join the dividend reinvestment plan; and\n• view dividend payment and tax information.\nIn order to register for the Investor Centre,\nshareholders will need their shareholder\nreference number which can be found on either\ntheir share certificate or dividend confirmations.\n\nDividend payment by BACS\nShareholders can have their dividends paid\ndirectly into their bank or building society account\nusing the Bankers’ Automated Clearing Service\n(‘BACS’). This means that dividends will be in the\naccount on the same day the dividend payment is\nmade. To use this method of payment please\ncontact our registrar on +44 (0) 370 889 3257 or\nvisit the Investor Centre website. Please note that\nthis option will not override any existing dividend\nscheme mandate, which would need to be\nrevoked in writing. Shareholders who have\nelected to have their dividends paid by BACS\nand who have registered a valid email address\nwith the registrar will be able to access their\ndividend confirmations electronically at\nwww.investorcentre.co.uk. If no such email\naddress has been registered, shareholders will\nreceive their dividend confirmations by post.\n\nDividend reinvestment plan\nThe Company operates a dividend reinvestment\nplan which allows shareholders in eligible\ncountries to use the whole of their cash dividend\nto buy additional shares in the Company, thereby\nincreasing their shareholding.\nShareholders can check their eligibility in the\nterms and conditions and apply to join the plan\nonline in the Investor Centre or can contact\nthe Company’s registrar to request the terms\nand conditions of the plan and a printed\nmandate form.\n\nImportant dividend information\n\nShareGift\n\nFrom January 2027 the Company will no longer\npay cash dividends by cheque. Instead, all cash\ndividends will be paid by direct credit into your\nbank account.\n\nSometimes shareholders have only a small\nholding of shares which may be uneconomical\nto sell. Shareholders who wish to donate these\nshares to charity can do so through ShareGift,\nan independent charity share donation scheme\n(registered charity no. 1052686). Further\ninformation about ShareGift may be obtained\nfrom ShareGift on +44 (0) 20 7930 3737 or\nat www.sharegift.org.\n\nThe Company strongly encourages our\nshareholders who currently receive their\ndividends in the form of a cheque to register to\nreceive their dividends by direct bank transfer if\nthey have not already done so. To provide your\nbank details, please register online at www.\ninvestorcentre.co.uk and elect for direct\npayment. Alternatively, shareholders may contact\nthe Company’s registrar, Computershare, on\n0370 889 3257 for assistance with electing for\ndirect payment.\n\nAmerican Depositary Receipts\nThe Company has a sponsored Level 1 American\nDepositary Receipt programme that trades on the\nover-the-counter market in the US with ticker\nBZLFY. J.P. Morgan Chase Bank, N.A. acts as the\nDepositary Bank.\n\nShareholder security\nShareholders are advised to be cautious about\nany unsolicited financial advice, offers to buy\nshares at a discount or offers of free company\nreports. More detailed information about this\ncan be found at www.fca.org.uk in the Consumers\nsection and at www.fca.org.uk/scamsmart. Details\nof any share dealing facilities that the Company\nendorses will be included in Company mailings.\n\nIndependent auditors\nPricewaterhouseCoopers LLP\n\nTelephone: +1 651 453 2128\nEmail: https://www.adr.com/contact/jpmorgan\nWebsite: www.adr.com\n\nCorporate brokers\n\nInternational payment option\n\nCompany Secretary\n\nIf you do not have access to a UK bank or building\nsociety account, you can elect to join the\nInternational Fund Transfer and receive cash\ndividends direct to your bank account in your local\ncurrency (a small fee and terms and conditions\napply). You can find out more about this service\nand register via the Company’s registrar at\nwww.investorcentre.co.uk.\n\nShare dealing\nBunzl plc shares can be traded through most\nbanks and stockbrokers. The Company’s registrar\nalso offers an internet and postal dealing service.\nFurther details can be found at www-uk.\ncomputershare.com/Investor/#ShareDealingInfo\nor by telephoning +44 (0) 370 889 3257.\n\nJ.P. Morgan Cazenove\nUBS\nLaura Brinkworth-Bell\n\nRegistered office\nYork House\n45 Seymour Street\nLondon W1H 7JT\nTelephone: +44 (0) 20 7725 5000\nWebsite: www.bunzl.com\nRegistered in England and Wales no. 358948\n\nForward-looking statements\nThe Annual Report contains certain statements\nabout the future outlook for the Group. Although\nthe Company believes that the expectations are\nbased on reasonable assumptions, any\nstatements about future outlook may be\ninfluenced by factors that could cause actual\noutcomes and results to be materially different.", "tables": [ [ [ "Bunzl plc Annual Report", "2025", "", "Strategic Report", "Direct", "ors’ Report", "Financial Statements", "Additional Information", "", "197" ], [ "", "", "", "", "", "", "", "", "", "" ], [ "SHAREHOLDER INFO", "RMATION c", "ontinued", "", "", "", "", "", "", "" ], [ "", "", "", "", "", "", "", "", "", "" ], [ "Financial calenda", "r", "", "available 24 hours a day, seven where the following services a", "days a wee re available:", "k,", "Important dividend information From January 2027 the Company will no longer", "ShareGift Sometimes shareholders ha", "ve only a s", "mall" ], [ "Annual General Meeting", "", "2026 22 April", "• elect for electronic commun", "ications;", "", "pay cash dividends by cheque. Instead, all cash", "holding of shares which may", "be uneco", "nomical" ], [ "Results for the half year 30 June 2026 Results for the year to 31 December 2026 Annual Report circulate Dividend payments are second working day of t Ordinary shares (final) Ordinary shares (interim", "to 1 d normally made he following m )", "September 2027 February March on the onths: July January", "• change of address; • view share balance informat • join the dividend reinvestme • view dividend payment and In order to register for the Inve shareholders will need their sh reference number which can b their share certificate or divide Dividend payment by Shareholders can have their di directly into their bank or build", "ion; nt plan; an tax informa stor Centre areholder e found on nd confirm BACS vidends pai ing society", "d tion. , either ations. d account", "dividends will be paid by direct credit into your bank account. The Company strongly encourages our shareholders who currently receive their dividends in the form of a cheque to register to receive their dividends by direct bank transfer if they have not already done so. To provide your bank details, please register online at www. investorcentre.co.uk and elect for direct payment. Alternatively, shareholders may contact the Company’s registrar, Computershare, on 0370 889 3257 for assistance with electing for direct payment.", "to sell. Shareholders who wi shares to charity can do so t an independent charity shar (registered charity no. 10526 information about ShareGift from ShareGift on +44 (0) 20 at www.sharegift.org. Shareholder security Shareholders are advised to any unsolicited financial advi shares at a discount or offer reports. More detailed infor", "sh to dona hrough Sh e donatio 86). Furth may be o 7930 373 be cautio ce, offers s of free c mation ab", "te these areGift, n scheme er btained 7 or us about to buy ompany out this" ], [ "Analysis of ordina At 31 December 2025 th (2024: 4,040) registered 324.2 million (2024: 331 between them, analyse Size of holding 0 – 10,000 10,001 – 100,000 100,001 – 500,000 500,001 – 1,000,000 1,000,001 and over", "ry shareh e Company ha shareholders .2 million) ordin d as follows: Number of shareholders 3,188 407 159 42 51", "olders d 3,847 who held ary shares % of issued share capital 1% 4% 12% 9% 74%", "using the Bankers’ Automated (‘BACS’). This means that divid account on the same day the d made. To use this method of p contact our registrar on +44 (0 visit the Investor Centre websi this option will not override an scheme mandate, which would revoked in writing. Shareholde elected to have their dividends and who have registered a vali with the registrar will be able t dividend confirmations electro", "Clearing Se ends will be ividend pay ayment ple ) 370 889 3 te. Please n y existing di need to be rs who have paid by BA d email add o access the nically at", "rvice in the ment is ase 257 or ote that vidend CS ress ir", "American Depositary Receipts The Company has a sponsored Level 1 American Depositary Receipt programme that trades on the over-the-counter market in the US with ticker BZLFY. J.P. Morgan Chase Bank, N.A. acts as the Depositary Bank. Telephone: +1 651 453 2128 Email: https://www.adr.com/contact/jpmorgan Website: www.adr.com International payment option If you do not have access to a UK bank or building", "can be found at www.fca.org section and at www.fca.org.u of any share dealing facilities endorses will be included in Independent auditor PricewaterhouseCoopers LL Corporate brokers J.P. Morgan Cazenove UBS Company Secretary Laura Brinkworth-Bell", ".uk in the k/scams that the Company s P", "Consumers mart. Details Company mailings." ], [ "", "3,847", "100", "www.investorcentre.co.uk. If n address has been registered, s", "o such emai hareholder", "l s will", "society account, you can elect to join the International Fund Transfer and receive cash", "Registered office", "", "" ], [ "Registrar", "", "", "receive their dividend confirm", "ations by po", "st.", "dividends direct to your bank account in your local", "York House", "", "" ], [ "Computershare Investo The Pavilions Bridgwater Road", "r Services PLC", "", "Dividend reinvestmen The Company operates a divid", "t plan end reinves", "tment", "currency (a small fee and terms and conditions apply). You can find out more about this service and register via the Company’s registrar at", "45 Seymour Street London W1H 7JT Telephone: +44 (0) 20 7725", "5000", "" ], [ "Bristol BS99 6ZZ Telephone: +44 (0) 370 Email: webcorres@com", "889 3257 putershare.co.", "uk", "plan which allows shareholder countries to use the whole of t to buy additional shares in the", "s in eligible heir cash di Company, t", "vidend hereby", "www.investorcentre.co.uk. Share dealing", "Website: www.bunzl.com Registered in England and W", "ales no. 3", "58948" ], [ "Website: www.compute", "rshare.com", "", "increasing their shareholding.", "", "", "Bunzl plc shares can be traded through most", "Forward-looking sta", "tement", "s" ], [ "", "", "", "Shareholders can check their e", "ligibility in t", "he", "banks and stockbrokers. The Company’s registrar", "The Annual Report contains", "certain st", "atements" ], [ "Investor Centre", "", "", "terms and conditions and appl", "y to join the", "plan", "also offers an internet and postal dealing service.", "about the future outlook for", "the Grou", "p. Although" ], [ "Shareholders can mana", "ge their shareh", "olding", "online in the Investor Centre o", "r can conta", "ct", "Further details can be found at www-uk.", "the Company believes that t", "he expect", "ations are" ], [ "online at www.investorc", "entre.co.uk. Th", "e Investor", "the Company’s registrar to req", "uest the ter", "ms", "computershare.com/Investor/#ShareDealingInfo", "based on reasonable assum", "ptions, an", "y" ], [ "Centre is our registrar’s", "easy to use we", "bsite,", "and conditions of the plan and", "a printed", "", "or by telephoning +44 (0) 370 889 3257.", "statements about future out", "look may", "be" ], [ "", "", "", "mandate form.", "", "", "", "influenced by factors that co", "uld cause", "actual" ], [ "", "", "", "", "", "", "", "outcomes and results to be", "materially", "different." ] ] ], "word_count": 914, "visual_charts": [] }, { "page_number": 200, "section": "Additional Information", "subsection": "SASB Reporting for Bunzl's Sustainability Metrics", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 198", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 198\n\nSASB REPORTING FOR BUNZL’S SUSTAINABILITY METRICS\n\nThe Sustainability Accounting Standards Board (‘SASB’) has industry-specific sustainability standards\n SASB METRIC BUNZL DISCLOSURES\nwhich identify material topics and associated metrics. The table below summarises where relevant SASB\ndisclosures can be found throughout Bunzl’s annual reporting. This is based on several standards from Greenhouse gas emissions\nthe materiality map as Bunzl does not fall within one clear sector. We have based our disclosure on the\nmost relevant standards for the business that align to and cover the key sustainability themes arising Gross global scope 1 91,130 tonnes of CO2e.\nfrom our materiality assessments. The data provided below is from 2025 unless otherwise stated. emissions\n Our climate change/carbon strategy has been detailed in the\n Discussion of long term sustainability section of our Annual Report on pages 50 to 52.\n SASB METRIC BUNZL DISCLOSURES\n and short term strategy\n A comprehensive view into how we understand, assess and manage the\n Product lifecycle management or plan to manage\n risks and opportunities associated with climate change can be found in\n scope 1 emissions,\n Revenue from products In 2025, £2bn revenue was generated from packaging and products our TCFD index and associated reporting. Pages 58, 202 to 204.\n emissions reduction\n that are reusable, made from materials that are recyclable, compostable, reusable or targets, and an analysis Our integrated process for identifying and assessing risks is detailed in\n recyclable, and/or made from renewable sources. of performance against the strategic report section of our Annual Report on pages 64 to 72.\n compostable those targets\n Our carbon reduction targets can be found on pages 51 of our Annual\n Discussion of strategies We have discussed how we work with our suppliers and customers to Report with our performance shown on pages 51 to 52.\n to reduce the reduce the environmental impact of packaging and products in our\n The targets are (baseline year: 2019):\n environmental impact Annual Report.\n of packaging • scope 1 & 2 – 50% more carbon efficient (equivalent to a 27.5%\n Pages 42 to 57\n throughout its lifecycle absolute reduction by 2030).\n • scope 3 – 80% of suppliers by emissions will have science-based\n targets by 2027.\n • scope 1, 2 & 3 – 90% absolute reduction in emissions by 2050.\n • net zero emissions by 2050 at the latest.\n Our Net Zero plan was approved by the SBTi in 2024. All our targets\n have now been approved by the SBTi.\n\n (1) Total fuel consumed, (1) Total fuel consumed: 1,530,144 GJ\n (2) percentage natural\n (2) Percentage natural gas: 24%\n gas, (3) percentage\n renewable (3) Percentage renewable fuel: 4%\n\n (1) Operational energy (1) Operational energy consumed: 1,892,028 GJ\n consumed, (2)\n (2) Percentage grid electricity: 19%\n percentage grid\n electricity, (3) (3) Percentage renewable: 9.6% of total energy, 31% of total electricity\n percentage renewable", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\n198\n\nSASB REPORTING FOR BUNZL’S SUSTAINABILITY METRICS\nThe Sustainability Accounting Standards Board (‘SASB’) has industry-specific sustainability standards\nwhich identify material topics and associated metrics. The table below summarises where relevant SASB\ndisclosures can be found throughout Bunzl’s annual reporting. This is based on several standards from\nthe materiality map as Bunzl does not fall within one clear sector. We have based our disclosure on the\nmost relevant standards for the business that align to and cover the key sustainability themes arising\nfrom our materiality assessments. The data provided below is from 2025 unless otherwise stated.\nSASB METRIC\n\nBUNZL DISCLOSURES\n\nProduct lifecycle management\nRevenue from products\nthat are reusable,\nrecyclable, and/or\ncompostable\n\nIn 2025, £2bn revenue was generated from packaging and products\nmade from materials that are recyclable, compostable, reusable or\nmade from renewable sources.\n\nDiscussion of strategies\nto reduce the\nenvironmental impact\nof packaging\nthroughout its lifecycle\n\nWe have discussed how we work with our suppliers and customers to\nreduce the environmental impact of packaging and products in our\nAnnual Report.\n\nSASB METRIC\n\nBUNZL DISCLOSURES\n\nGreenhouse gas emissions\nGross global scope 1\nemissions\nDiscussion of long term\nand short term strategy\nor plan to manage\nscope 1 emissions,\nemissions reduction\ntargets, and an analysis\nof performance against\nthose targets\n\n91,130 tonnes of CO2e.\nOur climate change/carbon strategy has been detailed in the\nsustainability section of our Annual Report on pages 50 to 52.\nA comprehensive view into how we understand, assess and manage the\nrisks and opportunities associated with climate change can be found in\nour TCFD index and associated reporting. Pages 58, 202 to 204.\nOur integrated process for identifying and assessing risks is detailed in\nthe strategic report section of our Annual Report on pages 64 to 72.\nOur carbon reduction targets can be found on pages 51 of our Annual\nReport with our performance shown on pages 51 to 52.\nThe targets are (baseline year: 2019):\n• scope 1 & 2 – 50% more carbon efficient (equivalent to a 27.5%\nabsolute reduction by 2030).\n\nPages 42 to 57\n\n• scope 3 – 80% of suppliers by emissions will have science-based\ntargets by 2027.\n• scope 1, 2 & 3 – 90% absolute reduction in emissions by 2050.\n• net zero emissions by 2050 at the latest.\nOur Net Zero plan was approved by the SBTi in 2024. All our targets\nhave now been approved by the SBTi.\n(1) Total fuel consumed,\n(2) percentage natural\ngas, (3) percentage\nrenewable\n\n(1) Total fuel consumed: 1,530,144 GJ\n\n(1) Operational energy\nconsumed, (2)\npercentage grid\nelectricity, (3)\npercentage renewable\n\n(1) Operational energy consumed: 1,892,028 GJ\n\n(2) Percentage natural gas: 24%\n(3) Percentage renewable fuel: 4%\n\n(2) Percentage grid electricity: 19%\n(3) Percentage renewable: 9.6% of total energy, 31% of total electricity", "tables": [ [ [ "SASB METRIC", "BUNZL DISCLOSURES" ], [ "Greenhouse gas emissions", "" ], [ "Gross global scope 1 emissions Discussion of long term and short term strategy or plan to manage scope 1 emissions, emissions reduction targets, and an analysis of performance against those targets", "" ], [ "(1) Total fuel consumed, (2) percentage natural gas, (3) percentage renewable", "" ], [ "(1) Operational energy consumed, (2) percentage grid electricity, (3) percentage renewable", "" ] ], [ [ "SASB METRIC", "BUNZL DISCLOSURES" ], [ "Product lifecycle management", "" ], [ "Revenue from products that are reusable, recyclable, and/or compostable", "" ], [ "Discussion of strategies to reduce the environmental impact of packaging throughout its lifecycle", "" ] ] ], "word_count": 475, "visual_charts": [] }, { "page_number": 201, "section": "Additional Information", "subsection": "SASB Reporting for Bunzl's Sustainability Metrics", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 199", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 199\n\nSASB REPORTING FOR BUNZL’S SUSTAINABILITY METRICS continued\n\n\n SASB METRIC BUNZL DISCLOSURES SASB METRIC BUNZL DISCLOSURES\n\n Labour conditions in the supply chain Labour conditions in the supply chain\n\n Percentage of (1) Tier 1 Our auditing process is our first line of defence to prevent defective Description of the Our Global Supply Chain Solutions team and external risk assessment\n supplier facilities and (2) products being shipped and to ensure products comply with our ethical greatest (1) labour and exercise has identified the following risks:\n supplier facilities standards. (2) environmental, (1) Labour:\n beyond Tier 1 that have health and safety risks\n (1)\t\u0007Tier 1 suppliers: All products supplied directly from Asia are through • Forced Labour\n been audited to a in the supply chain\n suppliers that are verified by our Global Supply Chain Solutions team • Child Labour\n labour code of conduct,\n and our audits typically cover c.97% of Bunzl spend across 13 Asian\n (3) percentage of total • Freedom of Association\n countries every two years. We will take a proactive, risk-based\n audits conducted by a • Unfair discrimination\n approach to responsible sourcing, identifying common issues in our\n third party auditor\n supply chain and working closely with suppliers to reduce the future • Continuous work for more than 30 consecutive days without at\n incidences of these. The spend coverage above (representing c.15% least one day’s rest\n of our global supply chain) relates to our suppliers based in regions (2) Environmental, health and safety risks:\n identified as very high risk in international rankings of human rights\n • Evacuation routes and safety exits unsafe or blocked\n issues (e.g. Global Slavery Index).\n • Firefighting equipment difficult to access\n (2)\t\u0007Tier 2 suppliers: None audited as we are taking a risk-based\n • Dormitories not located in buildings separate from the production\n approach to working through our supply chain with our programme\n facilities\n (and focusing on Tier 1 as a priority). Our audits and Supplier Code of\n Conduct demand that our Tier 1 suppliers ensure that the Code is • Structurally unsafe buildings\n maintained and enforced within their own supply chains, including • Poor management systems\n by any sub-contractors used in executing any orders received from\n our Company. Workforce diversity and inclusion\n\n (3) Percentage of total audits conducted by a third party auditor: 12%. Percentage of gender We monitor the percentage of our workforce by gender and have total\n For more information see: and racial/ethnic group workforce of c.27,000 employees, 60% of them are male and 40% are\n representation for (1) female. In our senior management population (c. 540 leaders) there are\n Pages 48 to 49 management and (2) all 25% females and 75% males.\n Bunzl Supplier Code of Conduct other employees\n We cannot monitor ethnicity of our total workforce or senior\n Bunzl Modern Slavery Statement management population due to restrictions on capturing data in certain\n countries in which we operate.\n Priority non- During 2025, our Global Supply Chain Solutions team completed 1,430\n conformance rate and supplier assessments: Total amount of No compensation costs were paid in 2025.\n associated corrective monetary losses as a\n • 1,332 had no critical issues (c.93%). result of legal\n action rate for\n • 98 suppliers underwent remediation efforts to bring them up to the proceedings associated\n suppliers’ labour code\n required standard (c.7% suppliers assessed). with employment\n of conduct audits\n • Following these remediation efforts, we terminated relationships with discrimination\n 4 suppliers who failed to make enough progress (c.0.3% of suppliers\n Voluntary and Voluntary turnover was 13.9%.\n assessed, c.4% of suppliers requiring remediation).\n involuntary turnover\n • Corrective action rate for suppliers requiring remediation: c.96%. rates for employees", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\n199\n\nSASB REPORTING FOR BUNZL’S SUSTAINABILITY METRICS continued\nSASB METRIC\n\nBUNZL DISCLOSURES\n\nSASB METRIC\n\nBUNZL DISCLOSURES\n\nLabour conditions in the supply chain\n\nLabour conditions in the supply chain\n\nPercentage of (1) Tier 1\nsupplier facilities and (2)\nsupplier facilities\nbeyond Tier 1 that have\nbeen audited to a\nlabour code of conduct,\n(3) percentage of total\naudits conducted by a\nthird party auditor\n\nDescription of the\ngreatest (1) labour and\n(2) environmental,\nhealth and safety risks\nin the supply chain\n\nOur auditing process is our first line of defence to prevent defective\nproducts being shipped and to ensure products comply with our ethical\nstandards.\n(1)\t\u0007Tier 1 suppliers: All products supplied directly from Asia are through\nsuppliers that are verified by our Global Supply Chain Solutions team\nand our audits typically cover c.97% of Bunzl spend across 13 Asian\ncountries every two years. We will take a proactive, risk-based\napproach to responsible sourcing, identifying common issues in our\nsupply chain and working closely with suppliers to reduce the future\nincidences of these. The spend coverage above (representing c.15%\nof our global supply chain) relates to our suppliers based in regions\nidentified as very high risk in international rankings of human rights\nissues (e.g. Global Slavery Index).\n(2)\t\u0007Tier 2 suppliers: None audited as we are taking a risk-based\napproach to working through our supply chain with our programme\n(and focusing on Tier 1 as a priority). Our audits and Supplier Code of\nConduct demand that our Tier 1 suppliers ensure that the Code is\nmaintained and enforced within their own supply chains, including\nby any sub-contractors used in executing any orders received from\nour Company.\n(3) Percentage of total audits conducted by a third party auditor: 12%.\nFor more information see:\nPages 48 to 49\nBunzl Supplier Code of Conduct\n\nDuring 2025, our Global Supply Chain Solutions team completed 1,430\nsupplier assessments:\n• 1,332 had no critical issues (c.93%).\n• 98 suppliers underwent remediation efforts to bring them up to the\nrequired standard (c.7% suppliers assessed).\n• Following these remediation efforts, we terminated relationships with\n4 suppliers who failed to make enough progress (c.0.3% of suppliers\nassessed, c.4% of suppliers requiring remediation).\n• Corrective action rate for suppliers requiring remediation: c.96%.\n\n(1) Labour:\n• Forced Labour\n• Child Labour\n• Freedom of Association\n• Unfair discrimination\n• Continuous work for more than 30 consecutive days without at\nleast one day’s rest\n(2) Environmental, health and safety risks:\n• Evacuation routes and safety exits unsafe or blocked\n• Firefighting equipment difficult to access\n• Dormitories not located in buildings separate from the production\nfacilities\n• Structurally unsafe buildings\n• Poor management systems\n\nWorkforce diversity and inclusion\nPercentage of gender\nand racial/ethnic group\nrepresentation for (1)\nmanagement and (2) all\nother employees\n\nWe monitor the percentage of our workforce by gender and have total\nworkforce of c.27,000 employees, 60% of them are male and 40% are\nfemale. In our senior management population (c. 540 leaders) there are\n25% females and 75% males.\n\nTotal amount of\nmonetary losses as a\nresult of legal\nproceedings associated\nwith employment\ndiscrimination\n\nNo compensation costs were paid in 2025.\n\nVoluntary and\ninvoluntary turnover\nrates for employees\n\nVoluntary turnover was 13.9%.\n\nBunzl Modern Slavery Statement\nPriority nonconformance rate and\nassociated corrective\naction rate for\nsuppliers’ labour code\nof conduct audits\n\nOur Global Supply Chain Solutions team and external risk assessment\nexercise has identified the following risks:\n\nWe cannot monitor ethnicity of our total workforce or senior\nmanagement population due to restrictions on capturing data in certain\ncountries in which we operate.", "tables": [ [ [ "SASB METRIC", "BUNZL DISCLOSURES" ], [ "Labour conditions in the supply chain", "" ], [ "Percentage of (1) Tier 1 supplier facilities and (2) supplier facilities beyond Tier 1 that have been audited to a labour code of conduct, (3) percentage of total audits conducted by a third party auditor", "" ], [ "Priority non- conformance rate and associated corrective action rate for suppliers’ labour code of conduct audits", "" ] ], [ [ "SASB METRIC", "BUNZL DISCLOSURES" ], [ "Labour conditions in the supply chain", "" ], [ "Description of the greatest (1) labour and (2) environmental, health and safety risks in the supply chain", "" ], [ "Workforce diversity and inclusion", "" ], [ "Percentage of gender and racial/ethnic group representation for (1) management and (2) all other employees", "" ], [ "Total amount of monetary losses as a result of legal proceedings associated with employment discrimination", "" ], [ "Voluntary and involuntary turnover rates for employees", "" ] ] ], "word_count": 607, "visual_charts": [] }, { "page_number": 202, "section": "Additional Information", "subsection": "ESG Supporting Information", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 200", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 200\n\nESG SUPPORTING INFORMATION\n\nCONTENTS\n\nPackaging categories 201 The material ESG topics mapped to our value chain\nAssessing climate change scenarios and their impact on our business 202 Over the last few years, we have used materiality assessments, stakeholder feedback and desktop\n research to identify the material ESG topics that are relevant to our value chain (upstream, downstream\nClimate scenarios 202-203\n and within our own operations). The infographic below helps to demonstrate the extent of these topics.\nEvaluating potential impacts of climate change on our business 203-204 Further details can be found on pages 39 to 57.\nOur Net Zero transition plan 205\nDecarbonisation levers 206\nKey initiatives and results in 2025 207\nEmissions reporting and environmental performance 208-209\nHealth & safety 210\nExternal assurance 210\nCode of conduct 210\nEmployees 211\nCharitable contributions 212\n\n\n\n\n OUR SUPPLY CHAIN: UPSTREAM OUR BUSINESS: OWN OPERATIONS OUR CUSTOMERS: DOWNSTREAM\n\n\n Responsible sourcing\n\n\n Investing in our workforce\n\n\n Taking action on climate change\n\n\n Provide tailored solutions\n\n\n Business conduct", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\n200\n\nESG SUPPORTING INFORMATION\nCONTENTS\nPackaging categories\n\n201\n\nAssessing climate change scenarios and their impact on our business\n\n202\n\nClimate scenarios\n\n202-203\n\nEvaluating potential impacts of climate change on our business\n\n203-204\n\nOur Net Zero transition plan\n\n205\n\nDecarbonisation levers\n\n206\n\nKey initiatives and results in 2025\nEmissions reporting and environmental performance\n\nOver the last few years, we have used materiality assessments, stakeholder feedback and desktop\nresearch to identify the material ESG topics that are relevant to our value chain (upstream, downstream\nand within our own operations). The infographic below helps to demonstrate the extent of these topics.\nFurther details can be found on pages 39 to 57.\n\n207\n208-209\n\nHealth & safety\n\n210\n\nExternal assurance\n\n210\n\nCode of conduct\n\n210\n\nEmployees\n\n211\n\nCharitable contributions\n\n212\n\nOUR SUPPLY CHAIN: UPSTREAM\n\nThe material ESG topics mapped to our value chain\n\nOUR BUSINESS: OWN OPERATIONS\n\nResponsible sourcing\nInvesting in our workforce\nTaking action on climate change\nProvide tailored solutions\nBusiness conduct\n\nOUR CUSTOMERS: DOWNSTREAM", "tables": [ [ [ "Responsible sourcing", "", "" ], [ "", "Investing in our workforce", "" ], [ "", "Taking action on climate change", "" ], [ "", "Provide tailored solutions", "" ], [ "", "Business conduct", "" ] ] ], "word_count": 175, "visual_charts": [] }, { "page_number": 203, "section": "Additional Information", "subsection": "ESG Supporting Information", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 201", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 201\n\nESG SUPPORTING INFORMATION continued\n\nPackaging categories CATEGORY DETAIL AND EXAMPLE PRODUCTS\n• Packaging refers to packaging and other products within the foodservice, grocery and retail sectors NAME APPLIED BY BUNZL DESCRIPTION IN CATEGORY\n which are facing legislation or consumer pressure.\n Category detail: 3 Single use plastic products where plastic Including but not\n• We have exercised our judgement to allocate sales to the packaging and non-packaging categories\n Single use plastic is an appropriate material for the job limited to:\n as explained in the table below.\n products where plastic from a functional perspective, where • Plastic food\n• In future years packaging and products may move between categories and/or may be added is an appropriate alternatives do not currently exist at containers\n or removed (for example, as legislation changes, recyclability improves or if a new line of products material for the job, scale or where unmitigated, careless\n is launched). • Plastic pouches,\n where alternatives are substitution of plastic could lead to\n packets, and\n not commercially significant negative, unintended\n CATEGORY DETAIL AND EXAMPLE PRODUCTS wrappers\n available or where consequences such as higher carbon\n NAME APPLIED BY BUNZL DESCRIPTION IN CATEGORY • Baking paper and\n substitution could emissions, water use and food waste.\n cause unintended parchment\n Category detail: 1 The single use plastic products most Including but not\n Single use plastic commonly facing restriction – i.e. limited to: environmental\n products facing outright bans or complete restriction consequences\n • Plastic cutlery\n restriction on placing into the market within the Bunzl name:\n • Plastic plates, bowls,\n majority of the countries in which we Packaging and products\n Bunzl name: platters and lids\n operate – this is the category where with an important\n Consumable facing\n we expect to see some volume purpose\n regulation\n reduction and transition may not\n happen on a like-for-like basis. Category detail: 4 These represent the alternative Including but not\n Recyclable, reusable, solutions our customers typically limited to:\n We have expanded these specific compostable products, transition their single use packaging • PET and rPET food\n regulations to all business areas where and those made from and products to. containers\n such products are sold. This is to renewable resources\n provide consistency, as it can be These are products that are typically • Cardboard or\n Bunzl name: recyclable or compostable, made from paperboard\n reasonably expected that legislation\n Packaging and products a renewable resource, for example palm containers\n will follow to those areas where it does\n made from alternative leaf or sugar cane, plastic products\n not currently apply. • Compostable plastic\n materials containing a proportion of recycled cups\n Category detail: 2 Single use plastic products that have Including but not content (where these products are also\n Single use plastic existing measures in place (either limited to: • Reusable cups\n recyclable) and reusable products such\n products facing legislative in countries we operate or • Single use plastic as ‘bags for life’ or refillable coffee cups • Alternative materials\n regulation (not outright voluntarily by some brands/businesses cups that are products specifically designed cutlery\n restriction) we sell to) to control their usage. to be used more than once. National • Alternative materials\n • Paper cups and soup\n Bunzl name: As the use of these products across our guidance (where it exists) has been plates, bowls, platters\n containers with\n Consumable likely to Group is not completely restricted (i.e. used to determine the recyclability of and lids\n plastic lining\n transition there are no consistent bans as with a product. • Paper bags\n • Lightweight plastic\n category 1) and the products themselves carrier bags Due to the huge variation in recycling • Reusable carrier bags\n serve a functional purpose, customers provisions globally we have expanded\n • EPS food containers\n typically transition away from these these criteria to all business areas\n products to alternatives on a like-for-like where such products are sold to\n basis (including reusable options). provide consistency.\n We have expanded these specific\n regulations to all business areas\n where such products are sold to\n provide consistency.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\n201\n\nAdditional Information\n\nESG SUPPORTING INFORMATION continued\nPackaging categories\n• Packaging refers to packaging and other products within the foodservice, grocery and retail sectors\nwhich are facing legislation or consumer pressure.\n• We have exercised our judgement to allocate sales to the packaging and non-packaging categories\nas explained in the table below.\n• In future years packaging and products may move between categories and/or may be added\nor removed (for example, as legislation changes, recyclability improves or if a new line of products\nis launched).\nCATEGORY DETAIL AND\nNAME APPLIED BY BUNZL\nCategory detail:\nSingle use plastic\nproducts facing\nrestriction\nBunzl name:\nConsumable facing\nregulation\n\nDESCRIPTION\n1 The single use plastic products most\ncommonly facing restriction – i.e.\noutright bans or complete restriction\non placing into the market within the\nmajority of the countries in which we\noperate – this is the category where\nwe expect to see some volume\nreduction and transition may not\nhappen on a like-for-like basis.\n\nEXAMPLE PRODUCTS\nIN CATEGORY\nIncluding but not\nlimited to:\n• Plastic cutlery\n• Plastic plates, bowls,\nplatters and lids\n\nBunzl name:\nConsumable likely to\ntransition\n\n2 Single use plastic products that have\nexisting measures in place (either\nlegislative in countries we operate or\nvoluntarily by some brands/businesses\nwe sell to) to control their usage.\nAs the use of these products across our\nGroup is not completely restricted (i.e.\nthere are no consistent bans as with\ncategory 1) and the products themselves\nserve a functional purpose, customers\ntypically transition away from these\nproducts to alternatives on a like-for-like\nbasis (including reusable options).\nWe have expanded these specific\nregulations to all business areas\nwhere such products are sold to\nprovide consistency.\n\nCategory detail:\nSingle use plastic\nproducts where plastic\nis an appropriate\nmaterial for the job,\nwhere alternatives are\nnot commercially\navailable or where\nsubstitution could\ncause unintended\nenvironmental\nconsequences\n\nBunzl name:\nPackaging and products\nmade from alternative\nmaterials\nIncluding but not\nlimited to:\n• Single use plastic\ncups\n• Paper cups and soup\ncontainers with\nplastic lining\n• Lightweight plastic\ncarrier bags\n• EPS food containers\n\nDESCRIPTION\n\nEXAMPLE PRODUCTS\nIN CATEGORY\n\n3 Single use plastic products where plastic\nis an appropriate material for the job\nfrom a functional perspective, where\nalternatives do not currently exist at\nscale or where unmitigated, careless\nsubstitution of plastic could lead to\nsignificant negative, unintended\nconsequences such as higher carbon\nemissions, water use and food waste.\n\nIncluding but not\nlimited to:\n\n4 These represent the alternative\nsolutions our customers typically\ntransition their single use packaging\nand products to.\n\nIncluding but not\nlimited to:\n\n• Plastic food\ncontainers\n• Plastic pouches,\npackets, and\nwrappers\n• Baking paper and\nparchment\n\nBunzl name:\nPackaging and products\nwith an important\npurpose\nCategory detail:\nRecyclable, reusable,\ncompostable products,\nand those made from\nrenewable resources\n\nWe have expanded these specific\nregulations to all business areas where\nsuch products are sold. This is to\nprovide consistency, as it can be\nreasonably expected that legislation\nwill follow to those areas where it does\nnot currently apply.\nCategory detail:\nSingle use plastic\nproducts facing\nregulation (not outright\nrestriction)\n\nCATEGORY DETAIL AND\nNAME APPLIED BY BUNZL\n\n• PET and rPET food\ncontainers\n\nThese are products that are typically\nrecyclable or compostable, made from\na renewable resource, for example palm\nleaf or sugar cane, plastic products\ncontaining a proportion of recycled\ncontent (where these products are also\nrecyclable) and reusable products such\nas ‘bags for life’ or refillable coffee cups\nthat are products specifically designed\nto be used more than once. National\nguidance (where it exists) has been\nused to determine the recyclability of\na product.\n\n• Cardboard or\npaperboard\ncontainers\n\nDue to the huge variation in recycling\nprovisions globally we have expanded\nthese criteria to all business areas\nwhere such products are sold to\nprovide consistency.\n\n• Reusable carrier bags\n\n• Compostable plastic\ncups\n• Reusable cups\n• Alternative materials\ncutlery\n• Alternative materials\nplates, bowls, platters\nand lids\n• Paper bags", "tables": [ [ [ "CATEGORY DETAIL AND NAME APPLIED BY BUNZL", "", "DESCRIPTION", "EXAMPLE PRODUCTS IN CATEGORY" ], [ "Category detail: Single use plastic products where plastic is an appropriate material for the job, where alternatives are not commercially available or where substitution could cause unintended environmental consequences Bunzl name: Packaging and products with an important purpose", "3 Single use plastic products where plastic is an appropriate material for the job from a functional perspective, where alternatives do not currently exist at scale or where unmitigated, careless substitution of plastic could lead to significant negative, unintended consequences such as higher carbon emissions, water use and food waste.", "", "Including but not limited to: • Plastic food containers • Plastic pouches, packets, and wrappers • Baking paper and parchment" ], [ "Category detail: Recyclable, reusable, compostable products, and those made from renewable resources Bunzl name: Packaging and products made from alternative materials", "4 These represent the alternative solutions our customers typically transition their single use packaging and products to. These are products that are typically recyclable or compostable, made from a renewable resource, for example palm leaf or sugar cane, plastic products containing a proportion of recycled content (where these products are also recyclable) and reusable products such as ‘bags for life’ or refillable coffee cups that are products specifically designed to be used more than once. National guidance (where it exists) has been used to determine the recyclability of a product. Due to the huge variation in recycling provisions globally we have expanded these criteria to all business areas where such products are sold to provide consistency.", "", "Including but not limited to: • PET and rPET food containers • Cardboard or paperboard containers • Compostable plastic cups • Reusable cups • Alternative materials cutlery • Alternative materials plates, bowls, platters and lids • Paper bags • Reusable carrier bags" ] ], [ [ "CATEGORY DETAIL AND NAME APPLIED BY BUNZL", "", "DESCRIPTION", "EXAMPLE PRODUCTS IN CATEGORY" ], [ "Category detail: Single use plastic products facing restriction Bunzl name: Consumable facing regulation", "1 The single use plastic products most commonly facing restriction – i.e. outright bans or complete restriction on placing into the market within the majority of the countries in which we operate – this is the category where we expect to see some volume reduction and transition may not happen on a like-for-like basis. We have expanded these specific regulations to all business areas where such products are sold. This is to provide consistency, as it can be reasonably expected that legislation will follow to those areas where it does not currently apply.", "", "Including but not limited to: • Plastic cutlery • Plastic plates, bowls, platters and lids" ], [ "Category detail: Single use plastic products facing regulation (not outright restriction) Bunzl name: Consumable likely to transition", "2 Single use plastic products that have existing measures in place (either legislative in countries we operate or voluntarily by some brands/businesses we sell to) to control their usage. As the use of these products across our Group is not completely restricted (i.e. there are no consistent bans as with category 1) and the products themselves serve a functional purpose, customers typically transition away from these products to alternatives on a like-for-like basis (including reusable options). We have expanded these specific regulations to all business areas where such products are sold to provide consistency.", "", "Including but not limited to: • Single use plastic cups • Paper cups and soup containers with plastic lining • Lightweight plastic carrier bags • EPS food containers" ] ] ], "word_count": 667, "visual_charts": [] }, { "page_number": 204, "section": "Additional Information", "subsection": "ESG Supporting Information", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 202", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 202\n\nESG SUPPORTING INFORMATION continued\n\nAssessing climate change scenarios and their impact on our business 3. Selecting climate scenarios and timeframes\nAs climate risks become an increasingly significant factor in business operations and the global In a next step, we assessed the impact of various climate change scenarios. After analysing climate\neconomy, regulations related to climate risk disclosure are emerging. Once voluntary under frameworks models from the Network for Greening the Financial System (‘NGFS’), the International Energy Agency\nlike the Taskforce on Climate-related Financial Disclosures (‘TCFD’), climate risk assessments are now (‘IEA’) and the Intergovernmental Panel on Climate Change (‘IPCC’), the NGFS model was again selected\nmandated by regulations, such as Companies (Strategic Report) (Climate- related Financial Disclosure) for its flexibility in assessing both transition and physical risks. The three scenarios, Orderly (Net Zero\nRegulations 2022, the European Union Corporate Sustainability Reporting Directive (‘CSRD’), Australia’s by 2050), Disorderly (delayed transition), and Hothouse World (current policies), were chosen to reflect\nASSB S1 and S2, and the California Climate Act. various climate trajectories and their impact on Bunzl. The ‘Orderly’ and ‘Disorderly’ scenarios align with\n global warming trajectories of 1.5ºC and 2ºC by 2100, respectively, but differ in the speed and extent of\nThe Board, Executive Committee and every business area and operating company in Bunzl identify and decarbonisation over the next 30 years. Our final scenario (‘Hothouse World’) assessed the potential\ndocument risks in a consistent way within the categories of strategic, operational, and financial risks. impacts of a world in which global warming exceeds 3ºC by 2100. Our scenarios broadly align with the\nOur process for identifying and assessing risks on an ongoing basis is detailed on pages 64 to 72. These environmental and economic conditions represented in the NGFS scenario framework (www.ngfs.net/\ninclude current and emerging climate-related risks and opportunities and by doing so, we are ensuring ngfs-scenarios-portal/explore).\nthat climate change is integrated into the Group’s overall risk management process.\n 4. Evaluating the impact on our business\nIn 2024 we engaged an expert consultant to review and enhance our climate risk assessment, covering We have applied the three climate change scenarios to the four key risk areas (carbon pricing, ESG\nour operations and supply chain. As part of this work, the consultant validated our approach to customer requirements, the global economic impact of climate change and extreme weather related\nassessing the financial impacts of climate risks. In 2025 we considered the output of the comprehensive impacts) to understand the impact each scenario could have on Bunzl’s business. Each climate risk was\nexercise completed in the prior year and concluded that there was no change to our risk assessment. quantified using three scenarios: best-case, mid-case, and worst-case. We have then worked to\nThe assessment process consisted of five main stages: calculate the financial impacts associated with the various scenarios. Looking at the various timeframes\n and the Group’s assessment of risk, principal risks are those which are material to the development,\n1. Defining the scope of the risk assessment performance, position or future prospects of the Group.\nWe have carried out an assessment of the countries that have the greatest climate vulnerability and\nwhere we have significant business or supply chain presence. Based on this, we identified 17 countries Given our assessment of the likelihood and magnitude of impacts under the various scenarios and for\nas priorities for the climate risk assessment. the four key risk areas, we conclude that climate change remains a principal risk for Bunzl. We also\n conclude that while climate change is a principal risk that is likely to have an impact on the Group in the\n2. Evaluating and prioritising climate risks and opportunities future, the financial impacts are sufficiently limited and uncertain and sufficient opportunities exist to\nDesktop research was conducted to analyse the 17 prioritised countries based on predefined climate mitigate them.\nrisks from frameworks such as the TCFD and the Carbon Disclosure Project (‘CDP’). This was followed by\nan internal consultation process with Bunzl teams in regions where climate risk regulations are Our climate change response measures are outlined on pages 203 and 204 and include proactive\nbecoming more stringent. The outcome of this process was the identification of seven key transition scanning and responding to customer expectations, offering a broad range of alternative product\nrisks and five physical risks. These risks were categorised into regulatory, market, technology and solutions, setting science-based emission reduction targets, and effectively passing on increased\nphysical domains. product costs (for example, due to carbon pricing) to our customers.\n\nKey transition risks include increased costs due to higher and more strict carbon prices, the overall 5. Effectiveness of response measures\nimpact on the global economy due to economic damage from climate change, loss of revenue due to We will continue to evaluate (and when necessary accelerate) our existing response measures to ensure\nhigher ESG customer requirements and higher costs due to the increased price of raw materials such that our business continues to be resilient to the assessed risks and is able to capitalise on business\nas oil. Physical risks included acute risks, such as extreme temperatures, floods, cyclones, and wildfires, opportunities that our response to climate change may offer.\nas well as chronic risks related to the gradual rise in mean temperatures. Climate change scenarios\nEach risk was qualitatively assessed based on its magnitude and likelihood. The highest priority risks This section provides additional details around the scenarios used, the impacts that were evaluated,\nidentified were ESG customer requirements, carbon pricing, the global economic impact of climate the key risks and opportunities and our response measures.\nchange, and extreme weather-related impacts. In addition to climate risks, two climate-related\n Our climate change scenarios align with the environmental and economic conditions represented in the\nopportunities were identified: increased revenue through shifting customer preferences towards\n Network for Greening the Financial System (‘NGFS’) scenario framework. This framework was used as\nsustainability and the substitution of resources with more sustainable alternatives. The time horizons\n the basis for the Bank of England’s 2021 Biennial Exploratory Scenario on climate risks and is based on\nfor the scenarios were updated to short term: 2030, medium term: 2040, and long term: 2050.\n the following assumptions:", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\n202\n\nESG SUPPORTING INFORMATION continued\nAssessing climate change scenarios and their impact on our business\nAs climate risks become an increasingly significant factor in business operations and the global\neconomy, regulations related to climate risk disclosure are emerging. Once voluntary under frameworks\nlike the Taskforce on Climate-related Financial Disclosures (‘TCFD’), climate risk assessments are now\nmandated by regulations, such as Companies (Strategic Report) (Climate- related Financial Disclosure)\nRegulations 2022, the European Union Corporate Sustainability Reporting Directive (‘CSRD’), Australia’s\nASSB S1 and S2, and the California Climate Act.\nThe Board, Executive Committee and every business area and operating company in Bunzl identify and\ndocument risks in a consistent way within the categories of strategic, operational, and financial risks.\nOur process for identifying and assessing risks on an ongoing basis is detailed on pages 64 to 72. These\ninclude current and emerging climate-related risks and opportunities and by doing so, we are ensuring\nthat climate change is integrated into the Group’s overall risk management process.\nIn 2024 we engaged an expert consultant to review and enhance our climate risk assessment, covering\nour operations and supply chain. As part of this work, the consultant validated our approach to\nassessing the financial impacts of climate risks. In 2025 we considered the output of the comprehensive\nexercise completed in the prior year and concluded that there was no change to our risk assessment.\nThe assessment process consisted of five main stages:\n1. Defining the scope of the risk assessment\nWe have carried out an assessment of the countries that have the greatest climate vulnerability and\nwhere we have significant business or supply chain presence. Based on this, we identified 17 countries\nas priorities for the climate risk assessment.\n2. Evaluating and prioritising climate risks and opportunities\nDesktop research was conducted to analyse the 17 prioritised countries based on predefined climate\nrisks from frameworks such as the TCFD and the Carbon Disclosure Project (‘CDP’). This was followed by\nan internal consultation process with Bunzl teams in regions where climate risk regulations are\nbecoming more stringent. The outcome of this process was the identification of seven key transition\nrisks and five physical risks. These risks were categorised into regulatory, market, technology and\nphysical domains.\nKey transition risks include increased costs due to higher and more strict carbon prices, the overall\nimpact on the global economy due to economic damage from climate change, loss of revenue due to\nhigher ESG customer requirements and higher costs due to the increased price of raw materials such\nas oil. Physical risks included acute risks, such as extreme temperatures, floods, cyclones, and wildfires,\nas well as chronic risks related to the gradual rise in mean temperatures.\nEach risk was qualitatively assessed based on its magnitude and likelihood. The highest priority risks\nidentified were ESG customer requirements, carbon pricing, the global economic impact of climate\nchange, and extreme weather-related impacts. In addition to climate risks, two climate-related\nopportunities were identified: increased revenue through shifting customer preferences towards\nsustainability and the substitution of resources with more sustainable alternatives. The time horizons\nfor the scenarios were updated to short term: 2030, medium term: 2040, and long term: 2050.\n\n3. Selecting climate scenarios and timeframes\nIn a next step, we assessed the impact of various climate change scenarios. After analysing climate\nmodels from the Network for Greening the Financial System (‘NGFS’), the International Energy Agency\n(‘IEA’) and the Intergovernmental Panel on Climate Change (‘IPCC’), the NGFS model was again selected\nfor its flexibility in assessing both transition and physical risks. The three scenarios, Orderly (Net Zero\nby 2050), Disorderly (delayed transition), and Hothouse World (current policies), were chosen to reflect\nvarious climate trajectories and their impact on Bunzl. The ‘Orderly’ and ‘Disorderly’ scenarios align with\nglobal warming trajectories of 1.5ºC and 2ºC by 2100, respectively, but differ in the speed and extent of\ndecarbonisation over the next 30 years. Our final scenario (‘Hothouse World’) assessed the potential\nimpacts of a world in which global warming exceeds 3ºC by 2100. Our scenarios broadly align with the\nenvironmental and economic conditions represented in the NGFS scenario framework (www.ngfs.net/\nngfs-scenarios-portal/explore).\n4. Evaluating the impact on our business\nWe have applied the three climate change scenarios to the four key risk areas (carbon pricing, ESG\ncustomer requirements, the global economic impact of climate change and extreme weather related\nimpacts) to understand the impact each scenario could have on Bunzl’s business. Each climate risk was\nquantified using three scenarios: best-case, mid-case, and worst-case. We have then worked to\ncalculate the financial impacts associated with the various scenarios. Looking at the various timeframes\nand the Group’s assessment of risk, principal risks are those which are material to the development,\nperformance, position or future prospects of the Group.\nGiven our assessment of the likelihood and magnitude of impacts under the various scenarios and for\nthe four key risk areas, we conclude that climate change remains a principal risk for Bunzl. We also\nconclude that while climate change is a principal risk that is likely to have an impact on the Group in the\nfuture, the financial impacts are sufficiently limited and uncertain and sufficient opportunities exist to\nmitigate them.\nOur climate change response measures are outlined on pages 203 and 204 and include proactive\nscanning and responding to customer expectations, offering a broad range of alternative product\nsolutions, setting science-based emission reduction targets, and effectively passing on increased\nproduct costs (for example, due to carbon pricing) to our customers.\n5. Effectiveness of response measures\nWe will continue to evaluate (and when necessary accelerate) our existing response measures to ensure\nthat our business continues to be resilient to the assessed risks and is able to capitalise on business\nopportunities that our response to climate change may offer.\n\nClimate change scenarios\nThis section provides additional details around the scenarios used, the impacts that were evaluated,\nthe key risks and opportunities and our response measures.\nOur climate change scenarios align with the environmental and economic conditions represented in the\nNetwork for Greening the Financial System (‘NGFS’) scenario framework. This framework was used as\nthe basis for the Bank of England’s 2021 Biennial Exploratory Scenario on climate risks and is based on\nthe following assumptions:", "tables": [ [ [ "Bunzl plc Annua", "l Report 2025", "", "Stra", "tegic Report", "Dir", "ectors’ Report", "Financial State", "ments", "Additio", "nal Infor", "mation", "", "20" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "ESG SUPPOR", "TING INFOR", "MATION contin", "ued", "", "", "", "", "", "", "", "", "", "" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "Assessing c As climate risks economy, regul like the Taskfor", "limate cha become an inc ations related t ce on Climate-r", "nge scenario reasingly signific o climate risk dis elated Financial", "s and th ant factor i closure are Disclosures", "eir impact on o n business operation emerging. Once volu (‘TCFD’), climate risk", "ur busine s and the glo ntary under f assessments", "ss bal rameworks are now", "3. Selecting climate scenario In a next step, we assessed the models from the Network for G (‘IEA’) and the Intergovernment", "s and timeframe impact of various reening the Finan al Panel on Climat", "s climate cha cial System ( e Change (‘IP", "nge scen ‘NGFS’), t CC’), the", "arios. After an he Internatio NGFS model", "alysing cl nal Energ was again", "imate y Agency selected" ], [ "mandated by re Regulations 202 ASSB S1 and S2", "gulations, such 2, the Europea , and the Califo", "as Companies ( n Union Corpora rnia Climate Act.", "Strategic R te Sustain", "eport) (Climate- relate ability Reporting Dire", "d Financial Di ctive (‘CSRD’),", "sclosure) Australia’s", "for its flexibility in assessing bo by 2050), Disorderly (delayed tr various climate trajectories and global warming trajectories of 1", "th transition and p ansition), and Hot their impact on B .5ºC and 2ºC by 2", "hysical risks house World unzl. The ‘O 100, respect", ". The thr (current rderly’ an ively, but", "ee scenarios, policies), wer d ‘Disorderly differ in the s", "Orderly ( e chosen ’ scenario peed and", "Net Zero to reflect s align wit extent o" ], [ "The Board, Exe", "cutive Committ", "ee and every bus", "iness area", "and operating comp", "any in Bunzl i", "dentify and", "decarbonisation over the next", "30 years. Our final", "scenario (‘H", "othouse", "World’) asses", "sed the p", "otential" ], [ "document risks", "in a consistent", "way within the c", "ategories", "of strategic, operation", "al, and financ", "ial risks.", "impacts of a world in which glo", "bal warming excee", "ds 3ºC by 21", "00. Our", "scenarios bro", "adly align", "with the" ], [ "Our process for", "identifying an", "d assessing risks", "on an ong", "oing basis is detailed", "on pages 64 t", "o 72. These", "environmental and economic c", "onditions represe", "nted in the N", "GFS sce", "nario framew", "ork (www.", "ngfs.net/" ], [ "include current", "and emerging", "climate-related r", "isks and op", "portunities and by d", "oing so, we ar", "e ensuring", "ngfs-scenarios-portal/explore).", "", "", "", "", "", "" ], [ "that climate cha", "nge is integrat", "ed into the Grou", "p’s overall r", "isk management pro", "cess.", "", "", "", "", "", "", "", "" ], [ "", "", "", "", "", "", "", "4. Evaluating the impact on", "our business", "", "", "", "", "" ], [ "In 2024 we eng", "aged an expert", "consultant to re", "view and e", "nhance our climate ri", "sk assessmen", "t, covering", "We have applied the three clim", "ate change scenar", "ios to the fo", "ur key ris", "k areas (carb", "on pricing", ", ESG" ], [ "our operations", "and supply cha", "in. As part of this", "work, the", "consultant validated", "our approach", "to", "customer requirements, the glo", "bal economic imp", "act of clima", "te change", "and extrem", "e weather", "related" ], [ "assessing the fi", "nancial impact", "s of climate risks.", "In 2025 w", "e considered the outp", "ut of the com", "prehensive", "impacts) to understand the imp", "act each scenario", "could have", "on Bunzl’", "s business. E", "ach clima", "te risk wa" ], [ "exercise compl", "eted in the prio", "r year and conclu", "ded that t", "here was no change t", "o our risk ass", "essment.", "quantified using three scenario calculate the financial impacts a", "s: best-case, mid- ssociated with th", "case, and wo e various sce", "rst-case. narios. L", "We have the ooking at the", "n worked various ti", "to meframe" ], [ "The assessmen", "t process cons", "isted of five main", "stages:", "", "", "", "and the Group’s assessment of", "risk, principal risk", "s are those", "which are", "material to t", "he develo", "pment," ], [ "1. Defining th", "e scope of the", "risk assessmen", "t", "", "", "", "performance, position or future", "prospects of the", "Group.", "", "", "", "" ], [ "We have carrie where we have", "d out an assess significant busi", "ment of the coun ness or supply c", "tries that hain prese", "have the greatest clim nce. Based on this, w", "ate vulnerabi e identified 17", "lity and countries", "Given our assessment of the lik", "elihood and magn", "itude of imp", "acts und", "er the variou", "s scenario", "s and for" ], [ "as priorities for", "the climate ris", "k assessment.", "", "", "", "", "the four key risk areas, we conc conclude that while climate cha", "lude that climate nge is a principal", "change rema risk that is lik", "ins a prin ely to ha", "cipal risk for ve an impact", "Bunzl. We on the Gr", "also oup in the" ], [ "2. Evaluating", "and prioritisin", "g climate risks", "and oppor", "tunities", "", "", "future, the financial impacts are", "sufficiently limite", "d and uncer", "tain and", "sufficient opp", "ortunitie", "s exist to" ], [ "Desktop resear", "ch was conduc", "ted to analyse th", "e 17 priorit", "ised countries based", "on predefine", "d climate", "mitigate them.", "", "", "", "", "", "" ], [ "risks from fram an internal con becoming more risks and five p physical domai", "eworks such as sultation proce stringent. The hysical risks. Th ns.", "the TCFD and th ss with Bunzl tea outcome of this ese risks were ca", "e Carbon ms in regio process w tegorised", "Disclosure Project (‘C ns where climate risk as the identification o into regulatory, mark", "DP’). This was regulations a f seven key tr et, technology", "followed by re ansition and", "Our climate change response m scanning and responding to cu solutions, setting science-base product costs (for example, du", "easures are outli stomer expectatio d emission reduct e to carbon pricin", "ned on page ns, offering ion targets, g) to our cus", "s 203 and a broad r and effec tomers.", "204 and inc ange of alter tively passing", "lude proa native pro on increa", "ctive duct sed" ], [ "Key transition ri impact on the g higher ESG cus as oil. Physical r as well as chron", "sks include inc lobal economy tomer requirem isks included a ic risks related", "reased costs due due to economi ents and higher cute risks, such a to the gradual ri", "to higher c damage f costs due s extreme se in mean", "and more strict carb rom climate change, l to the increased pric temperatures, floods temperatures.", "on prices, the oss of revenu e of raw mate , cyclones, an", "overall e due to rials such d wildfires,", "5. Effectiveness of response We will continue to evaluate (an that our business continues to opportunities that our respons Climate change scenar", "measures d when necessar be resilient to the e to climate chang ios", "y accelerate) assessed ris e may offer.", "our exist ks and is", "ing response able to capit", "measure alise on b", "s to ensur usiness" ], [ "Each risk was q", "ualitatively ass", "essed based on it", "s magnitu", "de and likelihood. Th", "e highest prio", "rity risks", "This section provides additiona", "l details around th", "e scenarios", "used, the", "impacts tha", "t were eva", "luated," ], [ "identified were", "ESG customer", "requirements, ca", "rbon prici", "ng, the global econom", "ic impact of c", "limate", "the key risks and opportunities", "and our response", "measures.", "", "", "", "" ], [ "change, and ex opportunities w", "treme weather- ere identified:", "related impacts. increased revenu", "In addition e through", "to climate risks, two shifting customer pr", "climate-relate eferences tow", "d ards", "Our climate change scenarios a Network for Greening the Finan", "lign with the envir cial System (‘NGF", "onmental an S’) scenario f", "d econo ramewor", "mic condition k. This frame", "s represe work was", "nted in th used as" ], [ "sustainability a for the scenario", "nd the substitu s were update", "tion of resources d to short term: 2", "with more 030, medi", "sustainable alternati um term: 2040, and l", "ves. The time ong term: 205", "horizons 0.", "the basis for the Bank of Englan the following assumptions:", "d’s 2021 Biennial", "Exploratory", "Scenario", "on climate ri", "sks and is", "based on" ] ] ], "word_count": 1041, "visual_charts": [] }, { "page_number": 205, "section": "Additional Information", "subsection": "ESG Supporting Information", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 203", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 203\n\nESG SUPPORTING INFORMATION continued\n\nScenario 1 – ‘Orderly’ In our analysis we have considered the costs of repair and adaptation, the cost of stock losses and\nThis reflects net zero 2050 commitments from COP26. This scenario aims to limit global warming increased costs due to temporarily closing operations.\nto 1.5°C by implementing stringent climate policies and fostering innovation, achieving net-zero CO2\n Global impact of climate change\nemissions around 2050. Ambitious climate policies are enacted immediately, resulting in relatively\n We have modelled the business impact of changing market conditions, by considering the potential for\nlow physical risks but high transition risks.\n climate change to lead to lower GDP growth as Bunzl’s revenue is to some extent correlated with the\nScenario 2 – ‘Disorderly’ health and progress of the economy, particularly in regions of the world in which Bunzl has significant\nThis scenario assumes a lack of coordinated response to climate change and therefore emissions operations. Economic damage from climate change could be caused by a number of outcomes,\nreductions are limited until 2030. Climate policies are delayed or divergent across countries and since including shocks from extreme weather events, losses in agricultural productivity, temperature effects\nactions are taken relatively late emissions initially increase but decline sharply after 2030. While on labour productivity and human health, energy demands, and flows of tourism. All impacts are\nemissions decline, they still lead to approximately 2.6°C of warming, resulting in moderate to severe incorporated within the NGFS scenarios on which we have based our financial assessment.\nphysical risks and relatively low transition risks.\nScenario 3 – ‘Hothouse World’\nThe final scenario assumes that governments fail to introduce the policies needed to address climate THEMATIC AREA RISK & OPPORTUNITIES RESPONSE MEASURES\nchange beyond those that are already in place. This scenario assumes that only policies currently in\n Shifting customer Risks Proactive scanning of\nplace are maintained. As a result, emissions continue to rise until 2080, leading to approximately 3°C\n expectations Failing to align with our customers’ customer trends and\nof warming. Physical risks are severe under this trajectory, as no significant mitigation efforts are\n Bunzl’s customers are setting ambitions could lead to reputational expectations. Our\nimplemented.\n more stringent damage and loss of sales. customers demand a wide\nEvaluating potential impacts of climate change on our business environmental targets. range of solutions from\n Opportunities\n Bunzl is increasingly expected Bunzl. We will build on our\nThe Group has considered three possible outcomes (best, medium, worst) across our key potential Aligning with customers’ ambitions\n to help customers achieve role as a material-agnostic\nclimate-related business impacts, under the three climate scenarios. We have assessed the impacts could strengthen customer\n their ambitions and goals. distributor to provide\non a short term (to 2030), mid term (to 2040) and long term (to 2050) basis. relationships, build resilience to new\n customers with:\n environmental legislation and policy,\nThe key identified risks were grouped into four thematic areas: shifting customer expectations, carbon • information on less\n and create brand differentiation.\npricing, extreme weather-related impacts and the global economic impact of climate change. carbon intensive\n The risks and opportunities are products;\nShifting customer expectations\n applicable for all time horizons and are\nMany customers have committed to dramatically reduce carbon emissions by 2050 (with some • expert advice on the\n most significant in the short and\ncommitting to net zero) and they expect suppliers such as Bunzl to contribute to achieving these sustainability impact of\n medium term.\ntargets. In our analysis we have assumed that ESG requirements would come from customers that products sourced;\nhave, or will set, SBTi targets, as this commitment reflects a stronger dedication to sustainability and a • a broad range of product\nclimate transition pathway. The number of customers setting such targets will vary significantly solutions suited to the\nbetween the Orderly, Disorderly and Hothouse scenarios. application they need;\nBunzl has already established a science-based reduction target in line with an Orderly scenario and will • options to reduce the\nassess on an ongoing basis whether this emissions trajectory continues to meet customers’ ambitions. impact of our deliveries\n (see page 50); and\nCarbon pricing\nCarbon pricing is a cost levied by governments to encourage polluters to reduce the amount of • setting emissions\ngreenhouse gases they emit. We have considered the cost of carbon pricing under the three scenarios reduction targets to\nfor our own (scope 1 and 2) emissions as well as for the emissions of our suppliers, as suppliers will decarbonise our\npass onto us increased costs due to carbon pricing. operations and supply\n chain in line with climate\nExtreme weather-related impacts science (see page 51).\nThe business impact of extreme weather is already included in our climate model to assess the financial\nimpact of climate change, as it could be a driver of lower GDP growth. Bunzl monitors the current\nimpact of extreme weather on our operations to ensure we remain well prepared for worsening\nconditions in the future. In recent years we have seen disruptions due to extreme weather in North\nAmerica (hurricanes and wildfires) and Australasia (wildfires and flooding). These events were\npredominantly regional and in most cases we were able to serve customers from a different location.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\n203\n\nESG SUPPORTING INFORMATION continued\nScenario 1 – ‘Orderly’\nThis reflects net zero 2050 commitments from COP26. This scenario aims to limit global warming\nto 1.5°C by implementing stringent climate policies and fostering innovation, achieving net-zero CO2\nemissions around 2050. Ambitious climate policies are enacted immediately, resulting in relatively\nlow physical risks but high transition risks.\nScenario 2 – ‘Disorderly’\nThis scenario assumes a lack of coordinated response to climate change and therefore emissions\nreductions are limited until 2030. Climate policies are delayed or divergent across countries and since\nactions are taken relatively late emissions initially increase but decline sharply after 2030. While\nemissions decline, they still lead to approximately 2.6°C of warming, resulting in moderate to severe\nphysical risks and relatively low transition risks.\nScenario 3 – ‘Hothouse World’\nThe final scenario assumes that governments fail to introduce the policies needed to address climate\nchange beyond those that are already in place. This scenario assumes that only policies currently in\nplace are maintained. As a result, emissions continue to rise until 2080, leading to approximately 3°C\nof warming. Physical risks are severe under this trajectory, as no significant mitigation efforts are\nimplemented.\n\nIn our analysis we have considered the costs of repair and adaptation, the cost of stock losses and\nincreased costs due to temporarily closing operations.\nGlobal impact of climate change\nWe have modelled the business impact of changing market conditions, by considering the potential for\nclimate change to lead to lower GDP growth as Bunzl’s revenue is to some extent correlated with the\nhealth and progress of the economy, particularly in regions of the world in which Bunzl has significant\noperations. Economic damage from climate change could be caused by a number of outcomes,\nincluding shocks from extreme weather events, losses in agricultural productivity, temperature effects\non labour productivity and human health, energy demands, and flows of tourism. All impacts are\nincorporated within the NGFS scenarios on which we have based our financial assessment.\n\nTHEMATIC AREA\n\nRISK & OPPORTUNITIES\n\nRESPONSE MEASURES\n\nShifting customer\nexpectations\n\nRisks\nFailing to align with our customers’\nambitions could lead to reputational\ndamage and loss of sales.\n\nProactive scanning of\ncustomer trends and\nexpectations. Our\ncustomers demand a wide\nrange of solutions from\nBunzl. We will build on our\nrole as a material-agnostic\ndistributor to provide\ncustomers with:\n\nEvaluating potential impacts of climate change on our business\n\nBunzl’s customers are setting\nmore stringent\nenvironmental targets.\n\nThe Group has considered three possible outcomes (best, medium, worst) across our key potential\nclimate-related business impacts, under the three climate scenarios. We have assessed the impacts\non a short term (to 2030), mid term (to 2040) and long term (to 2050) basis.\n\nBunzl is increasingly expected\nto help customers achieve\ntheir ambitions and goals.\n\nThe key identified risks were grouped into four thematic areas: shifting customer expectations, carbon\npricing, extreme weather-related impacts and the global economic impact of climate change.\nShifting customer expectations\nMany customers have committed to dramatically reduce carbon emissions by 2050 (with some\ncommitting to net zero) and they expect suppliers such as Bunzl to contribute to achieving these\ntargets. In our analysis we have assumed that ESG requirements would come from customers that\nhave, or will set, SBTi targets, as this commitment reflects a stronger dedication to sustainability and a\nclimate transition pathway. The number of customers setting such targets will vary significantly\nbetween the Orderly, Disorderly and Hothouse scenarios.\nBunzl has already established a science-based reduction target in line with an Orderly scenario and will\nassess on an ongoing basis whether this emissions trajectory continues to meet customers’ ambitions.\nCarbon pricing\nCarbon pricing is a cost levied by governments to encourage polluters to reduce the amount of\ngreenhouse gases they emit. We have considered the cost of carbon pricing under the three scenarios\nfor our own (scope 1 and 2) emissions as well as for the emissions of our suppliers, as suppliers will\npass onto us increased costs due to carbon pricing.\nExtreme weather-related impacts\nThe business impact of extreme weather is already included in our climate model to assess the financial\nimpact of climate change, as it could be a driver of lower GDP growth. Bunzl monitors the current\nimpact of extreme weather on our operations to ensure we remain well prepared for worsening\nconditions in the future. In recent years we have seen disruptions due to extreme weather in North\nAmerica (hurricanes and wildfires) and Australasia (wildfires and flooding). These events were\npredominantly regional and in most cases we were able to serve customers from a different location.\n\nOpportunities\nAligning with customers’ ambitions\ncould strengthen customer\nrelationships, build resilience to new\nenvironmental legislation and policy,\nand create brand differentiation.\nThe risks and opportunities are\napplicable for all time horizons and are\nmost significant in the short and\nmedium term.\n\n• information on less\ncarbon intensive\nproducts;\n• expert advice on the\nsustainability impact of\nproducts sourced;\n• a broad range of product\nsolutions suited to the\napplication they need;\n• options to reduce the\nimpact of our deliveries\n(see page 50); and\n• setting emissions\nreduction targets to\ndecarbonise our\noperations and supply\nchain in line with climate\nscience (see page 51).", "tables": [ [ [ "THEMATIC AREA", "RISK & OPPORTUNITIES", "RESPONSE MEASURES" ], [ "Shifting customer expectations Bunzl’s customers are setting more stringent environmental targets. Bunzl is increasingly expected to help customers achieve their ambitions and goals.", "", "" ] ] ], "word_count": 876, "visual_charts": [] }, { "page_number": 206, "section": "Additional Information", "subsection": "ESG Supporting Information", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 204", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 204\n\nESG SUPPORTING INFORMATION continued\n\n\n THEMATIC AREA RISK & OPPORTUNITIES RESPONSE MEASURES THEMATIC AREA RISK & OPPORTUNITIES RESPONSE MEASURES\n\n Carbon pricing Risks Bunzl is agnostic to the Global impact of climate Risks Bunzl is agnostic to the\n A key potential impact could Bunzl may face the risk of some type of products it sources change Bunzl may face the risk of some type of products it sources\n come from carbon pricing, increases in indirect costs from carbon and supplies. The direct (physical) and increases in indirect costs from carbon and supplies. This allows\n leading to an increase in intensive products. indirect (transitional) risk may intensive products. Certain markets us to follow broader\n Bunzl has the ability to\n costs of carbon intensive change the dynamics of the may be increasingly affected by environmental, social and\n Opportunities effectively pass through\n products. It may create a markets in which Bunzl extreme weather (i.e. disruption to the economic trends, entering\n Our material agnostic business model any increased costs of\n stronger demand for low operates. A key potential hospitality industry in areas impacted new markets and seeking\n and flexible supply chain allows us to products in our supply\n carbon products. impact could come from by wildfires and flooding) which could new customers where\n benefit from opportunities to source chain (for example due\n carbon pricing, leading to impact our commercial strategy. there is a business case for\n and supply specialist low carbon to carbon pricing\n some increase in costs of doing so.\n products. mechanisms) to our Opportunities\n carbon intensive products.\n customers. Our material agnostic business model Bunzl has the ability\n The risks and opportunities are\n Climate change may create and flexible supply chain allows us to to effectively pass\n applicable for all time horizons and are\n a demand for low carbon benefit from opportunities to source through any increased\n most significant in the short and\n products or the supply of and supply specialist low carbon costs of products in our\n medium term.\n products which help mitigate products, or to acquire business and/or supply chain.\n Extreme weather-related Risks Proven business continuity the physical impacts of supply products which help mitigate the\n impacts The severity and frequency of extreme plans have ensured climate change. Certain physical impacts of climate change.\n Bunzl’s suppliers and weather events could increase in the continued service to markets may also be\n The risks and opportunities are\n operations have already future. While the flexibility of Bunzl’s customers. increasingly affected by\n applicable for all time horizons and\n experienced the impacts of supply chain has provided good extreme weather.\n Resilience through supply are most significant in the medium\n extreme weather. For operational resilience to the physical and long term.\n chain flexibility and lack of\n example, hurricanes in North impacts of climate change, there could\n fixed manufacturing\n America have disrupted be an impact if several key customers in\n assets.\n Bunzl’s distribution activities a high risk region were impacted\n and wildfires have threatened simultaneously.\n Bunzl’s Australian operations.\n Opportunities\n In both cases, we have been\n Our supply chain flexibility and lack\n able to mitigate the risks to\n of fixed manufacturing assets provide\n ensure supply.\n an opportunity to quickly respond to\n changing operating conditions such\n as flooding and erosion caused by\n changed weather patterns.\n The risks and opportunities are\n applicable for all time horizons and\n are most significant in the medium\n and long term.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\nAdditional Information\n\n204\n\nESG SUPPORTING INFORMATION continued\nTHEMATIC AREA\n\nRISK & OPPORTUNITIES\n\nRESPONSE MEASURES\n\nTHEMATIC AREA\n\nRISK & OPPORTUNITIES\n\nRESPONSE MEASURES\n\nCarbon pricing\n\nRisks\nBunzl may face the risk of some\nincreases in indirect costs from carbon\nintensive products.\n\nBunzl is agnostic to the\ntype of products it sources\nand supplies.\n\nGlobal impact of climate\nchange\nThe direct (physical) and\nindirect (transitional) risk may\nchange the dynamics of the\nmarkets in which Bunzl\noperates. A key potential\nimpact could come from\ncarbon pricing, leading to\nsome increase in costs of\ncarbon intensive products.\n\nRisks\n\nBunzl is agnostic to the\ntype of products it sources\nand supplies. This allows\nus to follow broader\nenvironmental, social and\neconomic trends, entering\nnew markets and seeking\nnew customers where\nthere is a business case for\ndoing so.\n\nA key potential impact could\ncome from carbon pricing,\nleading to an increase in\ncosts of carbon intensive\nproducts. It may create a\nstronger demand for low\ncarbon products.\n\nOpportunities\nOur material agnostic business model\nand flexible supply chain allows us to\nbenefit from opportunities to source\nand supply specialist low carbon\nproducts.\nThe risks and opportunities are\napplicable for all time horizons and are\nmost significant in the short and\nmedium term.\n\nExtreme weather-related\nimpacts\nBunzl’s suppliers and\noperations have already\nexperienced the impacts of\nextreme weather. For\nexample, hurricanes in North\nAmerica have disrupted\nBunzl’s distribution activities\nand wildfires have threatened\nBunzl’s Australian operations.\nIn both cases, we have been\nable to mitigate the risks to\nensure supply.\n\nRisks\nThe severity and frequency of extreme\nweather events could increase in the\nfuture. While the flexibility of Bunzl’s\nsupply chain has provided good\noperational resilience to the physical\nimpacts of climate change, there could\nbe an impact if several key customers in\na high risk region were impacted\nsimultaneously.\nOpportunities\nOur supply chain flexibility and lack\nof fixed manufacturing assets provide\nan opportunity to quickly respond to\nchanging operating conditions such\nas flooding and erosion caused by\nchanged weather patterns.\nThe risks and opportunities are\napplicable for all time horizons and\nare most significant in the medium\nand long term.\n\nBunzl has the ability to\neffectively pass through\nany increased costs of\nproducts in our supply\nchain (for example due\nto carbon pricing\nmechanisms) to our\ncustomers.\n\nProven business continuity\nplans have ensured\ncontinued service to\ncustomers.\nResilience through supply\nchain flexibility and lack of\nfixed manufacturing\nassets.\n\nClimate change may create\na demand for low carbon\nproducts or the supply of\nproducts which help mitigate\nthe physical impacts of\nclimate change. Certain\nmarkets may also be\nincreasingly affected by\nextreme weather.\n\nBunzl may face the risk of some\nincreases in indirect costs from carbon\nintensive products. Certain markets\nmay be increasingly affected by\nextreme weather (i.e. disruption to the\nhospitality industry in areas impacted\nby wildfires and flooding) which could\nimpact our commercial strategy.\nOpportunities\nOur material agnostic business model\nand flexible supply chain allows us to\nbenefit from opportunities to source\nand supply specialist low carbon\nproducts, or to acquire business and/or\nsupply products which help mitigate the\nphysical impacts of climate change.\nThe risks and opportunities are\napplicable for all time horizons and\nare most significant in the medium\nand long term.\n\nBunzl has the ability\nto effectively pass\nthrough any increased\ncosts of products in our\nsupply chain.", "tables": [ [ [ "THEMATIC AREA", "RISK & OPPORTUNITIES", "RESPONSE MEASURES" ], [ "Carbon pricing A key potential impact could come from carbon pricing, leading to an increase in costs of carbon intensive products. It may create a stronger demand for low carbon products.", "", "" ], [ "Extreme weather-related impacts Bunzl’s suppliers and operations have already experienced the impacts of extreme weather. For example, hurricanes in North America have disrupted Bunzl’s distribution activities and wildfires have threatened Bunzl’s Australian operations. In both cases, we have been able to mitigate the risks to ensure supply.", "", "" ] ], [ [ "THEMATIC AREA", "RISK & OPPORTUNITIES", "RESPONSE MEASURES" ], [ "Global impact of climate change The direct (physical) and indirect (transitional) risk may change the dynamics of the markets in which Bunzl operates. A key potential impact could come from carbon pricing, leading to some increase in costs of carbon intensive products. Climate change may create a demand for low carbon products or the supply of products which help mitigate the physical impacts of climate change. Certain markets may also be increasingly affected by extreme weather.", "", "" ] ] ], "word_count": 567, "visual_charts": [] }, { "page_number": 207, "section": "Additional Information", "subsection": "ESG Supporting Information", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 205", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 205\n\n ESG SUPPORTING INFORMATION continued\n\n Our Net Zero transition plan\n Decarbonisation impact by lever (2050)\n\n175\n\n\n\n\n Emission-free\n transport\n 2050\n Emissions\n growth\n\n\n\n\n Climate\n conscious\n decision making\n\n Building a low Lower carbon\n carbon supplier commodities\n 2019\n network\n Baseline\n\n\n Low carbon\n business and\n workforce\n Innovation1 2050\n Residual\n emissions2\n\n\n\n\n 100% 75% (12)% (93)% (15)% (29)% (2)% (14)% 10%\n 0\n\n\n\n\n 2019 baseline Business as usual Low and zero Suppliers setting Lower carbon Raw material More efficient Innovation and 2050 residual\n emissions growth carbon transport and achieving solutions for carbon reduction operations technology emissions\n carbon reduction customers\n targets\n 1.\t\u0007We anticipate that beyond the reductions associated with the five key decarbonisation levers, further innovation and technology improvements, particularly related to product design and\n technology, transportation solutions and waste treatment will result in additional emissions reduction.\n 2.\t\u0007Residual emissions are those emissions that remain at the point of net zero, despite abatement efforts. We are committed to neutralising any residual emissions at the net zero target year.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\n205\n\nAdditional Information\n\nFinancial Statements\n\nESG SUPPORTING INFORMATION continued\nOur Net Zero transition plan\nDecarbonisation impact by lever (2050)\n175\n\n2050\nEmissions\ngrowth\n\nEmission-free\ntransport\n\nClimate\nconscious\ndecision making\nBuilding a low\ncarbon supplier\nnetwork\n\n2019\nBaseline\n\nLower carbon\ncommodities\n\nLow carbon\nbusiness and\nworkforce\n\n0\n\n100% 75%\n2019 baseline\n\nBusiness as usual\nemissions growth\n\n(12)% (93)% (15)% (29)% (2)%\nLow and zero\ncarbon transport\n\nSuppliers setting\nand achieving\ncarbon reduction\ntargets\n\nLower carbon\nsolutions for\ncustomers\n\nRaw material\ncarbon reduction\n\nMore efficient\noperations\n\n1.\t\u0007We anticipate that beyond the reductions associated with the five key decarbonisation levers, further innovation and technology improvements, particularly related to product design and\ntechnology, transportation solutions and waste treatment will result in additional emissions reduction.\n2.\t\u0007Residual emissions are those emissions that remain at the point of net zero, despite abatement efforts. We are committed to neutralising any residual emissions at the net zero target year.\n\nInnovation1\n\n2050\nResidual\nemissions2\n\n(14)% 10%\nInnovation and\ntechnology\n\n2050 residual\nemissions", "tables": [ [ [ "" ], [ "2019 Baseline" ] ], [ [ "2050 Emissions growth", "", "", "", "", "", "Climate conscious decision making", "", "Lower carbon commodities", "", "Low carbon business and workforce", "", "Innovation1", "", "2050 Residual emissions2" ], [ "", "", "Emission-free transport", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "", "", "", "", "Building a low carbon supplier network", "", "", "", "", "", "", "", "", "", "" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "", "", "" ] ] ], "word_count": 173, "visual_charts": [ { "title": "Net Zero transition plan – decarbonisation impact by lever (2050, waterfall)", "type": "waterfall", "unit_note": "percent of 2019 baseline emissions", "steps": [ { "label": "2019 baseline", "value_percent": 100 }, { "label": "Business as usual emissions growth", "value_percent": 75, "direction": "increase" }, { "label": "Low and zero carbon transport", "value_percent": -12 }, { "label": "Suppliers setting and achieving carbon reduction targets", "value_percent": -93 }, { "label": "Lower carbon solutions for customers (climate conscious decision making)", "value_percent": -15 }, { "label": "Raw material carbon reduction (lower carbon commodities)", "value_percent": -29 }, { "label": "More efficient operations (low carbon business and workforce)", "value_percent": -2 }, { "label": "Innovation and technology", "value_percent": -14 }, { "label": "2050 residual emissions", "value_percent": 10 } ] } ] }, { "page_number": 208, "section": "Additional Information", "subsection": "ESG Supporting Information", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 206", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 206\n\nESG SUPPORTING INFORMATION continued\n\nDecarbonisation levers DECARBONISATION EMISSION SOURCES OVERALL IMPACT\nWe have identified five decarbonisation levers LEVER ADDRESSED HOW REDUCTION WILL BE ACHIEVED ON EMISSIONS1\nthat we will use to reduce both near and long\nterm emissions in line with climate science • Commercial vehicles Transition to electric and other zero emission vehicles, prioritising High\nto achieve net zero. Activities and projects relating • Company cars logistics partners who have implemented similar levers\nto many of these levers are already in progress. Emission-free • Upstream transportation\n transport: Route optimisation, fuel efficiency monitoring software Low\nOur immediate focus is to deliver our near term and distribution\ncarbon reduction targets and continue to take Low and zero carbon Prioritising logistics partners who use a higher proportion of low Low\n logistics • Downstream transportation\naction where we can now. emission fuels\n and distribution\nIn the short term, to remain aligned to our net\nzero transition plan, we will focus our efforts on • Purchased goods and 80% of suppliers by emissions to set and deliver short term reduction Very High\ntwo key decarbonisation levers; building a low services targets between 2027 and 2037\ncarbon supplier network and efficient operations. Building a low carbon\n Additional engagement after 2037 with a proportion of suppliers to set Very High\n supplier network:\n net zero targets\n Suppliers setting carbon\n reduction targets\n\n • Purchased goods and Customer engagement, education, data and knowledge sharing on the Medium\n services carbon impacts of various products can lead to an increased demand\n Climate conscious • End of life treatment of sold for lower emission solutions\n decision making: products\n Customers setting net zero targets will cause a shift in the emissions High\n Providing lower carbon\n associated with a product’s end-of-life treatment due to increased\n solutions for customers\n recycling and reuse rates\n\n Expected improvements in country level waste management and Low\n increased recycling rates\n\n • Purchased goods and Long term decarbonisation of the plastics industry through actions, Very High\n services such as reuse schemes, mechanically and chemically recycled plastics,\n Lower carbon plastics from biomass and Carbon Capture & Utilisation (‘CCU’) plastics\n commodities:\n Long term decarbonisation of the paper industry through actions such High\n Raw material carbon\n as heat pumps to reuse heat, increased pulp from recycled sources, low\n reduction\n emission fuels, renewable energy\n\n Long term decarbonisation of the textiles industry through actions, such Low\n as improved materials mix (e.g. recycled and organic fibres), renewable\n energy, reduced fertiliser use, improved manufacturing efficiency\n\n • Electricity Onsite electricity generation from solar panel installation and renewable Low\n • Travel and commuting energy procurement\n Low carbon business\n LED lighting and other energy efficiency measures Low\n and workforce:\n More efficient Review of business travel practices and reduction in non-essential trips, Low\n operations employees to transition towards electric and other zero emission\n vehicles over time, decarbonisation of public transport\n\n 1. Very High (>10% of total reduction), High (>5%), Medium (>2.5%), Low <2.5%.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\n206\n\nAdditional Information\n\nESG SUPPORTING INFORMATION continued\nDecarbonisation levers\nWe have identified five decarbonisation levers\nthat we will use to reduce both near and long\nterm emissions in line with climate science\nto achieve net zero. Activities and projects relating\nto many of these levers are already in progress.\nOur immediate focus is to deliver our near term\ncarbon reduction targets and continue to take\naction where we can now.\nIn the short term, to remain aligned to our net\nzero transition plan, we will focus our efforts on\ntwo key decarbonisation levers; building a low\ncarbon supplier network and efficient operations.\n\nDECARBONISATION\nLEVER\n\nEMISSION SOURCES\nADDRESSED\n\nHigh\n\nRoute optimisation, fuel efficiency monitoring software\n\nLow\n\n• Downstream transportation\nand distribution\n\nPrioritising logistics partners who use a higher proportion of low\nemission fuels\n\nLow\n\n• Purchased goods and\nservices\n\n80% of suppliers by emissions to set and deliver short term reduction\ntargets between 2027 and 2037\n\nVery High\n\nAdditional engagement after 2037 with a proportion of suppliers to set\nnet zero targets\n\nVery High\n\nCustomer engagement, education, data and knowledge sharing on the\ncarbon impacts of various products can lead to an increased demand\nfor lower emission solutions\n\nMedium\n\nCustomers setting net zero targets will cause a shift in the emissions\nassociated with a product’s end-of-life treatment due to increased\nrecycling and reuse rates\n\nHigh\n\nExpected improvements in country level waste management and\nincreased recycling rates\n\nLow\n\nLong term decarbonisation of the plastics industry through actions,\nsuch as reuse schemes, mechanically and chemically recycled plastics,\nplastics from biomass and Carbon Capture & Utilisation (‘CCU’) plastics\n\nVery High\n\nLong term decarbonisation of the paper industry through actions such\nas heat pumps to reuse heat, increased pulp from recycled sources, low\nemission fuels, renewable energy\n\nHigh\n\nLong term decarbonisation of the textiles industry through actions, such\nas improved materials mix (e.g. recycled and organic fibres), renewable\nenergy, reduced fertiliser use, improved manufacturing efficiency\n\nLow\n\nOnsite electricity generation from solar panel installation and renewable\nenergy procurement\n\nLow\n\nLED lighting and other energy efficiency measures\n\nLow\n\nReview of business travel practices and reduction in non-essential trips,\nemployees to transition towards electric and other zero emission\nvehicles over time, decarbonisation of public transport\n\nLow\n\n• Company cars\n• Upstream transportation\nand distribution\n\nBuilding a low carbon\nsupplier network:\nSuppliers setting carbon\nreduction targets\n• Purchased goods and\nservices\nClimate conscious\ndecision making:\nProviding lower carbon\nsolutions for customers\n\n• End of life treatment of sold\nproducts\n\n• Purchased goods and\nservices\nLower carbon\ncommodities:\nRaw material carbon\nreduction\n\n• Electricity\nLow carbon business\nand workforce:\nMore efficient\noperations\n\nOVERALL IMPACT\nON EMISSIONS1\n\nTransition to electric and other zero emission vehicles, prioritising\nlogistics partners who have implemented similar levers\n\n• Commercial vehicles\nEmission-free\ntransport:\nLow and zero carbon\nlogistics\n\nHOW REDUCTION WILL BE ACHIEVED\n\n• Travel and commuting\n\n1. Very High (>10% of total reduction), High (>5%), Medium (>2.5%), Low <2.5%.", "tables": [ [ [ "DECARBONISATION LEVER", "EMISSION SOURCES ADDRESSED", "HOW REDUCTION WILL BE ACHIEVED", "OVERALL IMPACT ON EMISSIONS1" ], [ "Emission-free transport: Low and zero carbon logistics", "• Commercial vehicles • Company cars • Upstream transportation and distribution • Downstream transportation and distribution", "Transition to electric and other zero emission vehicles, prioritising logistics partners who have implemented similar levers", "" ], [ "", "", "Route optimisation, fuel efficiency monitoring software", "" ], [ "", "", "Prioritising logistics partners who use a higher proportion of low emission fuels", "" ], [ "Building a low carbon supplier network: Suppliers setting carbon reduction targets", "• Purchased goods and services", "80% of suppliers by emissions to set and deliver short term reduction targets between 2027 and 2037", "" ], [ "", "", "Additional engagement after 2037 with a proportion of suppliers to set net zero targets", "" ], [ "Climate conscious decision making: Providing lower carbon solutions for customers", "• Purchased goods and services • End of life treatment of sold products", "Customer engagement, education, data and knowledge sharing on the carbon impacts of various products can lead to an increased demand for lower emission solutions", "" ], [ "", "", "Customers setting net zero targets will cause a shift in the emissions associated with a product’s end-of-life treatment due to increased recycling and reuse rates", "" ], [ "", "", "Expected improvements in country level waste management and increased recycling rates", "" ], [ "Lower carbon commodities: Raw material carbon reduction", "• Purchased goods and services", "Long term decarbonisation of the plastics industry through actions, such as reuse schemes, mechanically and chemically recycled plastics, plastics from biomass and Carbon Capture & Utilisation (‘CCU’) plastics", "" ], [ "", "", "Long term decarbonisation of the paper industry through actions such as heat pumps to reuse heat, increased pulp from recycled sources, low emission fuels, renewable energy", "" ], [ "", "", "Long term decarbonisation of the textiles industry through actions, such as improved materials mix (e.g. recycled and organic fibres), renewable energy, reduced fertiliser use, improved manufacturing efficiency", "" ], [ "Low carbon business and workforce: More efficient operations", "• Electricity • Travel and commuting", "Onsite electricity generation from solar panel installation and renewable energy procurement", "" ], [ "", "", "LED lighting and other energy efficiency measures", "" ], [ "", "", "Review of business travel practices and reduction in non-essential trips, employees to transition towards electric and other zero emission vehicles over time, decarbonisation of public transport", "" ] ] ], "word_count": 495, "visual_charts": [] }, { "page_number": 209, "section": "Additional Information", "subsection": "ESG Supporting Information", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 207", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 207\n\nESG SUPPORTING INFORMATION continued\n\nKey initiatives and results in 2025 SCOPE 1 AND 2 KPI % OF % CHANGE\nThe table below contains a summary of our EMISSIONS SOURCE EMISSIONS IN 2025 SINCE 2019 KEY INITIATIVES AND RESULTS IN 2025 PROGRESS\nperformance and emission reduction initiatives\nfor our key emission sources. Commercial 51% -9% In 2025, we increased the usage of Hydrotreated Vegetable Oil (‘HVO’) On track\n vehicles in our commercial vehicles and this initiative is currently in progress\n with 18 sites across the Group using this type of fuel. The HVO\n consumption by our commercial vehicle fleet increased to\n approximately 6% of the Group diesel consumption by commercial\n vehicles.\n\n Company cars 11% -29% We continue to replace Internal Combustion Engine (ICE) company cars On track\n with electric and hybrid vehicles. In 2025, we made significant progress\n across the Group. In North America, more than 25% of company cars\n converted to hybrid vehicles. In the UK and Ireland, 83% of company\n cars are electric (55%) or hybrid (28%). In Continental Europe, 25% of\n company cars are electric (10%) or hybrid (15%).\n\n Electricity 21% -33% We continue to install energy efficient lighting in our buildings. In On track\n addition, we increased the percentage of renewable electricity that we\n purchased to 31% in 2025. Our businesses continued to install\n electricity generating solar panels on rooftops. The electricity\n generated by these installations nearly doubled in 2025 and now\n represents almost 2% of our total energy consumption.\n\n Heating 17% -8% We actively trial and implement new technologies across the Group to On track\n support our long term carbon reduction targets.\n\n Total 100% -18% We remain on track to meet our near term science-based targets. On track", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nFinancial Statements\n\n207\n\nAdditional Information\n\nESG SUPPORTING INFORMATION continued\nKey initiatives and results in 2025\nThe table below contains a summary of our\nperformance and emission reduction initiatives\nfor our key emission sources.\n\nSCOPE 1 AND 2\nEMISSIONS SOURCE\n\nKPI % OF\nEMISSIONS IN 2025\n\n% CHANGE\nSINCE 2019\n\nCommercial\n\n51%\n\nCompany cars\n\nKEY INITIATIVES AND RESULTS IN 2025\n\nPROGRESS\n\n-9%\n\nIn 2025, we increased the usage of Hydrotreated Vegetable Oil (‘HVO’)\nin our commercial vehicles and this initiative is currently in progress\nwith 18 sites across the Group using this type of fuel. The HVO\nconsumption by our commercial vehicle fleet increased to\napproximately 6% of the Group diesel consumption by commercial\nvehicles.\n\nOn track\n\n11%\n\n-29%\n\nWe continue to replace Internal Combustion Engine (ICE) company cars\nwith electric and hybrid vehicles. In 2025, we made significant progress\nacross the Group. In North America, more than 25% of company cars\nconverted to hybrid vehicles. In the UK and Ireland, 83% of company\ncars are electric (55%) or hybrid (28%). In Continental Europe, 25% of\ncompany cars are electric (10%) or hybrid (15%).\n\nOn track\n\nElectricity\n\n21%\n\n-33%\n\nWe continue to install energy efficient lighting in our buildings. In\naddition, we increased the percentage of renewable electricity that we\npurchased to 31% in 2025. Our businesses continued to install\nelectricity generating solar panels on rooftops. The electricity\ngenerated by these installations nearly doubled in 2025 and now\nrepresents almost 2% of our total energy consumption.\n\nOn track\n\nHeating\n\n17%\n\n-8%\n\nWe actively trial and implement new technologies across the Group to\nsupport our long term carbon reduction targets.\n\nOn track\n\nTotal\n\n100%\n\n-18%\n\nWe remain on track to meet our near term science-based targets.\n\nOn track\n\nvehicles", "tables": [ [ [ "SCOPE 1 AND 2 EMISSIONS SOURCE", "KPI % OF EMISSIONS IN 2025", "% CHANGE SINCE 2019", "KEY INITIATIVES AND RESULTS IN 2025", "PROGRESS" ], [ "Commercial vehicles", "51%", "-9%", "In 2025, we increased the usage of Hydrotreated Vegetable Oil (‘HVO’) in our commercial vehicles and this initiative is currently in progress with 18 sites across the Group using this type of fuel. The HVO consumption by our commercial vehicle fleet increased to approximately 6% of the Group diesel consumption by commercial vehicles.", "On track" ], [ "Company cars", "11%", "-29%", "We continue to replace Internal Combustion Engine (ICE) company cars with electric and hybrid vehicles. In 2025, we made significant progress across the Group. In North America, more than 25% of company cars converted to hybrid vehicles. In the UK and Ireland, 83% of company cars are electric (55%) or hybrid (28%). In Continental Europe, 25% of company cars are electric (10%) or hybrid (15%).", "On track" ], [ "Electricity", "21%", "-33%", "We continue to install energy efficient lighting in our buildings. In addition, we increased the percentage of renewable electricity that we purchased to 31% in 2025. Our businesses continued to install electricity generating solar panels on rooftops. The electricity generated by these installations nearly doubled in 2025 and now represents almost 2% of our total energy consumption.", "On track" ], [ "Heating", "17%", "-8%", "We actively trial and implement new technologies across the Group to support our long term carbon reduction targets.", "On track" ], [ "Total", "100%", "-18%", "We remain on track to meet our near term science-based targets.", "On track" ] ] ], "word_count": 296, "visual_charts": [] }, { "page_number": 210, "section": "Additional Information", "subsection": "ESG Supporting Information", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 208", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 208\n\nESG SUPPORTING INFORMATION continued\n\nEmissions reporting and environmental performance\nGreenhouse gas emissions scope 1 and scope 2 data (Group)\nData for the period\n1 October to 30 September 2019 2020 2021 2022 2023 2024 2025\nScope 1\nTotal emissions (tonnes of CO2e) 99,193 90,568 87,125 93,405 89,806◊ 89,199 91,130◊\nEmission intensity (tonnes of CO2e/£m revenue) 10.7 9.5 8.5 8.1 7.6 7.9 7.8◊\nNatural gas usage (m3) 8,912,413 8,082,813 8,272,123 9,650,228 8,658,861 9,011,198 9,215,608\nFuel usage (ltr) 31,523,097 29,306,537 28,060,702 29,099,858 29,216,415 28,721,022 30,621,713\nFuel intensity (ltr/£m revenue) 3.4 3.1 2.7 2.5 2.4 2.5 2.6\nScope 2\nEmissions location-based (tonnes of CO2e) 29,594 27,421 25,043 27,895 28,011 28,590 28,255◊\nEmission intensity location‑based (tonnes of CO2e/£m revenue) 3.2 2.9 2.4 2.4 2.3 2.5 2.4◊\nEmissions market-based (tonnes of CO2e) 29,835 26,183 25,025 27,337 25,576 26,461 25,272◊\nEmission intensity market-based (tonnes of CO2e/£m revenue) 3.2 2.7 2.4 2.4 2.1 2.3 2.1◊\nElectricity purchased (MWh) 83,062 80,276 79,057 93,224 90,221 93,709 100,523\n% renewable electricity purchased NA 15 14 17 25 28 31◊\nElectricity generated (not scope 2) (MWh) 779 1,010 1,926\n% Renewable electricity used including self-generated 26 29 32\nTotal scope 1 and 2 emissions\nEmissions location-based (tonnes of CO2e) 128,787 117,989 112,168 121,300 117,817 117,789 119,385◊\nEmission intensity location‑based (tonnes of CO2e/£m revenue) 13.9 12.4 10.9 10.5 9.9 10.3 10.2◊\nEmissions market-based (tonnes of CO2e) 129,028 116,751 112,150 120,742 115,382 115,660 116,402◊\nEmission intensity market-based (tonnes of CO2e/£m revenue) 13.9 12.2 10.9 10.5 9.7 10.2 9.9◊\nTotal energy (MWh) (including self-generated) 516,775 480,711 470,941 510,524 493,505 498,311 525,563\n◊ Subject to limited assurance performed by our independent auditor. See the data assurance statement, which is available on our website, www.bunzl.com.\n The data for previous years was also assured as detailed in the respective Annual Reports.\n\n\nScope 1 and 2 emissions data requires significant time to collect and categorise and as a result there Our global electricity related market-based emissions decreased by 6%. This was driven by efficiency\nis a three month time lag between our financial data and scope 1 and 2 emissions data. The relevant improvements, a further increase in the procurement of renewable electricity across the Group (from\ndata in each year covers the 12 months ended 30 September. 28% to 31%) and a favourable impact related to updated emission factors. We continued to equip our\n sites with solar panels. In 2025, the amount of electricity generated by rooftop solar installations nearly\nOur absolute carbon emissions (market based) increased by 0.6% in 2025, mainly due to the impact\n doubled. Self-generated electricity accounted for 1.9% of our total electricity consumption.\nof recent acquisitions reporting emissions for the first time. Excluding the impact of acquisitions,\nour emissions decreased by 3.1%. In 2025, approximately 2.5% of our electricity consumption was used for charging electric vehicles.\nFuel used for transportation remains our highest source of operational emissions, contributing c.62% Performance against carbon reduction targets\nof our scope 1 and scope 2 emissions. Of those emissions relating to transportation, c.82% are 2025 % 2030\n reduction reduction target\ngenerated by our fleet of commercial vehicles. Data for the period 1 October to 30 September 2019 2025 (vs 2019) (vs 2019)\nIn 2025, we significantly expanded the use of Hydrotreated Vegetable Oil (HVO), a renewable, Total scope 1 and scope 2 emissions\nlow‑carbon biofuel that provides a sustainable alternative to fossil diesel. The HVO consumption market‑based (tonnes of CO2e) 141,320* 116,402◊ 18 27.5%\nnow represents 6% of the diesel consumption of our commercial vehicle fleet. Emission intensity market-based\n (tonnes of CO2e/£m revenue) 13.8 9.9◊ 28 50%\n *\t\u0007Emissions and emissions intensity in our baseline year have been recalculated to reflect the impact of acquisitions.\n ◊ Subject to limited assurance performed by our independent auditor. See the data assurance statement on the Company’s website,\n www.bunzl.com.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\n208\n\nAdditional Information\n\nFinancial Statements\n\nESG SUPPORTING INFORMATION continued\nEmissions reporting and environmental performance\nGreenhouse gas emissions scope 1 and scope 2 data (Group)\nData for the period\n1 October to 30 September\n\nScope 1\nTotal emissions (tonnes of CO2e)\nEmission intensity (tonnes of CO2e/£m revenue)\nNatural gas usage (m3)\nFuel usage (ltr)\nFuel intensity (ltr/£m revenue)\nScope 2\nEmissions location-based (tonnes of CO2e)\nEmission intensity location‑based (tonnes of CO2e/£m revenue)\nEmissions market-based (tonnes of CO2e)\nEmission intensity market-based (tonnes of CO2e/£m revenue)\nElectricity purchased (MWh)\n% renewable electricity purchased\nElectricity generated (not scope 2) (MWh)\n% Renewable electricity used including self-generated\nTotal scope 1 and 2 emissions\nEmissions location-based (tonnes of CO2e)\nEmission intensity location‑based (tonnes of CO2e/£m revenue)\nEmissions market-based (tonnes of CO2e)\nEmission intensity market-based (tonnes of CO2e/£m revenue)\nTotal energy (MWh) (including self-generated)\n\n2019\n\n2020\n\n2021\n\n2022\n\n2023\n\n2024\n\n2025\n\n99,193\n10.7\n8,912,413\n31,523,097\n3.4\n\n90,568\n9.5\n8,082,813\n29,306,537\n3.1\n\n87,125\n8.5\n8,272,123\n28,060,702\n2.7\n\n93,405\n8.1\n9,650,228\n29,099,858\n2.5\n\n89,806◊\n7.6\n8,658,861\n29,216,415\n2.4\n\n89,199\n7.9\n9,011,198\n28,721,022\n2.5\n\n91,130◊\n7.8◊\n9,215,608\n30,621,713\n2.6\n\n29,594\n3.2\n29,835\n3.2\n83,062\nNA\n\n27,421\n2.9\n26,183\n2.7\n80,276\n15\n\n25,043\n2.4\n25,025\n2.4\n79,057\n14\n\n27,895\n2.4\n27,337\n2.4\n93,224\n17\n\n28,011\n2.3\n25,576\n2.1\n90,221\n25\n779\n26\n\n28,590\n2.5\n26,461\n2.3\n93,709\n28\n1,010\n29\n\n28,255◊\n2.4◊\n25,272◊\n2.1◊\n100,523\n31◊\n1,926\n32\n\n128,787\n13.9\n129,028\n13.9\n516,775\n\n117,989\n12.4\n116,751\n12.2\n480,711\n\n112,168\n10.9\n112,150\n10.9\n470,941\n\n121,300\n10.5\n120,742\n10.5\n510,524\n\n117,817\n9.9\n115,382\n9.7\n493,505\n\n117,789\n10.3\n115,660\n10.2\n498,311\n\n119,385◊\n10.2◊\n116,402◊\n9.9◊\n525,563\n\n◊ Subject to limited assurance performed by our independent auditor. See the data assurance statement, which is available on our website, www.bunzl.com.\nThe data for previous years was also assured as detailed in the respective Annual Reports.\n\nScope 1 and 2 emissions data requires significant time to collect and categorise and as a result there\nis a three month time lag between our financial data and scope 1 and 2 emissions data. The relevant\ndata in each year covers the 12 months ended 30 September.\nOur absolute carbon emissions (market based) increased by 0.6% in 2025, mainly due to the impact\nof recent acquisitions reporting emissions for the first time. Excluding the impact of acquisitions,\nour emissions decreased by 3.1%.\nFuel used for transportation remains our highest source of operational emissions, contributing c.62%\nof our scope 1 and scope 2 emissions. Of those emissions relating to transportation, c.82% are\ngenerated by our fleet of commercial vehicles.\nIn 2025, we significantly expanded the use of Hydrotreated Vegetable Oil (HVO), a renewable,\nlow‑carbon biofuel that provides a sustainable alternative to fossil diesel. The HVO consumption\nnow represents 6% of the diesel consumption of our commercial vehicle fleet.\n\nOur global electricity related market-based emissions decreased by 6%. This was driven by efficiency\nimprovements, a further increase in the procurement of renewable electricity across the Group (from\n28% to 31%) and a favourable impact related to updated emission factors. We continued to equip our\nsites with solar panels. In 2025, the amount of electricity generated by rooftop solar installations nearly\ndoubled. Self-generated electricity accounted for 1.9% of our total electricity consumption.\nIn 2025, approximately 2.5% of our electricity consumption was used for charging electric vehicles.\nPerformance against carbon reduction targets\nData for the period 1 October to 30 September\n\nTotal scope 1 and scope 2 emissions\nmarket‑based (tonnes of CO2e)\nEmission intensity market-based\n(tonnes of CO2e/£m revenue)\n\n2025 %\n2030\nreduction reduction target\n(vs 2019)\n(vs 2019)\n\n2019\n\n2025\n\n141,320*\n\n116,402◊\n\n18\n\n27.5%\n\n13.8\n\n9.9◊\n\n28\n\n50%\n\n*\t\u0007Emissions and emissions intensity in our baseline year have been recalculated to reflect the impact of acquisitions.\n◊ Subject to limited assurance performed by our independent auditor. See the data assurance statement on the Company’s website,\nwww.bunzl.com.", "tables": [ [ [ "Bunzl plc Annual Report 2", "025", "", "Strategic Report", "", "Dir", "ectors’ R", "eport", "Financial Statem", "ents", "Additional Informa", "tion", "208" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "ESG SUPPORTING IN", "FORMATIO", "N continued", "", "", "", "", "", "", "", "", "", "" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "Emissions reportin", "g and env", "ironmenta", "l performan", "ce", "", "", "", "", "", "", "", "" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "Greenhouse gas emissi", "ons scope 1", "and scope 2 d", "ata (Group)", "", "", "", "", "", "", "", "", "" ], [ "Data for the period", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "1 October to 30 September", "", "", "", "", "2019", "", "2020", "2021", "2022", "2023", "2024", "2025" ], [ "Scope 1 Total emissions (tonnes o", "f COe) 2", "", "", "", "99,193", "", "90,568", "87,125", "93,405", "89,806◊", "89,199", "91,130" ], [ "Emission intensity (tonne Natural gas usage (m3)", "s of COe/£m 2", "revenue)", "", "", "10.7 8,912,413", "", "9.5 8,082,813", "8.5 8,272,123", "8.1 9,650,228", "7.6 8,658,861", "7.9 9,011,198", "7.8 9,215,608" ], [ "Fuel usage (ltr)", "", "", "", "", "31,523,097", "", "29,306,537", "28,060,702", "29,099,858", "29,216,415", "28,721,022", "30,621,713" ], [ "Fuel intensity (ltr/£m reve", "nue)", "", "", "", "3.4", "", "3.1", "2.7", "2.5", "2.4", "2.5", "2.6" ], [ "Scope 2 Emissions location-based Emission intensity locatio", "(tonnes of CO n-based (tonn", "e) 2 es of COe/£m 2", "revenue)", "", "29,594 3.2", "", "27,421 2.9", "25,043 2.4", "27,895 2.4", "28,011 2.3", "28,590 2.5", "28,255 2.4" ], [ "Emissions market-based ( Emission intensity market Electricity purchased (MW", "tonnes of CO 2 -based (tonne h)", "e) s of COe/£m r 2", "evenue)", "", "29,835 3.2 83,062", "", "26,183 2.7 80,276", "25,025 2.4 79,057", "27,337 2.4 93,224", "25,576 2.1 90,221", "26,461 2.3 93,709", "25,272 2.1 100,523" ], [ "% renewable electricity p", "urchased", "", "", "", "NA", "", "15", "14", "17", "25", "28", "31" ], [ "Electricity generated (not", "scope 2) (MW", "h)", "", "", "", "", "", "", "", "779", "1,010", "1,926" ], [ "% Renewable electricity u", "sed including", "self-generated", "", "", "", "", "", "", "", "26", "29", "32" ], [ "Total scope 1 and 2 emis Emissions location-based Emission intensity locatio", "sions (tonnes of CO n-based (tonn", "e) 2 es of COe/£m 2", "revenue)", "", "128,787 13.9", "", "117,989 12.4", "112,168 10.9", "121,300 10.5", "117,817 9.9", "117,789 10.3", "119,385 10.2" ], [ "Emissions market-based ( Emission intensity market Total energy (MWh) (inclu", "tonnes of CO 2 -based (tonne ding self-gene", "e) s of COe/£m r 2 rated)", "evenue)", "", "129,028 13.9 516,775", "", "116,751 12.2 480,711", "112,150 10.9 470,941", "120,742 10.5 510,524", "115,382 9.7 493,505", "115,660 10.2 498,311", "116,402 9.9 525,563" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "◊ Subject to limited assurance p", "erformed by our", "independent audit", "or. See the data assura", "nce statemen", "t, which is avail", "able on our", "website, www.bunzl.", "com.", "", "", "", "" ], [ "The data for previous years w", "as also assured as", "detailed in the res", "pective Annual Report", "s.", "", "", "", "", "", "", "", "" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "Scope 1 and 2 emissions", "data requires", "significant tim", "e to collect and c", "ategorise a", "nd as a res", "ult there", "Our globa", "l electricity related mar", "ket-based emission", "s decreased by 6%.", "This was driven by e", "fficiency" ], [ "is a three month time lag", "between our", "financial data", "and scope 1 and", "2 emission", "s data. The", "relevant", "improvem", "ents, a further increase", "in the procuremen", "t of renewable elect", "ricity across the Gr", "oup (from" ], [ "data in each year covers Our absolute carbon emi", "the 12 month ssions (marke", "s ended 30 Sep t based) incre", "tember. ased by 0.6% in 2", "025, mainly", "due to the", "impact", "28% to 31 sites with", "%) and a favourable im solar panels. In 2025, th", "pact related to upda e amount of electri", "ted emission factor city generated by ro", "s. We continued to e oftop solar installat", "quip our ions nearly" ], [ "of recent acquisitions rep our emissions decreased", "orting emissi by 3.1%.", "ons for the firs", "t time. Excluding", "the impact", "of acquisiti", "ons,", "doubled. In 2025, a", "Self-generated electrici pproximately 2.5% of o", "ty accounted for 1.9 ur electricity consum", "% of our total electr ption was used for", "icity consumption. charging electric ve", "hicles." ], [ "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "Fuel used for transportat", "ion remains o", "ur highest sou", "rce of operation", "al emission", "s, contribut", "ing c.62%", "Perform", "ance against carbon r", "eduction targets", "", "", "" ], [ "of our scope 1 and scope generated by our fleet of", "2 emissions. commercial v", "Of those emis ehicles.", "sions relating to t", "ransportat", "ion, c.82%", "are", "", "", "", "", "2025 % reduction re", "2030 duction target" ], [ "In 2025, we significantly e low-carbon biofuel that p", "xpanded the rovides a sus", "use of Hydrotr tainable altern", "eated Vegetable ative to fossil die", "Oil (HVO), a sel. The HV", "renewable O consump", ", tion", "Data for the Total scop market", "period 1 October to 30 Septe e 1 and scope 2 emissio -based (tonnes of COe)", "mber ns", "2019 20 141,320* 116,4", "25 (vs 2019) 02◊ 18", "(vs 2019) 27.5%" ], [ "now represents 6% of th", "e diesel consu", "mption of our", "commercial vehi", "cle fleet.", "", "", "Emission", "2 intensity market-based", "", "", "◊", "" ], [ "", "", "", "", "", "", "", "(tonnes", "of COe/£m revenue) 2", "", "13.8 9", ".9 28", "50%" ], [ "", "", "", "", "", "", "", "* E mission", "s and emissions intensity in our", "baseline year have been", "recalculated to reflect the", "impact of acquisitions.", "" ], [ "", "", "", "", "", "", "", "◊ Subject t", "o limited assurance performed", "by our independent audit", "or. See the data assurance", "statement on the Compa", "ny’s website," ] ] ], "word_count": 666, "visual_charts": [] }, { "page_number": 211, "section": "Additional Information", "subsection": "ESG Supporting Information", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 209", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 209\n\nESG SUPPORTING INFORMATION continued\n\nUK Greenhouse gas emissions data* alignment with our financial reporting year.\nData for the period\n1 October to 30 September 2019 2020 2021 2022 2023 2024 2025 More information on the scope 3 data methodology can be found in our EHS reporting guidelines\nScope 1 emissions which are available in the sustainability section of our website.\n (tonnes of CO2e) 17,211 15,261 14,845 15,479 14,165 12,793 13,218 Greenhouse gas emissions scope 3 data (Group)\nScope 2 emissions 2019 2021 2022 2023 2024\n (tonnes of CO2e) (location- Scope 3 category (kt CO2e) (kt CO2e) (kt CO2e) (kt CO2e) (kt CO2e)\n based) 2,660 2,847 2,511 2,215 2,161 2,162 2,877 Purchased goods and services* 5,337 6,348 6,826 6,510 6,192\nTotal scope 1 and 2 emissions Capital goods 18 18 24 29 14\n (tonnes of CO2e) 19,871 18,108 17,356 17,694 16,325 14,955 16,095 Fuel and energy-related activities not\nEmission intensity (tonnes of included in scope 1 or scope 2 29 30 31 30 27\n CO2e/£m revenue) 17.0 14.9 14.6 13.4 12.9 12.4 9.9 Upstream transportation and distribution 299 346 456 415 377\nNatural gas usage (m3) 469,573 486,661 419,138 425,053 339,787 334,447 415,200 Waste generation in operations 5 5 5 5 4\nFuel usage (ltr) 6,271,182 5,606,760 5,572,556 5,716,256 5,326,859 4,856,259 5,042,792 Business travel 20 11 23 26 10\nElectricity usage (MWh) 10,405 11,140 9,823 11,292 10,340 10,208 14,427 Employee commuting 21 20 23 24 28\nTotal energy Downstream transportation and distribution 92 81 112 110 97\n consumption (MWh) 82,084 75,812 73,815 76,744 71,064 65,464 71,271 Use of sold products 20 13 55 124 80\n*\t\u0007Energy usage and carbon emissions disclosed separately to adopt to the requirements of the UK Streamlined Energy and Carbon End-of-life treatment of sold products 468 483 696 774 415\n Reporting (‘SECR’) policy. Total scope 3 emissions 6,309 7,355 8,251 8,047 7,244\nOur reported environmental data includes all businesses that are subsidiaries of the Group for financial Rebase 557\nreporting purposes, except for recent acquisitions where there has been insufficient opportunity for Total scope rebased emissions 6,866 7,355 8,251 8,047 7,244\nthe businesses to adopt our reporting guidelines. The revenue from these businesses is not included * Includes FLAG emissions.\nwhen calculating the indexed emissions. The reported data covers 99.8% of the Group by revenue.\n Waste\nBunzl has a Group wide approach to recording, measuring and reporting energy and climate change The amount of waste generated in our facilities in 2025 was estimated to be 24.2 ktonnes. We have\ndata. Business areas are responsible for data input and monitoring progress against targets and continued to increase completeness and accuracy of reporting, particularly by moving to centralised\nproviding commentary on significant variances and on the implementation of projects aimed at waste management services in certain areas. The recycling rates strongly depend on the locally\nimproving EHS performance. All data is reported in the Group’s central EHS reporting and consolidation available waste recycling options. In 2025, the recycling rate increased slightly to approximately 54%\nsystem. More details can be found in the Group reporting guidelines on our website, www.bunzl.com/ of the generated waste. This excludes any post-disposal waste treatment and recycling carried out by\nsustainability/sustainability-reporting. waste handlers\nScope 3: Water\nOur Scope 3 emissions are summarised in the table below. Emissions from purchased goods and Direct water usage is not a significant environmental impact for our business as it is principally confined\nservices – our most significant Scope 3 category – are calculated using supplier spend data. In 2025, to staff hygiene and workplace cleaning, with the exception of a very small number of sites where we\nwe enhanced our calculation methodology to improve accuracy and alignment with best practice. This process gel or ice packs which contain water. Water discharges, apart from internal sanitation, are\nupdate involved the adoption of emissions factors by product or material category and country of limited to rainwater run-off from the yards of our locations. Our estimated water usage is 225,000 m3\norigin from the publicly available EXIOBASE database. As a result of this methodological refinement and of water per year.\nthe increased precision of the underlying data, our reported Scope 3 emissions have decreased.\n Environmental management system certification\nWe are reporting on all material scope 3 categories of emissions. Our scope 3 carbon emissions are We have developed an internal EHS management system standard that is based on ISO 14001 and ISO\nreported based on the previous financial year ended 31 December 2023. The scope 3 emissions 45001. Some parts of the business, mainly in UK & Ireland, Asia Pacific and Continental Europe, have\ncalculation is complex and requires data from a large number of supply chain partners and service elected to become formally certified.\nproviders, such as third party carriers and other logistics services providers. As a result, there is a one\nyear time-lag between our financial data and the scope 3 emissions data in our Annual Report. We are\nworking to develop our access to high quality scope 3 data and to reduce the time required to calculate\nour scope 3 emissions. Once complete, this will allow us to report our scope 3 emissions in better", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\n209\n\nAdditional Information\n\nFinancial Statements\n\nESG SUPPORTING INFORMATION continued\nUK Greenhouse gas emissions data*\nData for the period\n1 October to 30 September\n\nScope 1 emissions\n(tonnes of CO2e)\nScope 2 emissions\n(tonnes of CO2e) (locationbased)\nTotal scope 1 and 2 emissions\n(tonnes of CO2e)\nEmission intensity (tonnes of\nCO2e/£m revenue)\nNatural gas usage (m3)\nFuel usage (ltr)\nElectricity usage (MWh)\nTotal energy\nconsumption (MWh)\n\nalignment with our financial reporting year.\n\n2019\n\n2020\n\n2021\n\n2022\n\n2023\n\n2024\n\n2025\n\n17,211\n\n15,261\n\n14,845\n\n15,479\n\n14,165\n\n12,793\n\n13,218\n\nMore information on the scope 3 data methodology can be found in our EHS reporting guidelines\nwhich are available in the sustainability section of our website.\nGreenhouse gas emissions scope 3 data (Group)\nScope 3 category\n\n2,660\n\n2,847\n\n2,511\n\n2,215\n\n2,161\n\n2,162\n\n2,877\n\n19,871\n\n18,108\n\n17,356\n\n17,694\n\n16,325\n\n14,955\n\n16,095\n\n17.0\n14.9\n14.6\n13.4\n12.9\n12.4\n9.9\n469,573 486,661 419,138 425,053 339,787 334,447 415,200\n6,271,182 5,606,760 5,572,556 5,716,256 5,326,859 4,856,259 5,042,792\n10,405\n11,140\n9,823\n11,292\n10,340\n10,208\n14,427\n82,084\n\n75,812\n\n73,815\n\n76,744\n\n71,064\n\n65,464\n\n71,271\n\n*\t\u0007Energy usage and carbon emissions disclosed separately to adopt to the requirements of the UK Streamlined Energy and Carbon\nReporting (‘SECR’) policy.\n\nOur reported environmental data includes all businesses that are subsidiaries of the Group for financial\nreporting purposes, except for recent acquisitions where there has been insufficient opportunity for\nthe businesses to adopt our reporting guidelines. The revenue from these businesses is not included\nwhen calculating the indexed emissions. The reported data covers 99.8% of the Group by revenue.\nBunzl has a Group wide approach to recording, measuring and reporting energy and climate change\ndata. Business areas are responsible for data input and monitoring progress against targets and\nproviding commentary on significant variances and on the implementation of projects aimed at\nimproving EHS performance. All data is reported in the Group’s central EHS reporting and consolidation\nsystem. More details can be found in the Group reporting guidelines on our website, www.bunzl.com/\nsustainability/sustainability-reporting.\nScope 3:\nOur Scope 3 emissions are summarised in the table below. Emissions from purchased goods and\nservices – our most significant Scope 3 category – are calculated using supplier spend data. In 2025,\nwe enhanced our calculation methodology to improve accuracy and alignment with best practice. This\nupdate involved the adoption of emissions factors by product or material category and country of\norigin from the publicly available EXIOBASE database. As a result of this methodological refinement and\nthe increased precision of the underlying data, our reported Scope 3 emissions have decreased.\nWe are reporting on all material scope 3 categories of emissions. Our scope 3 carbon emissions are\nreported based on the previous financial year ended 31 December 2023. The scope 3 emissions\ncalculation is complex and requires data from a large number of supply chain partners and service\nproviders, such as third party carriers and other logistics services providers. As a result, there is a one\nyear time-lag between our financial data and the scope 3 emissions data in our Annual Report. We are\nworking to develop our access to high quality scope 3 data and to reduce the time required to calculate\nour scope 3 emissions. Once complete, this will allow us to report our scope 3 emissions in better\n\nPurchased goods and services*\nCapital goods\nFuel and energy-related activities not\nincluded in scope 1 or scope 2\nUpstream transportation and distribution\nWaste generation in operations\nBusiness travel\nEmployee commuting\nDownstream transportation and distribution\nUse of sold products\nEnd-of-life treatment of sold products\nTotal scope 3 emissions\nRebase\nTotal scope rebased emissions\n\n2019\n(kt CO2e)\n\n2021\n(kt CO2e)\n\n2022\n(kt CO2e)\n\n2023\n(kt CO2e)\n\n2024\n(kt CO2e)\n\n5,337\n18\n\n6,348\n18\n\n6,826\n24\n\n6,510\n29\n\n6,192\n14\n\n29\n299\n5\n20\n21\n92\n20\n468\n6,309\n557\n6,866\n\n30\n346\n5\n11\n20\n81\n13\n483\n7,355\n\n31\n456\n5\n23\n23\n112\n55\n696\n8,251\n\n30\n415\n5\n26\n24\n110\n124\n774\n8,047\n\n27\n377\n4\n10\n28\n97\n80\n415\n7,244\n\n7,355\n\n8,251\n\n8,047\n\n7,244\n\n* Includes FLAG emissions.\n\nWaste\nThe amount of waste generated in our facilities in 2025 was estimated to be 24.2 ktonnes. We have\ncontinued to increase completeness and accuracy of reporting, particularly by moving to centralised\nwaste management services in certain areas. The recycling rates strongly depend on the locally\navailable waste recycling options. In 2025, the recycling rate increased slightly to approximately 54%\nof the generated waste. This excludes any post-disposal waste treatment and recycling carried out by\nwaste handlers\nWater\nDirect water usage is not a significant environmental impact for our business as it is principally confined\nto staff hygiene and workplace cleaning, with the exception of a very small number of sites where we\nprocess gel or ice packs which contain water. Water discharges, apart from internal sanitation, are\nlimited to rainwater run-off from the yards of our locations. Our estimated water usage is 225,000 m3\nof water per year.\nEnvironmental management system certification\nWe have developed an internal EHS management system standard that is based on ISO 14001 and ISO\n45001. Some parts of the business, mainly in UK & Ireland, Asia Pacific and Continental Europe, have\nelected to become formally certified.", "tables": [ [ [ "Bunzl plc Annual Report 2025", "St", "rategic Report", "Directors’ Report", "Financia", "l Statements", "Addition", "al Informat", "ion", "", "", "20" ], [ "", "", "", "", "", "", "", "", "", "", "", "" ], [ "ESG SUPPORTING INFORMATION con", "tinued", "", "", "", "", "", "", "", "", "", "" ], [ "", "", "", "", "", "", "", "", "", "", "", "" ], [ "UK Greenhouse gas emissions data* Data for the period 1 October to 30 September 2019", "2020", "2021 2022", "2023 2024 2025", "alignment with our financ More information on the which are available in the", "ial reporting year scope 3 data met sustainability se", ". hodology can be fo ction of our website", "und in our E .", "HS rep", "ortin", "g guidelines", "" ], [ "Scope 1 emissions (tonnes of COe) 17,211 2 Scope 2 emissions", "15,261", "14,845 15,479", "14,165 12,793 13,218", "Greenhouse gas emissi Scope 3 category", "ons scope 3 dat", "a (Group) 2019 (kt COe) (", "2021 kt COe) (", "2022 kt COe)", "(", "2023 kt COe) (k", "2024 t COe)" ], [ "(tonnes of COe) (location- 2 based) 2,660", "2,847", "2,511 2,215", "2,161 2,162 2,877", "Purchased goods and serv", "ices*", "2 5,337", "2 6,348", "2 6,826", "", "2 6,510", "2 6,192" ], [ "Total scope 1 and 2 emissions (tonnes of COe) 19,871", "18,108", "17,356 17,694", "16,325 14,955 16,095", "Capital goods Fuel and energy-related a", "ctivities not", "18", "18", "24", "", "29", "14" ], [ "2 Emission intensity (tonnes of COe/£m revenue) 17.0", "14.9", "14.6 13.4", "12.9 12.4 9.9", "included in scope 1 or s Upstream transportation", "cope 2 and distribution", "29 299", "30 346", "31 456", "", "30 415", "27 377" ], [ "2 Natural gas usage (m3) 469,573", "486,661 4", "19,138 425,053", "339,787 334,447 415,200", "Waste generation in opera", "tions", "5", "5", "5", "", "5", "4" ], [ "Fuel usage (ltr) 6,271,1825", ",606,760 5,5", "72,5565,716,256", "5,326,8594,856,2595,042,792", "Business travel", "", "20", "11", "23", "", "26", "10" ], [ "Electricity usage (MWh) 10,405", "11,140", "9,823 11,292", "10,340 10,208 14,427", "Employee commuting", "", "21", "20", "23", "", "24", "28" ], [ "Total energy", "", "", "", "Downstream transportati", "on and distributio", "n 92", "81", "112", "", "110", "97" ], [ "consumption (MWh) 82,084", "75,812", "73,815 76,744", "71,064 65,464 71,271", "Use of sold products End-of-life treatment of so", "ld products", "20 468", "13 483", "55 696", "", "124 774", "80 415" ], [ "* E nergy usage and carbon emissions disclosed separat Reporting (‘SECR’) policy.", "ely to adopt to", "the requirements of the", "UK Streamlined Energy and Carbon", "Total scope 3 emissions Rebase", "", "6,309 557", "7,355", "8,251", "", "8,047", "7,244" ], [ "Our reported environmental data includes reporting purposes, except for recent acqui", "all business sitions whe", "es that are subsidi re there has been", "aries of the Group for financial insufficient opportunity for", "Total scope rebased emis", "sions", "6,866 7", ",355 8", ",251", "8", ",047", "7,244" ], [ "the businesses to adopt our reporting guid", "elines. The r", "evenue from thes", "e businesses is not included", "* Includes FLAG emissions.", "", "", "", "", "", "", "" ], [ "when calculating the indexed emissions. Th", "e reported", "data covers 99.8%", "of the Group by revenue.", "", "", "", "", "", "", "", "" ], [ "", "", "", "", "Waste", "", "", "", "", "", "", "" ], [ "Bunzl has a Group wide approach to record", "ing, measur", "ing and reporting", "energy and climate change", "The amount of waste gen", "erated in our faci", "lities in 2025 was es", "timated to", "be 24.2", "kton", "nes. We hav", "e" ], [ "data. Business areas are responsible for dat", "a input and", "monitoring progr", "ess against targets and", "continued to increase com", "pleteness and a", "ccuracy of reportin", "g, particular", "ly by m", "ovin", "g to centralis", "ed" ], [ "providing commentary on significant varian", "ces and on", "the implementatio", "n of projects aimed at", "waste management servi", "ces in certain are", "as. The recycling ra", "tes strongly", "depen", "d on", "the locally", "" ], [ "improving EHS performance. All data is repo", "rted in the", "Group’s central E", "HS reporting and consolidation", "available waste recycling", "options. In 2025,", "the recycling rate in", "creased slig", "htly to", "appr", "oximately 5", "4%" ], [ "system. More details can be found in the Gr", "oup reporti", "ng guidelines on o", "ur website, www.bunzl.com/", "of the generated waste. T", "his excludes any", "post-disposal waste", "treatment", "and rec", "yclin", "g carried ou", "t by" ], [ "sustainability/sustainability-reporting.", "", "", "", "waste handlers", "", "", "", "", "", "", "" ], [ "", "", "", "", "", "", "", "", "", "", "", "" ], [ "Scope 3:", "", "", "", "Water", "", "", "", "", "", "", "" ], [ "Our Scope 3 emissions are summarised in t", "he table bel", "ow. Emissions fro", "m purchased goods and", "Direct water usage is not", "a significant envi", "ronmental impact f", "or our busin", "ess as i", "t is p", "rincipally co", "nfined" ], [ "services – our most significant Scope 3 cate", "gory – are c", "alculated using su", "pplier spend data. In 2025,", "to staff hygiene and work", "place cleaning, w", "ith the exception of", "a very smal", "l numb", "er of", "sites where", "we" ], [ "we enhanced our calculation methodology", "to improve", "accuracy and align", "ment with best practice. This", "process gel or ice packs w", "hich contain wat", "er. Water discharge", "s, apart from", "intern", "al sa", "nitation, are", "" ], [ "update involved the adoption of emissions f", "actors by p", "roduct or material", "category and country of", "limited to rainwater run-o", "ff from the yards", "of our locations. O", "ur estimated", "water", "usag", "e is 225,000", "m3" ], [ "origin from the publicly available EXIOBASE", "database. A", "s a result of this m", "ethodological refinement and", "of water per year.", "", "", "", "", "", "", "" ], [ "the increased precision of the underlying da", "ta, our rep", "orted Scope 3 emi", "ssions have decreased.", "", "", "", "", "", "", "", "" ], [ "", "", "", "", "Environmental manage", "ment system c", "ertification", "", "", "", "", "" ], [ "We are reporting on all material scope 3 cat", "egories of e", "missions. Our sco", "pe 3 carbon emissions are", "We have developed an int", "ernal EHS mana", "gement system stan", "dard that is", "based", "on IS", "O 14001 an", "d ISO" ], [ "reported based on the previous financial ye", "ar ended 31", "December 2023.", "The scope 3 emissions", "45001. Some parts of the", "business, mainly", "in UK & Ireland, Asi", "a Pacific an", "d Conti", "nent", "al Europe, h", "ave" ], [ "calculation is complex and requires data fro", "m a large n", "umber of supply c", "hain partners and service", "elected to become formal", "ly certified.", "", "", "", "", "", "" ], [ "providers, such as third party carriers and o", "ther logisti", "cs services provid", "ers. As a result, there is a one", "", "", "", "", "", "", "", "" ], [ "year time-lag between our financial data an", "d the scope", "3 emissions data", "in our Annual Report. We are", "", "", "", "", "", "", "", "" ], [ "working to develop our access to high qualit", "y scope 3 d", "ata and to reduce", "the time required to calculate", "", "", "", "", "", "", "", "" ], [ "our scope 3 emissions. Once complete, this", "will allow u", "s to report our sco", "pe 3 emissions in better", "", "", "", "", "", "", "", "" ] ] ], "word_count": 875, "visual_charts": [] }, { "page_number": 212, "section": "Additional Information", "subsection": "ESG Supporting Information", "running_banner": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 210", "text_layout": "Bunzl plc Annual Report 2025 Strategic Report Directors’ Report Financial Statements Additional Information 210\n\nESG SUPPORTING INFORMATION continued\n\nHealth & safety External assurance\nHealth & safety indicators We engaged PwC to undertake a limited assurance engagement, reporting to Bunzl plc only, using\nData for the period 1 October to 30 September 2019 2020 2021 2022 2023 2024 2025\n International Standard on Assurance Engagements ‘ISAE’ 3000 (Revised): ‘Assurance Engagements\nAverage number of incidents per\n Other Than Audits or Reviews of Historical Financial Information’ and ISAE 3410: ‘Assurance\nmonth per 100,000 employees 96 85 86 80 88 96 93◊\n Engagements on Greenhouse Gas Statements’ over the two non-financial KPIs highlighted on page 38\nAverage number of days lost per and the selected data in the ESG appendix (highlighted with the symbol ‘◊’). In each case the audited\nmonth per 100,000 employees 3,110 3,040 2,615 2,441 2,338 1,963 2,475◊ data has been highlighted with the symbol ‘◊’.\nFatalities 0 0 0 0 0 0 0\n PwC has provided an unqualified opinion in relation to the relevant KPIs and data and their full\n◊ Subject to limited assurance performed by our independent auditor. See the data assurance statement on the Company’s website, assurance opinion is available in the sustainability section of our Group website, www.bunzl.com.\n www.bunzl.com. The data for previous years was also assured as detailed in the respective Annual Reports.\n Non-financial performance information, including greenhouse gas quantification in particular, is subject\nThe 2025 Group accident incidence rate of 93 represents a 3% decrease versus 2024. We have to more inherent limitations than financial information. It is important to read the selected information\nachieved our target to reduce the Group accident incidence rate by 3% from 2024. contained in this Annual Report in the context of PwC’s full limited assurance opinion and the\nThe 2025 Group accident severity rate of 2,475 represents a 26% increase versus 2024. We have not Company’s EHS Reporting Guidelines which are also available in the sustainability section of our\nachieved our target to reduce the Group accident severity rate by 3% from 2024, due to a slight website.\nincrease in the average severity across all incidents.\n Code of conduct\n The Group’s business code of conduct is a guide for every employee explaining how they are expected\nInjuries relating to the operation of our warehouses and vehicles, such as manual handling, falling,\n to conduct themselves both from a corporate and individual perspective.\nslipping and tripping and impact with equipment remain the highest causes of accidents. In addition\nto the number of accidents, we use a variety of leading indicators, such as near misses, the number 2023 2024 2025 Comment\nof safety meetings and the number of inspections to measure our performance. In 2025 we have seen Material breaches of 4 0 0 No material breaches of our code of\na 36% increase of near miss reports across the Group, while the number of safety meeting and safety code of conduct conduct were recorded in 2025.\ninspections also increased. Speak Up 141 135 157 In 2025, we received 157 reports through\nWe have developed a group-wide training matrix and a programme to monitor training compliance our confidential whistleblowing process,\non Group level. This will strengthen our oversight of Health and Safety training performance, a key ‘Speak Up’, none of which relate to any\ncomponent of our accident-reduction programme. issues of material concern. More than\n 40% of the cases came from the Latin\nIn 2025 we conducted a safety culture survey across a selection of sites. The pilot survey examined America region. In the North America\nvarious elements of safety culture, such as employees’ ability to raise safety concerns, the role of region in particular, a number of the\nsupervisors and management, incident investigation procedures, and the effectiveness of training. reports were from the same site or\nThe survey has provided valuable insights into the diverse safety cultures within our businesses, related to the same issue and were\noffering meaningful opportunities for further improvement. treated as separate reports.\nTarget for 2026:\n• Reduce the Group accident incidence rate by 3% from 2025.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nAdditional Information\n\nFinancial Statements\n\n210\n\nESG SUPPORTING INFORMATION continued\nHealth & safety\nHealth & safety indicators\nData for the period 1 October to 30 September\n\nAverage number of incidents per\nmonth per 100,000 employees\nAverage number of days lost per\nmonth per 100,000 employees\nFatalities\n\nExternal assurance\n2019\n\n2020\n\n2021\n\n2022\n\n2023\n\n2024\n\n2025\n\n96\n\n85\n\n86\n\n80\n\n88\n\n96\n\n93◊\n\n3,110\n0\n\n3,040\n0\n\n2,615\n0\n\n2,441\n0\n\n2,338\n0\n\n1,963\n0\n\n2,475◊\n0\n\n◊ Subject to limited assurance performed by our independent auditor. See the data assurance statement on the Company’s website,\nwww.bunzl.com. The data for previous years was also assured as detailed in the respective Annual Reports.\n\nThe 2025 Group accident incidence rate of 93 represents a 3% decrease versus 2024. We have\nachieved our target to reduce the Group accident incidence rate by 3% from 2024.\nThe 2025 Group accident severity rate of 2,475 represents a 26% increase versus 2024. We have not\nachieved our target to reduce the Group accident severity rate by 3% from 2024, due to a slight\nincrease in the average severity across all incidents.\nInjuries relating to the operation of our warehouses and vehicles, such as manual handling, falling,\nslipping and tripping and impact with equipment remain the highest causes of accidents. In addition\nto the number of accidents, we use a variety of leading indicators, such as near misses, the number\nof safety meetings and the number of inspections to measure our performance. In 2025 we have seen\na 36% increase of near miss reports across the Group, while the number of safety meeting and safety\ninspections also increased.\nWe have developed a group-wide training matrix and a programme to monitor training compliance\non Group level. This will strengthen our oversight of Health and Safety training performance, a key\ncomponent of our accident-reduction programme.\nIn 2025 we conducted a safety culture survey across a selection of sites. The pilot survey examined\nvarious elements of safety culture, such as employees’ ability to raise safety concerns, the role of\nsupervisors and management, incident investigation procedures, and the effectiveness of training.\nThe survey has provided valuable insights into the diverse safety cultures within our businesses,\noffering meaningful opportunities for further improvement.\nTarget for 2026:\n• Reduce the Group accident incidence rate by 3% from 2025.\n\nWe engaged PwC to undertake a limited assurance engagement, reporting to Bunzl plc only, using\nInternational Standard on Assurance Engagements ‘ISAE’ 3000 (Revised): ‘Assurance Engagements\nOther Than Audits or Reviews of Historical Financial Information’ and ISAE 3410: ‘Assurance\nEngagements on Greenhouse Gas Statements’ over the two non-financial KPIs highlighted on page 38\nand the selected data in the ESG appendix (highlighted with the symbol ‘◊’). In each case the audited\ndata has been highlighted with the symbol ‘◊’.\nPwC has provided an unqualified opinion in relation to the relevant KPIs and data and their full\nassurance opinion is available in the sustainability section of our Group website, www.bunzl.com.\nNon-financial performance information, including greenhouse gas quantification in particular, is subject\nto more inherent limitations than financial information. It is important to read the selected information\ncontained in this Annual Report in the context of PwC’s full limited assurance opinion and the\nCompany’s EHS Reporting Guidelines which are also available in the sustainability section of our\nwebsite.\n\nCode of conduct\nThe Group’s business code of conduct is a guide for every employee explaining how they are expected\nto conduct themselves both from a corporate and individual perspective.\nMaterial breaches of\ncode of conduct\nSpeak Up\n\n2023\n\n2024\n\n2025\n\n4\n\n0\n\n0\n\n141\n\n135\n\n157\n\nComment\n\nNo material breaches of our code of\nconduct were recorded in 2025.\nIn 2025, we received 157 reports through\nour confidential whistleblowing process,\n‘Speak Up’, none of which relate to any\nissues of material concern. More than\n40% of the cases came from the Latin\nAmerica region. 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Continue monitoring of\n employee experience. Execute an action of People & Culture section of our website. Great Place to Work action plans and outputs\n plan following our employer brand Use of Great Place to Work results to gain from our employee listening sessions to gain\n review, including refreshing our corporate deeper insight into early employee deeper insight into employee engagement\n website and developing Group-wide engagement levels and put action plans\n collateral using the concept of ‘Unlimited in place to drive continuous improvement.\n Potential’ to ensure that we have a\n compelling brand.\nGender diversity: 22% 25% 25% Report on percentage of females at Maintained percentage of females at senior Continue to report on percentage of females\n Women at senior senior leadership level to ensure we leadership level. Continued investment in at senior leadership level to ensure we\n management level maintain or increase current levels. female-focused development. maintain or increase current levels. Continue\n Continue to expand networks and to review and expand on female-focused\n female-focused development development.\n programmes.\nEmployee engagement 69%* 71% 71% Undertake a full global Great Place to Undertook a full global Great Place to Work Undertake a full global Great Place to Work\n index score Work survey in 2025 and continue to survey, including the Nisbets population for survey in 2026 and continue to make\n make improvements through the the first time. Local and regional action improvements through the monitoring of\n monitoring of action plans and the plans were put into place following the action plans and the analysis of trend data.\n analysis of trend data. survey results to drive continuous\n improvement.\n* This was the overall Trust Index score from the Great Place to Work 2023 pilot survey (covering approximately 45% of our employees).\n\nSenior management (%) and employees Total workforce (%) and employees Average number of employees (%) Total workforce age profile (%)\nMales 75% 408 Males 60% 16,481 North America 31% Under 30 19%\n Continental Europe 26% 30–39 25%\nFemales 25%* 134 Females 40% 10,781 UK & Ireland 22% 40–54 36%\n Rest of the World 21% Over 55 20%\n* 38.5% of the Executive Committee’s direct reports are female (10 employees).\nSource:\nHR from October 2025 (senior management group defined as the\nindividuals who receive share awards as part of their remuneration) Source: HR from EHS360 Source: Note 26 on page 175 Source: HR from EHS360", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nAdditional Information\n\nFinancial Statements\n\n211\n\nESG SUPPORTING INFORMATION continued\nEmployees\nEngaging with our employees with clear communications and the provision of learning and development opportunities.\n2023\n\n2024\n\n2025\n\nEmployee turnover:\nVoluntary\n\n15.3%\n\n14.8%\n\n13.9%\n\nGender diversity:\nWomen at senior\nmanagement level\n\n22%\n\n25%\n\n25%\n\nEmployee engagement\nindex score\n\n69%*\n\n71%\n\n71%\n\nWhat we said we would do in 2025\n\nWhat we did\n\nWhat we plan to do in 2026\n\nGather targeted feedback from new\njoiners to understand early views on\nemployee experience. Execute an action\nplan following our employer brand\nreview, including refreshing our corporate\nwebsite and developing Group-wide\ncollateral using the concept of ‘Unlimited\nPotential’ to ensure that we have a\ncompelling brand.\nReport on percentage of females at\nsenior leadership level to ensure we\nmaintain or increase current levels.\nContinue to expand networks and\nfemale-focused development\nprogrammes.\nUndertake a full global Great Place to\nWork survey in 2025 and continue to\nmake improvements through the\nmonitoring of action plans and the\nanalysis of trend data.\n\nGroup-wide roll out of our ‘Unlimited\nPotential’ employer brand and refresh\nof People & Culture section of our website.\nUse of Great Place to Work results to gain\ndeeper insight into early employee\nengagement levels and put action plans\nin place to drive continuous improvement.\n\nContinue to embed ‘Unlimited Potential’\nacross the Group. Continue monitoring of\nGreat Place to Work action plans and outputs\nfrom our employee listening sessions to gain\ndeeper insight into employee engagement\n\nMaintained percentage of females at senior\nleadership level. Continued investment in\nfemale-focused development.\n\nContinue to report on percentage of females\nat senior leadership level to ensure we\nmaintain or increase current levels. Continue\nto review and expand on female-focused\ndevelopment.\n\nUndertook a full global Great Place to Work\nsurvey, including the Nisbets population for\nthe first time. Local and regional action\nplans were put into place following the\nsurvey results to drive continuous\nimprovement.\n\nUndertake a full global Great Place to Work\nsurvey in 2026 and continue to make\nimprovements through the monitoring of\naction plans and the analysis of trend data.\n\n* This was the overall Trust Index score from the Great Place to Work 2023 pilot survey (covering approximately 45% of our employees).\nSenior management (%) and employees\n\nTotal workforce (%) and employees\n\nAverage number of employees (%)\n\nMales\n\n75%\n\n408\n\nMales\n\n60%\n\n16,481\n\nFemales\n\n25%*\n\n134\n\nFemales\n\n40%\n\n10,781\n\nNorth America\nContinental Europe\nUK & Ireland\nRest of the World\n\nTotal workforce age profile (%)\n\n31%\n26%\n22%\n21%\n\nUnder 30\n30–39\n40–54\nOver 55\n\n* 38.5% of the Executive Committee’s direct reports are female (10 employees).\nSource:\nHR from October 2025 (senior management group defined as the\nindividuals who receive share awards as part of their remuneration)\n\nSource: HR from EHS360\n\nSource: Note 26 on page 175\n\nSource: HR from EHS360\n\n19%\n25%\n36%\n20%", "tables": [ [ [ "Bunzl plc Annual Repo", "rt 2025", "Strateg", "ic", "Report", "Direc", "tors’ Report", "Financial St", "atements", "", "Add", "itio", "nal Information", "", "", "21" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "ESG SUPPORTING", "INFORMATION continue", "d", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "Employees", "", "", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "Engaging with our em", "ployees with clear commun", "ications an", "d", "the provis", "ion of learning and dev", "elopment opportuniti", "es.", "", "", "", "", "", "", "", "" ], [ "", "", "", "", "", "", "", "", "", "", "", "", "", "", "", "" ], [ "", "2023", "2024", "", "2025", "What we said we would do in", "2025", "What we did", "", "", "", "Wha", "t we plan to do in 20", "26", "", "" ], [ "Employee turnover:", "15.3% 1", "4.8%", "", "13.9%", "Gather targeted feedb", "ack from new", "Group-wide roll ou", "t of our ‘Unlimit", "ed", "", "Con", "tinue to embed", "‘Unlimited Pote", "ntial’", "" ], [ "Voluntary", "", "", "", "", "joiners to understand", "early views on", "Potential’ employer", "brand and refr", "esh", "", "acro", "ss the Group. 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We\nsupport the communities where our employees live and work and encourage fundraising activities Revenue 11,845.4 11,776.4 11,797.1 12,039.5 10,285.1\nchampioned by our businesses and their employees locally. In 2019, we realigned our corporate charity Operating profit 735.3 799.3 789.1 701.6 623.3\nprogramme to focus on environmental projects related to reuse, recycling, litter prevention and Finance income 54.6 72.6 60.4 22.3 10.7\ndisadvantaged communities impacted by waste pollution and poor management infrastructure. Finance expense (181.3) (178.0) (150.9) (90.2) (65.3)\n Disposal of businesses 11.9 (20.3) – 0.9 –\nDuring 2025 we continued to support activities in three key areas and are pleased with the long-\n Profit before income tax 620.5 673.6 698.6 634.6 568.7\nstanding relationships we have with our chosen charity partners:\n Income tax (160.7) (172.6) (172.4) (160.2) (125.9)\n1. charitable projects that encourage packaging reuse and recycling, and work to educate consumers; Profit for the year 459.8 501.0 526.2 474.4 442.8\n2.\t\u0007litter clean-up and prevention initiatives operating in our markets, giving our employees the\n opportunity to get involved; and Profit is attributable to:\n Company’s equity holders 459.2 500.4 526.2 474.4 442.8\n3.\t\u0007projects that build new waste management infrastructure and develop recycling skills in some of the\n Non-controlling interest 0.6 0.6 – – –\n world’s poorest places, often in areas where plastic leakage to the natural environment is highest.\n Profit for the year 459.8 501.0 526.2 474.4 442.8\nExample initiatives\n CHARITY NAME PROJECT Basic earnings per share attributable to the\n Company’s equity holders 141.5p 149.6p 157.1p 141.7p 132.7p\n WasteAid WasteAid is working with Bunzl in Uganda to tackle growing waste challenges,\n particularly plastic and textile pollution. In Kampala, where only 40% of waste\n Alternative performance measures†\n is safely managed, WasteAid is developing new value chains by repurposing\n Adjusted operating profit 910.3 976.1 944.2 885.9 752.8\n secondhand clothing through its Uganda Circular Textiles project, training\n tailors and students to turn discarded textiles into new products. It is also Adjusted profit before income tax 787.1 872.9 853.7 818.0 698.2\n launching a ‘wastepreneur’ programme to support women and youth Adjusted profit for the year attributable to the\n entrepreneurs to turn waste into income and reduce landfill. Company’s equity holders 581.9 649.9 640.3 616.8 542.5\n Adjusted earnings per share attributable to the\n Hubbub Hubbub’s Borrow Cup project, launched in Glasgow in January 2025, lets Company’s equity holders 179.3p 194.3p 191.1p 184.3p 162.5p\n customers borrow reusable cups for a £1 deposit and return them to any\n participating outlet. Backed by major brands and Bunzl, it aimed to cut † See Note 3 to the consolidated financial statements on pages 147 to 149 for further details of the alternative performance measures.\n\n disposable cup waste by making reuse simple, convenient and widely\n accessible.\n\nGroup wide, Bunzl donated a total of c.£1.3m to charitable causes during 2025. This does not include\namounts donated by Bunzl in matching funds raised by employees for local charities.", "text_reading_order": "Bunzl plc Annual Report 2025\n\nStrategic Report\n\nDirectors’ Report\n\nESG SUPPORTING INFORMATION continued\n\nFinancial Statements\n\nFIVE YEAR REVIEW\n\nCharitable contributions\nBunzl’s operations are international, but our strength lies in the local nature of our businesses. We\nsupport the communities where our employees live and work and encourage fundraising activities\nchampioned by our businesses and their employees locally. In 2019, we realigned our corporate charity\nprogramme to focus on environmental projects related to reuse, recycling, litter prevention and\ndisadvantaged communities impacted by waste pollution and poor management infrastructure.\nDuring 2025 we continued to support activities in three key areas and are pleased with the longstanding relationships we have with our chosen charity partners:\n1. charitable projects that encourage packaging reuse and recycling, and work to educate consumers;\n2.\t\u0007litter clean-up and prevention initiatives operating in our markets, giving our employees the\nopportunity to get involved; and\n3.\t\u0007projects that build new waste management infrastructure and develop recycling skills in some of the\nworld’s poorest places, often in areas where plastic leakage to the natural environment is highest.\nExample initiatives\nCHARITY NAME\n\nPROJECT\n\nWasteAid\n\nWasteAid is working with Bunzl in Uganda to tackle growing waste challenges,\nparticularly plastic and textile pollution. In Kampala, where only 40% of waste\nis safely managed, WasteAid is developing new value chains by repurposing\nsecondhand clothing through its Uganda Circular Textiles project, training\ntailors and students to turn discarded textiles into new products. It is also\nlaunching a ‘wastepreneur’ programme to support women and youth\nentrepreneurs to turn waste into income and reduce landfill.\n\nHubbub\n\nHubbub’s Borrow Cup project, launched in Glasgow in January 2025, lets\ncustomers borrow reusable cups for a £1 deposit and return them to any\nparticipating outlet. Backed by major brands and Bunzl, it aimed to cut\ndisposable cup waste by making reuse simple, convenient and widely\naccessible.\n\nGroup wide, Bunzl donated a total of c.£1.3m to charitable causes during 2025. This does not include\namounts donated by Bunzl in matching funds raised by employees for local charities.\n\n212\n\nAdditional Information\n\n2025\n£m\n\nRevenue\nOperating profit\nFinance income\nFinance expense\nDisposal of businesses\nProfit before income tax\nIncome tax\nProfit for the year\n\n2024\n£m\n\n2023\n£m\n\n2022\n£m\n\n2021\n£m\n\n11,845.4 11,776.4 11,797.1 12,039.5 10,285.1\n735.3\n799.3\n789.1\n701.6\n623.3\n54.6\n72.6\n60.4\n22.3\n10.7\n(181.3)\n(178.0)\n(150.9)\n(90.2)\n(65.3)\n11.9\n(20.3)\n–\n0.9\n–\n620.5\n673.6\n698.6\n634.6\n568.7\n(160.7)\n(172.6)\n(172.4)\n(160.2)\n(125.9)\n459.8\n501.0\n526.2\n474.4\n442.8\n\nProfit is attributable to:\nCompany’s equity holders\nNon-controlling interest\nProfit for the year\n\n459.2\n0.6\n459.8\n\n500.4\n0.6\n501.0\n\n526.2\n–\n526.2\n\n474.4\n–\n474.4\n\n442.8\n–\n442.8\n\nBasic earnings per share attributable to the\nCompany’s equity holders\n\n141.5p\n\n149.6p\n\n157.1p\n\n141.7p\n\n132.7p\n\n910.3\n787.1\n\n976.1\n872.9\n\n944.2\n853.7\n\n885.9\n818.0\n\n752.8\n698.2\n\n581.9\n\n649.9\n\n640.3\n\n616.8\n\n542.5\n\n179.3p\n\n194.3p\n\n191.1p\n\n184.3p\n\n162.5p\n\nAlternative performance measures†\nAdjusted operating profit\nAdjusted profit before income tax\nAdjusted profit for the year attributable to the\nCompany’s equity holders\nAdjusted earnings per share attributable to the\nCompany’s equity holders\n\n† See Note 3 to the consolidated financial statements on pages 147 to 149 for further details of the alternative performance measures.", "tables": [ [ [ "CHARITY NAME", "PROJECT" ], [ "WasteAid", "" ], [ "Hubbub", "" ] ] ], "word_count": 526, "visual_charts": [] } ], "sustainability_metrics_sasb_p200": { "gross_global_scope_1_emissions_tCO2e": 91130, "total_fuel_consumed_GJ": 1530144, "percentage_natural_gas": 24, "percentage_renewable_fuel": 4, "operational_energy_consumed_GJ": 1892028, "percentage_grid_electricity": 19, "percentage_renewable": "9.6% of total energy, 31% of total electricity", "product_lifecycle_revenue_recyclable_compostable_reusable_renewable_gbp": "£2bn (2025)", "targets_baseline_year": 2019, "scope_1_2_target": "50% more carbon efficient (27.5% absolute reduction) by 2030", "scope_3_target": "80% of suppliers by emissions science-based targets by 2027", "scope_1_2_3_target": "90% absolute reduction by 2050", "net_zero_target": "net zero emissions by 2050 at the latest" } }