B&M European Value Retail SA

Lobbying Governance

AI Extracted Evidence Snippet Source

###### Board oversight

The B&M Board is responsible for overseeing management's response to climate-related impacts. The Board considers the threat of climate change and has been actively involved in taking steps to address its potential impact through assigning day to day responsibilities to the executive directors, setting a Net-Zero ambition and signing up to the SBTi.

In its role the Board ensures there is an effective system of internal controls within the Group for the assessment and management of key risks. The Board retains overall responsibility for climate governance and actions undertaken, which are integrated into our ESG strategy.

ESG, including climate change and associated initiatives, is now a standing agenda item at every scheduled Board meeting, having been discussed in detail at each Board meeting in FY23.

The Board ensures action plans are embedded into the business strategy and future financial planning to mitigate climate-related risks and capitalise on climate-related opportunities.

This financial year, key milestones have been achieved including the validation of our Scope 1 and 2 targets by the SBTi.

We have integrated climate governance into our existing governance processes and assigned responsibilities to ensure climate change is considered when reviewing our growth strategy. The Group is committed to high standards of Corporate Governance and follows a robust governance framework.

We operate with a flat organisational structure to ensure quick and decisive action across our operations and have adopted the same approach for managing climate-related risks and opportunities.

As opposed to holding routine formal meetings, we encourage constant communication and collaboration across all levels of management, so that clear action towards mitigating climate change is taken.

--NEW-PAGE--

### How we govern continued

###### Executive responsibility

Due to its growing importance amongst our stakeholders, the Board has delegated executive responsibility for climate change to our CFO, Mike Schmidt.

The CFO is responsible for the assessment and reporting of our climate-related risks and opportunities. He will oversee this process, which will be repeated annually.

To demonstrate our commitment, executive directors' remuneration has been linked to the Group's achievement of metrics relevant to our ESG strategy, including those of climate-related matters.

The Remuneration Committee continuously reviews this structure, considering industry best practice and the current status of our evolving ESG strategy. The Remuneration Committee is in the process of establishing more granular ESG objectives for FY24.

_The Board retains overall responsibility for oversight of all ESG-related topics, including climate_
_change. In particular, ESG is a standing agenda item at all Board meetings, and climate-related_
_topics form a specific part of our ESG strategy. The Group's General Counsel attends all Board_

_meetings._

**Executive Responsibility**
Executive Directors of the Group support the Board's climate-related ambitions. The Board has

delegated dedicated executive responsibility for climate change to our CFO, Mike Schmidt.

**Senior Management**
Executive Director are supported on an ongoing basis by various senior management team

members who meet periodically to discuss and review relevant topics.

**Sustainability Manager**
Reports to the CEO. With support from relevant central functions within the business, the

Sustainability Manager works with third-party experts to review climate issues.

**Figure 3: B&M's climate governance structure.**

###### Monitoring risk

The Audit & Risk Committee, together with the support of the Internal Audit department and the Group's General Counsel, is responsible for monitoring risks and overseeing progress against goals and targets for addressing climate-related issues.

Furthermore, climate change continues to be considered at key events during the year, including the Group's annual strategy day in March 2023, when reviewing the principal risks relevant to the Group.

It was determined for FY23 that climate change does not represent a principal risk, given the detailed risk assessment performed by management this financial year. However, this assessment will be reviewed at least annually by management and the Board.

https://www.bandmretail.com/~/media/Files/B/Bmstores-Corp/documents/investors/reports-and-presentations/2023/fy23-tcfd-report.pdf

The Board ensures that there is an effective system of internal controls within the Group for the assessment and management of key risks. For the year ahead, the Board retains overall responsibility for climate governance and action as this is integrated into our developing ESG strategy. The Group encourage constant communication and collaboration across all levels of management, so that clear action towards mitigating climate change is taken. [...] ESG, including climate change and associated initiatives, is a standing agenda item at all Board meetings each year, and was discussed at each of the six Board meetings in FY24. Climate-related issues are considered by the Board, when making strategic or operational decisions, to ensure it is embedded into the business strategy and future financial planning, to mitigate climate-related risks and capitalise on opportunities. The Board's approach to ESG governance, including climaterelated risks and opportunities, remains an "at-one" approach. We recognise the importance of collective input, as we begin to implement our ESG strategy. The Board reviews the need for a separate governance committee annually. To support the Board in fulfilling their climaterelated responsibilities, a training session was held by our ESG Consultants, Inspired ESG, in FY23, which covered climate change, TCFD, ESG [...] We have integrated climate governance into our existing governance processes and assigned responsibilities, to ensure that climate change is considered when developing and reviewing our growth strategy. The Group is committed to high standards of corporate governance and follows a robust governance framework. We operate with a flat organisational structure, to ensure quick and decisive action across our operations. We have adopted the same approach for managing climate-related risks and opportunities. As opposed to holding routine formal meetings, we encourage constant communication and collaboration across all levels of management, so that clear action towards mitigating climate change is taken. In FY24, we have also established an executive ESG committee to link functional stakeholders to ensure our actions are directed at the Group.

https://www.bandmretail.com/~/media/Files/B/Bmstores-Corp/documents/investors/reports-and-presentations/2024/bm-stores-fy24-tcfd-report.pdf

###### ESG Governance

In recognition of the growing importance of ESG to our stakeholders, and to reflect the considerable progress made, the Board and Executive Management team have embedded ESG governance into our existing governance framework.

Board-level responsibility

The Board has overall responsibility for the Groups ESG strategy. The Board intends to retain an "at one" approach to ESG governance, recognising the importance of collective input as we work to implement our developing strategy. The Board is responsible for setting relevant ESG targets, ensuring B&M complies with emerging ESG-related regulation, and for considering stakeholder expectations of a FTSE100 company.

Management

The responsibility for implementing the Board approved ESG strategy is delegated to the Executive Directors in relation to day-to-day operational decision making. The Executive Directors are supported by senior management teams across the Group.

In September 2022 we held training sessions for members of our executive and operational senior management across B&M UK, Heron Foods and B&M France. Facilitated by our third-party ESG specialist, the training sessions covered climate change, TCFD and wider ESG principles.

The aim of these training sessions is to build capacity and understanding to support key internal stakeholders in their roles and responsibilities relating to ESG. The executive management team each had an ESG-related target in their annual incentive plan objectives for FY23.

Supported by wider senior management teams, the Sustainability Manager works with our third-party ESG specialists to review the progress against our ESG metrics and targets.

A Net Zero Strategy workshop was also held during the reporting period to help inform our carbon footprint, establish an understanding of terminology, explore industry best practice and consider key actions to help meet our carbon reduction targets.

The Board has committed to a SBTi target Scope 1 and 2, a supplier engagement target relating to Scope 3 emissions, and expressed an ambition to become Net Zero by 2040. We are currently undergoing the necessary processes to develop a clear roadmap for achieving this.

The business has implemented many energy efficiency initiatives as part of our strategy to achieve our carbon reduction ambitions. More detail of these initiatives can be found on pages 40-42 of this report.

We invested resources this year in strengthening our Sustainability team, recruiting a Sustainability Coordinator to support the ongoing work of the Sustainability Manager. Our Sustainability Manager - appointed in FY22 - is responsible for the overall implementation of the Group's ESG programme alongside the broader Executive Management team.

https://www.bandmretail.com/~/media/Files/B/Bmstores-Corp/documents/investors/reports-and-presentations/2023/fy23-esg-report.pdf

The Board ensures that there is an effective system of internal controls within the Group for the assessment and management of key risks. For the year ahead, the Board retains overall responsibility for climate governance and action as this is integrated into our developing ESG strategy. The Group encourage constant communication and collaboration across all levels of management, so that clear action towards mitigating climate change is taken. [...] ESG, including climate change and associated initiatives, is a standing agenda item at all Board meetings each year, and was discussed at each of the six Board meetings in FY24. Climate-related issues are considered by the Board, when making strategic or operational decisions, to ensure it is embedded into the business strategy and future financial planning, to mitigate climate-related risks and capitalise on opportunities. The Board's approach to ESG governance, including climate-related risks and opportunities, remains an "at-one" approach. We recognise the importance of collective input, as we begin to implement our ESG strategy. The Board reviews the need for a separate governance committee annually. To support the Board in fulfilling their climate-related responsibilities, a training session was held by our ESG Consultants, Inspired ESG, in FY23, which covered climate change, TCFD, ESG [...] We have integrated climate governance into our existing governance processes and assigned responsibilities, to ensure that climate change is considered when developing and reviewing our growth strategy. The Group is committed to high standards of corporate governance and follows a robust governance framework. We operate with a flat organisational structure, to ensure quick and decisive action across our operations. We have adopted the same approach for managing climate-related risks and opportunities. As opposed to holding routine formal meetings, we encourage constant communication and collaboration across all levels of management, so that clear action towards mitigating climate change is taken. In FY24, we have also established an executive ESG committee to link functional stakeholders to ensure our actions are directed at the Group.

https://www.bandmretail.com/~/media/Files/B/Bmstores-Corp/documents/investors/reports-and-presentations/2024/bm-stores-fy24-tcfd-report.pdf

###### Board oversight

The B&M Board is responsible for overseeing management's response to climate-related impacts. The Board considers the threat of climate change and has been actively involved in taking steps to address its potential impact through assigning day to day responsibilities to the executive directors, setting a Net-Zero ambition and signing up to the SBTi.

In its role the Board ensures there is an effective system of internal controls within the Group for the assessment and management of key risks. The Board retains overall responsibility for climate governance and actions undertaken, which are integrated into our ESG strategy.

ESG, including climate change and associated initiatives, is now a standing agenda item at every scheduled Board meeting, having been discussed in detail at each Board meeting in FY23.

The Board ensures action plans are embedded into the business strategy and future financial planning to mitigate climate-related risks and capitalise on climate-related opportunities.

This financial year, key milestones have been achieved including the validation of our Scope 1 and 2 targets by the SBTi.

We have integrated climate governance into our existing governance processes and assigned responsibilities to ensure climate change is considered when reviewing our growth strategy. The Group is committed to high standards of Corporate Governance and follows a robust governance framework.

We operate with a flat organisational structure to ensure quick and decisive action across our operations and have adopted the same approach for managing climate-related risks and opportunities.

As opposed to holding routine formal meetings, we encourage constant communication and collaboration across all levels of management, so that clear action towards mitigating climate change is taken.

--NEW-PAGE--

### How we govern continued

###### Executive responsibility

Due to its growing importance amongst our stakeholders, the Board has delegated executive responsibility for climate change to our CFO, Mike Schmidt.

The CFO is responsible for the assessment and reporting of our climate-related risks and opportunities. He will oversee this process, which will be repeated annually.

To demonstrate our commitment, executive directors' remuneration has been linked to the Group's achievement of metrics relevant to our ESG strategy, including those of climate-related matters.

The Remuneration Committee continuously reviews this structure, considering industry best practice and the current status of our evolving ESG strategy. The Remuneration Committee is in the process of establishing more granular ESG objectives for FY24.

_The Board retains overall responsibility for oversight of all ESG-related topics, including climate_
_change. In particular, ESG is a standing agenda item at all Board meetings, and climate-related_
_topics form a specific part of our ESG strategy. The Group's General Counsel attends all Board_

_meetings._

**Executive Responsibility**
Executive Directors of the Group support the Board's climate-related ambitions. The Board has

delegated dedicated executive responsibility for climate change to our CFO, Mike Schmidt.

**Senior Management**
Executive Director are supported on an ongoing basis by various senior management team

members who meet periodically to discuss and review relevant topics.

**Sustainability Manager**
Reports to the CEO. With support from relevant central functions within the business, the

Sustainability Manager works with third-party experts to review climate issues.

**Figure 3: B&M's climate governance structure.**

###### Monitoring risk

The Audit & Risk Committee, together with the support of the Internal Audit department and the Group's General Counsel, is responsible for monitoring risks and overseeing progress against goals and targets for addressing climate-related issues.

Furthermore, climate change continues to be considered at key events during the year, including the Group's annual strategy day in March 2023, when reviewing the principal risks relevant to the Group.

It was determined for FY23 that climate change does not represent a principal risk, given the detailed risk assessment performed by management this financial year. However, this assessment will be reviewed at least annually by management and the Board.

https://www.bandmretail.com/~/media/Files/B/Bmstores-Corp/documents/investors/reports-and-presentations/2023/fy23-tcfd-report.pdf

Does your organization have a public commitment or position statement to conduct your engagement activities in line with the goals of the Paris Agreement?[…]No, and we do not plan to have one in the next two years

CDP Questionnaire Response 2023