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Jeronimo Martins — Annual Report 2022
Mar 27, 2023
1906_10-k_2023-03-27_be52eb69-577c-4523-b03c-b2a4592c4d42.pdf
Annual Report
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Non-ESEF compliant version

European Single Electronic reporting Format (ESEF) and PDF version
This document is the PDF/printed version of the Annual Report 2022 of Jerónimo Martins, SGPS, S.A.. This version has been prepared for ease of use and is not presented in the format foreseen as specified in the Regulatory Technical Standards on ESEF (Delegated Regulation (EU) 2019/815). The official ESEF reporting package is available on our website at www.jeronimomartins.com. In case of discrepancies between this version and the official ESEF package, the latter prevails.
| Message from the Chairman | 4 |
|---|---|
| 2022 Highlights | 8 |
| The Jerónimo Martins Group | 11 |
| 1. Profile and Structure | 12 |
| 2. Strategic Positioning | 18 |
| Management Report - Creating Value and Growth | 21 |
| 1. Environment in 2022 | 22 |
| 2. Group Performance | 31 |
| 3. Performance of the Business Areas | 43 |
| 4. Outlook for the Jerónimo Martins Businesses | 60 |
| 5. Events after the Balance Sheet Date | 62 |
| 6. Dividend Distribution Policy | 63 |
| 7. Results Appropriation Proposal | 64 |
| 8. Reconciliation Notes | 65 |
| Financial Statements | 69 |
| Consolidated Financial Statements | 70 |
| 1. Consolidated Financial Statements | 70 |
| 2. Statement of Board of Directors | 121 |
| 3. Auditor's Report | 122 |
| 4. Report and Opinion of the Audit Committee | 129 |
| Individual Financial Statements | 132 |
| 1. Individual Financial Statements | 132 |
| 2. Auditor's Report | 157 |
| Corporate Governance | 163 |
| Part I – Information on Shareholder Structure, Organization and Corporate Governance | 164 |
| Section A – Shareholder Structure | 164 |
| Section B – Corporate Bodies and Committees | 168 |
| Section C – Internal Organisation | 198 |
| Section D – Remuneration | 209 |
| Section E – Related Party Transactions | 222 |
| Part II – Corporate Governance Assessment | 225 |
| Corporate Responsibility in Value Creation | 236 |
| 1. Approach to Corporate Responsibility | 237 |
| 2. Promoting Good Health through Food | 240 |
| 3. Respecting the Environment | 254 |
| 4. Sourcing Responsibly | 277 |
| 5. Supporting Surrounding Communities | 293 |
| 6. Being a Benchmark Employer | 303 |
| 7. 2021-2023 Commitments | 324 |
| 8. The European Union's Taxonomy | 331 |
| 9. Tables of Indicators | 344 |
| Independent Limited Assurance Report | 369 |
Message from the Chairman

Pedro Soares dos Santos Chairman and CEO of the Jerónimo Martins Group
The world experienced a year of deep shock in 2022 with the unexpected invasion of Ukraine by the forces of the Russian Federation, and it is now clear that we have entered a new period of history in which uncertainty, instability, and insecurity have once again become prevalent.
The war in Ukraine has become the biggest military conflict on European soil since the end of the Second World War, and at the time of writing this message, more than a year has passed since it all began. The end of the war seems now more distant than we might have assumed at the end of last year. The arms race, on both sides of the conflict, is more alive than ever and the West's willingness to help Ukraine seems firm. The tension between the two blocs is growing, and several analysts say that since the Cuban missile crisis in the early 1960s the world hasn't been this close to using nuclear weapons.
In this regard, and even though the reasons are deeply saddening, I cannot hide the pride for the generous, prompt and fraternal way our teams in Poland supported the millions of Ukrainian refugees who entered the country in the days, weeks, and months following the invasion, of which more than a million still remain. In this report, we also elaborate on this response and the hard work that, in partnership with nongovernmental organisations that know the field well, enabled us to get our direct contributions and those of our clients to the people who needed help the most.
On top of the war, 2022 has seen a sharpening of geopolitical polarisation. Tension between the USA and China experienced new peaks, with China not aligning itself with the economic sanctions applied to Russia by Western countries and taking a strong stance towards Taiwan. The large-scale military exercises that China conducted in response to the visits of US political leaders to Taipei, or the strong reinforcement of American military equipment supply to Taiwan, show that the hypothesis that China could invade the island, in a move to affirm its supremacy in the region, is now a more likely scenario.
The war in Ukraine caused a seismic shock in the world's commodity markets at a time when supply chains were still fragile and trying to recover from the disruption caused by the Covid-19 pandemic. With Russia and Ukraine being among the world's largest producers of cereals (as for instance wheat, corn and barley), sunflower oil and fertilizers, the war and the sanctions have wiped out an important part of the supply, generating a significant increase in food prices – with direct and substantial impacts on our business.
In addition, the roller coaster that energy prices have become in 2022 has highlighted Europe's energy dependence (especially Germany and Italy) on Russia, the EU's main supplier of natural gas, oil and coal, and the urgent need for a strategic revolution towards a new energy order. However, before anything else, access to energy sources had to be stabilised, and this included strengthening investments in sources such as oil and coal, which is the price to be paid for security.
The energy shock and the sharp rise in food prices were at the root of the huge increase in inflation, the first signs of which were already being felt by the end of summer 2021. In macroeconomic terms, instability was a constant in 2022. In order to curb inflation, the world's largest central banks entered a spiral of interest rates increases, reaching the highest levels in four decades.
In this context, a positive note to the fact that economies have performed better than expected, which is very visible in the countries where we are present. Families, threatened by the loss of purchasing power, and companies, facing unexpected increases in all cost lines, tried to find strategies to adapt to the demanding socioeconomic conditions.
Our Companies, in a remarkable effort to adapt to the political, social and economic environment, reinforced their focus on competitiveness as a way to protect the consumer's purchasing power and, consequently, volumes. As a result, consolidated sales reached 25.4 billion euros, an increase of 21.5% compared to 2021. While it is true that inflation also played a role in driving sales in value, our collective performance went far beyond the pure mathematical application of inflation rates. We remained firm in our commitment to be a force against inflation, with our Companies absorbing, in their margins, part of the increases in the costs of goods sold in order not to fully transfer them to the shelf prices. It is also this effort that is reflected in the reduction of 0.3 percentage points in the Group's EBITDA margin compared to 2021.
Biedronka, that increased sales in złoty by 24.1%, with a like-for-like growth of 20.6%, launched the Antiinflation Shield campaign, freezing the prices of 150 products during the first half of 2022. This resulted in an increase in shelf prices well below food inflation in Poland, which was of 15.4% for the year.
The Company also moved forward with new strategies to strengthen convenience, broaden the customer base, and deepen the relationship with consumers, launching a new app that was an immediate success, focusing on online shopping and fast deliveries, and creating Biedronka Home, an online store of non-food products.
Also in Poland, Hebe maintained its growth path based on the selective choice of the locations where it opens new stores and on the evolution of the digital platform, which represents 14% of the Company's sales. By the end of 2022, online operations started in Czechia and Slovakia.
In Portugal, where food inflation reached an average of 13% in the year, the way consumers reacted to price increases was very visible, with a notorious trading down movement. To respond to this trend, Pingo Doce was always focused on containing the effect of price rises on families' purchasing power, keeping an intense promotional activity throughout the year. The result was an 11.2% growth in sales, with like-forlike standing at 9.4%.
Pingo Doce ran two very relevant campaigns during the year, always focused on price: one, launched at the end of 2022, which recovered the 2021 prices in a series of essential products, and the other with "locked" prices during the first summer months.
Recheio managed to take good advantage of the dynamics of the HoReCa channel generated by the rebound in tourism. The Company's commercial assertiveness allowed sales to grow 27.7%. One of the relevant facts of the year was the opening of an important new store, with a model based on increasingly convenient food solutions aimed at the professional hotel and restaurant market. Recheio is also taking care of its future growth in the traditional retail segment and has surpassed 500 Amanhecer stores by 2022.
In Colombia, Ara once again showed very strong growth momentum, and is already the third most relevant company for the Group in terms of sales, that grew 62.1% in Colombian pesos, with a like-for-like of 35.7% (food inflation for the year was of 25%). Ara's evolution was driven by two strategic axes: on the one hand, investment in price, quality and differentiation of the offer; on the other hand, the acceleration of physical expansion, with the number of openings in the year significantly exceeding what was in the beginning of 2022.
A milestone in 2022 was the opening of the 1,000th store in Cartagena de Indias, less than a decade into our entry in Colombia. It is exactly now, in this March of 2023 when I write, that ten years have passed since the opening of the first Ara store. We are witnesses of the important development journey that Colombia has made in these years, of its economic evolution and of the strength of its institutions, and we are proud to grow with the country and contribute to the prosperity of its people.
Our global results, with a profit of 590 million euros (+27.5% vs. 2021) and an EBITDA of 1,854 million euros (+17%), in the context in which we operated in 2022, reflect the rigorous and attentive management at all levels of our organisation, and our transversal focus on protecting the market positions and the relevance of our brands in their respective markets. Our high level of commitment to investing in our businesses contributed decisively to these results.
2022 was, in fact, the year in which we invested the most, surpassing the billion-euro mark. We maintain a solid cash position – a management trait that defines us – and this allows us to present to the next General Shareholders' Meeting a dividend distribution proposal in line with the defined policy, without jeopardizing our financial strength and our investment options.
In 2022 we celebrated 230 years of commercial activity. The Jerónimo Martins brand was born in 1792 and this long path of growth, which already crosses four centuries, has only been possible because we have remained loyal to certain principles and values that guide us: raising the bar, counting on each other, believing in doing the right thing.
Of what we do – and what we know is right – I highlight the investments we channelled to our decarbonisation strategy, to a more efficient management of energy and water consumption, and the increasingly responsible use of natural resources. We are committed to being a reference in respecting animal welfare, in fighting plastic pollution and deforestation, and in climate action. In the social area, I always have a renewed satisfaction with the work we develop to support the communities in the three countries where we are. The food donations that we provide to the most vulnerable population groups (the value of which represents more than 80% of our total donations) increased significantly last year, totalling around 60 million euros (calculated at cost price of goods). A note of particular satisfaction with the opening of a second Incluir Centre in Portugal, this time in the city of Porto, which strengthened our capacity to provide professional opportunities to people who have more difficulty in accessing the labour market.
Our sustainability agenda is ambitious and progress in its accomplishment can only be achieved with the contribution of all the more than 130 thousand people in this Group. They are the force behind our performance in the different dimensions, and it is their commitment, their dedication, and their spirit of mission that enable us to deliver the results that we present in this Annual Report.
My first and most important words of gratitude go to our people, especially to those who work in operations and who are, therefore, our face to our customers. In 2022, we channelled 289 million euros to recognize and reward our employees in Portugal, Poland and Colombia, an increase of 33% on the previous year.
A note of appreciation also to our shareholders, namely the family to which I belong and which I represent, for the trust they place in the management teams and for their commitment to the long term.
Finally, thank you to my colleagues in the Group's Managing Committee and the Board of Directors, without whom the performance and the results we hereby report would certainly be very different.
Pedro Soares dos Santos Chairman and CEO of the Jerónimo Martins Group

Jerónimo Martins | Annual Report 2022
2022 Highlights

Message from the Chairman 8
Message from the Chairman
Jerónimo Martins | Annual Report 2022


Jerónimo Martins | Annual Report 2022

The Group Jerónimo Martins 10
| 1. Profile and Structure12 | |
|---|---|
| 2. Strategic Positioning 18 |
This Annual Report of the Jerónimo Martins Group (Group) covers the period from 1 January to 31 December 2022 and includes the Distribution and Agribusiness areas in Portugal and the Distribution business in Poland and Colombia, detailing the results of the entities directly and indirectly held by Jerónimo Martins, SGPS, S.A..
1. Profile and Structure
1.1. Identity and Responsibilities
Asset Portfolio
Jerónimo Martins is a Group that holds assets in the Food area, mostly in Distribution, with market leadership positions in Poland and Portugal. In 2022, the Group recorded sales of 25.4 billion euros, 69% of which in Biedronka, and an EBITDA of 1.9 billion euros, with Biedronka accounting for 83% of the amount. The Group had a total of 131,094 employees and ended the year with a market capitalisation of 12.7 billion euros on the Euronext Lisbon stock exchange.

In Poland, Biedronka, a chain of food stores combines the quality of its assortment, a pleasant store environment and proximity locations with the most competitive prices in the market. It is the undisputed leader in Food Retail and in 2022 continued to strengthen its market share.

Also in Poland, Hebe operates in the Health and Beauty sector, managing a considerable assortment of products at competitive prices and an in-store consultation service. In 2022 Hebe continued to consolidate its omnichannel approach, reinforcing the digital channel and its integration with the store network.
In Portugal, the Group has a leadership position in Food Distribution. It operates the banners Pingo Doce and Recheio, which are market leaders in the supermarket and cash & carry segments, respectively.

Pingo Doce is a supermarket chain that has a restaurant area in some of its stores. It has two central kitchens that supply not only these restaurants, but also its in-store takeaway operation. Pingo Doce operates Bem-Estar para-pharmacys, petrol stations, and Code in clothing (in partnership with a specialised Portuguese operator).
Recheio operates a chain of cash & carry stores and has strengthened its business model with a specialised delivery operation in food service, underpinned by dedicated platforms, which essentially serve HoReCa customers. Recheio also develops a network of Traditional Retail partners under the Amanhecer banner.

In Colombia, Ara is a chain of proximity food stores, mostly set up in residential neighbourhoods, offering quality at the best price and combining competitiveness with promotional opportunities in key categories for the Colombian consumer.
Jerónimo Martins Agro-Alimentar
The main objective of Jerónimo Martins Agro-Alimentar (JMA) is to ensure supply of some strategic products to the Group's Companies. It currently operates in four distinct areas: dairy, livestock farming, aquaculture, and fruits and vegetables.

The Group also operates two specialised chains, Jerónimo Martins Restauração e Serviços, which manages kiosks and coffee shops under the banner Jeronymo, and Hussel, a Specialised Retail chain that sells chocolates and confectionery.
More information about the Group Companies can be found in chapter 2 of this Annual Report under "Performance of the Business Areas".

1.2. Operating and Financial Indicators












1.3. Statutory Bodies and Structure
1.3.1. Statutory Bodies
Election date: 21 April 2022
Composition of the Board of Directors elected for the 2022-2024 term

Pedro Soares dos Santos Chairman of the Board of Directors and Chief Executive Officer Born on 7 March 1960 Chairman of the Board of Directors since December 2013 Chief Executive Officer since April 2010 Member of the Board of Directors since March 1995

Andrzej Szlęzak Born on 7 July 1954 Member of the Board of Directors since April 2013

António Viana-Baptista Born on 19 December 1957 Member of the Board of Directors since April 2010

A. Stefan Kirsten Born on 22 February 1961 Member of the Board of Directors from April 2010 to February 2011 Member of the Board of Directors since April 2015

Clara Christina Streit Born on 18 December 1968 Member of the Board of Directors since April 2015 Member of the Audit Committee since April 2016

Elizabeth Ann Bastoni Born on 24 July 1965 Member of the Board of Directors since April 2019 Member of the Audit Committee since April 2019

Francisco Seixas da Costa Born on 28 January 1948 Member of the Board of Directors since April 2013

José Soares dos Santos, indicated by Sociedade Francisco Manuel dos Santos B.V. to hold the office in his own name, pursuant to paragraph 4 of article 390 of the Commercial Companies Code Born on 6 April 1962 Member of the Board of Directors from 1995 to 2001 and from 2004 to 2015 Member of the Board of Directors since April 2019

María Ángela Holguín Born on 13 November 1963 Member of the Board of Directors since April 2019

Natalia Anna Olynec Born on 25 July 1971 Member of the Board of Directors since April 2022

Sérgio Tavares Rebelo Born on 29 October 1959 Member of the Board of Directors since April 2013 Chairman of the Audit Committee since April 2016
Statutory Auditor and External Auditor
Ernst & Young Audit & Associados, SROC, S.A. Av. República 90, 6.º, 1600-206 Lisboa, Portugal Represented by: João Carlos Miguel Alves (ROC n.º 896) Substitute: Pedro Miguel Borges Marques (ROC n.º 1,801)
Company Secretary
João Nuno Magalhães Substitute: Carlos Martins Ferreira
Chairman of the Board of the Shareholders' Meeting Luis Miguel Reis Sobral
Secretary of the Board of the Shareholders' Meeting Nuno de Deus Pinheiro
1.3.2. Business Structure


| € Million | EBITDA % Total | |
|---|---|---|
| Biedronka | 1,540 | 83.1% |
| Pingo Doce | 265 | 14.3% |
| Recheio | 59 | 3.7% |
| Ara | 60 | 3.7% |
| Hebe | 32 | 1.7% |
| Others | -102 | -5.5% |
| IM | 1.854 | 100% |
2. Strategic Positioning
2.1. Mission
Jerónimo Martins operates mainly in the food area, promoting, through its Companies and its Private Brands, the availability of food solutions and products that are safe, healthy and affordable for everyone. Respect for all stakeholders and commitment to the principles of sustainable development are an intrinsic part of its strategy for growth and value creation in the short, medium and long term, aimed at contributing to the prosperity, cohesion and well-being of the communities that its businesses serve.
As an intrinsic part of our sense of corporate citizenship, we incorporate, in a clear and committed way, environmental and social concerns in the pursuit of our business. This involves adopting policies and practices that focus on fighting climate change, deforestation and pollution, preserving the environment, biodiversity and natural resources, reducing the use of polluting materials, increasing recycling and the recovery of the waste generated by our activities, as well as promoting respect for and defending Human Rights and the principles of diversity and inclusion.
We take our responsibility towards the planet and the communities where we operate. As food specialists, we are committed to promoting good food habits and contributing to healthier societies.
As a result of our competent work, the efficiency of our operations, the strength of our brands and our market positions, our investors receive a consistent return on investment.
2.2. Values
The way we fulfill our Mission is shaped by our Values and Behaviors. They are the same for our Companies in all three countries where we operate, and they translate as follows:
We raise the bar
We are restless and we do not settle. What we do is beyond expectations, we never accept the status quo and we encourage others to do the same. We believe there is always a way to do better and to overcome the most demanding obstacles. This is why we never give up. We are always ready to try and to take calculated risks, without compromising what needs to be done.
We count on each other
Together we are stronger. We collaborate and share. We believe each person's development must be encouraged so that we are all able to achieve the most ambitious goals. We work hard to make sure everyone is heard and that we learn from different people and perspectives. We value our achievements and celebrate success.
We believe in doing the right thing
What we do is as important as how we do it. We are accountable for our decisions, and we don't lie. We act ethically and with integrity and our long-term decisions take into account our people, our clients, our communities and our shareholders. We treat with dignity and respect those who are part of our business.
2.3. Strategic Vision
The Group's strategic vision is based on promoting profitable and sustainable growth, through three key guiding principles:
-
Leadership: strong banners and brands that enable to achieve and reinforce leadership positions in the markets where it operates;
-
- Responsibility: continuous assessment of the impact of the business on the environment and society, an active and significant contribution towards improving the quality of life in the communities and towards sustainability as a whole;
-
- Independence: careful management of the balance sheet and supply-chain to ensure the continuity of operations and autonomy in strategic decision-making.
Within this context, when doing business, the Group's Companies have three areas of focus, common to all the countries where we operate, and which reflect the strong sense of purpose that guides Jerónimo Martins:
- Consumer: democratise access to quality food products and solutions, guaranteeing maximum security and savings for those who choose our proximity stores, in which Perishables and Private Brand play a central and strategic role in promoting health through food;
- Employee: ensure employee development at the different levels of the organisation, providing them with a safe and stimulating work environment, based on equal opportunity and merit;
- Business partners: establish long-term relationships that enable shared value creation and the growth and development of the Group's strategic partners, and that ensure the sustainability of the supply chain and innovation that enhances the attractiveness and relevance of our value propositions'.
2.4. Operational Profile
The operational positioning of the Group's Companies reflects an approach focused on value and quality, underpinned by a mass-market strategy designed specifically for the markets and communities in which they operate.
The Group offers proximity and convenient food solutions that are appropriate for all consumers, at very competitive prices, which requires operating with maximum efficiency and lean cost structures. All value propositions are clearly customer-centric and marked by a strong differentiation in three essential aspects: the variety and quality of Fresh food products, leading Private Brands and a pleasing store environment.
The success of the Group's formats is leveraged on market leadership, which allows it to reach a dimension that is fundamental to create economies of scale, which, in turn, enable the increase of logistical and operational efficiency. Such scale allows offering the best prices and boosts notoriety and trust, so essential for building lasting relationships with strategic business partners and with the consumers who choose our stores.


Jerónimo Martins | Annual Report 2022

| 1. Environment in 2022 22 | |
|---|---|
| 2. Group Performance31 | |
| 3. Performance of the Business Areas43 | |
| 4. Outlook for the Jerónimo Martins Businesses60 | |
| 5. Events after the Balance Sheet Date62 | |
| 6. Dividend Distribution Policy63 | |
| 7. Results Appropriation Proposal64 | |
| 8. Reconciliation Notes65 |
1. Environment in 2022
The year 2022 will be remembered, above all, for the Russian Federation's invasion of Ukraine and the ensuing war that ravaged the territory for around one year. The conflict has exacerbated pressure on supply chains and the upward trend in prices that had already been climbing since the second half of 2021.
This context has increased uncertainty about economic recovery, especially since it became clear that the conflict would be difficult to resolve and that it would have long-lasting effects. There has, thus, been a continuous decline in the confidence levels of economic agents and widespread increases in prices, particularly energy and food.
The continued rise in inflation to highs that have not been seen in recent decades has become one of the central points of economic development in 2022. The sharp hike in prices has had significant impacts on the household disposable income, particularly that of families with less resources.
In an effort to contain these effects, central banks had to drastically change the current monetary policy in force, with successive increases in key interest rates. In Colombia, during 2022, the reference rate increased 9.0 p.p., while in Poland the increase was 5.0 p.p.. In Portugal, via the European Central Bank, the reference rate increased 2.5 p.p..

The Gross Domestic Product (GDP) of the various countries saw unequal growth during 2022, reflecting the greater or lesser degree of resilience thereof in their recovery from the pandemic and the resulting impacts felt throughout the year.
The Polish economy remained among the fastest growing economies in Europe. However, its proximity to the conflict zone has led a process of economic growth slowdown to 4.9% in 2022, driven by domestic demand, in particular private consumption increase at 3.0%, benefiting from fiscal stimulus from the government to control inflation, and by additional demand as a result of the entry of Ukrainian refugees into the country.
The Portuguese economy grew 6.7%, fuelled mainly by the recovery in tourism. Private consumption also grew, as a result of a decline in the savings rate, some support measures promoted by the government, positive developments in the labour market, and of the increase in nominal wages (above 3%).
In Colombia, the economy grew 7.5%, explained by a reduction in the unemployment rate and an increase in consumer credit. Accelerating inflation after the pandemic, the highest since 1999, impacted the already reduced purchasing power of Colombian families.

The increase in inflation in 2022 was higher and more persistent than initially forecasted by most entities, reaching rates that have not been seen in advanced economies since the 80s. In Europe, inflation reached peak values in the autumn 2022, with most of the 19 Eurozone countries recording double-digit price growth.
Inflation in Poland was at its highest since 1997, mostly due to exogenous factors, such as the price increase of energy products, as a result of the conflict in Ukraine, and the hike in food prices, due to the scarcity of some raw materials essential for production. This triggered a sharp rise in core inflation (excluding food and energy products) resulting from pressures that exist on production costs. Exchange rate depreciation was another factor behind the increase in inflation.
As a way to mitigate the hike in prices, the Polish government took a number of extraordinary measures in early 2022 and which will remain in force at least until the end of the first half of 2023.
In Portugal, in 2022 inflation was at the highest recorded in the past 30 years, but still below the rate increases in most eurozone countries and significantly lower than in Eastern European countries.
In Colombia, inflation in 2022 is primarily explained by strong food inflation at 25%, which is even more significant when considering the 9.7% food inflation already recorded in 2021.

Total sales in the retail sector showed significant growth in 2022, for which it had the significant contribution of inflation, the favourable comparative effect with 2021, a year still impacted by the effects of the Covid-19 pandemic.
Nevertheless, in the three countries in which the Group operates, especially in Portugal and Colombia, sales were affected by the loss of consumer purchasing power, which declined throughout the year, due to the impact of price increases and rising interest rates.

Consumers' confidence levels began to recover in the beginning of the year but following the eruption of conflict in Europe and the rise in inflation, declined significantly. The result, in Poland and Portugal, was that it ended by slipping to levels lower than in 2020 and 2021, the years most marked by the Covid-19 pandemic.

Unemployment levels, on the other hand, improved. During 2022, the unemployment rate in Colombia declined significantly. In Poland and Portugal, unemployment also showed positive figures with a downward trend.
In 2022, the zloty recorded an average annual exchange rate1 of 4.6883 against the euro, a depreciation of 2.6% compared to the average rate of 4.5662 recorded in 2021.
1 Average annual exchange rate determined by weighting the turnover of the Group Companies operating in this currency
The Colombian peso closed the year significantly depreciated at -10.1% (5.075 against the euro on 31 December 2022). Nevertheless, the peso recorded an average annual conversion rate1 of 4.480 against the euro, a depreciation of 1.0% compared to 4.434 of 2021, and depreciated 12% (1% in 2021) against the US dollar. The risk premium increased in all Latin American countries as a result of the increase in government debt. Political change and uncertainty about the announced economic reforms also affected the Colombian peso during the year.
Reference exchange rates can be consulted in chapter 3, 28.1.1. Foreign exchange risk.
Despite the three countries where the Group operates having seen positive economic development against a difficult external environment, this scenario progressively deteriorated over the course of the year.
Consequently, and due to the trend observed at the end of the year, the world economy started 2023 in the sharpest slowdown since the 1970 crisis, with most major economies decelerating, and a recession looming. The level of consumer confidence has also shown a sharper decline than that seen before the most recent global recessions.
Inflation and interest rate risks are the main factors considered in the estimates for both Portugal and Poland, which impact household disposable income. Uncertainty about the course of the conflict in Ukraine will also affect the confidence of economic actors. On the other hand, funds from the EU's recovery plan are expected to help mitigate the anticipated adverse economic context. In Poland, to the uncertainty about assurances of the release of European funds adds the proximity to the conflict zone.
In Colombia, GDP is projected to grow less, with private consumption and investment falling, offset only by some momentum in construction. In 2023, Colombia GDP should grow in line with the average of the countries in the region, after being the country that grew most in all of Latin America in 2022. Moderate consumption is likely to decrease imports and maintain some stability in exports, and therefore an improvement in the balance of trade is expected. The reduction in consumption will be felt essentially in durable goods and some resilience being expected in the consumption of food and services.
For 2023, global inflation should start to decelerate, reflecting a normalisation in energy, food and other commodity prices on international markets, as well as a gradual restoration of global supply chains, the easing of pressure from demand as a result of a more restrictive monetary policy and, also, the fact that the 2022 comparative base already reflects the highest price level. For this reason, the highest levels of inflation are likely to be registered especially in the first half of the year.
In Poland, inflation is expected to remain quite high, but should decrease throughout 2023. That said, upward pressure will continue to be put on prices, due to wage increases and the increase in the price of goods and services, which will necessarily have to incorporate the significant increases in the cost of components that contribute to determining their respective price.
In Portugal, inflation is expected to slow down and be the lowest in the eurozone, but still well above the target rate set by the European Central Bank (2.0%).
In Colombia, inflation is also expected to decrease in 2023, even at a more gradual pace than in previous cycles, not least because of constraints that seem to also persist on the supply side. The decrease is expected to be higher in the food category, with core inflation peaking at the end of the first half of 2023 and continued pressure on headline inflation throughout 2023.
1.1. Poland
Modern Food Retail
In Poland, as soon as in November 2021 a range of measures was approved to mitigate the effects of inflation, which were gradually implemented in the following months. When it was clear that price increases would not slow down, this programme was extended throughout 2022, having a direct impact on food and fuel taxes.
Initially only available until July, the proposal for this set of measures had an estimated 10 billion zloty impact in the state budget, however its extension for the rest of the year doubled its costs accounting for around 20 billion zloty.
In addition to the tax cut, the family allowance approved to support households with lower disposable income also came into effect at the beginning of 2022. The payment of these allowances was made in two equal instalments (in March and December), representing a cost for the government of about 4.7 billion zloty.
As regards the tax cut plan, it included measures such as: zero VAT on basic food items, fuel tax from 23% to 8%, an 8% tax on natural gas (reduced further from July to 0%), a reduction in electricity VAT and in heating tax to 5% and in the tax on fertilizers from 8% to 0%.
With regard to zero VAT on basic food items, the measure was extended during the first half of 2023.
In April 2022, the Polish government announced measures to support families in paying off their mortgage loans denominated in zloty. These measures included the option to delay payment of one monthly instalment per quarter without penalties and increasing the bank fund to support families with financial problems. A new interest rate indicator was also introduced and will enter into force from 2023. Finally, banks were asked to raise interest rates on bank deposits.
In an adverse environment, the total retail market has grown strongly driven by inflation. At constant prices, growth stood at 4.4%, still well above the growth recorded in recent years. The influx of Ukrainian refugees played a role in this performance, impacting specific categories and in particular essential goods.

According to Polish Market Research (PMR) forecasts, the food market is expected to have exceed 400 billion zloty in 2022. For 2023, this market is expected to amount around 440 billion zloty.
In terms of global retail, the online market, which benefited from a strong boost with the Covid-19 pandemic, continued to grow, but at a slower pace than seen to date, showing signs that it is entering a phase of stagnation. Even so, PMR estimates that this market has grown beyond around 90 billion zloty (in 2022), reflecting changes in consumption habits and the arrival of new generations of buyers to the market.
Regarding online food sales, 2022 is likely to see stagnation after strong growth in 2020 and 2021 but will remain above levels recorded in 2021. Before the pandemic, the food market accounted for only 0.4% of total online sales, having doubled to 0.8% in 2020-2021. For 2022, the market is estimated to have grown slightly.
In the last years, private brands have consistently increased their weight in total FMCG Fast-Moving Consumer Goods (FMCG) sales, accounting for more than 20%. The increased sales share of private
brands is a common trend across all formats, accounting for around 43% of sales in discount stores. The current economic situation, coupled with high inflation, will further increase the preference for private brands.
Another market trend is the growing concern with the quality and safety of products, and the nutritional composition of food. Operators have been committed to promoting balanced nutrition and, in this regard, together with producers, have been implementing the Nutri-Score system, in particular in respect of private brand products.
In the beginning of 2023, business sentiment is strongly influenced by the uncertainty of the economic situation and increasing operating costs, with the generalised increase in costs placing increased pressure on activities. Accordingly, retail chains have intensified the adoption of measures to mitigate this trend, with energy-saving programmes gaining particular relevance.
The approved plan to increase the minimum wage and labour shortages will also continue to put pressure on business costs, while at the same time stimulating consumption.
Health and Beauty Retail
In 2022, the Health and Beauty market grew 14.8%2 , with inflation being a key driving factor (in real terms, market growth was 4.0%2 ).
Rising inflation and uncertainty about the economic situation have made buyers more sensitive to prices, which reflects into more mindful purchasing decisions. According to a market study, 64%3 of Polish consumers stated that price increases have affected their financial situation, explaining that they are increasingly open to buying discount products or cheaper substitutes.
As a result, the market was even more competitive, with a significant uptick in investments in pricing and promotions. On the other hand, the aforementioned influx of Ukrainian refugees saw customer numbers increase, although their basket comprised mainly essential goods.
Competitiveness in the online market continued also to intensify, with the omnichannel strategy becoming a standard among the leading health and beauty operators and most stores operating exclusively to support e-commerce. This trend has been growing with the use of new tools that enable customers to compare prices in real time via mobile apps, which play an increasingly central role not only when it comes to transactions, but also in terms of communication, while at the same time increasing the speed and simplicity of purchase.
The categories most affected during the pandemic (fragrances, make-up, face and hair care), recovered and returned to normal sales levels, recording double-digit growth with customers increasingly seeking out new and specific products, such as professional cosmetics and dermocosmetics.
The Health and Beauty market is expected to continue to grow, although not as intensely as in recent years, with inflation playing a more relevant role in value growth.
Strategic long-term vision, agility and the ability to keep up with consumer preferences and needs will be decisive factors that will influence the competitiveness of the market operators in 2023.
2 Source: Nielsen, November 2022
3 Source: Ipsos, Global advisor, September 2022
1.2. Portugal
Modern Food Retail
To cope with the generalized increase in prices during the beginning the year, the Portuguese government took measures to mitigate the hike in fuel prices and extended the measure to reduce VAT on electricity bills. But it was only in September 2022 that a programme to protect families against the sharp rise in inflation was announced. The package, under the name families first, included mainly one-off measures, to support those most vulnerable, paid in a lump sum.
Thus, in October, an extra amount of 125 euros was allocated to all citizens earning a gross monthly income of up to 2,700 euros. In the same month, 50 euros were paid per worker for each descendant, child or young adults (up to the age of 24), irrespective of household income.
Pensioners were also covered by this package, receiving an amount equivalent to half their pension in October, rather than the usual increase in pensions amount.
Increases in residential and commercial rent were capped at 2%, for 2023, to curb the increase that would have resulted from applying the annual coefficient determined by inflationary developments.
The VAT rate on electricity was reduced from 13% to 6% from October 2022 and will remain at the reduced rate until December 2023. This reduction applies only to the first 100 kWh of electricity consumed each month and in cases where the contracted power supply does not exceed 6.9 kVA.
This plan is equivalent to around 1.1% of the country's GDP and was aimed at mitigating the impact of generalized rising prices, energy costs and interest rates on disposable income at the end of 2022 and throughout 2023. In December, extraordinary aid in the amount of 240 euros was also approved for families on low benefits or benefiting from the social electricity rate.
The uncertainties arising from the war in Ukraine and the rising inflation rate recorded during the year have put pressure on consumers' disposable income and led to greater prudence in their purchasing decisions.

Against this backdrop, Food Retail sector sales saw strong growth, above that of the previous year, but below food inflation.
Despite the context, the pace of store expansion was still significant, particularly in urban areas, giving priority to proximity stores. All the main operators opened stores, clearly demonstrating the level of competitiveness in the Portuguese market.
2023 is expected to be another demanding year, with inflation remaining high, the financial situation of families deteriorating, intense competition, and the continued expansion of networks by major market operators.
This will reinforce the focus on factors such as price, promotions and saving opportunities, while also focusing on a more balanced diet, transparency in quality and on convenience. Greater concern about savings and spending should also drive demand for private brand products.
Wholesale Market
After two years of managing the pandemic, with significant impacts on the cash & carry segment, 2022 was marked by the challenges posed by the energy crisis and continued constraints on supply chains. On the other hand, the strong recovery of the tourism sector and high food inflation benefited the increase in wholesale sales.
According to Nielsen TSR data (December report), the cash & carry segment recorded a growth of 24.3% compared to the previous year, far exceeding pre-pandemic levels. In 2020 the market fell 9.3% and in 2021 saw a modest growth of 4.4%.
As regards openings, the wholesale store network in Portugal remained very stable, the opening of the Recheio store in Cascais being the most relevant investment in the sector, in 2022.
The full mid-year lifting of pandemic-related restrictions in force allowed the HoReCa channel to return to normal operating levels. According to Nielsen, in 2022, the HoReCa channel recorded sales growth of 69%.
At the same time, the tourism sector returned to normal levels of activity, with the number of overnight stays almost doubling in 2022. In 2021, and compared to 2019, the drop was still nearly 50%.
The Traditional Retail also showed positive recovery. According to Nielsen data, in 2022 the turnover of proximity Retail grew 4.8% compared to the same period last year.
Despite the uncertainty resulting from the international context and the difficulty in assessing economic developments in the immediate future, the wholesale market is expected to grow in both segments in 2023. The HoReCa channel will continue to benefit from the growth of tourism and traditional retail from the added value of proximity.
1.3. Colombia
Modern Food Retail
In Colombia, the disruption in the national supply chain continued to impose a strong inflationary pressure on Food Retail market. According to Nielsen data, this market grew 21.1%4 in 2022. Moreover, the Food Retail Sales Index registered a 25.9% growth at current prices (1.7% at constant prices).
4 Source: NielsenIQ Study - Total Market Q4 2022

As a result of this context, the percentage of consumers that visited, on average, several retailers to do their shopping jumped significantly in 20225 .
The consumer environment remained weak and marked by the families' struggle to face the real loss of purchasing power.
In the year, discount stores recorded an increase in sales. The growth, which was well above that of the Food Retail market, seems to indicate that the discount segment benefited from the economic climate, since consumers were even more price sensitive, actively seeking the best quality at the lowest price.
This in a year in which one retail operator shuttered its doors due to financial difficulties, closing more than 9005 stores that were partly taken over by the other retailers. One of these retailers, mainly operating hypermarkets and supermarkets, announced its decision to enter discount segment at the end of the year. In net terms, around 400 stores of this format closed in 2022.
For 2023, the vast majority of Colombian families expect the economic situation in the country to remain difficult or even to worsen, so consumers are likely to seek out cheaper brands and points of sale that offer the best prices6 .
Sources:
Eurostat; Banco de Portugal Economic Bulletins; Portuguese Ministry of Finance; Portuguese Statistics Office (INE); National Bank of Poland Economic Bulletins; Central Statistical Office (GUS); Banco de la República (Colombian Central Bank); Colombia National Administrative Department of Statistics (DANE); Fedesarrollo; Nielsen and PMR.
Note: All macroeconomic data presented in this subchapter are based on the latest available information at the closing date of this report.
5 Source: Nielsen – Number of stores per operator – December 2022
6 Source: Kantar – Consumer Insights – YTD December 2022
2. Group Performance
2.1. Performance Overview
| +21.5% SALES | +17.0% EBITDA | +27.5% NET PROFIT |
|---|---|---|
| To €25,385 Million (+23.9% excl. FX) |
To €1,854 Million (+19.7% excl. FX) |
To €590 Million (EPS €0.94) |
| CAPEX PROGRAMME |
CASH FLOW | NET DEBT |
| €1,013 Million | €706 Million | €1,360 Million (net cash position: €1,236 Million, excl. IFRS16 adjustments) |
In a year marked by the war in Ukraine that began at the end of February, prices increased and progressively put pressure on household disposable income, leading to a sharp and continued drop in consumer confidence in the three countries in which we do business. While the food market in Poland showed some resilience, in Portugal and Colombia widespread inflation had more immediate impacts on consumption.
Against this backdrop, all Group's banners maintained the quality of their value propositions and strengthened their business assertiveness, investing in margins as a way to curtail the increase in food prices and its effects on consumer purchasing power. They thus ensured their price competitiveness, protecting volumes and mitigating the trade down effect. This strategic focus enabled solid sales growth in all the Companies and helped protect their respective profitability.
In parallel to the food crisis, the energy crisis also affected the context in the countries where we operate and, combined with investment in price positioning, increased the pressure on the margins of the Group's various business models.
Focusing on competitiveness and protecting volumes enabled solid growth of the Group's EBITDA. The EBITDA margin stood at 7.3% compared to 7.6% in 2021, reflecting the increase in price investment and accelerated cost inflation.
It should be noted that this performance was achieved despite the increased volatility of Eastern European and Latin American currencies, which affected growth rates in Poland and Colombia.
In a challenging environment, all banners delivered solid performance and strengthened their respective market positions.
The strong operating performance also translated into cash generation, allowing the Group to close the year with a sound balance sheet with a net cash position (excluding capitalised operating lease liabilities) of 1.2 billion euros.
Consolidated Pre-tax ROIC amounted to 27.0% (21.5% in 2021), reflecting the success of the strategy to invest in price competitiveness, increasing capital turnover, and offsetting cost pressure on the EBIT margin.
Even in a context of high pressure on its businesses, the Group made also significant progress in the various corporate responsibility fronts, maintaining its long-term vision and commitment to sustainable growth.
Corporate Responsibility highlights
At the Jerónimo Martins Group we permanently develop and monitor matters related to environmental and social sustainability, in a commitment shared by the teams in all business areas.
As a result of the work carried out in 2022, it is worth highlighting the double A classification by CDP - Disclosure Insight Action, for the second time in a row, in the programmes "Climate change" and "Water security". In the fight against deforestation, we are the only food retailer worldwide to achieve leadership level (A-) in managing the four commodities associated with deforestation risk: palm oil, timber, beef and soy.
For the third consecutive year, we are part of the list of companies in the Bloomberg Gender-Equality Index, world index that assesses companies that stand out in respect of their gender equality policies. Our overall score climbed 3.66 percentage points, to 75.21%.
In 2022, the Group invested 289 million euros in awards and recognition for employees in Portugal, Poland and Colombia, an increase of 33% compared to 2021.
Our banners actively participated in promoting social cohesion among the communities surrounding the respective stores. In 2022, the value of the direct support granted both in cash and products, amounted to almost 82.2 million euros, an increase of 32% compared to 2021. This increase is largely justified by the donations given to institutions that helped Ukrainian citizens after the invasion of their country by the Russian Federation.
We maintained our commitment to promoting balanced and healthier diets, such as the Mediterranean diet, in the countries where we are present. In all, we have reviewed the recipes of more than 140 products, having managed to avoid more than 750 tonnes of sugar, 270 tonnes of fat and 120 tonnes of salt. 100% of our Private Brand products in Portugal are also free from artificial colourings, as a result of the continuous review we carry out to provide health through food.
In a challenging year, the support for employees and their families, especially those in vulnerable situations, was carried out through an investment of more than 35 million euros in internal social responsibility programs and measures within the Group, representing an increase of 38% compared to 2021.
More information about these and other sustainability initiatives can be found under chapter 5 "Corporate Responsibility in Value Creation" of this Annual Report.
2.2. Focus on Profitable Growth
Group Sales grew 21.5% to 25.4 billion euros, up 23.9% excluding the exchange rate effect, with all business areas contributing to the Group's LFL of 19.6%.

Consolidated Net Sales
| 2022 | | ||||
|---|---|---|---|---|---|
| (€ Million) | % total | excl. F/X | Euro | LFL | |
| Sales & Services | |||||
| Biedronka | 17,582 | 69.3% | 24.1% | 20.9% | 20.6% |
| Pingo Doce* | 4,499 | 17.7% | 11.2% | 9.8% | |
| Recheio | 1,158 | 4.6% | 27.7% | 27.3% | |
| Ara | 1,768 | 7.0% | 62.1% | 60.5% | 35.7% |
| Hebe | 358 | 1.4% | 32.2% | 28.7% | 24.8% |
| Others & Cons. Adjustments | 20 | 0.1% | 40.4% | ||
| Total JM | 25,385 | 100% | 23.9% | 21.5% | 19.6% |
* includes stores sales and fuel
In Poland, despite progressively more cautious consumer behaviour and increased price sensitivity, food consumption in the country solidly evolved above the respective inflation.
The Ukrainian refugees remaining in the country and the package of measures implemented by the Polish government to mitigate the effects of rising food and energy prices on consumption, and also of rising interest rates, contributed to this performance.
Biedronka strengthened its competitiveness and was once again the consumers' preferred choice by continuously containing the rise in food prices. Our largest banner thus recorded a remarkable performance, well above inflation incorporated into the basket.
Also in Poland, Hebe recorded strong sales growth, benefiting from an improved value proposition and from the comparison with the previous year, still impacted by constraints on activity related to the management of the pandemic. The banner had a strong performance in its online channel which, in the year, accounted for c.14% of sales.
In Portugal, the pressure of widespread price increases had an immediate impact on household disposable income, leading to a volume decline in food consumption and a trade down trend that intensified throughout the year. On the other hand, strong recovery in tourism enabled a solid performance of the HoReCa channel.
Pingo Doce maintained an intense promotional dynamic, creating saving opportunities in relevant areas of its offering to help families cope with the loss of purchasing power. This focus resulted in resilient sales growth that incorporated both basket inflation and an increased trade down effect.
Recheio leveraged in its competitiveness and benefited from significant growth in the HoReCa channel, in line with the recovery of tourism in Portugal, growing in relation to a period still impacted by pandemic restrictions.
In Colombia, in a more fragile socio-economic context, high food inflation put pressure on food consumption and led to a significant trade down in the market.
Ara reinforced its low-price positioning and its promotional dynamics, securing consumer preference in very challenging times for families and delivering an expressive sales growth driven by LFL and the strong contribution of expansion, increasingly asserting itself as a reference operator in the Colombian market.
Group EBITDA amounted to 1.9 billion euros, 17.0% higher than in 2021 (+19.7% at constant exchange rates). The respective margin stood at 7.3% compared to 7.6% in 2021.

At Biedronka, strong sales performance drove to solid EBITDA growth, with the respective margin pressured by the decision to invest in pricing amidst progressive and substantial cost increases, particularly in electricity and fuel.
Hebe's good sales performance led to improved operating leverage, driving EBITDA growth, with the respective margin on par with that of 2021, despite the launch costs of the international operation.
At Pingo Doce, good sales performance led to growth in EBITDA, protecting the respective margin from price investment and cost inflation.
At Recheio, strong sales growth, compared to 2021 still under pandemic-related restrictions, enabled the Company to capitalise on the operational leverage effect, despite the growing impact of inflation on costs.
Ara's EBITDA growth and improved margin reflected the effect of solid sales performance on cost dilution, despite the investment in price positioning and strong trade down effects.
| (€ Million) | 2022 | 2021 | ||
|---|---|---|---|---|
| Mg | Mg | |||
| Biedronka | 1,540 | 8.8% | 1,339 | 9.2% |
| Pingo Doce | 265 | 5.9% | 244 | 6.0% |
| Recheio | 59 | 5.1% | 43 | 4.7% |
| Ara | 60 | 3.4% | 26 | 2.3% |
| Hebe | 32 | 9.0% | 25 | 9.0% |
| Others & Cons. Adjustments | (102) | n.a. | (92) | n.a. |
| Consolidated EBITDA | 1,854 | 7.3% | 1,585 | 7.6% |
EBITDA breakdown
The solid performance of all banners reflects the competitiveness and efficiency of their respective business models and the strategic focus placed on the competitiveness of pricing policies, while guaranteeing quality, thus ensuring consumer preference and consequently increased market shares. The investment plan, a top priority in capital allocation, was implemented in full both in terms of expansion, enabling opportunities identified in the market to be seized, and in the refurbishment of the various store networks, improving efficiency and the quality of the consumer shopping experience.

| (€ Million) | 2022 | ||
|---|---|---|---|
| Business Area | Expansion¹ | Others² | Total |
| Biedronka | 117 | 368 | 485 |
| Stores | 88 | 320 | 409 |
| Logistics & Head Office | 29 | 48 | 77 |
| Pingo Doce | 43 | 152 | 195 |
| Stores | 41 | 140 | 181 |
| Logistics & Head Office | 1 | 12 | 14 |
| Recheio | 23 | 25 | 48 |
| Ara | 139 | 17 | 156 |
| Stores | 121 | 9 | 130 |
| Logistics & Head Office | 17 | 9 | 26 |
| Total Food Distribution | 322 | 561 | 884 |
| Hebe | 6 | 9 | 15 |
| Services & Others | 44 | 71 | 115 |
| Total JM | 371 | 642 | 1,013 |
| % EBITDA | 20.0% | 34.6% | 54.6% |

¹ New stores and distribution centres
² Revampings, maintenance and others
In 2022 investment amounted to 1,013 million euros, with the increase compared to the 690 million euros registered in 2021, reflecting, inter alia, an increase in the number of store openings, particularly in Colombia, investment in increasing logistics capacity to support the expansion, and the high inflation in construction materials and equipment.
Expansion accounted for 37% of Capex in the year, with the opening of a total of 473 new stores (451 net additions).
Biedronka began 2022 with a plan to add 130 stores (net) to its network, and ended the year above the target, with 145 more stores than in the previous year (157 openings and 12 closures).
The banner went from 14 to 15 MFC to support its Biek operation (q-commerce operation of ultra-fast deliveries).
With regard to its investment in logistics, Biedronka completed the refurbishment of one of its distribution centres, which began in 2021, modernising the infrastructure, and also opened a new distribution centre to add to the 16 already in operation.
Ara started the year with a plan to open 180 locations, having responded to the strong sales with the decision to accelerate its expansion plan, which resulted in 274 more locations at the end of the year, compared to the previous year, in a total of 1,093 stores in operation.

Return on invested capital, calculated on a Pre-tax ROIC basis, was 27.0% (21.5% in 2021). The increase in sales, reflecting improved price competitiveness and also inflation in the basket, led to a substantial improvement in capital turnover, which was the major driver of improved return. The increase in profitability was also underpinned by the increase in the EBIT margin.
2.3. Financial Strength
Consolidated Operating
| Result (€ Million) |
2022 | 2021 | | ||
|---|---|---|---|---|---|
| % | % | ||||
| Net Sales & Services | 25,385 | 20,889 | 21.5% | ||
| Gross Margin | 5,332 | 21.0% | 4,497 | 21.5% | 18.6% |
| Operating Costs | (3,479) | (13.7)% | (2,912) | (13.9)% | 19.5% |
| EBITDA | 1,854 | 7.3% | 1,585 | 7.6% | 17.0% |
| Depreciation | (782) | (3.1)% | (745) | (3.6)% | 5.0% |
| EBIT | 1,071 | 4.2% | 840 | 4.0% | 27.6% |
Net Consolidated Result
| 2022 | 2021 | ||||
|---|---|---|---|---|---|
| (€ Million) | % | % | | ||
| EBIT | 1,071 | 4.2% | 840 | 4.0% | 27.6% |
| Net Financial Results | (162) | (0.6)% | (154) | (0.7)% | 5.4% |
| Profit in Associated Companies | ‐ | 0.0% | ‐ | 0.0% | n.a. |
| Other Profits/Losses | (95) | (0.4)% | (34) | (0.2)% | n.a. |
| EBT | 814 | 3.2% | 652 | 3.1% | 24.8% |
| Taxes | (207) | (0.8)% | (168) | (0.8)% | 23.2% |
| Net Profit | 607 | 2.4% | 484 | 2.3% | 25.3% |
| Non-Controlling Interest | (17) | (0.1)% | (21) | (0.1)% | n.a. |
| Net Profit attr. to JM | 590 | 2.3% | 463 | 2.2% | 27.5% |
| EPS (€) | 0.94 | 0.74 | 27.5% | ||
| EPS without Other Profits/Losses (€) | 1.06 | 0.77 | 36.5% |
Other Losses and Gains amounted to -95 million euros, which included the payment of 45 million euros related to extraordinary bonuses awarded to the operations teams in Poland and Portugal, in recognition of their commitment and dedication in a year marked by the sharp rise in the cost of living and also, in the case of the Biedronka teams, for the additional effort they made due to the proximity and effects of the war in neighbouring Ukraine. This heading also includes 11 million euros in support provided to the Ukrainian refugees and other donations, as well as indemnities and provisions increases for various contingencies.
Cash Flow generated in the year amounted to 706 million euros, with the increase in Capex being more than offset by the good operating performance reflected in EBITDA and in working capital.
| (€ Million) | 2022 | 2021 |
|---|---|---|
| EBITDA | 1,854 | 1,585 |
| Capitalised Operating Leases Payment | (294) | (277) |
| Interest Payment | (157) | (152) |
| Income Tax | (208) | (174) |
| Funds From Operations | 1,195 | 982 |
| Capex Payment | (938) | (604) |
| Working Capital | 535 | 375 |
| Others | (86) | (29) |
| Cash Flow | 706 | 723 |
Cash Flow
The Consolidated Balance Sheet remained strong, with a cash position (excluding capitalised operating lease liabilities) of 1,236 million euros at the end of the year, incorporating the Company's dividend distribution of 493 million euros in 2022, following the approval by the Board of Directors of an extraordinary payout of nearly 100%.
Balance Sheet
| (€ Million) | 2022 | 2021 |
|---|---|---|
| Net Goodwill | 613 | 618 |
| Net Fixed Assets | 4,589 | 4,159 |
| Net Rights of Use (RoU) | 2,420 | 2,221 |
| Total Working Capital | (3,837) | (3,290) |
| Others | 161 | 145 |
| Invested Capital | 3,946 | 3,852 |
| Total Borrowings / Financial leases | 470 | 460 |
| Financial Leases | 82 | 22 |
| Capitalised Operating Leases | 2,597 | 2,365 |
| Accrued Interest | 14 | ‐ |
| Cash and Cash Equivalents | (1,802) | (1,527) |
| Net Debt | 1,360 | 1,320 |
| Non-Controlling Interests | 254 | 254 |
| Share Capital | 629 | 629 |
| Retained Earnings | 1,702 | 1,649 |
| Shareholders Funds | 2,585 | 2,532 |
In 2022, the acceleration of the Group's growth in Colombia led to financing needs for Jerónimo Martins Colombia SAS in the amount of over 450 billion Colombian pesos, that is, more than 90 million euros. This increase in debt, as well as the renegotiation of some portfolio loans, occurred in a difficult environment in which reference rates increased from 3% to 12%, when comparing December 2021 with December 2022. During the year, several negotiations took place to renew and increase credit facilities with local banks, with the Group opting for short-term financing, which remained more competitive given the rising interest rates, also reflected in the underlying spreads.
In 2022, the business units denominated in euro and zloty, which had net cash surpluses, were able to obtain a return on these amounts.
Total Borrowings and Financial Leases Breakdown
| (€ Million) | 2022 | 2021 |
|---|---|---|
| Long Term Borrowings / Financial leases | 309 | 364 |
| as % of Total | 56.0% | 75.5% |
| Average Maturity (years) | 3.7 | 3.5 |
| Total Borrowings / Financial leases | 552 | 481 |
| Average Maturity (years) | 2.2 | 2.9 |
| % Total Borrowings / Financial leases in Euros | 9.0% | 1.0% |
| % Total Borrowings / Financial leases in Zlotys | 33.8% | 48.1% |
| % Total Borrowings / Financial leases in Colombian Pesos | 57.2% | 51.0% |
2.4. Jerónimo Martins in the Capital Markets
The year 2021 ended with a more positive sentiment in the markets as a result of a perceived lower severity of the Coronavirus Omicron variant and the expectation of a faster-than-previously-expected recovery of the global economy.
However, 2022 brought an unprecedented level of uncertainty and disruption caused by the war in Ukraine and increased international tensions, the continued rise in inflation, and slowing consumer demand.
In February, the invasion of Ukraine saw extreme reactions in the markets, with investors selling high-risk assets, such as shares, and investing in assets considered safer, in particular gold, certain sovereign bonds, and the Japanese yen and Swiss franc.
Although markets did recover somewhat in the year, uncertainty about the reach and impact of the war, the disruption of global supply chains and the resulting high inflation made for an extremely volatile year.
World stocks lost about one fifth of their value in the period, making 2022 the worst year for investors since the 2008 financial crisis.
With Europe witnessing what many consider to be the most serious conflict since the Second World War, European stock markets were hit hard by the dramatic escalation and duration of the war. Political instability in the United Kingdom and Italy, which culminated in the resignation of both prime ministers, also fuelled this volatility.
Inflation in the euro area soared to historical highs. Rising inflation in both the euro area and in the United States (US) has intensified the central banks' dilemma regarding their monetary policy decisions. The projections regarding developments in monetary policy on both sides of the Atlantic continued to influence the performance of stock markets, with economic data and statements by central bank officials reinforcing the option to raise interest rates, both by the US Federal Reserve and by the European Central Bank, although the pace of increases tended to slow at the end of 2022.
Throughout the year, the European Commission and the International Monetary Fund reduced their economic projections and raised their inflation forecasts.
China's zero-Covid policy and the barricading of entire cities and boroughs to prevent resurgence of the pandemic impacted global supply chains. Signs of China's economic reopening were only seen towards the end of the year, providing some optimism to the markets.
Also noteworthy was the rapid and sharp fall of the euro, which crossed a major threshold for the first time in 20 years on 13 July, dropping below parity with the dollar. This fall was the result of multiple pressures, from the war in Ukraine to the energy crisis as a result of Russia cutting gas exports to Europe.
Thus, and although there was a more positive trend in the last quarter of 2022, with inflationary pressures easing and European economic sectors showing resilience, the main concerns of investors remain the pace of interest rate rises, alongside the slowdown in consumption and investment and fears of a possible recession.
Share Description
| Listed Stock Exchange | Euronext Lisbon | |
|---|---|---|
| IPO | November 1989 | |
| Share Capital (€) | 629,293,220 | |
| Nominal Value | €1.00 | |
| Number of Shares Issued | 629,293,220 | |
| Symbol | JMT | |
| ISIN | PTJMT0AE0001 | |
| Reuters | JMT.LS | |
| Codes | Bloomberg | JMT PL |
| Sedol | B1Y1SQ7 | |
| WKN | 878605 |
Jerónimo Martins' shares are listed on more than 120 international sustainability indices, recognising the Group's environmental, social and governance (ESG) commitments, amongst which the Euronext Vigeo
Eiris Eurozone 120 and Europe 120 indices, and the FTSE4Good Europe, FTSE4Good Developed and FTSE4Good Developed Minimum Variance indices.
For the third year running, Jerónimo Martins continues to be part of the select list of companies that have been included in the Bloomberg Gender-Equality Index, a global gender equality index, having improved its ranking compared to last year.
According to Thomson Reuters data, Jerónimo Martins is listed on 58 indices, the most relevant being the PSI (Euronext Lisbon reference index), Euronext 100 and EuroStoxx. The Group's shares are traded on 43 different platforms, mostly in the main European markets.
More information about Jerónimo Martins' listing in these and other relevant indices is available on our website under "Responsibility" ("Recognition" page at www.jeronimomartins.com).
Capital Structure
For information on the structure of Jerónimo Martins' share capital, please see Section A – Shareholder Structure of chapter 4 of this Annual Report.
PSI performance
The gains recorded by the stock markets in 2021 were overshadowed by a 2022 marked by market volatility. Although most global stock markets saw a recovery towards the end of the year, 2022 saw the worst annual performance for European stock exchanges since 2018. The PSI was one of the few exceptions.
In March, during the annual review, and in order to improve the index's liquidity and efficiency and better meet the needs of investors, four issuers were delisted and the PSI now has only 15 listed companies.
In the first half of the year, the PSI recorded positive performance, contrary to most stock markets. In Europe, inflation hit new highs, largely driven by rising food and distribution costs, with the price of natural gas climbing in Europe by more than 60% due to supply cuts from Russia.
The Portuguese stock exchange closed the year at 5,726.11 points, an appreciation of 2.8% compared to the previous year. The European indices, which had reached all-time highs in 2021, closed the year at a loss.
On 28 October, Fitch upgraded Portugal's debt rating to BBB+ with a stable outlook. According to the American financial rating agency, Portugal has a "prudent fiscal policy despite significant external shocks".
Jerónimo Martins Share Price Performance
During the year, Jerónimo Martins traded approximately 198 million shares on the Euronext Lisbon stock exchange. This volume corresponds to a daily average of 772,000 shares (6.7% above that in 2021), and the average price was €20.57 (up 24.7% compared to the previous year).
These shares represented the equivalent of 11.5% (approximately 4 billion euros) of the total number of shares traded on the PSI in 2022.
Jerónimo Martins closed the year with the third largest representation in the PSI, with a relative weight of 12.1% in the index (versus 15.4% in 2021) and a market capitalisation of 12.7 billion euros (12.6 billion euros in 2021). The Company continues to be one of the three Portuguese companies listed on the Euronext100 index, slightly increasing its weight to 0.35% (compared to the 0.32% recorded in the previous year).

Following disclosure of its results for the first half of 2022 (on 26 July), Jerónimo Martins' share price accelerated its upward trend, reaching €23 on 28 July. The highest share price of the year was reached in August, hitting an all-time high of €23.22.
The Company's shares ended the year with a closing price of €20.18, practically on par (+0.4%) with the previous year. The lowest share price, €18.20, was recorded on 18 May.
Despite stock market indices recovering from the significant fall at the start of the Covid-19 pandemic, Stoxx 600, a stock index comprising the 600 largest European listed companies, fell 12.9% in the year, its worst performance since 2018.
Analysts
During 2022, two investment houses renewed coverage of the Jerónimo Martins share, while five others ended their share coverage due to changes made to their research teams. As of 31 December, 24 analysts actively cover Jerónimo Martins shares.
The average target price attributed by the group of analysts following the share, on 31 December 2022, was €22.19, about 10% above the closing price (€20.18), and 15.1% above the 2021 average price target.
The evolution of recommendations and price targets issued by the various institutions is available on our website (www.jeronimomartins.com/en/investors/jeronimo-martins-shares/equity-analysts/).

Jerónimo Martins Financial Performance 2018-2022
| (€ Million) | 2022 | 2021 | 2020 | 2019 | 2019 | 2018 |
|---|---|---|---|---|---|---|
| Balance Sheet | Excl. IFRS16 | |||||
| Net Goodwill Net Fixed Assets Net Rights of Use (RoU) Total Working Capital Others |
613 4,589 2,420 (3,837) 161 |
618 4,159 2,221 (3,290) 145 |
620 3,967 2,154 (2,864) 133 |
641 4,140 2,318 (2,793) 94 |
641 4,140 - (2,788) 86 |
637 3,842 - (2,454) 70 |
| Invested Capital | 3,946 | 3,852 | 4,010 | 4,400 | 2,079 | 2,096 |
| Total Borrowings Financial Leases Capitalised Operating Leases Accrued Interest |
470 82 2,597 14 |
460 22 2,365 ‐ |
524 11 2,262 (3) |
732 17 2,368 3 |
732 17 - 3 |
624 15 - 2 |
| Cash and Cash Equivalents | (1,802) | (1,527) | (1,041) | (949) | (949) | (562) |
| Net Debt | 1,360 | 1,320 | 1,752 | 2,172 | (196) | 80 |
| Non Controlling Interests Equity |
254 2,331 |
254 2,278 |
249 2,008 |
254 1,975 |
257 2,018 |
238 1,778 |
| (€ Million) | 2022 | 2021 | 2020 | 2019 | 2019 | 2018 |
|---|---|---|---|---|---|---|
| ------------- | ------ | ------ | ------ | ------ | ------ | ------ |
| Excl. IFRS16 | ||||||
|---|---|---|---|---|---|---|
| Income Statement | ||||||
| Net Sales & Services | 25,385 | 20,889 | 19,293 | 18,638 | 18,638 | 17,337 |
| EBITDA | 1,854 | 1,585 | 1,423 | 1,437 | 1,045 | 960 |
| EBITDA margin Depreciation |
7.3% (782) |
7.6% (745) |
7.4% (734) |
7.7% (715) |
5.6% (397) |
5.5% (364) |
| EBIT | 1,071 | 840 | 689 | 722 | 648 | 596 |
| EBIT margin Financial Results |
4.2% (162) |
4.0% (154) |
3.6% (180) |
3.9% (159) |
3.5% (29) |
3.4% (25) |
| Profit in Associated Companies | ‐ | ‐ | ‐ | ‐ | ‐ | ‐ |
| Other Profits/Losses 1 | (95) | (34) | (50) | (14) | (15) | (9) |
| EBT | 814 | 652 | 459 | 549 | 604 | 562 |
| Taxes | (207) | (168) | (136) | (128) | (137) | (132) |
| Net Income | 607 | 484 | 323 | 421 | 467 | 430 |
| Non Controlling Interests | (17) | (21) | (11) | (31) | (34) | (29) |
| Net Income attributable to JM | 590 | 463 | 312 | 390 | 433 | 401 |
1 Other Profits/Losses include the Other Operating Profits/Losses and Gains in Others Investments as presented in the Income Statement by Functions and detailed in the notes to Consolidated Accounts.
| Market Ratios | 2022 | 2021 | 2020 | 2019 | 2018 |
|---|---|---|---|---|---|
| Share Capital (€) Total Number of Shares |
629,293,220 629,293,220 |
629,293,220 629,293,220 |
629,293,220 629,293,220 |
629,293,220 629,293,220 |
629,293,220 629,293,220 |
| Own Shares | 859,000 | 859,000 | 859,000 | 859,000 | 859,000 |
| Free Float | 43.9% | 37.7% | 32.4% | 29.7% | 28.7% |
| EPS (€) Dividend per share (€) 1 |
0.94 0.79 |
0.74 0.29 |
0.50 0.35 |
0.62 0.33 |
0.64 0.61 |
| Stock Market Performance | |||||
| High (close) (€) | 23.22 | 21.61 | 17.22 | 16.12 | 17.65 |
| Low (close) (€) | 18.20 | 12.65 | 13.61 | 10.30 | 10.11 |
| Average (close) (€) | 20.57 | 16.49 | 14.89 | 14.09 | 13.46 |
| Closing (End of year) (€) | 20.18 | 20.10 | 13.82 | 14.67 | 10.34 |
| Market Capitalisation (31 Dec) (€ 000,000) | 12,699 | 12,649 | 8,697 | 9,229 | 6,507 |
| Transactions (volume) (1,000 shares) | 198,279 | 186,528 | 251,103 | 215,938 | 234,824 |
| Annual Growth | 0.4% | 45.4% | (5.8)% | 41.8% | (36.2)% |
| Annual Growth - PSI | 2.8% | 13.7% | (6.1)% | 10.2% | (12.2)% |
1 In the initial phase of the Covid-19 pandemic, when uncertainty was extreme, the Board of Directors decided to follow a prudent approach and to reduce the 2019 payout ratio from 50% to 30%. The Board of Directors reserved, at the time of this decision, the possibility of proposing the distribution of the remaining part of the 50% payout if conditions allowed it. Therefore, taking into account the Group's performance, the Board decided to distribute free reserves. The value includes the payment of a gross dividend of 0.207 euros per share, approved by the General Meeting held on June 25, 2020 and paid on July 15, 2020, regarding the distribution of 2019 results and the distribution of free reserves corresponding to a gross dividend of 0.138 euros per share, approved by the Extraordinary General Meeting held on November 26, 2020 and with payment at December 16, 2020.
3. Performance of the Business Areas
3.1. Food Distribution
3.1.1. Biedronka
MESSAGE FROM THE MANAGING DIRECTOR
The war in Ukraine marked the European economic environment in 2022 and, because of its proximity, had a particularly significant social impact on Poland.
The quick and solidary way in which our teams supported the Ukrainian refugees who entered the country reflected a sense of solidarity of which we are very proud.
In a year when the rise in food prices reached record highs, Biedronka remained as steadfast as ever in its commitment to offer the best prices on the market. We worked tirelessly to generate savings opportunities to Polish families and to invest in margin as a way to mitigate, for our customers, price increases practiced by suppliers.
Although price, one of the key pillars of value creation for our customers, was at the heart of our strategy in 2022, we also focused on the remaining pillars – quality assortment with a significant Private Brand presence, comprehensive quality Fresh food offering and Proximity to our customers – throughout the year.
We invested in innovating our Private Brand assortment, with new product launches and reformulations, which has been reinforced has the preferred choice of consumers whose disposable income has decreased. We also continued to improve the already very competitive Fresh food offering and invest in the quality and display of the assortment, in a market where these product categories are of increasing importance to consumers. Finally, we worked hard to be closer to our customers, implementing the investment plan for store openings, which also included new smaller concept stores, and also refurbishing existing stores to improve the proximity shopping experience.
My heartfelt thanks to the Biedronka teams for their commitment and energy in implementing a strategy that has made us the consumer's preferred choice in a challenging environment. We began 2023 stronger and with the same priorities – leading the price opportunities for our consumers and being side by side with families, by offering them quality at the best price on the market.
| Sales €17,582M (+20.9%) |
# Stores 3,395 |
LFL +20.6% |
EBITDA €1,540M (+15.0%) |
CAPEX €485M |
|---|---|---|---|---|
Key Facts of the Year
- Opening of 157 stores and refurbishment of 367
- Opening of a distribution centre (DC) in Stawiguda, the largest and most modern of the Company's 17 DCs
- Launch of the new Biedronka app
- Launch of the online store Biedronka Home, with non-food assortment
- Biedronka Anti-Inflation Shield campaign
- ISO 14001 environmental certification at all of DCs and at the soup factory
- First private Company to provide support to Ukrainian refugees with essential goods, logistics and donations
More information about our sustainability initiatives is provided under chapter 5 of this Annual Report.
AWARDS/RECOGNITIONS OF NOTE
Platinum Award in Governance from the Polish ESG Association.
Trusted employer of the year and HR 2022 top quality certificate.
Retail Hero 2022, a special award for commitment to helping Ukraine, assigned by The Economic Publishing House.
First place in the retail category and third among the leading Polish companies of all sectors in Rzeczpospolita's List 2000 ranking.
Complete list of awards and recognitions: www.jeronimomartins.com/en/aboutus/recognition/
Performance
The impact of the war in Ukraine was felt from March onwards, both at operational level and in the significant increase in volumes in certain product categories. This was the result of an initial reaction to stockpile goods, mobilisation to raise funds and the large number of Ukrainians who crossed the border into Poland and stayed there.
Against this backdrop, Biedronka's quick response in solidarity is worthy of note, having led the effort to provide food and logistical support to the non-governmental organisations that were offering assistance to the refugees on the ground. The chain's stores were always available to collect donations from customers.
In Poland, food inflation increased progressively, reaching an average of 15.4% in the year (3.2% in 2021), putting pressure on the income of consumers who have become more cautious and paying more attention to prices and promotions. Nevertheless, Food Retail in the country recorded solid performance, growing above the respective inflation.
In 2022, Biedronka again saw remarkable performance and sales, in local currency, grew 24.1%, with LFL of 20.6%. In euros, sales amounted to 17.6 billion euros, up 20.9% year-on-year. The performance for the period also reflects basket inflation.

The banner maintained an intense promotional dynamic, absorbing part of the price increases demanded by its suppliers and keeping food inflation of its basket below the average observed in the country.
To strengthen its leadership positioning and the competitiveness of off-theshelf prices, Biedronka launched a special promotional campaign, mitigating price hikes in basic family baskets.
The banner also implemented an important campaign, referred to as the Anti-Inflation Shield, to mitigate the effects of inflation by freezing the prices in the first semester of the 150 most sold products, stating that if a customer would find a lower price on the market, the Company would pay the difference.
To increase the attractiveness and assortment of meat & delicatessen products, Biedronka continued to invest in installing assisted service counters for these categories, ending the year with 761 stores offering this service, 262 more than in the previous year.
Remaining focused on operational efficiency and on the shopping experience, the Company continued to install self-checkouts in its stores. More than 2,700 stores had this service installed by the end of the year.

1 excl. F&V, bakery and non food
In 2022, Biedronka's loyalty campaign focused on emotional values combined with the general need to save. The main goal of this campaign was to reward customer savings, offsetting the high inflation rate.
The campaign enabled 12 weeks of savings and was branded Gang Bystrzaków (Smart Cookie Gang). The weekly saving mechanisms were related to missions that the three heroes: - Price, Quality and Proximity - were able to complete with the help of another hero: - Biedronka. Another new feature was the process of obtaining stickers and toys, which this year was fuelled by the customer's ability to save: "the more you save, the more toys you collect for your children". The emotional and rational approaches were interconnected to reinforce the awareness of the value created and transferred by Biedronka to customers every week.
Building on the initiatives implemented in previous years, and in order to encourage Biedronka's involvement in promoting national and local products and producers, a campaign was launched focusing on the distribution of these products nationwide. Thus, at Biedronka, each consumer had the opportunity to buy and taste products from local producers, of a specific region.
Biedronka launched a new app with several different functions that enable the display of promotions available in the customer's preferred store, integration with the Moja Biedronka card (My Biedronka), the scanning of products and the display of respective prices, and which can be used as a means of payment. This new app, focused on personalisation, tailors offer based on the consumer's purchase preferences, and has already been downloaded more than 6 million times.
The Company once again reinforced its commitment to the online channel, extending its partnership with Glovo to 113 cities, while providing online access to more than 3,500 products.
By the end of the year, Biedronka also had 15 micro-fulfilment centres dedicated exclusively to the ultrafast delivery service - Biek - a partnership that began in 2021. In the year, more than 600 thousand customers used this service.
During the year, the banner launched a new online store, Biedronka Home, giving consumers access to around 2,500 non-food products in home and garden, sports, electronics, kitchen and other categories. The Company thus aims to expand its assortment, complementing the in-store offering and extending price opportunities to non-food products.
Solid sales performance saw the Company's EBITDA grow 15.0% (+18.1% in local currency), with the respective margin standing at 8.8%, down around 45 basis points compared to the previous year. This reduction in the EBITDA margin reflects the decision to invest in pricing amidst progressive and substantial cost increases, particularly in electricity and fuel.
Maintaining its focus on its investment plan, Biedronka opened 157 stores in the year (145 net additions), refurbished 367 locations, and opened a new distribution centre.
As part of its expansion strategy, the Company continued to invest in proximity stores, having opened 57 locations in 2022, and now has a total of 205 proximity stores in surrounding areas with lower population density.
3.1.2. Pingo Doce
MESSAGE FROM THE MANAGING DIRECTOR
In February the world was once again plunged into a climate of uncertainty with Russia's invasion of Ukraine, which, together with rising inflation throughout the year, posed new challenges for food retail. In a year marked by a significant strain on family budgets, Pingo Doce strengthened its commitment to its proximity to consumers and delivering the best savings opportunities, allowing it to record solid sales growth in 2022.
This was the third consecutive year in which the commitment of our teams, who once again showed their resilience and customer-centricity, made all the difference, enabling us to have an assertive response in yet another challenging and highly volatile environment.
Our Private Brand, Perishables and Fresh Food segments continued to be strong pillars of our value proposition, as did sustainability, one of the Company's responsibility pillars, which remained a priority and for which several recognitions were received.
In 2023, we will do everything we can to continue to deserve the trust of those who visit us every day, honouring our commitments and paying close attention to consumers, our people, suppliers and our surrounding communities, as this is the only way to continue on this path of sustainable growth.

Key Facts of the Year
- Preço Trancado (Locked Prices), which fixed the selling price of hundreds of essential - food and non-food items -, and Inflação Zero (Zero Inflation) on essential Christmas products, were two campaigns held to mitigate the impact of inflation
- Main sponsor of One Sustainable Ocean, the largest official, free-to-attend parallel event of the United Nations Ocean Conference, held in Lisbon
- Second nationwide edition of the Bairro Feliz (Happy Neighbourhood) programme, aimed at supporting local communities
- New My Pingo Doce app with personalised offers and the possibility of joining exclusive clubs
AWARDS/RECOGNITIONS OF NOTE
Three-star award under the Lean & Green initiative, after reducing carbon emissions in logistics activities by more than 40%. It was the higher distinction attributed by Lean & Green in Portugal.
Pingo Doce's logistics decarbonisation project was awarded the Jornal de Negócios National Sustainability Prize, in the "Decarbonisation" category.
First food retail chain in Portugal to receive the Sustainable Production, Responsible Consumption seal from the National Commission for Combating Food Waste (CNCDA).
Complete list of awards and recognitions: www.jeronimomartins.com/en/aboutus/recognition/
More information about our sustainability initiatives is provided under chapter 5 of this Annual Report.
Performance
The war in Ukraine, the historically high level of inflation, the energy crisis and the rise in interest rates have all had a negative impact on consumer confidence and disposable income. Sales volumes in the food retail sector in Portugal decreased in 2022, although sales in value continued to grow due to high food inflation.
Sales at Pingo Doce reached 4.5 billion euros, an 11.2% increase compared to the previous year, including a LFL (excluding fuel) of 9.4%. This performance reflects on one hand, the basket inflation and, on the other hand, the trading down effect seen since April.

At the beginning of the year, the Company adopted a new communication positioning, "There's no better way to eat :)", in line with the strengthening of its value proposition as a food specialist, delivering a diversified, quality, tasty offering at the lowest prices – from fresh products to ready-to-eat food and Private Brand products. The multimedia campaign included Patrícia Mamona, european triple jump champion, as an ambassador of the Pingo Doce brand.
At a time when Portugal faced great uncertainty and families were concerned about their household budget, prices and promotions have become increasingly important for consumers, with Pingo Doce reinforcing its competitive positioning throughout the year. The Company implemented an intense promotional dynamic, seeking to ensure the best prices and savings opportunities to help the Portuguese cope with the loss of purchasing power. Most noteworthy is the "Locked Prices" campaigns, which ran for three months – June to August – and saw the price of hundreds of essential goods remaining unchanged.
It was in this context that Pingo Doce launched its new app – My Pingo Doce – giving consumers practical access to a greater number of personalised benefits and savings opportunities. With this app, users have the opportunity to join clubs and enjoy exclusive promotions. This app will be an important savings channel in 2023.
In keeping with the close ties that Pingo Doce maintains with the communities where it operates, the Company held another edition of the Happy Neighbourhood programme, in which each store supports a local cause suggested by neighbours or institutions, thereby creating a positive impact in their surrounding communities. With the help of neighbourhood residents, who selected the winning ideas, the Company supported 446 projects.
From an environmental perspective, Pingo Doce launched Eco Mesh Bags – reusable bags made from 100% cotton, produced in Portugal and available in various colours. These are the Company's contribution towards a more sustainable lifestyle, focusing particularly on reducing the use of single-use plastics.
As part of the Amar o Mar (Love the Sea) programme, Pingo Doce held 165 beach and coastal clean-ups across the country, mobilising around 65 thousand people and involving 150 schools through various
initiatives carried out with ABAE (Blue Flag Association in Europe), Novo Verde, the Portuguese Surfing Federation, and Sailors for the Sea Portugal.
With regard to logistics, the Company saw two more of its distribution centres, located in Alcochete and Vila Nova da Rainha, obtain ISO 14001:2015 environmental certification, one of the best-known international standards for environmental management systems, awarded by APCER (Portuguese Certification Association). With the certification of these units, in addition to the four already obtained by other distribution centres, the entire Pingo Doce distribution centres in mainland Portugal are certified according with the aforementioned standard.
Following the success of the 2021 Christmas campaign – "O Natal traz o melhor de nós" (Christmas brings out the best in us) – in 2022 Pingo Doce launched the campaign "O Natal sente-se à mesa" (Christmas on your table), focusing on flavour and savings. Promoted on television, radio, social media and in-store, this campaign showed consumers that they could count on Pingo Doce for a Christmas spent around the table, with fantastic promotions. Indeed, it was precisely for this reason that in December the Zero Inflation campaign was held on essential Christmas products, which saw prices fixed at December 2021 rates to help mitigate the impact of inflation on the disposable income of the Portuguese.
In terms of assortment, Pingo Doce maintained its commitment to differentiation and innovation with the launch of 176 Private Brand products, most notably the Go Active protein pudding, the Pingo Doce dairy-free ice cream and the Be Beauty facial serum with bakuchiol – a plant-based alternative to retinol. Pingo Doce is the first food retailer in Portugal to make this product available under a Private Brand. The Go Active peanut butter was named the most innovative product of the year in the "best of the best" category at the European Private Label Awards.

2 excl. specialized perishables (F&V, meat, fish, take away, codfish and bakery)
The weight of Private Brand products on the Company's sales increased throughout the year, as a result of their excellent price-quality ratio and the alternative they represent to industry branded products, particularly in times of crisis.
EBITDA grew by 8.3%, amounting to 265 million euros in the year. The Company's EBITDA margin was at 5.9% compared with 6.0% in previous year, with a strong investment in pricing to protect consumers.
In the year, Pingo Doce invested 195 million euros, opening 10 stores (seven net additions) and refurbishing 37 locations (including three liftings). In the Azores, two more stores were opened in partnership with the Finançor Group.
3.1.3. Recheio
MESSAGE FROM THE MANAGING DIRECTOR
2022 was a year of great instability as a result mainly of the war in Ukraine and the effects thereof, including rising energy prices, increased supply chain disruption, increasing inflation, higher interest rates and a constant uncertainty that again tested our capacity and resilience.
Nevertheless, 2022 was still a very special year for Recheio. It was the year in which we celebrated our 50th anniversary in partnership with our customers and with our people, who are part of the "Recheio family".
It was also the year in which we brought our customers together in important events such as the "Arraial" festival and the Recheio trip.
A year of strong recovery and one in which we continued to invest in the future. Proof of this was the new store that opened on 1 September in Cascais, with a new concept, image and layout, and an assortment tailored to better serve HoReCa customers.
We continued to invest in Traditional Retail and strengthened our partnership with Amanhecer, a chain that now has over 500 stores. This number reflects the seriousness of our resolve and the attractiveness of this business model, which we will continue to strengthen.
2022 was also a year for strengthening our market position while remaining focused on our sustainability impact. That is why we continue to improve our practices for combating food waste, saving energy and reducing our carbon footprint.
The results we have achieved were only possible because at the heart of Recheio are teams with a great sense of mission, dedicated to overcoming challenges and delivering quality every day. To everyone, my heartfelt thanks.
A very challenging 2023 lies ahead for us. It will be yet another year of uncertainty, in which Recheio will continue to stand by its customers and people, strengthening its price leadership.

Key Facts of the year
- Opening of the new Cascais store, with a concept dedicated
- to the HoReCa channel
- Overcoming the 500 Amanhecer stores milestone
- Launch of the "From Chef to Chef" initiative, with specialised catalogues for the HoReCa channel and roadshows at stores showcasing the Recheio ready meals offering
- Recheio's "Arraial" festival, which saw the participation of even more stores and customers, and the return of Recheio trips
- Participation in the event United Against Food Waste movement
More information about our sustainability initiatives is provided under chapter 5 of this Annual Report.
AWARDS/RECOGNITIONS OF NOTE
In the year that Recheio celebrated its 50th anniversary, it was recognized has "Professionals Choice", #1 brand by Consumer Choice which happens every year since 2015.
Maintenance of the Inclusive Employer Brand distinction awarded by the Institute of Employment and Vocational Training (IEFP) in 2021.
Complete list of awards and recognitions: www.jeronimomartins.com/en/aboutus/recognition/
Performance
The beginning of 2022 was still marked by some restrictions to the circulation of people, particularly with regard to the entry of tourists into Portugal. This was compounded by the consequences of the war in Ukraine and the hike in inflation which, having soared from March onwards, continued to rise at historically high rates throughout the rest of the year.
This pressure was offset by the boost in tourism in Portugal, which helped drive HoReCa growth and benefited sales, with Recheio posting a strong recovery in 2022 compared to the previous year.
2022 was an important milestone for Recheio, as the Company celebrated its 50th anniversary by holding several celebratory events that helped strengthen its value proposition.
The banner's sales grew 27.7% to €2 billion euros, with an LFL of 27.3%, recovering to higher levels than recorded pre-pandemic (in 2019).

Recheio's HoReCa channel sales grew around 50%, driven by the increase in the average purchase ticket and in the number of customers. Food Service was also a segment that saw very positive performance in 2022, benefiting from the gradual recovery in tourism activity.
In Traditional Retail, Recheio increased sales and the Company leveraged its partnership with the Amanhecer chain which, at the end of the year, had 537 stores, 77 more than in the previous year. Recheio thus kept its promise to stand by its partners, helping to develop small traders and contributing to the sustainability of their businesses. To celebrate the opening of the 500th store, the Company carried out a multimedia campaign to increase brand awareness and attract new partners.
As regards Exports, sales grew c.23%, boosted both by an increase in the number of countries with which the banner trades and an increase in the number of customers in the markets in which it operates.
The Company continued to adapt to digital transformation, strengthening its value proposition and its positioning with customers, reaching a record level of online orders and visits to its website.
It is worth noting the "From Chef to Chef" initiative, in which Recheio's team of chefs gathered to inspire other chefs (customers) with suggestions and innovative solutions to help them surprise and make a difference with their own customers.
Recheio also participated in the Unidos Contra o Desperdício (United Against Food Waste) movement, with a stand where Recheio chefs prepared recipes, for participants to taste, that help combat food waste.
As regards campaigns, of note is the return of the Recheio customers trip this year. Between April and September several initiatives were carried out to increase sales and boost the ranking of the trip. These initiatives culminated in a two-person trip for 200 customers to New York and Punta Cana, which included events to celebrate the Company's anniversary.
In terms of assortment, the banner remained focused on improving the quality, sustainability and variety of its Private Brand, launching a total of 132 references: 53 Masterchef, 75 Amanhecer and 4 Gourmês.
In 2022, Recheio's EBITDA amounted to 59 million euros, 36.8% higher than in 2021. The respective margin stood at 5.1% (compared to 4.7% in 2021), with strong sales growth enabling recovery of operating leverage.

During the year, the Company invested 48 million euros in the opening, in September, of a new store in Cascais, reinforcing its presence in an important region for the HoReCa channel. This new store offers a specialised assortment, a large perishables area and a MasterChef studio, in which daily workshops are held to learn new techniques and recipes.
3.1.4. Ara
MESSAGE FROM THE MANAGING DIRECTOR
2022 was an extremely challenging year, dominated by a sharp rise in food prices, leading to increased pressure and volatility in supply chains. These factors brought conditioned consumption, resulting in a deceleration in volumes bought and to trading down by families.
Against this background, Ara's team showed strong cohesion and resilience which, combined with increased motivation and renewed ambition, enabled the Company to successfully overcome the most difficult times of the year.
The Company's priorities remained focused on ensuring product availability for customers, for whom we always guaranteed a safe shopping environment and at the most competitive prices, and on ensuring timely payment to suppliers and, where necessary, on more favourable terms.
We strengthened our value proposition with an innovative and quality offering, more focused on the Fresh Food and Private Brand segment, based on price leadership, in a year when Colombian families needed it even more urgently, resulting in recognition by consumers and LFL sales growth well above inflation.
The year was also marked by a strong expansion in the number of stores, with a record number of openings. November saw the symbolic opening of Ara's 1,000th store, a milestone that was celebrated by employees, customers and suppliers. In 2022, we also began building the pipeline of openings for 2023 to ensure another year of strong expansion of our chain, sustained by a confident team, prepared and focused on sales growth.
We remain fully committed to guaranteeing the quality and food safety of our products and to developing partnerships with Colombian producers in order to continuously improve our offering, ensuring the sustainability of the resources used so that we can continue to be the number one choice and to deserve the loyalty of Colombian families to the Ara brand, in an environment that will remain very difficult.

Key Facts of the Year
- Opening of 275 stores, exceeding the milestone of store number 1,000 and expanding our presence to more than 300 municipalities (out of around 1,100) in Colombia
- Member of government initiative Alianza Carbono Neutralidad
- Offer of ebooks with healthy typical recipes from four regions of Colombia, as part of the "Missión Nutrición" (Mission Nutrition) initiative
More information about our sustainability initiatives is provided under chapter 5 of this Annual Report.
AWARDS/RECOGNITIONS OF NOTE
Second best retail company to work for in Colombia (based on users of the employment portal CompuTrabajo), climbing one position.
Awarded in the large companies' category at the Zonalogísitca awards for the Collaborative Value Network project.
Complete list of awards and recognitions: www.jeronimomartins.com/en/aboutus/recognition/
Performance
In Colombia, the hike in food inflation, which reached 25% in the year, brought additional pressure on an already fragile consumer environment. With the decline in purchasing power, most consumers have limited their average basket, focusing on essential goods. As a result, price has become even more relevant in the purchase decisions of Colombian families.
The Company remained committed to mitigating price increases in food products with strong promotional campaigns relevant to Colombian consumers, continuing to be the preferred choice in the neighbourhoods where it operates. Ara focused on low and competitive prices to broaden its customer base and increase brand awareness, maintaining its intense promotional strategy, which was well received and translated into notable sales growth.
Sales, in local currency, grew 62.1%, including a LFL of 35.7%. In euros, sales amounted to 1.8 million euros, up 60.5% year-on-year, incorporating strong volatility of the Colombian peso, mainly in the second half of the year.


Throughout the year, national supply chain continued to face several constraints and persistent instability in the supply of raw materials and in the flow of goods. As regards imports, logistical challenges continued, which had a direct impact on the results of the in&out campaigns, since delivery times did not always line up with planned promotions.
Ara once again invested in its national marketing campaign "Merca todo en Ara" during the year, focusing on different products on promotion each month with communication support in-store and on digital platforms.
As part of the implementation of its strategy, the decentralised organisation of its operations once again enabled Ara to carry out local marketing campaigns. Thus, with targeted actions, the Company was able to offer especially low prices on essential and selected products, which helped both to strengthen the banner's positioning and to increase the average purchase value, attracting new consumers.
158 Private Brand launches
Like the initiatives carried out by Biedronka and Pingo Doce, at the end of April Ara launched the Pulparty campaign, which offers its customers soft toys in the form of a fruit or vegetable. This promotional campaign, which helped boost sales, also increased penetration in the Fruits and Vegetables category.
The Private Brand also continued to gain relevance. In a trading down environment, quality options at low prices have been crucial. Accordingly, the Company continued to invest in the differentiation and innovation of its assortment, having launched 158 new products and carried out 68 relaunches.
EBITDA amounted to 60 million euros (compared to 26 million euros in 2021), with the respective margin increasing from 2.3%, in the previous year, to 3.4% in 2022, reflecting the strong sales performance in improved operating leverage.
c.42.5% weight of Private Brand 34 campaigns and 85 leaflets
This good sales performance and the upward profitability trajectory confirm the adequacy of the Company's value proposition, which, even amidst high uncertainty, decided to accelerate the store opening plan for the current year to open 275 stores.
The Company maintained its growth strategy as a priority, investing 156 million euros in the opening of new stores and the refurbishment of 10 locations. Investment in logistics, in warehouses to support the distribution centres, was also a priority in order to enable the efficient supply of its chain of stores.
3.2. Agribusiness
3.2.1. Jerónimo Martins Agro-Alimentar (JMA)
MESSAGE FROM THE MANAGING DIRECTOR
In 2022, when we all expected the impact of the pandemic on supply chains to ease, the world was assaulted by another pressure factor: the war in Ukraine. This triggered a deep crisis in the supply and in the price of commodities, especially cereals, as well as in the availability of fertilisers. As a result, JMA's businesses and its production costs were significantly impacted.
Aware of the difficulties faced, the teams were challenged to respond and find solutions to deal with the price increases and ensure the availability of raw materials to continue production and supply on a regular basis.
Business continued to grow, with new production areas and infrastructures, including the start of an aquaculture operation in the Algarve and the investment in a sustainable salmon production company in Norway.
For 2023 the challenge will be to consolidate established businesses and develop existing product brands to introduce in new markets.
Key Facts of the year
- Terra Alegre obtained ISO 45001:2018 certification
- Acquisition of 10.5% of Andfjord Salmon (innovative and sustainable salmon production in Norway)
- Seaculture started a new operation in Vila Real de Santo António (Algarve), thus expanding the aquaculture business
- Launch of the Best Farmer brand in the angus meat market, targeting the HoReCa channel
More information about our sustainability initiatives is provided under chapter 5 of this Annual Report.
FOCUS ON SUSTAINABLE SUPPLY
In a year marked by constant challenges, JMA focused on the growth and consolidation of its business units.
With regard to dairy sector, Terra Alegre continued to invest in innovation and began testing its capacity to export. In 2022 it obtained ISO 45001:2018 certification, confirming its low exposure to occupational health and safety risks.
In livestock farming, Best Farmer began construction of the new fattening unit in Monte do Trigo to increase the company's production capacity, and renovation work on the dairy farm to introduce robotic milking. As regards Ovinos da Tapada, the existing structure was converted to increase production capacity and also accommodate organic lamb production.
Focusing on reducing the impact of beef production on the environment, Best Farmer launched the Green Beef project, aimed at reducing methane emissions by introducing algae oil in animal feed. This project took centre stage at the conference "A alimentação no futuro: evolução ou revolução?" (Food in the future: evolution or revolution?), promoted by the Jerónimo Martins Group together with Instituto Superior Técnico and the National Institute of Agricultural and Veterinary Research and held in November, in Lisbon.

2022 was especially important for Best Farmer, having been the year of the introduction of angus beef on the market for the first time under its Best Farmer brand, with differentiated cuts for the HoReCa channel.
The year also saw a significant development of the aquaculture business unit. JMA invested in sustainable Norwegian salmon production by acquiring a 10.1% equity interest in Andfjord Salmon which represented an investment of around 17 million euros, at the end of the year, the share in equity increased to 10.5%. Seaculture started a new operation in Vila Real de Santo António, thus expanding the Group's aquaculture business.
The aquaculture business unit was also prominent at One Sustainable Ocean, the largest parallel event of the United Nations Oceans Conference held in Lisbon in 2022, where a presentation was made of the business and ongoing developments in the field of sustainable sourcing.
With regard to fruit and vegetable production, in 2022, and through ongoing partnerships, the focus continued to be on the production of organic products, with expansion of the vineyards to 80 hectares and the planting of around 125 hectares of an orchard for the production of organic oranges.
3.3. Specialised Retail
3.3.1. Hebe
MESSAGE FROM THE MANAGING DIRECTOR
In 2022, after two initial months still recovering from the Covid-19 pandemic, we started to see a rapid return to normality in store traffic. From mid-February, we recorded very solid sales and volume growth both online and in brick-and-mortar stores. Hebe's continued ability to outperform the market, reflected in the sales growth achieved, is the result of our strategy of differentiation, leveraged on our assortment decisions, promotional activity and reinforced marketing investment.
We continued to develop our unique omnichannel value proposition while adapting our operating model to customer expectations. In 2022, our e-commerce business grew substantially, accounting for 14% of total sales, which makes Hebe a strong contender for online leadership in Poland. The launch of the e-commerce Hebe Partner Programme was an important milestone in the year, strongly reinforcing our beauty authority with an increased specialised assortment.
2022 was also the start of our international adventure. We launched e-stores in Czechia and Slovakia in the 4th quarter, laying the foundation for strong international development in 2023, taking full advantage of our omnichannel experience in Poland.
In 2022 we also faced new challenges and uncertainties, with an inflationary trend that we were not used to and a conflict on our border. We have proven to be able to manage this scenario with resilience and determination, achieving solid growth and significantly improved profitability. Looking forward, I strongly believe that we, at Hebe, have a team that can outperform in any environment and continue our journey to become the leaders of the e-beauty market in Central and Eastern Europe by focusing on our three strategic pillars - Beauty, Digital and International.

Key Facts of the year
- Launch of the Hebe Partner Programme, extending Hebe's online offer
- Enhancement of the digital experience, with the redesign of the mobile app, the consolidation of our omnichannel setup and a stronger focus on consumer insights and loyalty
- Strengthening of Hebe's image as a beauty expert with influencer collaborations
- Launch of Hebe's international expansion, with online stores opened in Czechia and Slovakia
- Remodelling, extension and modernisation of Hebe's Distribution Centre and extension of our e-commerce dedicated facility
- Launch of a special employability programme, in partnership with the One Day Foundation, to give young orphan women the necessary preparation for their first job after leaving their host institution
More information about sustainability initiatives is provided under chapter 5 of this Annual Report.
AWARDS/RECOGNITIONS TO HIGHLIGHT
Hebe won the Best e-commerce Retailer award in the e-Commerce Polska awards 2022.
Hebe Cosmetics body care line products was awarded gold in the 11th edition of the consumer research Best Product 2022 - Consumers' Choice in the Own Brand of Drugstore and Pharmacy Network category.
Hebe won the awards for drugstore of the year, best e-drugstore, most interesting assortment strategy and best business partner, at the Wiadomosci Kosmetyczne's Retail trends 2022.
Complete list of awards and recognitions: www.jeronimomartins.com/en/aboutus/recognition/
Performance
In the beginning of 2022, the market was still affected by the Covid-19 pandemic, with a return to normality occurring only from the middle of the first quarter.
Despite the growing uncertainty and increasing inflationary pressure throughout the year, 2022 was a year of consistent growth in both drivers – online and brick-and-mortar – with all core categories achieving solid market-share growth: makeup, face care, hair care and fragrance.
The Company grew sales by 28.7% (32.2% in local currency) compared to the previous year, including a LFL of 24.8%.

Hebe increased its focus on digital transformation. More initiatives were deployed to continue to digitalize stores, leveraging technology to become more productive while simultaneously improving customer experience.
The share of online sales represented around 14% of total Hebe sales prioritizing the increase of the basket as a strategic pillar for profitability. The launch of the Hebe Partner Programme resulted in many partnerships and a significant increase of beauty assortment available online, reinforcing Hebe's role as a beauty specialist.
In the beginning of the year, with declining consumer confidence and lower traffic than expected, the company was focused on a "back to basics" mindset, with prices being the main pillar of communication. The remaining promotional activities were concentrated on core categories and differentiating assortment, along with several cross-category promotions on fast-developing exclusive brands. Hebe kept its flagship campaigns with the Black Month (referring to Black Friday) action again having strong visibility.
Hebe started its international expansion in 2022, opening online stores in Czechia, in November, and in Slovakia, in December.

2022 EBITDA totalled 32 million euros, increasing 29.7% year-on-year. The EBITDA margin stood at 9.0% despite the significant price and promotional investment.
At the same time the company further improved its working capital by finetuning stocks management, which contributed significantly to improving the banner's profitability.
3.3.2. Jeronymo and Hussel
MESSAGE FROM THE MANAGING DIRECTOR
In 2022 we returned to the sales levels we were used to in our stores, with our operations strengthened by the lessons learned these past few years, due to the Covid-19 pandemic.
Our teams are bringing new life to the business with greater efficiency, productivity and profitability.
In 2023 we will once again begin expanding the two banners. We will seize every new opportunity that arises, while remaining steadfast in our purpose to become increasingly environmentally friendly and focused on the sustainability of our planet.

Key Facts of the year
- Implementation of the new Jeronymo's communication line with a shared online and offline image
- Launch of the Os Nossos Gelados (Our Ice-Cream) brand at Jeronymo
- Development of new sales channels focusing on delivery platforms, coffee break and light meals service for companies
- Reinforcement actions on the Jeronymo&Friends app to boost the interaction and loyalty of customers
- Innovation in the Hussel's assortment with the launch of sugar-free as well as vegan chocolates and jelly sweets
- Reduction in losses with the implementation of additional control mechanisms
- Consolidation of the communication strategy, with greater focus on paid media and a switch to online sales
More information about our sustainability initiatives is provided under chapter 5 of this Annual Report.
FOCUS ON SUSTAINABLE GROWTH
With the lifting of restrictions imposed to control the pandemic in mid-February, 2022 was a year of recovery for both Jeronymo and Hussel, which confirmed the positive evolution already seen towards the end of 2021.
In a year marked by mounting inflation, and with a comparative period heavily affected by the restrictions in place in 2021, the sales of both brands grew significantly compared to the previous year: 69.1% at Jeronymo and 62.5% at Hussel.
Jeronymo took the opportunity to renovate its stores and improve the comfort of its coffee shops, increasing the number of seating capacity by around 5%.
In keeping with the Group's sustainability goals, the brand replaced the lighting in stores with LED, installed water flow regulators and introduced purified water in reusable bottles.
At Hussel, the refurbishment of the stores allowed the incorporation of the brand's differentiating elements: the "chocolate" ceiling, the jelly sweet pick and mix counter, and the artisanal ice-cream freezer cabinet, now available all year round. The brand's expansion strategy involves increasing the sales area of its most popular stores, with a size of between 50 sqm and 70 sqm, delivering a better shopping experience with very positive sales results.
4. Outlook for the Jerónimo Martins Businesses
Biedronka
Anticipating a year full of challenges and marked by macroeconomic and geopolitical uncertainty, in 2023 Biedronka will keep price competitiveness at the centre of its strategy, continuing to guarantee the quality of its value proposition, remaining relevant to polish families and protecting sales volumes is the only way to ensure profitability in a climate of declining consumer confidence and pressure on operating costs.
Leveraging its solid financial situation, the Company will continue to follow its investment plan and focus on the expansion and refurbishment of its store network, in order to provide Polish consumers with an increasingly better shopping experience. It will also continue to invest in operational efficiency measures and improved customer service, namely with self-checkouts, meat & delicatessen counters, and proximity stores.
The development of its ecommerce channel and app will also allow Biedronka to keep up with market trends and build increasingly personalised consumer relationships.
Hebe
In 2023, Hebe will keep focused on digital and on further developing its omnichannel setup, while continuing to improve assortment towards the strategic goal of democratizing the world of beauty.
In Poland, we expect sales and market share growth to remain solid, aiming to become the reference player in beauty with a leadership position in e-commerce. In new markets, we will invest strongly in generating brand awareness and demand, leveraging Hebe's unique value proposition and resources in Poland.
Just like in 2022, in 2023 we will continue to work to attain profitable growth, with operations in Poland gaining maturity while investing in new markets.
Pingo Doce
Pingo Doce aims to increase its proximity to consumers and to continue delivering the best savings opportunities in an uncertain macroeconomic environment.
To modernise its chain of stores and improve the customer shopping experience, Pingo Doce will focus on its remodelling plan, maintaining the pace of expansion at the level of previous years.
For 2023, with the anticipated increase in prices across the board, in particular transport and energy costs, and the pressure on the disposable income of Portuguese families, Pingo Doce will continue to closely monitor consumers and strengthen its commitment to them, in order to stay relevant and continue to grow.
Recheio
Recheio will continue to remodel its chain of stores to improve the shopping experience and customer service level, as well as to invest in Perishables, an area it specialised in, and in the Private Brand assortment, to boost differentiation from competitors. Increased competitiveness will also be a continued and reinforced commitment in a socio-economic context that is likely to worsen.
As regards HoReCa, new opportunities have been identified in Meal Solutions, where Recheio aims to intensify its activities. Food Service will remain a priority area, with investments in new forms of service delivery and in an increasingly differentiated offer.
With regard to Traditional Retail, Recheio plans to accelerate expansion of its partnership with the Amanhecer proximity stores.
The Company will continue its digital transformation and to strengthen its value proposition and positioning with its customers.
Ara
In 2023, the year in which the Company celebrates its 10th anniversary operating in the Colombian market, Ara intends to continue to pursue its strong expansion plan.
The banner will continue to focus on price leadership and the development of its assortment to increasingly adapt to the needs of Colombian families and continue to grow its customer base, positioning itself as the go-to proximity store.
In a country where around 40% of the population lives on less than €2.50 a day and where food prices are still expected to rise, with the consequent slowdown in consumption, Ara is engaged in continuing to be a safe haven for Colombian families, operating at low costs to leverage its low-price positioning and to be the preferred and trustworthy choice of its "vecinos".
Jerónimo Martins Agro-Alimentar (JMA)
JMA will remain committed to the mission of growing and, thus, contributing to an increasingly mindful and sustainable Group, creating supply solutions while exploring innovative and strategic projects.
2023 will be a very important year for the development of the commercial strategy for our products in the market.
Jeronymo e Hussel
In the coming year, the two banners will seek to leverage the growth recorded in 2022 and continue their expansion.
In 2023, Jeronymo will focus especially on opening street stores, reinforcing the concept of the brand as a place for meals, alongside the development of a healthy, fresh and balanced offer, including increasing its plant-based options.
Continuing to invest in more environmentally friendly alternatives, the Company will implement the "Unlimited Refill" project to reduce the use of plastic bottles and replace plastic packaging with all cardboard or non-plastic-coated options.
Hussel will focus on positioning itself as a brand that is increasingly present, both on special occasions and in everyday life. To this end, it will continue to invest in new openings and in refurbishing its stores, and in the innovation of its assortment and communication.
5. Events after the Balance Sheet Date
At the conclusion of this report there were no relevant events to highlight that are not disclosed in the Financial Statements.
6. Dividend Distribution Policy
The Company's Board of Directors has maintained a policy of dividend distribution based on the following rules:
- A total dividend between 40% and 50% of the ordinary consolidated net earnings adjusted for the accounting effects of the adoption of IFRS16 as it does not represent cash disbursements;
- if, by applying the above mentioned criteria, there is a drop in the dividend of a certain year compared to that of the previous year, and the Board of Directors considers that this decrease results from abnormal and merely circumstantial situations, it may propose that the value from the previous year should be maintained. It may even resort to the existing free reserves, providing that the use of these reserves does not jeopardise the principles adopted for balance sheet management.
At the 21 April 2022 AGM, following the Board of Directors' proposal, it was resolved to distribute dividends and free reserves in a total amount of 493.3 million euros.
This translated in a gross dividend of 0.785 euros per share (excluding the 859,000 own shares in the portfolio), paid in May 2022, representing an exceptional payout of c.100% of consolidated net earnings (or 96% of the ordinary consolidated net earnings) excluded from the effects of the IFRS16, equivalent to the double that would result from the dividend policy of the Company.
Taking into consideration the consolidated net earnings for 2022, the Board of Directors will propose to the Annual General Shareholder's Meeting, the distribution of 345.6 million euros of dividends, in line with the defined policy.
This proposal corresponds to a gross dividend of 0.55 euros per share (excluding the 859.000 shares in the portfolio), representing a payout of c.50% of ordinary consolidated net earnings (or c.56% of the consolidated net earnings) excluded from the effects of IFRS16.
The proposed dividend distribution preserves the Group's full flexibility to continue investing in accordance with its expansion plans and take advantage of potential opportunities of non-organic growth, while maintaining a strong balance.
7. Results Appropriation Proposal
In the financial year 2022, Jerónimo Martins, SGPS, S.A. declared consolidated net earnings of 589,920,002.57 euros and net earnings at its individual accounts of 480,137,057.87 euros.
The Board of Directors proposes to the Company' Shareholders the following appropriation of the net earnings for the year:
▪ Free Reserves ........................... 134,498,236.87 euros; ▪ Dividends ................................... 345,638,821.00 euros.
The proposed distribution of profits for the year represents a gross dividend payment of 0.55 euros per share, excluding own shares in the portfolio.
Lisbon, 21 March 2023
The Board of Directors
8. Reconciliation Notes
(Following ESMA guidelines on Alternative Performance Measures from October 2015)
| Income Statement | |
|---|---|
| ------------------ | -- |
| Consolidated Income Statement by Functions (in Consolidated Financial Statements) |
|---|
| Net sales and services |
| Gross profit |
| Includes headings of Distribution costs; and Administrative costs, excluding €-782 million related with Depreciations and amortisations (note - Segments Reporting) |
| Value reflected in the note - Segments Reporting |
| Net financial costs |
| Includes headings of Other operating profits/losses; Gains (losses) on disposal of business (when applicable); and Gains (losses) in other investments (when applicable) |
| Profit before taxes |
| Income tax |
| Profit before non-controlling interests |
| Non-Controlling interests |
Net Profit Attributable to JM Net profit attributable to Jerónimo Martins Shareholders
| Balance Sheet (in Management Report) |
Consolidated Balance Sheet (in Consolidated Financial Statements) |
|---|---|
| Net Goodwill | Amount reflected in note Intangible assets |
| Net Fixed Assets | Includes the headings Tangible and Intangible assets (excluding the Net goodwill of €613 million); and adding the Financial leases (€107 million) |
| Net Rights of Use (RoU) | Includes the heading of Net rights of use excluding the Financial leases (€107 million) |
| Total Working Capital | Includes the headings Current trade debtors, accrued income and deferred costs; Inventories; Biological assets; Trade creditors, accrued costs and deferred income; Employee benefits; and also, €-51 million related to 'Others' due to its operational nature. Excludes €21 million of short-term investments that do not qualify as cash equivalents (note - Debtors, accruals and deferrals); and €-2 million related with Interest accruals and deferrals heading (note - Net financial debt) |
| Others | Includes the headings Investment property; Investments in joint ventures and associates; Other financial investments; Non-Current trade debtors; Accrued income and Deferred costs; Deferred tax assets and liabilities; Income tax receivable and payable; and Provisions for risks and contingencies. Excludes €-51 million related to 'Others' due to its operational nature |
| Invested Capital | |
| Total Borrowings | Includes the heading Borrowings current and non-current |
| Financial Leases | Includes the heading of Financial leases (2022: €82 million; 2021: €22 million) according with IAS 17 in place before IFRS16 adoption |
| Capitalised Operating Leases | Amount in the heading of Lease liabilities current and non current, excluding Financial leases (heading above) |
| Accrued Interest | Includes the headings Derivative financial instruments and €-2 million related with Interest accruals and deferrals (note - Net financial debt) |
| Cash and Cash Equivalents | Includes the heading Cash and cash equivalents and €21 million of Short-term investments that do not qualify as cash equivalents, under accounting standards (IAS 7), (note - Debtors, accruals and deferrals) |
| Net Debt | |
| Non-Controlling Interests | Non-Controlling interests |
| Share Capital | Share capital |
| Reserves and Retained Earnings |
Includes the headings Share premium; Own shares; Other reserves; and Retained earnings |
| Shareholders' Funds |
Balance Sheet
Cash Flow
| Cash Flow (in Management Report) |
Consolidated Cash Flow Statement (in Consolidated Financial Statements) |
|
|---|---|---|
| EBITDA | Includes the headings Cash generated from operations before changes in working capital, including headings which did not generate cash flow, and excluding profit and losses that do not have operational nature (€86 million) |
|
| Capitalised Operating Leases Payment |
Included in the heading Leases paid, excluding €27 million related with the payment of financial leases according with previous accounting standards |
|
| Interest Payment | Includes the headings of Loans interest paid; Leases interest paid; and Interest received |
|
| Income Tax | Income tax paid | |
| Funds from Operations | ||
| Capex Payment | Includes the headings Disposal of tangible and intangible assets; Disposal of financial and investment property; Acquisition of tangible and intangible assets; Acquisition of financial investments and investment property; and Acquisition of businesses, net of cash acquired. It also includes acquisitions of tangible assets classified as finance leases under previous accounting standards (€-87 million) |
|
| Change in Working Capital | Includes Changes in working capital added from headings which did not generate cash flow (€-1 million) |
|
| Others | Includes the headings Disposal of business (when applicable); and Profit and losses which generated cash flow, although not having operational nature (€-86 million) |
|
| Cash Flow | Corresponds to the Net change in cash and cash equivalents, deducted from Dividends paid and received; Net change in loans; and Net change in Short-term investments that do not qualify as cash. It also includes acquisitions of tangible assets classified as finance leases (€-87 million) and deducted from the payment of financial leases (€27 million), both according with previous accounting standards; and also deducted from headings which did not generate cash flow (€-1 million) |

Jerónimo Martins | Annual Report 2022

Consolidated Financial Statements 68
Financial Statements
| Consolidated Financial Statements | 70 |
|---|---|
| 1. Consolidated Financial Statements | 70 |
| 2. Statement of Board of Directors | 121 |
| 3. Auditor's Report | 122 |
| 4. Report and Opinion of the Audit Committee | 129 |
| Individual Financial Statements | 132 |
| 1. Individual Financial Statements | 132 |
| 2. Auditor's Report | 157 |
| CONSOLIDATED INCOME STATEMENT BY FUNCTIONS71 | |
|---|---|
| CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME71 | |
| CONSOLIDATED BALANCE SHEET 72 | |
| CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY73 | |
| CONSOLIDATED CASH FLOW STATEMENT 74 |
| 1. Activity75 | |
|---|---|
| 2. Accounting policies75 | |
| 3. Revenue from contracts with customers and segments reporting86 | |
| 4. Operating costs by nature 89 | |
| 5. Employees 90 | |
| 6. Net financial costs92 | |
| 7. Income tax recognised in the income statement93 | |
| 8. Tangible assets 95 | |
| 9. Intangible assets97 | |
| 10. Leases 100 | |
| 11. Other financial investments 102 | |
| 12. Derivative financial instruments 103 | |
| 13. Inventories 105 | |
| 14. Trade debtors, accrued income and deferred costs 105 | |
| 15. Cash and cash equivalents 106 | |
| 16. Capital and reserves 106 | |
| 17. Earnings per share 107 | |
| 18. Borrowings 107 | |
| 19. Provisions 109 | |
| 20. Trade creditors, accrued costs and deferred income 109 | |
| 21. Guarantees 110 | |
| 22. Capital commitments 110 | |
| 23. Contingencies, contingent assets and contingent liabilities 110 | |
| 24. Related parties 113 | |
| 25. Group subsidiaries 114 | |
| 26. Financial information on subsidiaries with material non-controlling interests 115 | |
| 27. Interests in joint ventures and associates 115 | |
| 28. Financial risk 115 | |
| 29. Information on environmental matters 119 | |
| 30. Additional information required by law 119 | |
| 31. Events after the balance sheet date 120 |
€ Million
CONSOLIDATED INCOME STATEMENT BY FUNCTIONS
For the years ended 31 December 2022 and 2021
| 4th Quarter | 4th Quarter | ||||
|---|---|---|---|---|---|
| Notes | 2022 | 2021 | 2022 | 2021 | |
| Sales and services rendered | 3 | 25,385 | 20,889 | 6,992 | 5,683 |
| Cost of sales | 4 | (20,053) | (16,392) | (5,547) | (4,475) |
| Gross profit | 5,332 | 4,497 | 1,445 | 1,207 | |
| Distribution costs | 4 | (3,850) | (3,306) | (1,026) | (864) |
| Administrative costs | 4 | (411) | (351) | (114) | (91) |
| Other operating profits/losses | 4.1 | (95) | (34) | (39) | (26) |
| Operating profit | 976 | 806 | 265 | 226 | |
| Net financial costs | 6 | (162) | (154) | (27) | (35) |
| Profit before taxes | 814 | 652 | 238 | 191 | |
| Income tax | 7 | (207) | (168) | (69) | (48) |
| Profit before non-controlling interests | 607 | 484 | 169 | 143 | |
| Attributable to: | |||||
| Non-controlling interests | 17 | 21 | (2) | 4 | |
| Jerónimo Martins Shareholders | 590 | 463 | 171 | 139 | |
| Basic and diluted earnings per share - euros | 17 | 0.9387 | 0.7364 | 0.2726 | 0.2211 |
To be read with the attached notes to the consolidated financial statements.
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
For the years ended 31 December 2022 and 2021
| € Million | |||||
|---|---|---|---|---|---|
| 4th Quarter | 4th Quarter | ||||
| Notes | 2022 | 2021 | 2022 | 2021 | |
| Net profit | 607 | 484 | 169 | 143 | |
| Other comprehensive income: | |||||
| Change in fair value of equity instruments | (2) | ‐ | (3) | ‐ | |
| Items that will not be reclassified to profit or loss | (1) | 0 | (3) | 0 | |
| Currency translation differences | (16) | (9) | 33 | 4 | |
| Change in fair value of hedging instruments on foreign operations | 12 | (24) | (2) | (11) | (1) |
| Related tax | 7.3 | (1) | (1) | 2 | 0 |
| Items that may be reclassified to profit or loss | (42) | (12) | 24 | 4 | |
| Other comprehensive income, net of income tax | (43) | (12) | 21 | 4 | |
| Total comprehensive income | 564 | 473 | 191 | 146 | |
| Attributable to: | |||||
| Non-controlling interests | 17 | 21 | (2) | 4 | |
| Jerónimo Martins Shareholders | 547 | 451 | 193 | 143 | |
| Total comprehensive income | 564 | 473 | 191 | 146 |
To be read with the attached notes to the consolidated financial statements.
CONSOLIDATED BALANCE SHEET
As at 31 December 2022 and 2021
| € Million | |||
|---|---|---|---|
| Notes | 2022 | 2021 | |
| Assets | |||
| Tangible assets | 8 | 4,340 | 3,993 |
| Intangible assets | 9 | 755 | 757 |
| Investment property | 9 | 8 | |
| Right-of-use assets | 10 | 2,526 | 2,248 |
| Biological assets | 6 | 5 | |
| Investments in joint ventures and associates | 16 | 13 | |
| Other financial investments | 11 | 17 | 2 |
| Trade debtors, accrued income and deferred costs | 14 | 58 | 57 |
| Deferred tax assets | 7 | 201 | 175 |
| Total non-current assets | 7,928 | 7,256 | |
| Inventories | 13 | 1,493 | 1,108 |
| Biological assets | 12 | 7 | |
| Income tax receivable | 35 | 23 | |
| Trade debtors, accrued income and deferred costs | 14 | 593 | 479 |
| Derivative financial instruments | 12 | 2 | 1 |
| Cash and cash equivalents | 15 | 1,781 | 1,494 |
| Total current assets | 3,917 | 3,112 | |
| Total assets | 11,845 | 10,368 | |
| Shareholders' equity and liabilities | |||
| Share capital | 629 | 629 | |
| Share premium | 22 | 22 | |
| Own shares | (6) | (6) | |
| Other reserves | (183) | (140) | |
| Retained earnings | 16 | 1,869 | 1,773 |
| 2,331 | 2,278 | ||
| Non-controlling interests | 254 | 254 | |
| Total shareholders' equity | 2,585 | 2,532 | |
| Borrowings | 18 | 238 | 347 |
| Lease liabilities | 10 | 2,248 | 1,993 |
| Trade creditors, accrued costs and deferred income | 20 | 4 | 1 |
| Derivative financial instruments | 12 | 5 | ‐ |
| Employee benefits | 5 | 69 | 70 |
| Provisions for risks and contingencies | 19 | 82 | 34 |
| Deferred tax liabilities | 7 | 90 | 66 |
| Total non-current liabilities | 2,735 | 2,511 | |
| Borrowings | 18 | 232 | 113 |
| Lease liabilities | 10 | 430 | 394 |
| Trade creditors, accrued costs and deferred income | 20 | 5,799 | 4,771 |
| Derivative financial instruments | 12 | 9 | 1 |
| Income tax payable | 55 | 47 | |
| Total current liabilities | 6,525 | 5,325 | |
| Total shareholders' equity and liabilities | 11,845 | 10,368 | |
To be read with the attached notes to the consolidated financial statements.
CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY
For the years ended 31 December 2022 and 2021
| € Million | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Shareholders' equity attributable to Shareholders of Jerónimo Martins, SGPS, S.A. | ||||||||||
| Other reserves | Non controlling |
Shareholders' | ||||||||
| Share capital |
Share premium |
Own shares |
Cash flow hedge |
Fair Value of financial assets |
Currency translation reserves |
Retained earnings |
Total | interests | equity | |
| Balance Sheet as at 1 January 2021 | 629 | 22 | (6) | - | - | (129) | 1,491 | 2,008 | 249 | 2,257 |
| Equity changes in 2021 | ||||||||||
| Currency translation differences | - | - | - | - | - | (10) | - | (10) | - | (10) |
| Change in fair value of hedging instruments on foreign operations |
- | - | - | - | - | (2) | - | (2) | - | (2) |
| Other comprehensive income | - | - | - | - | - | (12) | - | (12) | - | (12) |
| Net profit | - | - | - | - | - | - | 463 | 463 | 21 | 484 |
| Total comprehensive income | - | - | - | - | - | (12) | 463 | 451 | 21 | 473 |
| Dividends | - | - | - | - | - | - | (181) | (181) | (17) | (198) |
| Acquisitions/Disposal of non-controlling interests |
- | - | - | - | - | - | - | - | 1 | 1 |
| Balance Sheet as at 31 December 2021 | 629 | 22 | (6) | - | - | (140) | 1,773 | 2,278 | 254 | 2,532 |
| , | ||||||||||
| Balance Sheet as at 1 January 2022 | 629 | 22 | (6) | ‐ | - | (140) | 1,773 | 2,278 | 254 | 2,532 |
| Equity changes in 2022 | ||||||||||
| Currency translation differences | - | - | - | -) | - | (17) | - | (17) | - | (17) |
| Change in fair value of hedging instruments on foreign operations |
- | - | - | - | - | (24) | - | (24) | - | (24) |
| Change in fair value of equity instruments | - | - | - | - | (2) | - | - | (2) | - | (2) |
| Other comprehensive income | - | - | - | - | (2) | (42) | - | (43) | - | (43) |
| Net profit | - | - | - | - | - | - | 590 | 590 | 17 | 607 |
| Total comprehensive income | - | - | - | - | (2) | (42) | 590 | 547 | 17 | 564 |
| Dividends (note 16.3) | - | - | - | - | - | - | (493) | (493) | (17) | (511) |
| Acquisitions/Disposal of non-controlling interests |
- | - | - | - | - | - | (1) | (1) | - | - |
| Balance Sheet as at 31 December 2022 | 629 | 22 | (6) | - | (2) | (182) | 1,869 | 2,331 | 254 | 2,585 |
To be read with the attached notes to the consolidated financial statements.
CONSOLIDATED CASH FLOW STATEMENT
For the years ended 31 December 2022 and 2021
| € Million | |||
|---|---|---|---|
| Notes | 2022 | 2021 | |
| Net results | 590 | 463 | |
| Adjustments for: | |||
| Non-controlling interests | 17 | 21 | |
| Income tax | 207 | 168 | |
| Depreciations and amortisations | 782 | 745 | |
| Net financial costs | 162 | 154 | |
| Gains/losses on derivatives instruments at fair value | 5 | ‐ | |
| Gains/losses in tangible, intangible and right-of-use assets | 4 | 4 | |
| Operating cash flow before changes in working capital | 1,768 | 1,555 | |
| Changes in working capital: | |||
| Inventories | (421) | (148) | |
| Trade debtors, accrued income and deferred costs | (11) | (4) | |
| Trade creditors, accrued costs and deferred income | 931 | 527 | |
| Provisions and employee benefits | 36 | 1 | |
| Cash generated from operations | 2,303 | 1,931 | |
| Income taxes paid | (208) | (174) | |
| Cash flow from operating activities | 2,095 | 1,756 | |
| Investment activities | |||
| Disposals of tangible and intangible assets | 57 | 6 | |
| Interest received | 14 | 1 | |
| Acquisition of tangible and intangible assets | (887) | (584) | |
| Acquisition of other financial investments and investment property | (17) | (0) | |
| Acquisition of businesses, net of cash acquired | (4) | (6) | |
| Short-term investments that don't qualify as cash equivalents | 14 | 11 | (33) |
| Cash flow from investment activities | (825) | (617) | |
| Financing activities | |||
| Loans interest paid | (30) | (22) | |
| Leases interest paid | 6 | (140) | (130) |
| Net change in loans | 18 | 52 | (40) |
| Leases paid | 10 | (321) | (286) |
| Dividends paid | 16 | (511) | (198) |
| Cash flow from financing activities | (950) | (676) | |
| Net changes in cash and cash equivalents | 320 | 463 | |
| Cash and cash equivalents changes | |||
| Cash and cash equivalents at the beginning of the year | 1,494 | 1,041 | |
| Net changes in cash and cash equivalents | 320 | 463 | |
| Effect of currency translation differences | (33) | (10) | |
| Cash and cash equivalents at the end of December | 15 | 1,781 | 1,494 |
To be read with the attached notes to the consolidated financial statements.
CONSOLIDATED CASH FLOW STATEMENT for the interim period
| € Million | ||||
|---|---|---|---|---|
| 4th Quarter | 4th Quarter | |||
| 2022 | 2021 | 2022 | 2021 | |
| Cash Flow from operating activities | 2,095 | 1,756 | 859 | 671 |
| Cash Flow from investment activities | (825) | (617) | (217) | (205) |
| Cash Flow from financing activities | (950) | (676) | (107) | (139) |
| Cash and cash equivalents changes | 320 | 463 | 535 | 327 |
*The amounts presented in 2020 in Provisions and other operating gains and losses are no longer adjusted to the Net results and are now included in Changes in
The amounts presented for quarters are not audited.
working capital
1. Activity
Jerónimo Martins, SGPS, S.A. (JMH), is the parent Company of Jerónimo Martins (Group), which includes the Companies detailed in notes 24 and 26. The activities of the Group and its performance during the year 2021 are detailed in Chapter 2 – Management Report – Creating Value and Growth.
The Group operates in the food area, particularly in the distribution and retail sale, with operations in Portugal, Poland, and Colombia.
Sociedade Francisco Manuel dos Santos, S.E. is the ultimate parent company of the Group.
Head Office: Rua Actor António Silva, n.º 7, 1649-033 Lisboa.
Share Capital: 629,293,220 euros.
Registered at the Commercial Registry Office and Tax Number: 500 100 144.
JMH has been listed on the Euronext Lisbon since 1989.
The Board of Directors approved these Consolidated Financial Statements on 21 March 2023.
Covid-19 and war in Ukraine
During 2022, the execution of vaccination plans combined with virus' variants with less serious health consequences, reduced the pressure on national healthcare systems, leading to the Covid-19 pandemic had an impact less expressive in the lives of people and companies.
The effects of the pandemic continued, however, to be felt in terms of constraints in international supply chains. Something that was aggravated by the military conflict triggered by the invasion of Ukraine by the Russian Federation. More than a year after the beginning of the conflict there continues to be a strong inflationary pressure on food, energy, and transport, with direct impact on the Group's operations.
Taking into account the events that have taken place so far, although the next months are likely to continue surrounded by uncertainty, mainly due to the lack of prospects of a quick end to the war in Ukraine and the expectation that inflation and the increase in interest rates will continue affecting household disposable income and behaviour, no effects are expected that could jeopardize the continuity of the different banners' operations.
The Group expects to continue to mitigate the impacts of this adverse context, proceeding, strengthening its business models and investing in competitiveness to support consumers in this context, preparing the return to a more normalized operating context and maintaining its strategic vision of profitable growth, as expected by Shareholders and remaining stakeholders.
2. Accounting policies
The most significant accounting policies are described in the notes to these Consolidated Financial Statements. The accounting policies identified in this note are applied across the preparation of the Financial Statements and were consistently applied in comparative periods, except where otherwise stated.
2.1. Basis for presentation
All amounts are shown in million euros (€ million) unless otherwise stated. Due to rounding's, numbers shown may not exactly match the totals shown.
The amounts presented for quarters, and the corresponding changes are not audited.
The Consolidated Financial Statements of JMH were prepared in accordance with International Financial Reporting Standards (IFRS) as endorsed by the European Union (EU), as at 31 December 2022.
The JMH Consolidated Financial Statements were prepared in accordance with the going concern principle and the historical cost principle, except for investment property, derivative financial instruments, biological assets and financial assets at fair value through profit or loss, which were measured at fair value (market value).
The preparation of Financial Statements in accordance with generally accepted accounting principles requires the use of estimates and assumptions that affect the reported amounts of assets and liabilities and the reported amounts of revenue and expenses during the reporting period. Although these estimates are based on Management's best knowledge of current events and actions, actual results ultimately may differ from those estimates. It is, however, firmly believed by The Management that the estimates and assumptions adopted do not involve significant risks that may, over the course of the coming financial year, cause material adjustments in the value of the assets and liabilities (note 2.6).
Change in accounting policies and basis for presentation:
2.1.1. New and amended standards adopted by the Group
In June 2021 the EU issued the following Regulation, which was adopted by the Group with effect from 1 January 2022:
| EU Regulation | International Accounting Standards Board (IASB) Standard or International Financial Reporting Interpretations Committee (IFRIC) Interpretation endorsed by EU |
Issued in | Mandatory for financial years beginning on or after |
|---|---|---|---|
| Regulation no. 1080/2021 | IFRS 3 Business Combinations: References to the Conceptual Framework (amendments) IAS 16 Property, Plant and Equipment: Income prior to expected use (amendments) IAS 37 Provisions, Contingent Liabilities and Contingent Assets: Costs of fulfilling onerous contracts (amendments) 2018-2020 cycle of improvements to the IFRS standards: IFRS 1 First-time Adoption of International Financial Reporting Standards, IFRS 9 Financial Instruments, IFRS 16 Leases and IAS 41 Agriculture (amendments) |
May 2020 | 1 January 2022 |
The Group adopted the above amendments, with no significant impact on its Consolidated Financial Statements.
2.1.2. New standards, amendments and interpretations endorsed by EU but not effective for the financial year beginning 1 January 2022 and not early adopted
Between November 2021 and September 2022, the EU endorsed one new standard and several amendments, issued by the IASB, to be applied in subsequent periods:
| EU Regulation | IASB Standard or IFRIC Interpretation endorsed by EU |
Issued in | Mandatory for financial years beginning on or after |
|---|---|---|---|
| Regulation no. 2036/2021 | IFRS 17 Insurance Contracts (new) | May 2017 and June 2020 |
1 January 2023 |
| Regulation no. 357/2022 | IAS 1 Presentation of Financial Statements: Disclosure of Accounting policies (amendments) IAS 8 Accounting policies, Changes in Accounting Estimates and Errors: Definition of Accounting Estimates (amendments) |
February 2021 | 1 January 2023 |
| Regulation no. 1392/2022 | IAS 12 Income Taxes: Deferred Tax related to Assets and Liabilities arising from a single transaction (amendments) |
May 2021 | 1 January 2023 |
| Regulation no. 1491/2022 | IFRS 17 Insurance Contracts: Initial Application of IFRS 17 Insurance Contracts and IFRS 9 Financial Instruments – Comparative Information (amendments) |
December 2021 |
1 January 2023 |
The new standard and the above amendments are effective for annual periods beginning on or after 1 January 2023 and have not been applied in preparing these Consolidated Financial Statements. None of these changes are expected to have a significant impact on the Group's Consolidated Financial Statements.
2.1.3. New standards, amendments and interpretations issued by IASB and IFRIC, but not yet endorsed by EU
IASB issued between January 2020 and October 2022 the following amendments that are still pending endorsement by the EU:
| IASB Standard or IFRIC Interpretation | Issued in | Expected application for financial years beginning on or after |
|---|---|---|
| IAS 1 Presentation of Financial Statements: i) Classification of Liabilities as Current or Non current (amendments); ii) Non-current Liabilities with Covenants (amendments) |
January and July 2020, and October 2022 |
1 January 2024 |
| IFRS 16 Leases: Lease Liability in a sale and leaseback (amendments) | September 2022 | 1 January 2024 |
The Management is currently evaluating the impact of adopting these amendments to standards already in place, and so far, does not expect a significant impact on the Group's Consolidated Financial Statements.
2.1.4. Change of accounting policies
Except as disclosed above, the Group has not changed its accounting policies during 2022, nor were identified errors regarding previous years, which compel the restatement of the Consolidated Financial Statements.
2.2. Basis for consolidation
Reference dates
The Consolidated Financial Statements include, as at 31 December 2022, assets, liabilities and profit or loss of Group Companies, i.e. the ensemble consisting of JMH and its subsidiaries, joint ventures and associates, which are presented in notes 25 and 27, respectively.
Business combinations
For business combinations involving entities under common control, assets and liabilities are valued at book value and there are no impacts recognised in profit and loss.
Investments in subsidiaries
Subsidiaries are all entities over which JMH has control. The Group controls an entity when it is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. Subsidiaries are fully consolidated from the date on which control is transferred to the Group. They are deconsolidated from the date control ceases.
The Group applies the acquisition method to account for business combinations. The consideration transferred for the acquisition of a subsidiary is the fair value of the assets transferred, the liabilities incurred to the former owners and the equity instruments issued by the Group. The consideration transferred includes the fair value of any asset or liability resulting from a contingent consideration arrangement. Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are measured initially at their fair values at the acquisition date. Acquisition-related costs are expensed as incurred.
In cases where the share capital of subsidiaries is not held at 100%, a non-controlling interest is recognised relative to the portion of results and net value of assets attributable to third parties.
When the Group loses control over a subsidiary, it derecognises the assets and liabilities of the subsidiary, and any related non-controlling interests and other components of equity. Any resulting gain or loss is recognised in profit or loss. Any interest retained in the entity is measured at fair value when control is lost.
The accounting policies used by the subsidiaries to comply with legal and statutory requirements, whenever necessary have been changed to ensure consistency with the policies adopted by the Group.
Investments in associates
Associates are all entities over which the Group has significant influence but not control, generally accompanying a shareholding between 20% and 50% of the voting rights.
Investments in associates are accounted for using the equity method of accounting. Under the equity method, the investment is initially recognised at cost, and the carrying amount is increased or decreased to recognise the Group's share of the profit or loss of the associate after the date of acquisition. The Group's share of post-acquisition profit or loss is recognised in the income statement, and its share of post-acquisition movements in other comprehensive income is recognised in other comprehensive income with a corresponding adjustment to the carrying amount of the investment. The Group's investment in associates includes Goodwill identified on acquisition.
When the Group's share of losses in an associate equal or exceeds its interest in the associate, the Group does not recognise further losses, unless it has incurred legal or constructive obligations or made payments on behalf of the associate.
Accounting policies of associates have been changed where necessary to ensure consistency with the policies adopted by the Group.
Investments in joint arrangements
Joint arrangements are classified as either joint operations or joint ventures depending on the contractual rights and obligations of each investor. The Group has assessed the nature of its joint arrangements (see note 2.6) and, for those determined as joint ventures, they are accounted for using the equity method.
Under the equity method of accounting, interests in joint ventures are initially recognised at cost and adjusted thereafter to recognise the Group's share of the post-acquisition profits or losses and movements in other comprehensive income. When the Group's share of losses in a joint venture equal or exceeds its interests in the joint ventures (which includes any long-term interests that, in substance, form part of the Group's net investment in the joint ventures), the Group does not recognise further losses, unless it has incurred legal or constructive obligations or made payments on behalf of the joint ventures.
Accounting policies of the joint ventures have been changed where necessary to ensure consistency with the policies adopted by the Group.
Goodwill
Goodwill represents the surplus of acquisition cost over the fair value of identifiable assets and liabilities attributable to the Group at the date of acquisition or first consolidation. If the cost of acquisition is lower than the fair value of the net assets of the acquired subsidiary, the difference is recognised directly in the income statement.
Goodwill impairment reviews are undertaken by the Group, annually or more frequently, if events or changes in circumstances indicate a potential impairment. The carrying value of Goodwill is compared to the recoverable amount, which is the higher of value in use and the fair value less costs of disposal. Whenever the carrying value of Goodwill exceeds its recoverable amount, an impairment is recognised immediately as an expense and is not subsequently reversed (note 2.5.1).
The gain or loss on the disposal of an entity includes the carrying amount of Goodwill related to the entity sold, unless the business to which that Goodwill is related is maintained and generates benefits to the Group.
Non-controlling interests
Non-controlling interests are the proportion of the fair value of assets, liabilities and contingent liabilities of acquired subsidiaries that are not directly or indirectly attributable to JMH.
Transactions with non-controlling interests that do not result in loss of control are accounted for as equity transactions – that is, as transactions with the owners in their capacity as owners. The difference between fair value of any consideration paid and the relevant share acquired of the carrying value of net assets of the subsidiary is recorded in equity. Gains or losses on disposals to non-controlling interests are also recorded in equity.
Loss of control or significant influence
When the Group ceases to have control or significant influence, any retained interest in the entity is re-measured to its fair value, with the change in carrying amount recognised in profit or loss. The fair value is the initial carrying amount for the measurement of the retained interest as a financial asset.
Foreign currency translation
The Financial Statements of foreign entities are translated into euros based on the closing exchange rate for assets and liabilities and historical exchange rates for equity. Income and expenses are translated at the average monthly exchange rate, which is approximately the exchange rate on the date of the respective transactions.
Exchange differences arising in the translation are recognised directly in equity net of the effect generated by the respective hedging instrument (see accounting policy described in note 12).
Whenever a foreign entity is sold, accumulated exchange differences are recognised in the income statement as part of the gain or loss on sale.
Goodwill and fair value adjustments arising from the acquisition of a foreign entity are treated as assets and liabilities of the foreign entity and translated at the closing rate. Exchange differences arising are recognised in other comprehensive income.
Balances and transactions between Group Companies
Inter-company transactions, balances and unrealised gains between subsidiaries and between these and the Parent Company are eliminated in the consolidation process. Unrealised losses are also eliminated unless the cost cannot be recovered.
Unrealised gains arising from transactions with associates or joint ventures are eliminated to the extent of the Group's interest in the associates or joint ventures. Unrealised losses are also eliminated except when providing proof of impairment of the asset transferred.
2.3. Transactions in foreign currencies
Transactions in foreign currencies are translated into the functional currency (euro) at the exchange rate prevailing on the transaction date.
At the balance sheet date, monetary assets and liabilities expressed in foreign currencies are translated at the exchange rate prevailing on that date and exchange differences arising from this conversion are recognised in the income statement. When qualifying as cash flow hedges or hedges on investments in foreign subsidiaries or when classified as other financial investments, which are equity instruments, the exchange differences are deferred in equity.
The main exchange rates applied on the balance sheet date are those listed below:
| Euro foreign exchange reference rates (x foreign exchange units per 1 euro) |
Polish Zloty (PLN) |
Colombian Peso (COP) |
|---|---|---|
| Rate at 31 December 2022 | 4.6808 | 5,075.2300 |
| Average rate for the year | 4.6883 | 4,479.6000 |
| Rate at 31 December 2021 | 4.5969 | 4,560.4400 |
| Average rate for the year | 4.5662 | 4,434.3300 |
2.4. Financial instruments
A financial instrument is any contract that gives rise to a financial asset of one entity and a financial liability or equity instrument of another entity.
Financial instruments are offset and the net amount is reported in the Consolidated Balance Sheet if there is a currently enforceable legal right to offset the recognised amounts and there is an intention to settle on a net basis, to realise the assets and settle the liabilities simultaneously.
2.4.1. Financial assets
Initial recognition and measurement
Financial assets are classified, at initial recognition, and subsequently measured at amortised cost, fair value through other comprehensive income (OCI), fair value through profit or loss (FVTPL), or as derivatives designated as hedging instruments in an effective hedge, as appropriate.
The classification of financial assets at initial recognition depends on the financial asset's contractual cash flow characteristics and the Group's model adopted for managing them. With the exception of trade receivables, the Group initially measures a financial asset at its fair value plus transaction costs, in the case of a financial asset not measured at fair value through profit or loss. Transaction costs of financial assets carried at FVTPL are expensed in profit or loss. Trade receivables are measured at the transaction price determined under IFRS 15.
In order for a financial asset to be classified and measured at amortised cost or fair value through OCI, it needs to give rise to cash flows that are 'solely payments of principal and interest (SPPI)' on the principal amount outstanding. This assessment is referred to as the SPPI test and is performed at an instrument level. The model adopted by the Group for managing financial assets refers to how it manages its financial assets in order to generate cash flows. The model adopted determines whether cash flows will result from collecting contractual cash flows, selling the financial assets, or both.
Subsequent measurement
The subsequent measurement of financial assets depends on their classification, as described below:
i. Financial assets at amortised cost
The Group measures financial assets at amortised cost if held within the adopted model, with the objective to hold financial assets in order to collect contractual cash flow, and the contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.
Financial assets at amortised cost are subsequently measured using the effective interest rate (EIR) method and are subject to impairment tests. Gains and losses are recognised in profit or loss when the asset is derecognised, modified or impaired.
The Group's financial assets at amortised cost includes mostly trade receivables.
ii. Financial assets at fair value through OCI
The Group measures financial assets at fair value through OCI if held within the adopted model, with the objective of both holding to collect contractual cash flows and selling, and the contractual terms of the financial asset give rise, on specified dates, to cash flows that are solely payments of principal and interest on the principal amount outstanding.
For debt instruments at fair value through OCI, interest income, foreign exchange revaluation and impairment losses or reversals are recognised in the income statement and computed in the same manner as for financial assets measured at amortised cost. The remaining fair value changes are recognised in OCI. Upon derecognition, the cumulative fair value change recognised in OCI is recycled to profit or loss.
The Group does not have any financial assets under this category.
iii. Financial assets designated at fair value through OCI (equity instruments)
Upon initial recognition, the Group can elect to classify irrevocably its equity investments as equity instruments designated at fair value through OCI when they meet the definition of equity and are not held for trading. The classification is determined on an instrument-by-instrument basis.
Gains and losses on these financial assets previously recognised in OCI are never recycled to profit or loss. Dividends are recognised as financial income in the income statement when the right of payment has been established. Equity instruments designated at fair value through OCI are not subject to impairment assessment.
The Group elected to classify irrevocably its non-listed equity investments under this category. Equity investments are accounted at cost when the fair value cannot be reliably determined.
iv. Financial assets at fair value through profit or loss
This category corresponds to the financial assets that do not meet the criteria for amortised cost or fair value through OCI and include financial assets held for trading, financial assets designated upon initial recognition at fair value through profit or loss, or financial assets required to be measured at fair value.
Financial assets are classified as held for trading if they are acquired for the purpose of selling or repurchasing in the short term. Derivatives, including separated embedded derivatives, are also classified as held for trading unless they are designated as effective hedging instruments. Financial assets with cash flows that are not solely payments of principal and interest are classified and measured at fair value through profit or loss, irrespective of the adopted model. Financial assets at fair value through profit or loss are carried in the balance sheet at fair value with net changes in fair value recognised in the income statement.
This category includes the derivative instruments not considered for hedge accounting.
Derecognition
Financial assets are derecognised when: i. the Group's contractual rights to receive their cash flows expire; ii. the Group has substantially transferred all the risks and rewards of ownership; or iii. although it retains a portion but not substantially all the risks and rewards of ownership, the Group has transferred control over the assets.
2.4.2. Financial liabilities
Initial recognition and measurement
Financial liabilities are classified, at initial recognition, as financial liabilities at fair value through profit or loss, loans and borrowings, payables, or as derivatives designated as hedging instruments in an effective hedge, as appropriate.
All financial liabilities are recognised initially at fair value and, in the case of loans and borrowings and payables, net of directly attributable transaction costs.
The Group's financial liabilities include trade and other payables, loans and borrowings including bank overdrafts, and derivative financial instruments.
Subsequent measurement
The measurement of financial liabilities depends on their classification, as described below:
i. Financial liabilities at fair value through profit or loss
Financial liabilities at fair value through profit or loss include financial liabilities held for trading and financial liabilities designated upon initial recognition at fair value through profit or loss.
Financial liabilities are classified as held for trading if they are incurred for the purpose of repurchasing in the short term. This category also includes derivative financial instruments entered into by the Group that are not designated as hedging instruments in hedge relationships as defined by IFRS 9. Gains or losses on liabilities held for trading are recognised in the income statement.
ii. Financial liabilities at amortised cost
After initial recognition, trade and other creditors, interest-bearing loans and borrowings are subsequently measured at amortised cost using the effective interest rate method (EIR). Gains and losses are recognised in profit or loss when the liabilities are derecognised as well as through the EIR amortisation process.
Amortised cost is calculated by taking into account any discount or premium on acquisition and fees or costs that are an integral part of the EIR. The EIR amortisation is included as financial costs in the income statement.
Derecognition
A financial liability is derecognised when the obligation under the liability is discharged, cancelled, or expires. When an existing financial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability are substantially modified, such an exchange or modification is treated as the derecognition of the original liability and the recognition of a new one. The difference in the respective carrying amounts is recognised in the income statement.
2.5. Impairment
2.5.1. Impairment of non-financial assets
Except for investment property, inventories (note 13) and deferred tax assets (note 7.3), all Group assets are analysed at each balance sheet date in order to assess for indicators of possible impairment losses. If such indicators exist, the asset's recoverable amount is estimated.
Irrespective of whether there is any indication of impairment, for Goodwill, intangible assets not yet available for use and other intangible assets with indefinite useful life, the recoverable amount is determined annually at the balance sheet date.
The recoverable amount of the Group's assets with indicators of potential impairment loss is determined annually. Whenever the carrying value of an asset, or the cash-generating unit to which the same belongs, exceeds its recoverable amount, its value is reduced to the recoverable amount and the impairment loss recognised in the income statement of the year.
Determining the recoverable amount of assets
The recoverable amount of non-financial assets corresponds to the higher amount of fair value less costs of disposal and value in use.
The value in use of an asset is calculated as the present value of estimated future cash flows. The discount rate used is a pre-tax rate that reflects current market assessments of the time value of money and the specific risks of the asset in question.
The recoverable amount of assets that do not generate independent cash flow is determined together with the cashgenerating unit to which these assets belong.
Reversal of impairment losses
An impairment loss recognised as related to Goodwill is not reversed.
Impairment losses for other assets are reversed whenever there are changes in the estimates used to determine the respective recoverable amount. Impairment losses are reversed to the extent of the amount, net of amortisation or depreciation, that would have been determined for the asset if no impairment loss were recognised.
2.5.2. Impairment of financial assets
Customers, debtors and other financial assets
The Group recognises an impairment for Expected Credit Losses (ECLs) for financial assets not held at fair value through profit or loss. ECLs are based on the difference between the contractual cash flows due in accordance with the contract and all the cash flows that the Group expects to receive, discounted base on estimation of the original effective interest rate. The estimated cash flows will include cash flows from the sale of collateral held or other credit enhancements that are integral to the contractual terms.
ECLs are recognised in two stages. For credit exposures for which there has not been a significant increase in credit risk since initial recognition, ECLs are provided for credit losses that result from default events that are possible within the next 12-months (a 12-month ECL). For those credit exposures for which there has been a significant increase in credit risk since initial recognition, a loss allowance is required for credit losses expected over the remaining life of the exposure, irrespective of the timing of the default (a lifetime ECL).
For trade receivables, the Group applies a simplified approach in calculating ECLs, not tracking changes in credit risk, but instead recognises a loss allowance based on lifetime ECLs at each reporting date. When performing the loss allowance assessment, the Group takes into consideration the historical credit loss experience, adjusted to forward looking factors specific to the debtors or the economic environment.
The Group considers a financial asset in default when contractual payments are 90 days past due. However, in certain cases, the Group may also consider a financial asset to be in default when internal or external information indicates that the Group is unlikely to receive the outstanding contractual amounts in full before taking into account any credit enhancements held by the Group.
A financial asset is written off when there is no reasonable expectation of recovering the contractual cash flows.
2.6. Critical accounting estimates and judgments on the preparation of the Financial Statements
Tangible fixed assets, Intangible assets, and Investment property
Determining the fair value of investment property, as well as the useful life of assets, is based on Management estimates. Determining impairment losses of these tangible and intangible assets also involves the use of estimates. The value in use or the fair value of these assets (including Goodwill) are normally determined using the discounted cash flow method, which incorporates market assumptions. Identifying indicators of impairment, as well as estimating future cash flows and determining the fair value of assets, requires significant judgment by Management in validating indicators of impairment, expected cash flows, applicable discount rates, estimated useful life and residual values.
The Group monitors the potential impacts arising from climate change, as well as any associated legislative changes that may affect its business and asset. So far, no impacts related to climate change have been identified that could materially affect the recovery of the Group's assets. However, if justified, Management will review the assumptions used in the measurement of value in use, estimates of useful lives and in the sensitivity analysis carried out.
In a context still of uncertainty regarding the evolution of the Covid-19 pandemic, as well as the war in Ukraine and its impact in terms of economic recovery, the Group maintained a conservative perspective in the annual review of the business plans of the Companies.
If the cash flow assumptions were reduced by 10% compared to the estimates, or if the discount rate was higher by 100 bps, according to current projections of the business areas the Goodwill would still be recoverable and there would be no risk of impairment (see note 9.4).
Determining the lease term of contracts with renewal and termination options – Group as lessee
The Group determines the lease term as the non-cancellable term of the lease, together with any periods covered by an option to extend the lease if it is reasonably certain to be exercised, or any periods covered by an option to terminate the lease, if it is reasonably certain not to be exercised.
The Group has several lease contracts that include extension and termination options and applies judgement in evaluating whether it is reasonably certain whether or not to exercise the option to renew or terminate the lease. That is, it considers all relevant factors that create an economic incentive for it to exercise either the renewal or termination. After the commencement date, the Group reassesses the lease term if there is a significant event or change in circumstances that is within its control and affects its ability to exercise or not to exercise the option to renew or to terminate (e.g., leasehold improvements or significant customization to the lease asset). These options are used to
maximize operational flexibility in terms of managing contracts. A significant part of extension and termination options held are exercisable only by the Group companies and not by the respective lessor.
Variable lease payments
Some property leases contain variable payment terms that are linked to sales generated from a store. For individual stores, up to 69% (64% on 31 December 2021) of lease payments are on the basis of variable payment terms and there is a wide range of sales percentage applied. Variable payment terms are used for a variety of reasons, including minimizing the fixed costs base for newly established stores. Variable lease payments that depend on sales are recognised in profit or loss in the period in which the condition that triggers those payments occurs.
A 5% increase in sales across all stores in the group with such variable lease contracts would increase total variable lease payments by approximately €0.4 million (€0.2 million on 31 December 2021).
Leases – Estimating the incremental borrowing rate (IBR)
The Group cannot readily determine the interest rate implicit in most leases, therefore, it uses its IBR to measure lease liabilities. The IBR is the rate of interest that the Group would have to pay to borrow over a similar term, and with a similar security, the funds necessary to obtain an asset of a similar value to the right-of-use asset in a similar economic environment. The IBR therefore reflects what the Group 'would have to pay', which requires estimation when no observable rates are available (such as for subsidiaries that do not enter into financing transactions) or when they need to be adjusted to reflect the terms and conditions of the lease (for example, when leases are not in the subsidiary's functional currency). The Group estimates the IBR using observable inputs (such as market interest rates), when available, and is required to make certain entity-specific estimates. The average IBR used by the Group to discount the lease liabilities was 5.92% (5.76% as of 31 December 2021).
Fair value of financial instruments
The fair value of financial instruments not quoted on an active market is determined based on valuation methods. The use of valuation methodologies requires the use of assumptions, with some assumptions resulting from estimates. Therefore, changes in those assumptions could result in a change in the fair value reported (see note 12).
Deferred taxes
Recognising deferred taxes assumes the existence of results and future taxable income. Deferred tax assets and liabilities were determined based on tax legislation currently effective for the Group Companies, or on legislation already published for future application. Changes in the tax legislation may influence the value of deferred taxes.
If the rates used to recognise deferred taxes increase by 1 p.p., the impact in Group accounts would be the following:
| Impact on Group accounts | |||||
|---|---|---|---|---|---|
| Income statement | Other comprehensive income |
||||
| Portugal | 2 | 0 | |||
| Poland | 4 | (0) |
A positive amount means a gain in Group accounts.
Impairment losses of clients and debtors
The Management maintains impairment losses for clients and debtors, in order to reflect the estimated losses resulting from clients' inability to make payments on the required dates and for the contracted amounts. When evaluating the reasonableness of the adjustment for the impairment losses, Management bases its estimates on an analysis of the ageing of the accounts receivable from its clients, its historical experience of write-offs, the client's credit history, changes in the client's payment terms and forward-looking factors specific to the debtors and the economic environment. If the client or debtor's financial conditions deteriorate, impairment losses and actual write-offs may be higher than expected.
Pensions and other long-term benefits granted to employees
Determining obligations for pension and other long-term benefits requires the use of assumptions and estimates, including actuarial projections and other factors that may impact the costs and obligations for the benefit plans.
In determining the appropriate discount rate, Management considers the interest rates of corporate bonds with an 'AA' rating or above, as set by an internationally acknowledged rating agency. These rates are extrapolated as needed along the yield curve to correspond with the expected term of the defined benefit obligation.
The definition of the criteria to select the corporate bonds to include in the population from which the yield curve is derived, requires judgement, the most significant being the selection of the size of the population, the bond issue size, the quality of the bonds, and identification of outliers data to exclude.
Considering the information available from Bloomberg and some necessary estimation to derive the yield curve, the Group defined the following ranges:
Portugal (PT)
- Narrow range [3.10% 3.50%]
- Extended range [2.90% 3.70%]
Based on these results and following the recommendation of the external actuaries, the Group has decided to increase its discount rate from 0.75% to 3.30%.
Poland (PL)
- Narrow range [6.30% 6.70%]
- Extended range [6.10% 6.90%]
Based on these results and following the recommendation of the external actuaries, the Group has decided to increase its discount rate from 3.00% to 6.50%.
The table below shows the impacts on the obligations with defined benefit plans of the Group, resulting from changes in the following assumptions:
| Impact on defined benefit obligations | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Assumption used | Change in assumption |
Increase in assumption |
Decrease in assumption |
|||||||
| PT | PL | |||||||||
| Discount rate | 3.30% | 6.50% | 0.50% | (2) | 2 | |||||
| Salary growth rate | ||||||||||
| short term | 5.00% | 9,9% - 15% | ||||||||
| long term | 3.00% | 4% - 5% | 0.50% | 2 | (2) | |||||
| Pension growth rate | 4.00% | 0.50% | ‐ | ‐ | ||||||
| Life expectancy | TV 88/90 | GUS 2020 | 1 year | 1 | (1) |
A positive amount means an increase in liabilities. A negative amount means a decrease in liabilities.
Provisions
The Group exercises considerable judgment in measuring and recognising provisions and its exposure to contingent liabilities related to legal proceedings, both in litigation or with a high probability of resulting in litigation. This judgment is necessary to determine the probability that a lawsuit may be successful, or to record a liability. Provisions are recognised when the Group expects that proceedings under way will result in cash outflows, the loss is considered probable and may be reasonably estimated. Due to the uncertainties inherent in the evaluation process, actual losses may be different from those originally estimated. These estimates are subject to changes as new information becomes available, mainly with the support of internal specialists, if available, or through the support of external consultants, such as actuaries or legal advisers. Changes to estimates of potential losses on proceedings under way, may significantly affect future results.
Investment in associates
The Management assessed the level of influence that the Group has on Novo Verde – Sociedade Gestora de Resíduos de Embalagens, S.A., with a percentage of control of 30% and a percentage of interest of 15.3%. Given the legal regime applicable to waste management companies, which prevent this type of company from distributing reserves and retained earnings to its shareholders, this investment cannot be classified in the Group's accounts as an associate and has therefore been classified as other financial investments.
Investment in joint arrangements
The Group holds 51% of the voting rights of its joint arrangement in JMR – Gestão de Empresas de Retalho, SGPS, S.A. (JMR). Based on the contractual arrangements with the other Investor, the Group has the power to appoint and remove the majority of members of the Board of Directors. In addition, all key management personnel with the powers to conduct the relevant activities of JMR are employees of another company 100% owned by Jerónimo Martins. For these reasons, the Management concluded that the Group has the practical ability to direct the relevant activities of JMR and hence has the control over the Company. Therefore, JMR is classified as a subsidiary, as well as all entities directly controlled by JMR.
2.7. Investment properties
Investment property are land and buildings that are accounted at fair value, determined by specialised independent entities, with appropriate recognised professional qualifications and experience in valuing assets of this nature.
The fair value is based on market values, being the amount at which two independent willing parties would be interested in making a transaction of the asset.
The methodology adopted in the valuation and determination of fair value consists of applying the market's comparative method, in which the asset under valuation is compared with other similar assets that perform the same function, negotiated recently in the same location or in comparable zones. The known transaction values are adjusted to make a proper comparison, and the variables of size, location, existing infrastructure, state of conservation and other variables that may be relevant in some way are considered.
In addition, and particularly in cases in which comparison with transactions that have occurred is difficult, an income approach is used. It is assumed that the value of the asset corresponds to the present value of all the future benefits and rights arising from its ownership.
For this purpose, an estimation of the market rent is used, considering all the endogenous and exogenous variables of the asset under valuation, and a yield that reflects the risk of the market of which that asset is a part, as well as the characteristics of the asset itself.
Changes to fair value of investment property are recognised in the income statement, in gains/(losses) in other investments, since it is related with assets owned for appreciation.
2.8. Fair value of financial instruments
To determine the fair value of a financial asset or liability, the market price is applied, if such a market exists. A market is regarded as active if quoted prices are readily and regularly available from an exchange, broker or regulatory agency, and those prices represent actual and regularly occurring market transactions on an arm's length basis (level 1). Otherwise, which is the case of some financial assets and liabilities, valuation techniques that are generally accepted in the market are used based on market assumptions.
The Group applies valuation techniques for unlisted financial instruments, such as derivatives, fair value financial instruments held for sale and biological assets through profit and loss. The evaluation models most frequently used are discounted cash flow and options models which incorporate, for example, interest rate curves and market volatility (level 2). For derivatives valuation, the Group also uses the valuations provided by the counterparties.
When measuring fair value, Management considered the potential impact of climate change, including changes to legislation, which may affect the determination of the fair value of financial assets and liabilities recognised in the financial statements. Risks associated with climate change are included as key assumptions when they materially impact the measurement of the recoverable amount. Currently, the impact of climate change in not material in the cash flows used in the measurement of values in use.
Cash and cash equivalents, debtors and accruals
These financial instruments include mainly short-term financial assets and for that reason their accounting value at the reporting date is considered approximately their fair value.
Other financial investments
Listed financial instruments are recognised in the balance sheet at their fair value. The equity investments are stated at cost, reduced by any impairment loss, since its fair value cannot be reliably measured.
Borrowings
The fair value of borrowings is obtained from the discount cash flow of all expected payments. The expected cash flows are discounted using actual market interest rates. At the reporting date the carrying value is approximately its fair value.
Creditors and accruals
These financial instruments include mainly short-term financial liabilities, and for that reason their accounting value at the reporting date is considered approximately their fair value.
2.9. Fair value hierarchy
The following table shows the Group's assets and liabilities that are measured at fair value at 31 December according to the following fair value hierarchy levels:
- Level 1: The fair value of financial instruments is based on quoted prices obtained in active and liquid markets at balance sheet date. This level includes other financial investments with shares listed on the stock exchange;
- Level 2: The fair value is determined using valuation models, which may involve other comparable quoted prices obtained in active markets or adjusted quotes. Thus, main inputs used on these valuation models are based on observable market data. This level includes biological assets and the over-the-counter derivatives entered into by the Group, whose valuations are provided by the respective counterparties;
- Level 3: The fair value is determined using valuation models, whose main inputs are not observable in the market, prepared by independent external experts. This level includes investment properties and derivative financial instruments, whose valuation, in the case of the latter, used discounted cash flow model, considering inputs not observable in the market, namely electricity prices.
| 2022 | Total | Level 1 | Level 2 | Level 3 |
|---|---|---|---|---|
| Assets measured at fair value | ||||
| Investment property | 9 | ‐ | ‐ | 9 |
| Other financial investments | ||||
| Equity instruments | 16 | 16 | ‐ | ‐ |
| Biological assets | ||||
| Consumable biological assets | 16 | ‐ | 7 | 9 |
| Bearer biological assets | 3 | ‐ | 3 | ‐ |
| Derivative financial instruments | ||||
| Derivatives held for trading | 2 | ‐ | 2 | ‐ |
| Total assets | 45 | 16 | 11 | 18 |
| Liabilities measured at fair value | ||||
| Derivative financial instruments | ||||
| Derivatives held for trading | 6 | ‐ | ‐ | 5 |
| Derivatives used for hedging | 9 | ‐ | 9 | ‐ |
| Total liabilities | 14 | ‐ | 9 | 5 |
| 2021 | Total | Level 1 | Level 2 | Level 3 |
| Assets measured at fair value |
Investment property 8 ‐ ‐ 8
Consumable biological assets 9 ‐ 9 ‐ Bearer biological assets 2 ‐ 2 ‐
Derivatives used for hedging 1 ‐ 1 ‐ Total assets 21 ‐ 13 8
Derivatives used for hedging 1 ‐ 1 ‐ Total liabilities 1 ‐ 1 ‐
Biological assets
Derivative financial instruments
Liabilities measured at fair value Derivative financial instruments
2.10. Financial instruments by category
| Financial assets or liabilities at fair-value through results |
Derivatives defined as hedging instruments |
Financial assets or liabilities at fair-value through OCI |
Financial assets or liabilities at amortized cost |
Total financial assets and liabilities |
Non-financial assets and liabilities |
Total assets and liabilities |
|
|---|---|---|---|---|---|---|---|
| 2022 | |||||||
| Assets | |||||||
| Cash and cash equivalents | 1,781 | 1,781 | 1,781 | ||||
| Other financial investments | 17 | 17 | 17 | ||||
| Debtors, accruals and deferrals | 566 | 566 | 85 | 652 | |||
| Derivative financial instruments | 2 | 0 | 2 | 2 | |||
| Other non-financial assets | ‐ | 9,393 | 9,393 | ||||
| Total assets | 2 | 0 | 17 | 2,348 | 2,367 | 9,478 | 11,845 |
| Liabilities | |||||||
| Borrowings | 470 | 470 | 470 | ||||
| Lease liabilities | 2,678 | 2,678 | 2,678 | ||||
| Derivative financial instruments | 6 | 9 | 14 | 14 | |||
| Creditors, accruals and deferrals | 5,401 | 5,401 | 401 | 5,802 | |||
| Other non-financial liabilities | ‐ | 295 | 295 | ||||
| Total liabilities | 6 | 9 | ‐ | 8,550 | 8,564 | 696 | 9,260 |
| 2021 | |||||||
| Assets | |||||||
| Cash and cash equivalents | 1,494 | 1,494 | 1,494 | ||||
| Other financial investments | 2 | 2 | 2 | ||||
| Debtors, accruals and deferrals | 454 | 454 | 82 | 536 | |||
| Derivative financial instruments | 1 | 0 | 1 | 1 | |||
| Other non-financial assets | ‐ | 8,335 | 8,335 | ||||
| Total assets | 1 | 0 | 2 | 1,948 | 1,951 | 8,417 | 10,368 |
| Liabilities | |||||||
| Borrowings | 460 | 460 | 460 | ||||
| Lease liabilities | 2,387 | 2,387 | 2,387 | ||||
| Derivative financial instruments | 1 | 0 | 1 | 1 | |||
| Creditors, accruals and deferrals | 4,392 | 4,392 | 380 | 4,772 | |||
| Other non-financial liabilities | ‐ | 217 | 217 | ||||
| Total liabilities | 1 | 0 | ‐ | 7,239 | 7,240 | 597 | 7,836 |
3. Revenue from contracts with customers and segments reporting
3.1. Revenue from contracts with customers
✓ Accounting policies
The Group operates mainly in the Food Distribution area, with stores in Portugal, Poland and Colombia. Revenue from contracts with customers is recognised when control of the goods or services are transferred to the customer at an amount that reflects the consideration to which the Group expects to be entitled in exchange for those goods or services.
Sale of goods
In most of Groups' sales of goods, there is only one performance obligation, resulting in the immediate recognition of revenue with the delivery of the goods to the customer. A performance obligation is a promise to transfer to the customer goods or services that are distinct.
When there are promotional campaigns that offer, to the customers, performance obligations to be satisfied in future moments, the Group defers the portion of revenue related to the future obligation and recognize it in profit or loss only when that future obligation is satisfied or expires.
The Group also implemented loyalty programs using customer cards. For sales made using the customer card, the Group estimates the fair value of the benefits attributed to customers, and the revenue is deferred until the moment the benefit is satisfied or expires.
Some sales to customers include commercial discounts based on quantity purchased. The Group recognizes the revenue from the sale of goods net of the estimated commercial discount expected to be achieved by the customer for the entire year.
Right of return assets and refund liabilities
In the sales to customers, the Group estimates the goods that could be returned by customers, being recognized: i. a responsibility of return, represented by the obligation to deliver to the customer the amount related to the goods returned; and ii. a return asset - with adjustment of cost of sales - for the right to receive the goods returned by the customer.
Warranty obligations
In the sale of goods, the Group provides the warranties arising from the Law, together with the suppliers, and does not sell extensions of warranties that should be recognized as a separate performance obligation.
The Group as principal or agent
The Group has generally concluded that it is the principal in its revenue arrangements, except for some agency services, because it typically controls the goods or services before transferring them to the customer.
The Group operates in some stores through Commercial Mandate contracts celebrated with third parties, with the Group acting as principal, recognizing to that extent the full revenue from sales of these stores.
Trade receivables
Trade receivables represents the Group's right to an amount of consideration that is unconditional (i.e., only the passage of time is required before payment of the consideration is due).
Contract assets and liabilities
A contract asset is the right to consideration in exchange for goods or services transferred to the customer. If the Group performs by transferring goods or services to a customer before the customer pays consideration or before payment is due, a contract asset is recognised for the earned consideration that is conditional.
A contract liability is the obligation to transfer goods or services to a customer for which the Group has received consideration (or an amount of consideration is due) from the customer. If a customer pays consideration before the Group transfers goods or services to the customer, a contract liability is recognised when the payment is made or the payment is due (whichever is earlier). Contract liabilities are recognised as revenue when the Group performs under the contract.
Services provided and other income
Revenues from services rendered are recognised as income in accordance with their stage of completion as at the balance sheet date. Gains related to commercial discounts obtained in the purchase of goods for resale are recognised when these are sold, as a deduction to the cost of goods sold.
3.1.1. Trade contracts balances
| 2022 | 2021 | |
|---|---|---|
| Commercial customers (note 14) | 66 | 52 |
| Contract liabilities with customers (note 20) | 15 | 11 |
| Refund liabilities to customers (note 20) | 1 | 1 |
Trade receivables are non-interest bearing and are generally on terms of 30 to 90 days.
There are no amounts recognised as Contract assets.
Contract liabilities with customers include the deferred revenue related with future performance obligations and the consideration received regarding the sale of gift cards to customers, which will be only considered as revenue when the gift cards are redeemed or expires.
Refund liabilities to customers arises from retrospective volume rebates, related with sales to customers that included commercial discounts based on yearly quantity purchased.
There are no amounts recognised regarding right of return assets and refund liabilities from right of return considering that the returns of assets whose responsibility is assumed directly by the Group, are not material in the context of the Consolidated Financial Statements of the Group.
3.2. Segments reporting
✓ Accounting policies
Operating segments are reported consistently with the internal reporting that is provided to the Governing Bodies, including the Managing Committee and the Board of Directors. Based on this report, the Governing Bodies evaluate the performance of each segment and allocate the available resources.
Management monitors the performance of the business based on a geographical and business perspective. In accordance with this, the segments are defined as Portugal Retail, Portugal Cash & Carry, Poland Retail and Colombia Retail. Apart from these there are also other businesses but due to their low materiality they are not reported separately.
Management evaluates the performance of segments based on Earnings Before Interest and Taxes (EBIT). This indicator excludes the effects of other operating profits/losses (see note 4.1).
Transactions between segments are performed under normal market conditions, as described in note 24.1, following the same accounting policies adopted by the Group when dealing with transactions with unrelated parties.
The identified operating segments are:
- Portugal Retail: comprises the business unit of JMR (Pingo Doce supermarkets);
- Portugal Cash & Carry: includes the wholesale business unit Recheio;
- Poland Retail: the business unit which operates under Biedronka banner;
- Colombia Retail: the business unit which operates under Ara banner;
- Others, eliminations and adjustments: includes i. business units with reduced materiality (Coffee Shops, Chocolate Stores and Agribusiness in Portugal, and Health and Beauty Retail in Poland); ii. the Holding Companies; and iii. Group's consolidation adjustments.
Detailed information by operating segments as at December 2022 and 2021
| Portugal Retail | Portugal Cash & Carry |
Poland Retail | Colombia Retail | Others, eliminations and adjustments |
Total JM Consolidated |
|||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2022 | 2021 | 2022 | 2021 | 2022 | 2021 | 2022 | 2021 | 2022 | 2021 | 2022 | 2021 | |
| Net sales and services | 5,038 | 4,462 | 1,158 | 907 | 17,582 | 14,542 | 1,768 | 1,102 | (161) | (124) | 25,385 | 20,889 |
| Inter-segments | 539 | 416 | 7 | 5 | ‐ | ‐ | ‐ | ‐ | (545) | (421) | ‐ | ‐ |
| External customers | 4,499 | 4,046 | 1,151 | 902 | 17,582 | 14,542 | 1,768 | 1,102 | 384 | 297 | 25,385 | 20,889 |
| Operational cash flow (EBITDA) |
265 | 244 | 59 | 43 | 1,540 | 1,339 | 60 | 26 | (69) | (67) | 1,854 | 1,585 |
| Depreciations and amortisations |
(160) | (152) | (21) | (19) | (492) | (476) | (61) | (51) | (48) | (47) | (782) | (745) |
| Earnings before interest and taxes (EBIT) |
104 | 93 | 38 | 23 | 1,048 | 863 | (1) | (26) | (117) | (113) | 1,071 | 840 |
| Other operating profits/losses | (95) | (34) | ||||||||||
| Financial results and gains in investments |
(162) | (154) | ||||||||||
| Income tax | (207) | (168) | ||||||||||
| Non-controlling interests | (17) | (21) | ||||||||||
| Net result attributable to JM | 590 | 463 | ||||||||||
| Total assets | 2,486 | 2,243 | 510 | 457 | 7,060 | 6,137 | 1,047 | 856 | 743 | 676 | 11,845 | 10,368 |
| Total liabilities | 1,969 | 1,726 | 491 | 448 | 5,800 | 4,965 | 1,026 | 830 | (26) | (132) | 9,260 | 7,836 |
| Investments in tangible and intangible assets |
198 | 102 | 48 | 21 | 465 | 428 | 156 | 81 | 39 | 32 | 905 | 664 |
31 December of 2021 Reconciliation between EBIT and operating profit
| 2022 | 2021 | |
|---|---|---|
| EBIT | 1,071 | 840 |
| Other operating profits/losses | (95) | (34) |
| Operational result | 976 | 806 |
(1) The comparative report is
Financial assets with credit risk per segment
The table below shows the Group's exposure according to the accounting value of the financial assets, set out by operating segments.
| Portugal Retail | Portugal Cash & Carry | Poland Retail | Colombia Retail | Others, eliminations and adjustments |
Total JM Consolidated | ||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2022 | 2021 | 2022 | 2021 | 2022 | 2021 | 2022 | 2021 | 2022 | 2021 | 2022 | 2021 | ||
| Cash and cash equivalents | 130 | 43 | 23 | 18 | 1,099 | 913 | 58 | 47 | 471 | 473 | 1,781 | 1,494 | |
| Other financial investments | 0 | 0 | 1 | 1 | - | - | - | - | 16 | 0 | 17 | 2 | |
| Debtors, accruals and deferrals | 144 | 119 | 48 | 45 | 447 | 315 | 24 | 15 | (97) | (40) | 566 | 454 | |
| Derivative financial instruments | - | 0 | - | - | 2 | 0 | 0 | 0 | - | 1 | 2 | 1 | |
| Total | 274 | 162 | 73 | 64 | 1,547 | 1,228 | 82 | 63 | 390 | 434 | 2,367 | 1,951 |
Information by geography
In the table below are presented sales and services rendered and non-current assets by geography:
| Sales and services | Non-current assets (1) | ||||
|---|---|---|---|---|---|
| 2022 | 2021 | 2022 | 2021 | ||
| Portugal | 5,676 | 4,967 | 2,361 | 2,148 | |
| Poland | 17,940 | 14,820 | 4,480 | 4,175 | |
| Colombia | 1,768 | 1,102 | 795 | 687 | |
| Total | 25,385 | 20,889 | 7,636 | 7,010 |
(1) Includes Tangible assets, Intangible assets, Right-of-use assets, Investment property and Biological assets.
4. Operating costs by nature
✓ Accounting policies
Operating costs by nature
Operating costs by nature include:
-
costs of goods sold less vendor allowances based on volume purchased and promotional allowances obtained for commercial activity and in store advertisement. Includes also materials consumed in the production of goods by the companies;
-
distribution costs, related with retail main activity in store, logistics and warehousing;
- administrative costs, corresponding to supporting central offices activities;
- other operating losses and gains.
Other operating profits/losses
Other operating profits/losses, that due to their nature or materiality might distort the financial performance of the Group, as well as their comparability, are presented in a separate line of the consolidated income statement by function. These losses and gains are excluded from the operational performance indicators adopted by Management.
| 2022 | 2021 | |
|---|---|---|
| Cost of goods sold and materials consumed | (19,776) | (16,156) |
| Changes in inventories of finished goods and work in progress | 16 | 7 |
| Net cash discount and interest paid to suppliers | 55 | (17) |
| Electronic payment commissions | (62) | (47) |
| Other supplementary costs | (254) | (153) |
| Supplies and services | (1,015) | (758) |
| Advertising costs | (118) | (112) |
| Rents | (19) | (14) |
| Staff costs | (2,103) | (1,864) |
| Transportation costs | (306) | (233) |
| Depreciation and amortisation of tangibles and intangibles assets | (447) | (425) |
| Depreciation of right-of-use assets | (336) | (320) |
| Profit/loss with tangible and intangible assets | (6) | (8) |
| Profit/loss with right-of-use assets | 2 | 3 |
| Other natures of profit/loss | (40) | 15 |
| Total | (24,409) | (20,083) |
4.1. Other operating profits/losses
Operating costs by nature include the following other operating losses and gains considered material, which are excluded from the Group's performance indicators, to assure a better comparability between financial periods:
| 2022 | 2021 | |
|---|---|---|
| Solidarity measures with Ukraine and other donations | (11) | ‐ |
| Increase of provisions for legal contingencies | (26) | (1) |
| Losses from organizational restructuring programmes | (12) | (14) |
| Assets write-offs and gains/losses in sale of tangible assets | (1) | (2) |
| Changes to benefit plans and actuarial assumptions | 1 | 2 |
| Employees exceptional awards | (45) | (19) |
| Fair value of energy price fixing derivative instruments (VPPA) | (5) | ‐ |
| Other | 4 | 0 |
| Total | (95) | (34) |
In recognition of the effort, dedication and commitment shown by our teams, who, working in demanding and unpredictable operating environments, and the fast increase in the cost of living, were exceptionally awarded in 2022 c.€45 million in bonuses.
5. Employees
5.1. Staff costs
| 2022 | 2021 | |
|---|---|---|
| Wages and salaries | (1,537) | (1,393) |
| Social security | (319) | (288) |
| Employee benefits (note 5.2) | (43) | (45) |
| Other staff costs | (204) | (138) |
| Total | (2,103) | (1,864) |
Other staff costs include, among others, labour accident insurance, social responsibility costs, training costs, occasional hires and indemnities.
The average number of Group employees during the year was 125,402 (2021: 118,639).
The number of employees at the end of the year was 131,094 (2021: 123,458).
5.2. Employees benefits
✓ Accounting policies
Post-employment benefits (retirement)
Defined contribution plans
Defined contribution plans are pension plans for which the Group makes defined contributions to independent entities (funds), and for which it has no legal or constructive obligation to pay any additional contribution at the time when the employees come into use of those benefits.
The contributions are based on a percentage of remuneration of the employees included in the plans.
The funds are open to employee private contributions, with no guaranties given by the Group over those contributions.
Group contributions to defined contribution plans are recognised as expenses at the time they are due.
Defined benefit plans
Defined benefit plans are pension plans where the Group guarantees a certain benefit to the employees included in the plan at the time such employees retire, with the respective responsibilities assured directly by the Group.
The liability recognised in the balance sheet in respect of defined benefit pension plans is the present value of the defined benefit obligation at the end of the reporting period. The defined benefit obligation is calculated annually by independent actuaries using life annuity method, taking into account that the plans only include retired employees. The present value of the defined benefit obligation is determined by discounting the estimated future cash outflows using interest rates of high-quality corporate bonds that are denominated in the currency in which the benefits will be paid, and that have maturities close to those related liability.
No service costs are recognised since the current defined benefit plans only include retired employees. The net interest is recognised in the income statement on a yearly basis.
Remeasurements (actuarial gains and losses) arising from experience adjustments and changes in actuarial assumptions are charged or credited to equity in other comprehensive income in the period in which they arise. At the time of amendments to the defined benefit plans, past-service costs are immediately considered due and are recognised immediately in the income statement.
Other benefits
Post-employment benefits (Compensation plan to Group employees)
The post-employment compensation plan for employees of the Group, which consists of an annual contribution to a foundation that guarantees its independent management by third parties. These contributions have the characteristics of a defined contribution plan, given that the Group has no responsibility for making contributions, in addition to the annual amount defined by the Board of Directors. Additionally, the Group does not assume any risk, namely on the value of the assets in which its contributions are invested, nor on the final value of the benefits to be attributed, with this risk falling entirely on the plan participants.
Award due to at retirement date
In accordance with the Polish legislation in force, when an employee reaches retirement age (regardless of whether he retires at that time or not), he can request the payment of a premium corresponding to one month's salary, which he can only receive once during its professional life.
Accordingly, the responsibilities for this award which constitutes a defined benefit plan, are determined annually based on an actuarial calculation carried out by a specialised independent entity.
The cost of past and current services, net interest as well remeasurements (actuarial gains or losses) are recognised as costs of the year.
Seniority awards
The programme of seniority awards which exists in some of the Group's Companies includes a component of defined contribution and a defined benefit.
The defined contribution component consists in a life insurance granted to the employees covered by this programme, starting from a specific number of years of service. This benefit is awarded only when employees reach the age defined in the programme and the costs related to this component are recognised in the year to which they relate.
The component of defined benefit consists of an award in the year that employees complete a number of years of service. Accordingly, the liabilities for this component are determined annually based on actuarial valuations, carried out by a specialised independent entity.
The cost of current services, net interest as well as remeasurements (actuarial gains or losses) are recognised as costs of the year.
Amounts recognised in the balance sheet as employee benefits:
| Employee benefits | ||
|---|---|---|
| 2022 | 2021 | |
| Retirement benefits – defined benefit plan paid for by the Group | 11 | 13 |
| Seniority awards – defined benefit plan | 54 | 54 |
| Award due to at retirement date – defined benefit plan | 3 | 2 |
| Total | 69 | 70 |
Amounts recognised in the income statement in staff costs and remeasurements reflected in equity in other comprehensive income:
| Income statement | Other comprehensive income | |||
|---|---|---|---|---|
| 2022 | 2021 | 2022 | 2021 | |
| Retirement benefits - defined contribution plan | 6 | 14 | ‐ | ‐ |
| Seniority awards - defined benefit plan | 6 | 6 | ‐ | ‐ |
| Award due to at retirement date - defined benefit plan | 1 | ‐ | ‐ | ‐ |
| Post-employment compensation - defined contribution plan | 30 | 25 | ‐ | ‐ |
| Total | 43 | 45 | ‐ | ‐ |
The changes in each plan are detailed below:
| Defined contribution plans for active employees |
Defined benefit plans for former employees |
Other long-term benefits granted to employees |
||||
|---|---|---|---|---|---|---|
| 2022 | 2021 | 2022 | 2021 | 2022 | 2021 | |
| Balance as at 1 January | ‐ | ‐ | 13 | 15 | 56 | 56 |
| Interest costs | ‐ | ‐ | ‐ | ‐ | 1 | ‐ |
| Current service cost | 36 | 39 | ‐ | ‐ | 7 | 7 |
| Actuarial (gains) / losses | ||||||
| Changes in financial assumptions | ‐ | ‐ | (1) | ‐ | (2) | (4) |
| Changes in experience | ‐ | ‐ | 1 | ‐ | 1 | 2 |
| Contributions or retirement pensions paid | (36) | (39) | (1) | (1) | (6) | (5) |
| Balance as at 31 December | ‐ | ‐ | 11 | 13 | 57 | 56 |
Actuarial assumptions used in the calculation of the responsibilities for defined benefit plans and other long-term benefits:
| Portugal | Poland | ||||
|---|---|---|---|---|---|
| 2022 | 2021 | 2022 | 2021 | ||
| Mortality table | TV88/90 | TV88/90 | GUS 2020 | GUS 2018 | |
| Discount rate | 3.30% | 0.75% | 6.50% | 3.00% | |
| Pensions growth rate | 4.00% | 3.00% | n/a | n/a | |
| Salaries growth rate | |||||
| short term | 5.00% | 3.00% | 9,9% - 15% | 3% - 4% | |
| long term | 3.00% | 3.00% | 4% - 5% | 3% - 4% |
The mortality assumptions used are those most commonly adopted in Portugal and Poland, and are based on actuarial advice in accordance with published statistics and experience in each country. The assumption's sensitivity analysis is described in note 2.6..
Expected future payments
The expected maturity for the next 10 years for the liabilities associated with defined benefit plans is as follows:
| Less than 1 year | Between 1 and 5 years |
Between 5 and 10 years |
|
|---|---|---|---|
| Retirement benefits - defined benefit plan paid for by the Group | 1 | 4 | 3 |
| Award due to at retirement date - defined benefit plan | ‐ | 2 | 3 |
| Seniority awards - defined benefit plan | 7 | 26 | 46 |
| Total | 9 | 32 | 52 |
6. Net financial costs
✓ Accounting policies
Net financial costs represent interest on borrowings, interest on investments made, dividends, foreign exchange gains and losses in financial operations, gains and losses resulting from changes of financial assets measured at fair value through profit and loss, and costs and income with financing operations.
Net financial costs are accrued in the income statement in the period in which they are incurred.
| 2022 | 2021 | |
|---|---|---|
| Loans interest expense | (25) | (17) |
| Leases interest expense | (140) | (130) |
| Interest received | 15 | 1 |
| Net foreign exchange | (1) | 2 |
| Net foreign exchange on leases | (5) | (3) |
| Other financial gains and losses | (8) | (6) |
| Fair value of financial investments held for trade: | ||
| Derivative instruments (note 12) | 2 | (1) |
| Total | (162) | (154) |
Interest expense includes the interest on loans measured at amortised cost and interest on derivatives of fair-value hedge and cash flow hedge (note 12).
Net foreign exchange on leases refer to the exchange rate update, reported on 31 December, on the euro-denominated lease contracts of the subsidiaries JMP (Biedronka) and JMDiF (Hebe), compared to the amount recognised at the end of the previous year.
Other financial gains and losses include costs with debt issued by the Group, recognised in results through effective interest method.
7. Income tax recognised in the income statement
✓ Accounting policies
Income tax includes current and deferred taxes. Income tax is recognised in the income statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. In this case, the tax is recognised in the same heading.
Tax on current income is calculated in accordance with tax criteria prevailing as of the balance sheet date.
Deferred tax is calculated in accordance with the balance sheet liability method on temporary differences between the carrying amount of assets and liabilities and the respective tax base. No deferred tax is calculated on Goodwill and initial recognition differences of an asset and liability if it does not affect profit and loss or tax results.
The measurement of deferred tax assets and liabilities should reflect the tax consequences from the way the Group estimates, at the balance sheet date, to recover or settle the carrying amount of its assets and liabilities.
The rate used to determine deferred tax is that in force during the period when temporary differences are reversed.
Deferred tax assets are recognised to the extent that it is probable that future taxable profit will be available against which temporary differences can be used. Deferred tax assets are revised on an annual basis and derecognised when it is no longer probable that they may be used.
For transactions with uncertainty regarding their tax treatment, the Group considers the effects of that uncertainty in the income tax estimations, whenever the tax authorities are not likely to accept the tax treatment given by the Group. Assets and liabilities related to uncertain tax positions are presented as deferred tax assets or liabilities.
For tax litigation and for all situations in which the position of the tax authorities is already known, an assessment is made on the probability of outcome, setting up provisions for the amounts estimated to represent future disbursements (when the probability of outcome is above 50%), or, proceeding with the payment (although maintaining the tax litigation), whenever it is considered to be the best way to protect the Group's interest.
7.1. Income tax
| 2022 | 2021 | |
|---|---|---|
| Current income tax | ||
| Current tax of the year | (206) | (184) |
| Adjustment to prior year estimation | 3 | 3 |
| Total | (204) | (181) |
| Deferred tax | ||
| Temporary differences created and reversed | 5 | 21 |
| Change to the recoverable amount of tax losses and temporary differences from previous years | (2) | (9) |
| Total | 3 | 12 |
| Other gains/losses related to tax | ||
| Impact of changes in estimates for tax litigations | (7) | 1 |
| Total | (7) | 1 |
| Total income tax | (207) | (168) |
The other gains/losses recorded include interest on late payments and compensations received for litigation decided in favour of the Group.
7.2. Reconciliation of effective tax rate
| 2022 | 2021 | |||
|---|---|---|---|---|
| Profit before tax | 814 | 652 | ||
| Income tax using the Portuguese corporation tax rate | 22.5% | (183) | 22.5% | (147) |
| Fiscal effect due to: | ||||
| Different tax rates in foreign jurisdictions | (6.5)% | 53 | (6.8)% | 45 |
| Non-taxable or non-recoverable results | 5.1% | (42) | 6.7% | (44) |
| Changes in estimates for tax litigations | 0.8% | (7) | (0.1)% | 1 |
| Non-deductible expenses and fiscal benefits | 2.1% | (17) | 1.4% | (9) |
| Adjustment to prior years estimation | (0.1)% | 1 | (0.1)% | 1 |
| Change to the recoverable amount of tax losses and temporary differences of prior years |
(0.0)% | 0 | 1.1% | (7) |
| Results subject to autonomous taxation and other forms of taxation (including CST Food Distribution) |
1.4% | (12) | 1.2% | (8) |
| Income tax | 25.5% | (207) | 25.8% | (168) |
In 2022 and 2021, the Corporate Income Tax rate (CIT) applied to companies operating in Portugal was 21%. For companies with a positive tax result, there is a surcharge of 1.5% regarding municipal tax, and an additional state tax that varies between 3%, 5% and 9%, for taxable profits higher than €1.5 million, €7.5 million and €35 million, respectively.
Additionally, in 2022, a temporary solidarity contribution on the food distribution sector (CST Food Distribution) was approved, applicable to companies that carry out food retail activities in Portugal, with the indication that it is intended to tackle the inflationary phenomenon. The CST Food Distribution corresponds to an additional rate of 33% on the taxable income that exceeds 20% of the average taxable income for the reference period (2018–2021). In accordance with the legislation in force, its application will be limited to the years 2022 and 2023.
In Poland, for 2022 and 2021, the income tax rate applied to taxable income was 19%.
In Colombia, the income tax rate was 35% in 2022 (31% in 2021). In 2022, if a taxable loss is determined, a tax rate of 0.5% is levied on the net asset value.
7.3. Deferred tax assets and liabilities
The Group did not recognise any amounts in deferred taxes regarding uncertain tax positions.
| 2022 | Opening balance |
Impact on results |
Currency translation differences |
Closing balance |
|---|---|---|---|---|
| Deferred tax assets | ||||
| Excess over legal provisions | 104 | 19 | (2) | 121 |
| Update of assets to fair value | 4 | ‐ | ‐ | 4 |
| Employee benefits | 10 | (1) | ‐ | 9 |
| Recoverable tax losses | 2 | ‐ | (0) | 2 |
| Effects of the application of leases standard | 24 | 6 | (0) | 29 |
| Other temporary differences | 32 | 4 | (0) | 36 |
| Total | 175 | 28 | (2) | 201 |
| Deferred tax liabilities | ||||
| Update of assets to fair value | 1 | (0) | ‐ | 1 |
| Deferred income for tax purposes | 52 | 25 | (1) | 76 |
| Differences on valuation criteria in other countries | 12 | ‐ | (0) | 11 |
| Other temporary differences | 2 | (0) | ‐ | 2 |
| Total | 66 | 25 | (1) | 90 |
| Net change in deferred tax | 109 | 3 | (1) | 111 |
| 2021 | Opening balance |
Impact on results |
Currency translation differences |
Closing balance |
|---|---|---|---|---|
| Deferred tax assets | ||||
| Excess over legal provisions | 96 | 8 | (1) | 104 |
| Update of assets to fair value | 4 | ‐ | ‐ | 4 |
| Employee benefits | 14 | (4) | ‐ | 10 |
| Recoverable tax losses | 2 | ‐ | (0) | 2 |
| Effects of the application of leases standard | 17 | 6 | (0) | 24 |
| Other temporary differences | 30 | 2 | (0) | 32 |
| Total | 163 | 13 | (1) | 175 |
| Deferred tax liabilities | ||||
| Update of assets to fair value | 1 | (0) | ‐ | 1 |
| Deferred income for tax purposes | 52 | 1 | (0) | 52 |
| Differences on valuation criteria in other countries | 12 | ‐ | (0) | 12 |
| Other temporary differences | 2 | (0) | ‐ | 2 |
| Total | 66 | 1 | (0) | 66 |
| Net change in deferred tax | 98 | 12 | (1) | 109 |
7.4. Unrecognised deferred taxes on tax losses
The Group does not recognise deferred tax assets related to tax losses in respect of which, with reasonable accuracy, no sufficient future taxable profits are expected to guarantee the recovery of deferred tax assets in the short and/or medium-term. Total unrecognised tax assets are presented below:
| Tax | |||
|---|---|---|---|
| Tax losses expiring date | 2022 | 2021 | |
| 2022 | ‐ | 3 | |
| 2023 | 2 | 2 | |
| 2024 | 2 | 4 | |
| 2025 | 1 | 1 | |
| 2026 | 3 | 5 | |
| 2027 or further | 190 | 186 | |
| Total | 199 | 200 |
In Portugal, the Law that approved the State Budget for 2023 indicates that there is no longer a time period to report tax losses, including losses calculated in tax periods prior to January 1, 2023, whose deduction period still is in progress.
8. Tangible assets
✓ Accounting policies
Tangible assets are recognised at historical cost net of accumulated depreciation and impairment losses.
Historical cost includes the purchase price and any other expenditure that is directly attributable to the acquisition of the assets.
Gains and losses on disposals are determined by comparing proceeds with the carrying amount and are included in the operating profit.
Repairs and maintenance costs that do not extend the useful life of these assets are charged directly to the income statement during the financial period in which they are incurred. The cost of major store remodelling is included in the carrying amount of the asset when it is probable that additional economic benefits will flow to the Group. Whenever it is capitalised, the useful life of the asset is reviewed according with the characteristics of the remodelling. If the store is leased, the useful life does not exceed the period of the lease.
Depreciation
Depreciation is calculated by the straight-line method on acquisition cost, on a duodecimal basis, according to the useful life estimated for each class of asset. The most important annual depreciation rates, in percentage, are as follows:
| % | |
|---|---|
| Land | Not depreciated |
| Buildings and other constructions | 2-4 |
| Plants and machinery | 10-20 |
| Transport equipment | 12.5-25 |
| Office equipment | 10-25 |
Whenever considered necessary, the estimated useful life of assets are reviewed and adjusted at the balance sheet date, taking into account the period in which the assets are expected to be used, but also taking into account potential limitations arising from climate change or associated legislation. Residual values are not taken into consideration, as it is the Group's intention to use the assets until the end of their economic life.
8.1. Changes occurred during the year
| 2022 | Land, buildings and other constructions* |
Equipment and others |
Work in progress | Total | |
|---|---|---|---|---|---|
| Cost | |||||
| Opening balance | 4,699 | 2,649 | 228 | 7,575 | |
| Foreign exchange differences | (81) | (42) | (17) | (140) | |
| Increases | 359 | 320 | 208 | 887 | |
| Disposals and write offs | (27) | (126) | (4) | (157) | |
| Transfers and reclassifications | 35 | 42 | (75) | 1 | |
| Transfers from/to investment property | 2 | ‐ | (3) | (1) | |
| Closing balance | 4,986 | 2,843 | 337 | 8,166 | |
| Depreciation and impairment losses | |||||
| Opening balance | 1,787 | 1,796 | - | 3,583 | |
| Foreign exchange differences | (23) | (23) | - | (46) | |
| Increases | 189 | 246 | - | 434 | |
| Disposals and write offs | (24) | (122) | - | (146) | |
| Transfers and reclassifications | 0 | 1 | ‐ | 1 | |
| Closing balance | 1,928 | 1,898 | ‐ | 3,826 | |
| Net value | |||||
| As at 1 January 2022 | 2,912 | 853 | 228 | 3,993 | |
| As at 31 December 2022 | 3,058 | 944 | 337 | 4,340 |
* Opening balance is net of impairment losses in land
| 2021 | Land, buildings and other constructions* |
Equipment and others |
Work in progress | Total |
|---|---|---|---|---|
| Cost | ||||
| Opening balance | 4,506 | 2,459 | 150 | 7,114 |
| Foreign exchange differences | (44) | (21) | (4) | (70) |
| Increases | 241 | 268 | 139 | 649 |
| Disposals and write offs | (19) | (95) | (5) | (120) |
| Transfers and reclassifications | 16 | 39 | (52) | 3 |
| Closing balance | 4,699 | 2,649 | 228 | 7,575 |
| Depreciation and impairment losses | ||||
| Opening balance | 1,636 | 1,661 | - | 3,297 |
| Foreign exchange differences | (11) | (11) | - | (21) |
| Increases | 179 | 234 | - | 412 |
| Disposals and write offs | (16) | (91) | - | (107) |
| Transfers and reclassifications | (1) | 2 | ‐ | 2 |
| Closing balance | 1,787 | 1,796 | ‐ | 3,583 |
| Net value | ||||
| As at 1 January 2021 | 2,870 | 798 | 150 | 3,817 |
| As at 31 December 2021 | 2,912 | 853 | 228 | 3,993 |
* Opening balance is net of impairment losses in land
The increase in tangible assets correspond to the Group's investments in new stores and distribution centres, and remodelling of the existing stores. The investment programme is detailed in point 2.2. - Focus on Profitable Growth of Chapter 2 - Management Report – Creating Value and Growth.
There are no financial charges capitalised in tangible fixed assets.
8.2. Guarantees
No tangible assets have been pledged as security for the fulfilment of bank or other obligations.
8.3. Tangible assets in progress
Amounts in work in progress are mostly related to the implementation and refurbishment of stores and distribution centres.
8.4. Impairment tests
As mentioned in note 2.5.1. the Group analyses at the date of each balance sheet whether there are indicators of possible impairment losses on tangible assets.
If there are indicators of possible impairment losses on an asset or cash-generating unit, the Group calculates its value-in-use using the Discounted Cash Flow (DCF) method.
Value in use is supported by past performance and market development expectations, with five-year projections of future cash flows for each of the assets or cash-generating units, based on medium/long-term plans approved by the Board of Directors.
These estimates are made considering the following assumptions:
| Business area | Discount rates | Growth rates in perpetuity | |
|---|---|---|---|
| Retail in Portugal | 7,0% (2021: 8,0%) | 1% (2021: 1%) | |
| Cash & Carry in Portugal | 7,0% (2021: 8,0%) | 1% (2021: 1%) | |
| Retail in Poland | 8,0% (2021: 8,0%) | 1,5% (2021: 1,5%) | |
| Health and Beauty Retail in Poland | 9,0% (2021: 9,0%) | 1,5% (2021: 1,5%) | |
| Specialized Retail in Portugal | 7,0% a 7,5% (2021: 8,0% a 9,5%) | 1,7% (2021: 1,7%) | |
| Retail in Colombia | 11,0% (2021: 11,0%) | 1,5% (2021: 1,5%) |
The discount rates adopted corresponds to the required rate of return (hurdle rate), based on the weighted average cost of capital (WACC) estimated, to each of the business areas on the different geographies.
Growth rates in perpetuity considered was 1% for mature markets as Portugal, and 1.5% for the Polish and Colombian market, where growth potential is still considered to exist.
Cash flows also include the expected annual growth in sales, margins and operating costs of each of the business areas, as well as possible impacts arising from risks associated with climate change, which at the present date are not considered materially relevant in the period under analysis.
In a context of still uncertainty regarding the evolution of the Covid-19 pandemic, as well as the effects of the War in Ukraine and its impact in terms of economic recovery, the Group maintained a conservative perspective in the annual review of the business plans of the Companies.
The impairment tests carried out did not result in significant impairment losses, confirmed by the clear signs of recovery registered in all the Group's businesses.
9. Intangible assets
✓ Accounting policies
Intangible assets are stated at historical cost net of accumulated amortisation and impairment losses (note 2.5).
Costs associated with internally generated Goodwill and Private Brands are taken to the income statement as they are incurred.
Research and development expenditure
Research expenditure incurred in the search for new technical or scientific knowledge or alternative solutions are recognised in the income statement as incurred.
Development expenditure is recognised as an intangible asset when the technical feasibility of the product or process being developed can be demonstrated and the Group has the intention and capacity to complete their development and start trading or using them.
Capitalised development expenditure includes the cost of materials used and direct labour costs.
Computer software licences are capitalised on the basis of the costs incurred to acquire and bring to use the specific software, being amortised over their estimated useful life.
Costs associated with developing or maintaining computer software are recognised as an expense as incurred, except if those costs are directly associated with development projects that will probably generate future economic benefits (reliably measured), in which case they are recognised as development expenditure in intangible assets.
Other intangible assets
Expenses to acquire key money, trademarks, patents and licences are capitalised when they are expected to generate future economic benefits and are expected to be used by the Group.
Intangible assets with indefinite useful life
The trademark Pingo Doce is, besides Goodwill, the only intangible asset with indefinite useful life recognised, since there is no foreseeable limit for the period over which this asset is expected to generate economic benefits to the Group. Goodwill and the intangible assets with indefinite useful life are tested for impairment at the balance sheet date, and whenever there is an indication that the carrying amount may not be recoverable.
Amortisations
Amortisations are recognised in the income statement on a linear basis over the estimated useful life of the intangible assets, except if that life is considered indefinite.
Amortisation of the intangible assets is calculated by the straight-line method on acquisition cost, on a duodecimal basis. The most important annual amortisation rates, in percentage, are as follows:
| % | |
|---|---|
| Development expenditure | 20-33.33 |
| Computer software | 33.33 |
| Key money | 5-6.66 |
Whenever necessary, the estimated useful life of assets is reviewed and adjusted at the balance sheet date, also considering the potential effects associated with climate change.
9.1. Changes occurred during the year
| 2022 | Goodwill | Key money | Software and other intangible |
Work in progress | Total |
|---|---|---|---|---|---|
| Cost | |||||
| Opening balance | 618 | 132 | 179 | 15 | 944 |
| Foreign exchange differences | (5) | (2) | (3) | (0) | (10) |
| Increases | ‐ | 0 | 8 | 10 | 18 |
| Transfers and reclassifications | ‐ | 0 | 3 | (3) | (0) |
| Closing balance | 613 | 130 | 187 | 21 | 951 |
| Amortisation and impairment losses | |||||
| Opening balance | ‐ | 112 | 75 | ‐ | 187 |
| Foreign exchange differences | ‐ | (1) | (1) | ‐ | (2) |
| Increases | ‐ | 4 | 9 | ‐ | 12 |
| Closing balance | ‐ | 114 | 82 | ‐ | 196 |
| Net value | |||||
| As at 1 January 2022 | 618 | 20 | 104 | 15 | 757 |
| As at 31 December 2022 | 613 | 16 | 105 | 21 | 755 |
| 2021 | Goodwill | Key money | Software and other intangible |
Work in progress | Total |
|---|---|---|---|---|---|
| Cost | |||||
| Opening balance | 620 | 130 | 174 | 9 | 933 |
| Foreign exchange differences | (2) | (1) | (1) | (0) | (4) |
| Increases | ‐ | 3 | 4 | 8 | 16 |
| Transfers and reclassifications | ‐ | 0 | 2 | (2) | (1) |
| Closing balance | 618 | 132 | 179 | 15 | 944 |
| Amortisation and impairment losses | |||||
| Opening balance | ‐ | 108 | 68 | ‐ | 176 |
| Foreign exchange differences | ‐ | (1) | (0) | ‐ | (1) |
| Increases | ‐ | 5 | 7 | ‐ | 12 |
| Closing balance | ‐ | 112 | 75 | ‐ | 187 |
| Net value | |||||
| As at 1 January 2021 | 620 | 22 | 107 | 9 | 757 |
| As at 31 December 2021 | 618 | 20 | 104 | 15 | 757 |
The Group identified as intangible assets of indefinite useful life recognised, besides Goodwill, the trademark Pingo Doce, with net value of €9 million.
Development expenses mainly relate to IT implementations.
9.2. Guarantees
No intangible assets have been pledged as security for the fulfilment of bank or other obligations.
9.3. Intangible assets in progress
Intangible assets in progress include the implementation of projects for processes simplification, usage rights and key money.
9.4. Impairment tests for Goodwill and other intangible assets
Goodwill is allocated to the Groups' business areas as presented below:
| Business areas | 2022 | 2021 |
|---|---|---|
| Portugal Retail | 247 | 247 |
| Portugal Cash & Carry | 84 | 84 |
| Poland Retail | 274 | 279 |
| Poland Health and Beauty Retail | 8 | 8 |
| Total | 613 | 618 |
As a consequence of the currency translation adjustment of the assets in the Group's businesses in Poland, the Goodwill related to the Biedronka business, totalling 1,282 million zloty, and to the Hebe business, totalling 39 million zloty, were in total updated negatively by €5 million.
The cash-generating units used to perform Goodwill impairment tests correspond to the business segments, which is the lowest level that Goodwill is monitored by Management.
In 2022 evaluations were made based on the value in use according to DCF evaluation models, thereby sustaining the recoverability of Goodwill value.
The values of these evaluations are determined by past performance and the expectation of market development, with future cash flow projections, for a five-year period, being drawn up for each of the businesses, based on medium/long term plans approved by the Board of Directors. These projections, in addition to the evolution of the performance of each business unit, incorporate the expected impacts of its investment plans, weighted by the risks each business is exposed to.
Pingo Doce brand is not being amortised but subject to impairment tests annually, with the same assumptions that are used for Goodwill. The same applies to intangible assets in progress.
These estimates are made considering the following assumptions:
| Business area | Growth rates Discount rates in perpetuity |
|
|---|---|---|
| Retail in Portugal | 7,0% (2021: 8,0%) | 1% (2021:1%) |
| Cash & Carry in Portugal | 7,0% (2021: 8,0%) | 1% (2021:1%) |
| Retail in Poland | 8,0% (2021: 8,0%) | 1,5% (2021:1,5%) |
| Health and Beauty Retail in Poland | 9,0% (2021: 9,0%) | 1,5% (2021:1,5%) |
The discount rates adopted corresponds to the required rate of return (hurdle rate), to each of the business areas on the different geographies, based on the respective WACC (Weighted Average Cost of Capital).
Growth rates in perpetuity considered was 1% for mature markets as Portugal and 1.5% for the Polish market, where growth potential is still considered to exist.
Cash flows also include the expected annual growth in sales, margins and operating costs of each of the business areas, as well as possible impacts arising from risks associated with climate change, which at the present date are not considered materially relevant in the period under analysis.
Note 2.6. presents the information related to sensibility analysis to the Goodwill impairment tests.
As mentioned above, considering the current context of the Covid-19 pandemic, combined with the uncertainties caused by the effects of the war in Ukraine the Group maintained, in its medium and long-term projections, a conservative growth expectation for the coming years.
Even so, in scenarios of a permanent 10% decrease in expected cash flows, there is no risk of recoverability of the Goodwill of any of the business units.
10. Leases
✓ Accounting policies
The Group assesses at contract inception whether a contract is, or contains, a lease. That is, if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. Leases are recognized as a right-of-use and a corresponding liability at the date at which the leased asset is available for use by the Group. Each lease payment is allocated between the liability and finance cost. The finance cost is charged to profit or loss over the lease period to produce a constant periodic rate of interest on the remaining balance of the lease liability for each period. The right-of-use asset is depreciated over the shorter of the asset's useful life and the lease term on a straightline basis. If at the end of the lease contract the asset is transferred to the Group, or if the lease liabilities reflect the exercise of the purchase option, depreciation is calculated in accordance with the estimated useful life of the asset.
Assets and liabilities arising from a lease are initially measured on a present value basis. Whenever available the Group has elected to separate lease and non-lease components included in lease payments for all leases.
At the commencement date lease liabilities measurement is mainly composed by the present value of lease payments to be made over the lease term, which includes fixed payments less any lease incentives receivable and variable lease payments that depend on an index or rate.
In calculating the present value of lease payments, the Group used its incremental borrowing rate at the lease commencement date because the interest rate implicit in the lease is not readily determinable. After the commencement date, lease liability is subsequently measured by increasing the carrying amount to reflect interest on the lease liability and by reducing the carrying amount to reflect the lease payments made. In addition, the carrying amount of lease liabilities is remeasured if there is a modification, a change in the lease term or a change in the lease payments (e.g. changes to future payments resulting from a change in an index or rate used to determine such lease payments). The weighted-average rate applied is 5.92% (in a range between 2.4% and 13.88%) based on the features of the agreement (underlying asset and guarantees, currency and lease term). The weighted-average rate used in 2021 was 5.76% (in a range between 2.4% and 10.1%).
Right-of-use assets are measured at cost, less any accumulated depreciation and impairment losses, and adjusted for any remeasurement of lease liabilities. The cost of right-of-use assets includes the amount of initial lease liabilities recognised, initial direct costs incurred, and lease payments made at or before the commencement date less any lease incentives received.
The Group applies the short-term lease recognition exemption to its short-term leases (lease term of 12 months or less) and it also applies the lease of low-value assets recognition exemption to leases considered to be low value. Lease payments on short-term leases and leases of low-value assets are recognised as expense on a straight-line basis over the lease term.
The Group applied the practical expedient described in IFRS 16 Leases amendment, issued by the IASB on 28 May 2020 and added in March 2021, which allows that renegotiations to the payment plans of lease agreements can be excluded from the analysis of modifications to lease agreements, provided that the renegotiations are related to the pandemic caused by the SARS-CoV-2 virus. That is, following the practical expedient, rent reductions were not considered as changes to the lease contracts, so the liabilities for leases and, consequently, the right-of-use were not remeasured, with the impact of the reduction being considered in the profit or loss statement of the exercise.
The Group's leases relate mostly to store and warehouse rent contracts, with initial terms between 5 and 20 years, but may have extension options. The lease agreements do not impose any covenants. Right-of-use assets are also subject to impairment tests, as referred in note 2.5.1..
Considering the accounting impacts resulting from the application of IFRS 16 – Leases, for a lessee, with the recognition of an asset under right of use not typified in the tax law and the recording of a lease liability that only has tax acceptance by the payments of rents, the management recognised the respective deferred tax asset (on the lease liability) and deferred tax liability (on the asset under right of use), on the date of initial and subsequent recognition of lease contracts. In the event of a change in the tax law by the Tax Authorities, the recognised deferred taxes may have to be reviewed / amended.
10.1. Right-of-use assets
| 2022 | Land, buildings and other constructions |
Equipment and others |
Total |
|---|---|---|---|
| Cost | |||
| Opening balance | 2,984 | 109 | 3,092 |
| Foreign exchange differences | (83) | (2) | (85) |
| Increases | 233 | 101 | 333 |
| Contracts update | 375 | 6 | 381 |
| Transfers and reclassifications | ‐ | (1) | (1) |
| Contracts cancellation | (68) | (14) | (82) |
| Closing balance | 3,441 | 199 | 3,640 |
| Depreciation and impairment losses | |||
| Opening balance | 800 | 44 | 844 |
| Foreign exchange differences | (18) | (1) | (19) |
| Increases | 311 | 25 | 336 |
| Transfers and reclassifications | ‐ | (1) | (1) |
| Contracts cancellation | (34) | (12) | (47) |
| Closing balance | 1,058 | 55 | 1,113 |
| Net value | |||
| As at 1 January 2022 | 2,184 | 65 | 2,248 |
| As at 31 December 2022 | 2,382 | 144 | 2,526 |
| 2021 | Land, buildings and other constructions |
Equipment and others |
Total |
|---|---|---|---|
| Cost | |||
| Opening balance | 2,652 | 92 | 2,744 |
| Foreign exchange differences | (40) | (1) | (41) |
| Increases | 260 | 31 | 291 |
| Contracts update | 172 | 3 | 175 |
| Transfers and reclassifications | ‐ | (2) | (2) |
| Contracts cancellation | (61) | (14) | (74) |
| Closing balance | 2,984 | 109 | 3,092 |
| Depreciation and impairment losses | |||
| Opening balance | 540 | 37 | 578 |
| Foreign exchange differences | (8) | (0) | (8) |
| Increases | 300 | 21 | 320 |
| Transfers and reclassifications | ‐ | (2) | (2) |
| Contracts cancellation | (32) | (12) | (44) |
| Closing balance | 800 | 44 | 844 |
| Net value | |||
| As at 1 January 2021 | 2,112 | 55 | 2,167 |
| As at 31 December 2021 | 2,184 | 65 | 2,248 |
10.2. Lease liabilities
| 2022 | Current | Non-current | Total |
|---|---|---|---|
| Opening balance | 394 | 1,993 | 2,387 |
| Increases (new contracts) | 52 | 281 | 333 |
| Payments | (321) | (0) | (321) |
| Transfers | 275 | (275) | ‐ |
| Contracts change/ cancel | 39 | 305 | 344 |
| Foreign exchange difference | (9) | (56) | (65) |
| Closing balance | 430 | 2,248 | 2,678 |
| 2021 | Current | Non-current | Total |
|---|---|---|---|
| Opening balance | 377 | 1,897 | 2,273 |
| Increases (new contracts) | 36 | 255 | 291 |
| Payments | (286) | (0) | (286) |
| Transfers | 250 | (250) | ‐ |
| Contracts change/ cancel | 22 | 119 | 141 |
| Foreign exchange difference | (5) | (28) | (32) |
| Closing balance | 394 | 1,993 | 2,387 |
10.3. Expenses recognised in the income statement
| 2022 | 2021 | ||
|---|---|---|---|
| Depreciation charge of right-of-use assets | |||
| Buildings and other constructions | (311) | (300) | |
| Equipment and others | (25) | (21) | |
| Subtotal | (336) | (320) | |
| Interest expense with lease liabilities | (140) | (130) | |
| Gains / (losses) with contract cancellations | 2 | 3 | |
| Net foreign exchange on lease liabilities | (5) | (3) | |
| Subtotal | (143) | (129) | |
| Rents (note 4) | |||
| Expenses with short term leases | (2) | (2) | |
| Expenses with leases of low-value assets | (6) | (5) | |
| Expenses with variable lease payments not included in lease liabilities | (2) | (1) | |
| Expenses with non-lease components | (20) | (16) | |
| Income from subleasing | 11 | 8 | |
| Gains resulting from temporary rent reductions due to the pandemic | 0 | 2 | |
| Subtotal | (19) | (14) | |
| Total expenses of the year related with lease | (498) | (464) |
In 2022 the total cash outflow for leases was €480 million (€430 million in 2021).
11. Other financial investments
| 2022 | 2021 | |
|---|---|---|
| Listed equity investments | ||
| Andfjord Salmon AS | 16 | ‐ |
| Total | 16 | ‐ |
| Non-listed equity investments | ||
| Total | 2 | 2 |
| Total other financial investments | 17 | 2 |
On 22 June 2022, the Group acquired for an amount of NOK (Norwegian krone) 174 million (equivalent to €17 million), a 10.1% a share in the capital of the company Andfjord Salmon AS, located on the island of Andøya in Vesterålen, Norway. The company has developed a seawater flow-through technology that combines the benefits from traditional ocean net-pens with the land-based salmon farming. In December 2022 the Group reinforced its position in the capital of Andfjord Salmon AS, increasing the percentage held on 31 December 2022 to 10.5%.
Listed equity investments
Andfjord Salmon AS is listed in Euronext Growth Oslo under the ticker ANDF.
The Group decided to classify irrevocably this listed equity investment as financial asset designated at fair value through other comprehensive income (OCI).
The fair value of this equity investment is determined by reference to the published price quotations in an active market (close price of 31 December 2022 – NOK 38.00; exchange rate of 31 December 2022 – EUR/NOK 10.5138).
Non-listed equity investments
The Group elected to classify irrevocably its non-listed equity investments under financial asset designated at fair value through OCI, as the Group considers these investments to be strategic in nature. When the equity instrument fair value cannot be reliably measured, it is recognized at cost.
12. Derivative financial instruments
✓ Accounting policies
The Group uses derivatives with the sole intention of managing any financial risks to which it is exposed. In accordance with its financial policies, the Group does not enter into speculative positions.
Whenever available, fair values are estimated based on quoted instruments. In the absence of market prices, fair values are estimated through discounted cash flow methods or option valuation models, in accordance with generally accepted assumptions.
Derivative financial instruments are recognised on the date they are negotiated (trade date), at their fair value. Subsequently, the fair value of derivative financial instruments is valued on a regular basis, and the gains or losses resulting from this valuation are recorded directly in the income statement, except in relation to cash flow hedge and net investments in foreign entities hedge derivatives, whose changes in fair value are recorded in equity in other comprehensive income. Recognition of changes in the fair value of hedge instruments depends on the nature of the hedged risk and the type of hedge used.
Derivatives not designated as hedging instruments
Although derivatives entered by the Group correspond to effective economic hedges against risks to be hedged, not all of them qualify as hedge instruments for accounting purposes, according to IFRS 9 rules. Those that do not qualify as hedge instruments are booked on the balance sheet at fair value and changes to that amount are recognised in the profit and loss.
Hedge accounting
At the inception of a hedge relationship, the Group formally designates and documents the hedge relationship to which it wishes to apply hedge accounting and the risk management objective and strategy for undertaking the hedge. The documentation includes identification of the hedging instrument, the hedged item, the nature of the risk being hedged and how the Group will assess whether the hedging relationship meets the hedge effectiveness requirements. A hedging relationship qualifies for hedge accounting if it meets all of the following effectiveness requirements:
- i) There is 'an economic relationship' between the hedged item and the hedging instrument.;
- ii) The effect of credit risk does not 'dominate the value changes' that result from that economic relationship;
- iii) The hedge ratio of the hedging relationship is the same as that resulting from the quantity of the hedged item that the Group actually hedges and the quantity of the hedging instrument that the Group actually uses to hedge that quantity of hedged item.
The hedges that meet all the qualifying criteria for hedge accounting are accounted for, as described below:
Interest rate and energy price risk (cash flow hedge)
Whenever expectations surrounding movements in interest rates so justify, the Group tries to anticipate any adverse impact through the use of derivatives. The selection process that each instrument is subject to favours economic contribution more than anything else. The implications of adding any new instrument to a portfolio of derivatives are also taken into account, namely in terms of volatility impact on earnings.
As far as electricity prices are concerned, as there are a number if renewal energy operators on the market, willing to establish virtual power purchase agreements (VPPA) for the delivery of green energy, the Group enters into these contracts, which allow it to ensure a price setting for energy from a renewal source. Since these are not direct contracts between the energy distributor of the Group companies, they qualify as derivative instruments.
The instruments that qualify as cash flow hedging instruments are booked at fair value on the balance sheet and, to the degree that they are considered effective, changes to their fair value are recognised in other comprehensive income, in the cash flow hedge reserve. Amounts accumulated in equity are reclassified to profit or loss in the periods when the hedged item affects profit or loss (for example, when the forecast transaction or event that is hedged takes place). However, in the case of a hedge of a forecast transaction that results in the recognition of a non-financial asset (for example: inventory), the gains or losses previously deferred in equity are transferred and included in the initial measurement of the asset.
The gain or loss relating to the ineffective portion is recognised immediately in the income statement. This way, in net terms, all costs associated with the interest rate risk to the underlying exposure are carried at the interest rate of the hedging instruments. Regarding the energy price risk, the monthly price adjustment/compensation mechanism allows stabilizing contracted green energy costs for each period.
When a hedge instrument expires or is sold, or when the hedge ceases to meet the criteria required for hedge accounting, the changes in the fair value of the derivative, that are accumulated in other comprehensive income, are recognised in the results when the hedged operation also affects the results.
The instruments that do not qualify as cash flow hedging instruments are booked at fair value on the balance sheet, with changes recognised directly in financial results (other operating gains or losses, in the case of energy price derivatives).
Foreign exchange risk (net investments in foreign entities hedge)
With respect to foreign exchange risks, the Group follows a natural hedge policy, raising debt in local currency whenever market conditions are judged to be convenient (namely, taking into consideration the level of interest rates).
Exchange rate fluctuations in loans contracted in foreign currencies for the purpose of funding investments in foreign operations are taken directly to the currency translation reserve in other comprehensive income (note 2.2.).
Cross currency swaps that are entered into with the purpose of hedging investments in foreign entities that qualify as hedging instruments are booked at fair value on the balance sheet. To the degree that they are considered effective, changes to their fair value are recognised directly in the currency translation reserve (note 2.2.). The cumulative gains and losses recognised in other comprehensive income are transferred to results of the year when foreign entities are disposed
| 2022 | 2021 | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Notional | Assets Liabilities |
Notional | Assets | Liabilities | ||||||
| Current | Non current |
Current | Non current |
Current | Non current |
Current | Non current |
|||
| Derivatives held for trading | ||||||||||
| Currency forwards - stock purchase (COP/EUR) | 1.5 million EUR | 0 | - | 0 | - | 4.5 million EUR | 0 | - | 0 | - |
| Currency forwards - stock purchase (COP/USD) | 1 million USD | 0 | - | 0 | - | 5.8 million USD | 0 | - | 0 | - |
| Currency forwards - stock purchase (EUR/USD) | 0.05 million USD | - | - | - | - | 0.2 million USD | 0 | - | - | - |
| Currency forwards - stock purchase (PLN/USD) | - | - | - | - | - | 0.1 million USD | 0 | - | - | - |
| Currency forwards - treasury applications (PLN/EUR) | 99.7 million EUR | 2 | - | 0 | - | - | - | - | - | - |
| Commodities swap - energy purchase (PLN/EUR) | n.a. | - | - | - | 5 | - | - | - | - | - |
| Cash flow hedging derivatives | ||||||||||
| Currency forwards - stock purchase (PLN/USD) | 47.1 million USD | 0 | - | 0 | - | - | - | - | - | - |
| Currency forwards - stock purchase (COP/EUR) | 2.2 million EUR | 0 | - | 0 | - | - | - | - | - | - |
| Currency forwards - stock purchase (COP/USD) | 1.7 million USD | 0 | - | 0 | - | - | - | - | - | - |
| Foreign operation investments hedging derivatives | ||||||||||
| Currency forwards (PLN) | 1,006 million PLN | - | - | 9 | - | 844 million PLN | 1 | - | 1 | - |
| Total derivatives held for trading | 2 | - | 0 | 5 | 0 | - | 0 | - | ||
| Total hedging derivatives | 0 | - | 9 | - | 1 | - | 1 | - | ||
| Total assets/liabilities derivatives | 2 | - | 9 | 5 | 1 | - | 1 | - |
Derivatives held for trading
Currency forwards
The Group hedges its exposure to foreign exchange risk inherent to the purchase of stocks in foreign currency. For this purpose, in 2022, the Group had contracted currency forwards in euros and American dollars, with maturity until March 2023, with notional amounting of €1.5 million and 1.05 million American dollars.
Additionally, in 2022, a derivative was contracted to cover the exchange rate risk of a Euro deposit made by a subsidiary in Poland, with maturity in March 2023 and notional of €99.7 million.
Swap for energy price
The Group provides economic coverage of the energy price risk inherent to its commercial activity, for part of its needs. For this purpose, in 2022, one of the Group´s subsidiaries entered into a VPPA, settled in euros, which allows it to fix the price of electricity, for a portion of its estimated consumption, over a period of 15 years, while ensuring that the volumes purchased are of renewal origin. On the date of execution of the VPPA, its fair value was zero, with no cash flow between the parties.
Cash flow hedge
Currency forwards
In 31 December 2022 the Group had contracted currency forwards in euros and American dollars, for future purchase of stocks, with notional amounting of €2.2 million and 48.8 million American dollars, with maturity until June 2023.
Hedging of investments in foreign entities
Currency forwards
The Group hedges the economic risk of its exposure to the exchange rate of zloty. To do so, the Group entered into currency forwards, with maturities in April 2023.
Impacts on the Financial Statements
| 2022 | 2021 | |
|---|---|---|
| Fair value of financial instruments as at 1 January | ‐ | 3 |
| (Receipts) / payments made | 16 | ‐ |
| Change in the fair value of held for trading derivatives (net financial costs) | 2 | (1) |
| Change in the fair value of held for trading derivatives (other operating profits/losses) | (5) | ‐ |
| Change in the fair value of net investment hedging derivatives (currency translation reserves) | (24) | (2) |
| Fair value of financial instruments as at 31 December | (12) | ‐ |
13. Inventories
✓ Accounting policies
Inventories are valued at the lower of cost or net realisable value. The net realisable value corresponds to the selling price in the ordinary course of business, less the estimated selling expenses.
Its valuation generally follows the last acquisition price, being FIFO (First In, First Out) the cost method used in the recording of the inventory sold.
The cost of finished goods and work in progress comprises raw materials, direct labour, and other direct costs.
| 2022 | 2021 | |
|---|---|---|
| Raw and subsidiary materials and consumables | 17 | 13 |
| Work in progress and finished goods | 3 | 2 |
| Goods available for sale | 1,598 | 1,202 |
| 1,618 | 1,217 | |
| Net realisable adjustment | (125) | (110) |
| Net inventories | 1,493 | 1,108 |
Adjustments in inventories to net realisable value:
| 2022 | 2021 | |
|---|---|---|
| Balance as at 1 January | (110) | (123) |
| Set up, reinforced and transfers | (18) | (1) |
| Unused and reversed | 1 | 14 |
| Foreign exchange difference | 2 | 1 |
| Balance as at 31 December | (125) | (110) |
No inventories have been pledged as guarantee for the fulfilment of contractual obligations.
14. Trade debtors, accrued income and deferred costs
✓ Accounting policies
Customers and debtor balances are amounts to be received regarding goods sold or services rendered in the ordinary course of the business. They are initially recognised at fair value, being subsequently measured at amortised cost in accordance with the effective interest rate method, net of any impairment losses (notes 2.4.1. and 2.5.).
| 2022 | 2021 | |
|---|---|---|
| Non-current | ||
| Other debtors | 56 | 54 |
| Deferred costs | 3 | 3 |
| Total | 58 | 57 |
| Current | ||
| Commercial customers | 66 | 52 |
| Other debtors | 152 | 160 |
| Other taxes receivable | 9 | 9 |
| Accrued income and deferred costs | 345 | 225 |
| Short-term investments that don't qualify as cash equivalents | 21 | 33 |
| Total | 593 | 479 |
Non-current debtors include €50 million (€50 million in 2021) relating to additional tax liquidation as well as pre-paid tax. The Group has already contested the amounts paid and made a legal claim for reimbursement (note 23).
The increase in other current debtors is mainly explained by advances for the acquisition of tangible fixed assets.
The Group made a treasury investment in the amount of €21 million, with maturity in April 2023, which does not qualify as a cash equivalent.
Accrued income includes basically supplementary gains contracted with suppliers, in the amount of €323 million (2021: €208 million).
The deferred costs include €1 million of loans issued expenses, €5 million of insurance costs and €11 million of other costs attributable to future years and paid in 2022, or, if not yet paid, already charged by the entities.
Current debtors with overdue amounts are subject to an analysis of the probability of future losses, based on historical information, taking into account the nature of the commercial relationship established, as well as to existing collateral and credit insurance, with reinforcements/reversals of adjustments for impairment losses recognised when justified (see note 28.2.1.).
The ageing analysis of debtors that are past their due date is as follows:
| 2022 | 2021 | |
|---|---|---|
| Debtors balances not considered impaired | ||
| Less than 3 months past due | 23 | 22 |
| More than 3 months past due | 11 | 14 |
| Total | 34 | 36 |
| Debtors balances considered impaired | ||
| Less than 3 months past due | 1 | 1 |
| More than 3 months past due | 8 | 10 |
| Total | 9 | 11 |
Of the debtors balances not considered impaired, €0.4 million (2021: €1 million) are covered by credit guarantees and credit insurance.
Movements on impairment of trade receivables are as follows:
| 2022 | 2021 | |
|---|---|---|
| Balance as at 1 January | 17 | 18 |
| Set up, reinforced and transfers | 4 | 3 |
| Unused and reversed | (6) | (4) |
| Foreign exchange difference | (0) | (0) |
| Used | (1) | 1 |
| Balance as at 31 December | 15 | 17 |
15. Cash and cash equivalents
✓ Accounting policies
Cash and cash equivalents include cash, deposits on hand and other short-term highly liquid investments with initial maturities of three months or less. In the consolidated balance sheet, bank overdrafts are shown within borrowings in current liabilities.
| 2022 | 2021 | |
|---|---|---|
| Bank deposits | 845 | 961 |
| Short-term investments | 932 | 529 |
| Cash in hand | 4 | 4 |
| Total | 1,781 | 1,494 |
Bank deposits correspond to values in banks to meet current cash requirements as well as receipts from customers in transit.
Short-term investments correspond to time deposits in financial institutions.
Ratings of bank deposits and short-term investments are detailed in note 28.2.1..
16. Capital and reserves
✓ Accounting policies
Share capital
Share capital corresponds to the nominal value of the ordinary shares issued.
Share premium is recognised when the issued share price exceeds its nominal value. Costs incurred with the issuance of new shares are recognised directly in this heading, net of respective taxes.
Own shares purchased are shown at cost as a deduction in equity. When they are disposed, the amount received, net of costs related with the transaction and taxes, is recognised directly in equity.
Payable dividends
Payable dividends are recognised as a liability in the Group's Financial Statements in the period in which they are approved for distribution by the shareholders.
16.1. Share capital and share premium
Authorised share capital is represented by 629,293,220 ordinary shares (2021: 629,293,220), each with a nominal value of one euro.
The holders of ordinary shares have the right to receive dividends as established at the General Shareholder's Meeting and have the right to one vote for each share held. There are no preferential shares and the own shares rights are suspended until these shares are sold in the market.
During the year no changes occurred in the amount of €22 million showed in share premium.
16.2. Own shares
On 31 December 2022 the Group held 859,000 own shares, acquired in 1999 at an average price of 7.06 euros per share. There were no transactions in 2022.
16.3. Dividends
Dividends and free reserves distributed in 2022, totalling €511 million, were paid to JMH shareholders in the amount of €493 million – corresponding to an amount per share of 0.785 euros (excluding own share in the portfolio), and to non-controlling interests in the Group Companies in the amount of €17 million.
Dividends per share distributed in 2022 to JMH shareholders 0.7850
16.4. Other reserves and retained earnings
In the individual accounts of JMH duly states all conditions related to the use of reserves to be distributed comprised in the Company equity. We therefore recommend reading this information.
17. Earnings per share
✓ Accounting policies
Basic and diluted earnings per share are calculated based on the net profit attributable to shareholders divided by the weighted average of outstanding ordinary shares.
17.1. Basic and diluted earnings per share
| 2022 | 2021 | |
|---|---|---|
| Ordinary shares issued at the beginning of the year | 629,293,220 | 629,293,220 |
| Own shares at the beginning of the year | (859,000) | (859,000) |
| Weighted average number of ordinary shares | 628,434,220 | 628,434,220 |
| Diluted net results of the year attributable to ordinary shares | 590 | 463 |
| Basic and diluted earnings per share – Euros | 0.9387 | 0.7364 |
18. Borrowings
✓ Accounting policies
Borrowings are initially recognised at fair value less the transaction costs that were incurred and are subsequently measured at the amortised cost. Any difference between the issued value (net of transaction costs incurred) and the nominal value is recognised in the results during the period of the borrowings, in accordance with the effective interest rate method (note 2.4.2).
Borrowings are classified as current liabilities, unless the Group has the unconditional right to defer settlement of the liability for more than 12 months after the reporting date.
General and specific borrowing costs directly attributable to the acquisition, construction or production of qualifying assets, which are assets that necessarily take a substantial period of time to get ready for their intended use, are added to the cost of those assets, until the assets are substantially ready for their intended use.
Investment income earned on the temporary investment of specific borrowings pending their expenditure on qualifying assets is deducted from the borrowing costs eligible for capitalisation. All other borrowing costs are recognised in profit or loss in the period in which they are incurred.
The Group has negotiated commercial paper programs in the total amount of €265 million, of which €165 million are committed. The utilizations under these programs are remunerated at the Euribor rate for the respective issue period plus variable spreads and can also be issued on auctions. These programs had no utilizations as of 31 December 2022.
Jerónimo Martins Polska SA made the early repayment of a loan in the amount of 264 million zlotys, which was due to mature in December 2023. The amount of 24,8 million zlotys, around 5 million euros, was also paid, related to the capital amortization of a medium/long term loan.
Jerónimo Martins Colombia, SAS increased the use of credit lines by more than COP 450,000,000 thousand Colombian pesos, around 90 million euros, having carried out several negotiations to renew and increase the credit lines with local banks. During the year, we highlight the payment of 57,000,000 thousand Colombian pesos, around 11 million euros, related to capital repayment of two medium and long-term loans and the contracting of a new 3-year loan in the amount of 80,000,000 thousand Colombian pesos, around 15 million euros.
18.1. Current and non-current loans
| 2022 | Opening balance | Cash flows | Transfers | Foreign exchange difference |
Closing balance |
|---|---|---|---|---|---|
| Non-current loans | |||||
| Bank loans | 347 | (72) | (21) | (16) | 238 |
| Total | 347 | (72) | (21) | (16) | 238 |
| Current loans | |||||
| Bank loans | 113 | 124 | 21 | (25) | 232 |
| Total | 113 | 124 | 21 | (25) | 232 |
| 2021 | Opening balance |
Cash flows | Transfers | Foreign exchange difference |
Closing balance |
|---|---|---|---|---|---|
| Non-current loans | |||||
| Bank loans | 364 | (4) | ‐ | (13) | 347 |
| Total | 364 | (4) | ‐ | (13) | 347 |
| Current loans | |||||
| Bank loans | 160 | (36) | ‐ | (11) | 113 |
| Total | 160 | (36) | ‐ | (11) | 113 |
18.2. Loan terms and maturities
| 2022 | Average Total rate |
Less than 1 year |
Between 1 and 5 years |
More than 5 years |
|
|---|---|---|---|---|---|
| Bank loans | |||||
| Loans in USD | 6 | 6 | - | - | |
| Loans in PLN | 149 | 21 | 85 | 42 | |
| Loans in COP | 316 | 205 | 111 | ‐ | |
| Total | 5.27% | 470 | 232 | 196 | 42 |
| 2021 | Average rate |
Total | Less than 1 year |
Between 1 and 5 years |
More than 5 years |
| Bank loans | |||||
| Loans in PLN | 214 | 8 | 141 | 65 | |
| Loans in COP | 245 | 104 | 132 | 9 | |
| Total | 3.18% | 460 | 113 | 273 | 74 |
18.3. Financial net debt
As the Group contracted several foreign exchange rate risk and interest risk hedging operations, as well as short-term investments, the net consolidated financial debt as at 31 December is:
| 2022 | 2021 | |
|---|---|---|
| Non-current loans (note 18.1) | 238 | 347 |
| Current loans (note 18.1) | 232 | 113 |
| Financial lease liabilities - non-current (note 10) | 2,248 | 1,993 |
| Financial lease liabilities - current (note 10) | 430 | 394 |
| Derivative financial instruments (note 12) | 12 | (0) |
| Interest on accruals and deferrals | 2 | 0 |
| Cash and cash equivalents (note 15) | (1,781) | (1,494) |
| Short-term investments that don't qualify as cash equivalents (note 14) | (21) | (33) |
| Total | 1,360 | 1,320 |
19. Provisions
✓ Accounting policies
Provisions are recognised in the balance sheet whenever the Group has a present obligation (legal or implicit) as a result of a past event and it is probable that a reasonably estimated outflow of resources embodying economic benefits will be required to settle the obligation.
Restructuring provision
Provisions for restructuring costs are set up whenever a formal restructuring plan has been approved by the Group and the restructuring has started to be implemented or has been announced publicly.
Provisions for restructuring include all liabilities to be paid with the implementation of the plan, including employee termination payments. These provisions do not include any estimated future operating losses or estimated profits from the disposal of assets.
Legal claims provision
Provisions related with litigation against Group Companies are set up in accordance with risk assessments carried out by the Group, with the support and advice of its lawyers and legal advisers.
| 2022 | Opening balance | Set up, reinforced and transfers |
Unused and reversed |
Used | Closing balance |
|---|---|---|---|---|---|
| Taxes | 13 | 12 | (1) | - | 24 |
| Legal claims | 9 | 25 | (2) | (0) | 32 |
| Others | 12 | 16 | (0) | (2) | 25 |
| 34 | 52 | (2) | (2) | 82 | |
| 2021 | Opening balance |
Set up, reinforced and transfers |
Unused and reversed |
Used | Closing balance |
|---|---|---|---|---|---|
| Taxes | 13 | 1 | - | - | 13 |
| Legal claims | 9 | 1 | (0) | (0) | 9 |
| Others | 11 | 2 | (1) | (0) | 12 |
| 33 | 3 | (1) | (0) | 34 |
Provisions for tax are aimed to cover possible future disbursements resulting from the tax litigation described in note 23. These are all cases in dispute in several courts, for which there is no date to be concluded.
The ongoing lawsuits for which the Group constitutes provisions essentially relate to commercial, labour and regulatory disputes, for which it is estimated may result in future disbursements. Since these are several legal proceedings related to different periods, their payment (if it occurs) should be phased over time upon completion of the respective court proceedings.
The provision for other litigation is intended to cover the estimated future disbursements related to liabilities assumed by the Group as a result of past transactions, such as guarantees provided by the sale of business. Since they are mostly events that are not yet in dispute with the counterparty, the probability of short-term disbursement is considered remote.
20. Trade creditors, accrued costs and deferred income
✓ Accounting policies
Suppliers and other creditor's balances are obligations to pay goods or services that have been acquired in the ordinary course of the business. They are initially recognised at the fair value and subsequently at the amortised cost, in accordance with the effective interest rate method (note 2.4.2.).
Suppliers and other creditors are classified as current liabilities if payment is due within one year or less (or in the normal operating cycle of the business if longer). If not, they are presented as non-current liabilities.
| 2022 | 2021 | |
|---|---|---|
| Non-current | ||
| Other commercial creditors | 3 | ‐ |
| Accrued costs and deferred income | 1 | 1 |
| Total | 4 | 1 |
| Current | ||
| Other commercial creditors | 4,579 | 3,655 |
| Other non-commercial creditors | 419 | 393 |
| Other taxes payables | 122 | 135 |
| Contracts liabilities with customers | 15 | 11 |
| Refunds liabilities to customers | 1 | 1 |
| Accrued costs and deferred income | 663 | 576 |
| Total | 5,799 | 4,771 |
The current accrued costs, totalling €650 million (included in the current Accrued costs and deferred Income line in the table above) include salaries and wages to be paid to the employees, in the amount of €282 million, interest payable in the amount of €52 million and supplementary costs with the distribution and promotion of goods in the amount of €15 million. The remaining €301 million relates to sundry costs (utilities, insurance, consultants, rents, among others) for 2022, which had not been invoiced by the respective entities prior to the end of the year.
21. Guarantees
The bank guarantees are as follows:
| 2022 | 2021 | |
|---|---|---|
| Guarantees provided to suppliers | 46 | 41 |
| Guarantees for Tax Authorities | 235 | 209 |
| Other State guarantees | 3 | 4 |
| Other guarantees provided | 30 | 7 |
| Total | 314 | 261 |
The increase in guarantees for Tax Authorities is related with the taxation in CIT processes in Portugal mentioned in paragraph e) of note 23.
The increase in Other guarantees provided is related with derivative contracts and legal litigation processes.
22. Capital commitments
Capital expenditure contracted for at the balance sheet date amounted to €129 million (€82 million in 2021) and refers, essentially, to work in progress, preliminary agreement for the acquisition of land, buildings and equipment whose public deeds will occur in due time.
There are no capital commitments assumed by the Group in relation to joint ventures and associates.
23. Contingencies, contingent assets and contingent liabilities
✓ Accounting policies
Contingent assets are potential Group assets that result from past events, but whose recognition depends on the occurrence or not of one or more future events that are not under its control.
Disclosure is made in the notes when it becomes probable that future economic benefits will be received by the Group. It is recognised in the Consolidated Financial Statements when it becomes virtually certain to be received.
Contingent liabilities correspond to potential obligations as result of past events and whose recognition depends on the occurrence or not of one or more uncertain future events not wholly within the control of the Group. They may also represent present obligations as result of past events, which are not recognised in the Financial Statements because its payment is not probable, or it is not possible to obtain a reliable value estimation.
The Group discloses in the notes whenever the probability of future disbursement is not considered remote. It is recognised or a provision is set up when it becomes probable that economic benefits will be paid, and its value can be estimated with some degree of reliability.
Assets recognised in the Consolidated Financial Statements
• Under non-current debtors (note 14), an amount of €50 million (€50 million in 2021) relates to tax liquidations claimed by the Tax Administration.
The Board of Directors, supported by its lawyers and tax advisers, believes the Company has acted within the law and maintains the administrative and judicial claims filed against such settlements expecting their full recovery.
In this context, the Group immediately demanded total reimbursement of the amounts paid, as well as indemnity interest at the legal rate for the period between the payment date and its effective restitution date.
In 2012 one of the judicial proceedings was held to be well-grounded by the Court of Appeal (Tribunal Central Administrativo Sul), which ruled the cancellation of the referred liquidations and the payment of compensatory interests and of a compensation for the guarantees granted within the proceedings. The Group recognised the amount of compensatory interest due on this credit.
In 2021, the Group was reimbursed in €15 million, relating to amounts paid in previous years and associated with the use of tax losses carried forward deferred in the scope of the aforementioned Judgment.
Contingent liabilities
Competition Authorities proceedings:
• In Portugal, following search and seizure actions carried out in late 2016 and early 2017 in several entities operating in the food distribution sector, the Portuguese Competition Authority (AdC) determined the opening of several inquiries, in the scope of which it came to issue against suppliers and retailers, including the subsidiary Pingo Doce - Distribuição Alimentar, S.A. (Pingo Doce) ten statements of objections for alleged anti-competitive practices, consisting of price alignment for certain products.
At the end of 2022, Pingo Doce had been notified of decisions issued by AdC regarding nine of the above-mentioned proceedings, imposing fines on several retailers and their suppliers. In the case of Pingo Doce these decisions resulted in the imposition of fines in the amount around of €187 million.
Pingo Doce totally disagrees with such decisions which it considers to be completely ungrounded. As such, the Company filed the respective appeals before the Competition, Regulation and Supervision Court ("Tribunal da Concorrência, Regulação e Supervisão") in the first processes. Under the terms of the applicable law, Pingo Doce also requested the awarding of suspensive effect to the appeals, subject to providing a guarantee, to prevent the immediate payment of the fines. Based on the opinion of its legal counsels and economic advisors, the Company is fully convinced of the strength and merits of its position.
As to the last proceeding, Pingo Doce has already filed the reply of the statement of defence - as it considers the statement of objection to be ungrounded – and will wait for the decision from AdC.
• In Poland, the Company Jeronimo Martins Polska, S.A. (JMP) was notified, in 2019, by the Polish Office of Competition and Consumer Protection (UOKiK) on the opening of two investigation proceedings, one of which regarding potential abuse of bargaining power in commercial relations with agriculture or food suppliers, and the other on missing price labels on shelves and discrepancies between prices on the shelves and the ones indicated at the checkouts.
In August 2020, UOKiK notified the JMP of the decision on the proceedings concerning on missing price labels on shelves and discrepancies between prices, concluding with the imposition of a fine of 115 million zloty (c. €25 million). JMP, disagreeing with the understanding and conclusion of this Authority, filed an appeal to the Court of Competition and Consumer Protection in Poland. On 29th September 2022 the court in the first instance sustained the UOKiK decision and dismissed the appeal. JMP is fully convinced of the merits of its defence and has factual and legal arguments to be used, and therefore, filed an appeal to the Second Instance Court.
In December 2020, UOKiK notified JMP of the decision of applying a fine of 723 million zloty (c. €160 million), for the alleged abuse of bargaining power in commercial relations with suppliers, namely of fruits and vegetables. JMP understands that the decision lacks both legal and factual grounds and has already filed an appeal to the Court of Competition and Consumer Protection.
Having always conducted transparent and fair negotiations, aiming to build long-term relationships that are essential for the sustainability of its supply chain and to serve the Polish consumers, the Company is fully convinced of the merits of its defence and has significant factual and legal arguments to be used in its defence.
During the year 2020, JMP was notified by UOKiK on the opening of one proceeding related to the disclosure of country of origin of fruit and vegetable products at store level. On 22 April 2021 UOKiK notified JMP of the decision on the case, imposing a fine of 60 million zloty (c. €13 million). The mentioned decision is not final, so JMP, disagreeing with the understanding and conclusion of this Authority, filed an appeal before the competent court.
On 10th August 2022 the President of UOKiK initiated the proceedings regarding the promotional campaign 'Biedronka's Anti-inflation Shield'. JMP has already filed its statement of defence.
Other tax and legal proceedings:
- In addition to several disputes arising out of the ordinary course of the Group's businesses, there are several legal proceedings also pending resolution, for which the Board of Directors, supported by the opinion of its lawyers and tax advisors, considers that there is enough ground for its appeal in court. The most significant issues (amounted higher than €5 million) are detailed below:
- a) The Portuguese Tax Authorities (PTA) have informed Recheio SGPS that it should restate the dividends received, amounting to €82 million, from its subsidiary in the Madeira Free Zone in the years 2000 to 2003, considering them as interest for tax purposes. According to the PTA the said income should be subject to Corporate Income Tax (CIT) as opposed to dividends received that are exempt. The PTA have issued additional assessments, amounting to €21 million, of which €20 million is still in dispute. In spite that both judicial claims were ruled in favour of the PTA, the Board of Directors maintains its convictions and claimed against them judicially. In one of the cases the Central Administrative Court has ruled in favour of Recheio SGPS, although the PTA has claimed against that decision;
- b) The PTA carried out some corrections to the CIT amount from Companies included in the perimeter of the Tax group headed by JMR SGPS, which led to additional assessments concerning 2002 to 2015, amounting to €81 million, of which an amount of €71 million is still in dispute. In the meantime, the Lisbon Tax Court has ruled partially in favour of the Group regarding the 2002 to 2007 assessments. The Group appealed to a higher court;
- c) The PTA carried out some corrections to the CIT from Companies included in the perimeter of the Tax Group headed by Recheio SGPS. With these corrections the total assessments concerning 2007 to 2014, amount to €17 million, of which an amount of €16 million is still in dispute. The Lisbon Tax Court has already ruled in favour of Recheio SGPS regarding the 2008, 2009, 2011 and 2013 assessments. However, the AT have appealed of the decisions regarding 2008 and 2009;
- d) The PTA has informed JMH that they do not accept the capital losses associated with a liquidation of one Company and the sale of another, amounting to €25 million, which generated a correction on the Company's tax losses regarding 2007, and an amount of tax estimated of €7 million. In 2019, the Lisbon Tax Court ruled in favour of JMH, however the PTA have appealed the said decision to a higher court;
- e) The PTA assessed, regarding 2016 to 2019, JMR SGPS, and regarding 2016 to 2018, JMH (as the head of the Tax Group in which Recheio SGPS is included), the amounts of €124 million and €27 million, respectively, related to the taxation in CIT of ¼ of the results generated in internal operations of the Tax Group, in each of these years. As explained in the 2018 Annual Report (and previous years), this assessment results from the application of the transitional rule included in the Portuguese State Budget of 2016 (and then in the next three Budgets). Based on the assessment of our lawyers and fiscal advisors, we firmly believe that there are sufficient grounds to oppose the said rules;
- f) The PTA assessed JMR SGPS, regarding 2017, the amount of €11 million, regarding the restate of the dividends received in the year 2017, amounting to approximately €45 million, from one subsidiary in the Madeira Free Zone in 2017. In the opinion of PTA, these dividends should be treated as interest received, which is subject to CIT as opposed to the dividends that are exempt. In view of some specific technical aspects of this case and recent Court decisions (see paragraph a) above), the Board of Directors, supported by its lawyers and tax advisers, believes the Company has sufficient grounds for its defense;
- g) The Food and Veterinary Department (Direção-Geral de Alimentação e Veterinária) claimed from Pingo Doce, Recheio and Hussel an amount of €26 million, €3 million and €0.06 million, respectively, in respect of the Food Safety Tax (Taxa de Segurança Alimentar Mais – TSAM) assessed for the years 2012 to 2022. The values at stake have been challenged in Court, since it is understood that this tax is not due, namely on the grounds of the unconstitutional nature of the Statute that approved the TSAM. Despite the court having decided that the Food Safety Tax is not unconstitutional, the Companies maintain their understanding and presented the respective appeal to the Constitutional Court, that has upheld the decision. The Group filed a complaint with the European Commission considering that we are in the presence of illegal State aid. The companies of the Group continue to challenge the decisions, carrying out regular analysis of the risk and the likelihood of a favourable outcome in any of the processes and/or the complaint to the European Commission;
- h) The court trustee of the company ZM Kania has brought a lawsuit against JMP for the amount of 23 million zloty (€5 million). The claim is based on all the discounts that JMP collected from this supplier in the period 2016-2019 with grounds on the Unfair competition act (all granted rappels are argued as not constituting a price element) and on the Law on protection of competition and consumers. JMP considers that it has strong arguments to generally counter the amounts claimed.
Based on the opinion of its lawyers, the Companies carry out a risk assessment regarding the probability of the outcome of each case, setting up provisions that they deem necessary at any time to cover potential future disbursements, or proceeding with its payment (see note 19), when it considers that it is the best way to protect the Group's interests. In order to protect its legitimate interests and not to harm its position in these disputes, it does not disclose the amounts that may have been provisioned.
Contingent assets
There are decisions taken by the competent courts, partially favourable to the Group's interests, on some of the cases that were paid in 2016, and even though the Tax Authority has appealed to higher courts, the Board of Directors believes that the Group will obtain future repayments. However, according to our policy described above, the disclosure of any amounts related to contingent assets will be made when their receipt becomes quantifiable.
24. Related parties
✓ Accounting policies
A related party is a person or entity that is related to the Group, including those that have, or are subject to, the influence or control of the Group.
24.1. Balances and transactions with related parties
56.136% of the Group is owned by Sociedade Francisco Manuel dos Santos, B.V.
Balances and transactions of Group Companies with related parties are as follows:
| Joint ventures | Associates | Other related parties* |
||||
|---|---|---|---|---|---|---|
| 2022 | 2021 | 2022 | 2021 | 2022 | 2021 | |
| Sales and services rendered | ‐ | ‐ | 22 | 21 | 0 | 0 |
| Stocks purchased and services supplied | 6 | 6 | (0) | (0) | 106 | 99 |
| Joint ventures | Associates | Other related parties* |
||||
| 2021 | 2020 | 2021 | 2020 | 2021 | 2020 | |
| Trade debtors, accrued income and deferred costs | 0 | 0 | 5 | 5 | 0 | 0 |
| Trade creditors, accrued costs and deferred income | 0 | 1 | ‐ | ‐ | 25 | 22 |
* Other related parties corresponds to Other financial investments ,entities participated and/or controlled by the major shareholder of Jerónimo Martins and entities owned or controlled by members of the Board of Directors.
All the transactions with related parties were made under normal market conditions, meaning, the transaction value corresponds to prices that would be applicable between non-related parties.
Outstanding balances between Group Companies and related parties, as a result of trade agreements, are settled in cash, and are subject to the same payment terms as those applicable to other agreements contracted between Group Companies and their suppliers.
There are no provisions for doubtful debts and no costs were recognised during the year related with bad debts or doubtful debts with these related parties.
24.2. Remuneration paid to Directors and Senior Managers
The costs incurred with fixed and variable remuneration and contributions to the pension plans attributed to the Directors and Senior Managers were as follows:
| 2022 | 2021 | |
|---|---|---|
| Salaries and other short-term employee benefits | 37 | 32 |
| Termination benefits | 1 | 2 |
| Post-employment benefits | 1 | 10 |
| Other benefits | 2 | 1 |
| Total | 42 | 45 |
The Board of Directors of the Company consisted of 11 Members at the end of 2022 (2021: 10 Members). The average number of Senior Managers of the Group was 97 (2021: 88).
Senior Managers include the Members of the Managing Committee and leading teams of the Group's business units and the Directors of the Corporate Centre.
The remuneration policy of the Board of Directors and of the Supervisory Board are stated in this Annual Report in Chapter 4 - Corporate Governance.
The post-employment benefits granted to the Directors and the Senior Managers are part of the defined contribution plan described in note 5.2..
The cost incurred with other benefits refer to long-term benefits and are described in note 5.2..
25. Group subsidiaries
Group control is ensured by the parent Company, Jerónimo Martins, SGPS, S.A..
The tables below list the subsidiaries of Jerónimo Martins Group, fully consolidated.
| Company | Business area | % Owned | |
|---|---|---|---|
| Jerónimo Martins, SGPS, S.A. | Business portfolio management | Lisbon | - |
| Jerónimo Martins - Serviços, S.A. | Human resources top management | Lisbon | 100.00 |
| New World Investments B.V. | Business portfolio management and financial services | Amsterdam (Holland) |
100.00 |
| Origins - Agro Business Investments B.V. | Business portfolio management and financial services | Amsterdam (Holland) |
100.00 |
| Tagus - Retail & Services Investments B.V. | Business portfolio management and financial services | Amsterdam (Holland) |
100.00 |
| Warta - Retail & Services Investments B.V. | Business portfolio management and financial services | Amsterdam (Holland) |
100.00 |
| Desimo, Lda. | Real estate management and administration and trademarks | Lisbon | 100.00 |
| Friedman - Sociedade Investimentos Mobiliários e Imobiliários, Lda. | Provision of services in the economic and accounting area | Funchal | 100.00 |
| Jerónimo Martins Inovação, S.A. | Other business and management consultancy activities | Lisbon | 100.00 |
| Trade Wings, S.A. | Renting of air transport equipment | Lisbon | 100.00 |
| Jerónimo Martins - Restauração e Serviços, S.A. | Coffee shops | Lisbon | 100.00 |
| Hussel Ibéria - Chocolates e Confeitaria, S.A. | Retail sale of chocolates, confectionery and similar products | Lisbon | 51.00 |
| Jeronimo Martins Colombia S.A.S. | Trading and distribution of consumer goods | Bogotá (Colombia) |
100.00 |
| Jerónimo Martins – Agro-Alimentar, S.A. | Other business support service activities | Lisbon | 100.00 |
| Best-Farmer – Actividades Agro-Pecuárias, S.A. | Growing of crops and animal farming | Lisbon | 100.00 |
| Terra Alegre Lacticínios, S.A. | Manufacture of milk and dairy products | Portalegre | 100.00 |
| Seaculture - Aquicultura, S.A. | Saline brackish waters aquaculture | Lisbon | 100.00 |
| Outro Chão - Agricultura Biológica, Lda. | Wholesale of fruit and vegetables | Lisbon | 80.00 |
| Mediterranean Aquafarm S.A. | Saline brackish waters aquaculture | Saidia (Morocco) |
66.68 |
| Ovinos da Tapada - Agropecuária, Lda | Animal farming | Fundão | 100.00 |
| JMR - Gestão de Empresas de Retalho, SGPS, S.A. | Business portfolio management in the area of retail distribution |
Lisbon | 51.00 |
| JMR - Prestação de Serviços para a Distribuição, S.A. | Retail management, consultancy and logistics | Lisbon | 51.00 |
| Pingo Doce - Distribuição Alimentar, S.A. | Retail sales in supermarkets | Lisbon | 51.00 |
| Imoretalho - Gestão de Imóveis, S.A. | Real estate management and administration | Lisbon | 51.00 |
| Escola de Formação Jerónimo Martins, S.A. | Training | Lisbon | 51.00 |
| Lidosol II - Distribuição de Produtos Alimentares, S.A. | Retail sales in supermarkets | Funchal | 51.00 |
| Lidinvest - Gestão de Imóveis, S.A. | Real estate management and administration | Funchal | 51.00 |
| Recheio, SGPS, S.A. | Business portfolio management in wholesale and retail distribution |
Lisbon | 100.00 |
| Recheio - Cash & Carry, S.A. | Wholesale of food and consumer goods | Lisbon | 100.00 |
| Imocash - Imobiliário de Distribuição, S.A. | Real estate management and administration | Lisbon | 100.00 |
| Larantigo - Sociedade de Construções, S.A. | Real estate purchase and sale | Lisbon | 100.00 |
| Masterchef, S.A. | Retail sales and/or wholesale of food or non-food products | Lisbon | 100.00 |
| Recheio Masterchef, Lda. | Wholesale of other food products | Lisbon | 100.00 |
| João Gomes Camacho, S.A. | Wholesale of food and consumer goods | Funchal | 100.00 |
| Santa Maria Manuela Turismo, S.A. | Sea passenger water transport | Lisbon | 100.00 |
| Alfrarent - Imobiliária e Serviços, S.A. | Sea passenger water transport | Lisbon | 100.00 |
| Jeronimo Martins Polska S.A. | Retail and wholesale of food and consumer goods | Kostrzyn (Poland) |
100.00 |
| JM Nieruchomości Bis sp. z o.o. | Real estate management and administration | Kostrzyn (Poland) |
100.00 |
| Jeronimo Martins Drogerie i Farmacja Sp. z o.o. | Retail sale of health and beauty products | Kostrzyn (Poland) |
100.00 |
In April 2022 Trade Wings, S.A. was constituted with a 100% JMH participation.
In November 2022 Imocash – Imobiliário de Distribuição, S.A. acquired a 100% stake of the Company Alfrarent – Imobiliária e Serviços, S.A..
In November, Jerónimo Martins Agro-Alimentar, S.A. acquired an additional 20% stake of the Company Ovinos da Tapada – Agropecuária, Lda., thus becoming the holder of 100% of the referred company.
26. Financial information on subsidiaries with material non-controlling interests
The non-controlling interests as at 31 December 2022 were €254 million (2021: €254 million), relating almost entirely to JMR Group (Portugal Retail segment – see note 3), where Ahold Delhaize Group holds a stake c. 49%.
The Financial Statements of this business unit, fully consolidated, include the following amounts related to assets, liabilities and earnings:
| 2022 | 2021 | |
|---|---|---|
| Non-current assets | 1,947 | 1,840 |
| Current assets | 539 | 403 |
| Non-current liabilities | (460) | (421) |
| Current liabilities | (1,509) | (1,305) |
| Total shareholders equity | 517 | 516 |
| Sales and services rendered | 5,038 | 4,462 |
| Net profit | 36 | 45 |
| Total comprehensive income | 36 | 45 |
27. Interests in joint ventures and associates
Set out below are the joint ventures and associates of the Group, consolidated by the equity method:
| Company | Business area | % Owned | |
|---|---|---|---|
| Finançor Distribuição Alimentar, Lda. | Retail sale in supermarkets | Ponta Delgada | 20.00 |
| Finançor Cash & Carry, Lda. | Wholesale of food and consumer goods | Ponta Delgada | 20.00 |
| Marismar - Aquicultura Marinha, Lda. | Saline brackish waters aquaculture | Funchal | 50.00 |
| Tastyfruits, Lda. | Farming of crops | Lisboa | 50.00 |
28. Financial risk
The Group is exposed to several financial risks, namely: i. price risk, which includes interest, exchange rate and energy price risks; ii. transactional risk, which includes credit and liquidity risk; and iii. the risk arising from the Group's investments portfolio, which covers various economic and financial risks such as interest rate, credit, foreign exchange or inflation, as well as political and fiscal.
The management of these risks is focused on the unpredictable nature of the financial markets and aims to minimize its adverse effects on the Group's financial performance.
Certain types of exposure are managed using financial derivative instruments.
The activity in this area is carried out by the Financial Operations Department. It is responsible, with the cooperation of the financial areas of the Group's companies, for identifying and assessing risks and for executing the hedging of financial risks, following guidelines set out in the Financial Risk Management Policy.
Every quarter, reports on compliance with the Financial Risk Management Policy are presented to and discussed with the Audit Committee.
Due to the impacts of the war in Ukraine and of the pandemic caused by SARS-CoV-2 virus and the measurements adopted by governments, companies and individuals to mitigate the spread of the virus, the Group financial risks were impacted, these effects being highlighted below.
28.1. Pricing risk
28.1.1. Foreign exchange risk
The main source of exposure to foreign exchange risk comes from the Group operations in Poland and in Colombia.
In addition to this exposure, within the scope of the commercial activities of its subsidiaries, the Group acquires merchandise denominated in foreign currency, mainly zloty and US dollars for the Polish operations, and euros and US dollars for the Portuguese and the Colombian operations. In general, these transactions are very short dated. Exchange rate risks associated with imports are covered by forward purchases of the currency of payment.
The Management of the operational Companies' exchange rate risk is centralised in the Group's Financial Operations Department. Whenever possible, exposure is managed through natural hedges, namely through loans denominated in local currency. When this is not possible, hedging structures are contracted using instruments such as swaps, forwards or options.
The Group's exposure to foreign exchange risk in financial instruments recognised as at 31 December 2022, was as follows:
| As at 31 December 2022 | Euro | Zloty | Colombian peso |
US dollar | Total |
|---|---|---|---|---|---|
| Assets | |||||
| Cash and cash equivalents | 619 | 1,104 | 58 | 1,781 | |
| Other financial investments | 17 | ‐ | ‐ | 17 | |
| Trade debtors and deferred costs | 85 | 458 | 23 | 566 | |
| Derivative financial instruments | 2 | ‐ | ‐ | 0 | 2 |
| Total financial assets | 723 | 1,562 | 81 | 0 | 2,367 |
| Liabilities | |||||
| Borrowings | (0) | 149 | 316 | 6 | 470 |
| Lease liabilities | 539 | 1,778 | 361 | 2,678 | |
| Derivative financial instruments | 6 | 9 | ‐ | 0 | 14 |
| Trade creditors, accrued costs and deferred income | 1,442 | 3,630 | 329 | 5,401 | |
| Total financial liabilities | 1,987 | 5,566 | 1,006 | 6 | 8,564 |
| Net financial position in the balance sheet | (1,264) | (4,003) | (924) | (6) | (6,197) |
| As at 31 December 2021 | |||||
| Total financial assets | 647 | 1,242 | 63 | 0 | 1,951 |
| Total financial liabilities | 1,662 | 4,763 | 815 | 0 | 7,240 |
| Net financial position in the balance sheet | (1,015) | (3,522) | (752) | 0 | (5,289) |
Considering the net position of the financial assets and liabilities on the balance sheet at 31 December 2022, a depreciation of the zloty against the euro of around 10% would have a positive impact of €383 million on the equity's currency translation reserves (in 31 December 2020: a positive impact of €337 million). Regarding the Colombian peso, a depreciation against the euro of 10% would have a positive impact on the equity's currency translation reserves of €84 million (in 31 December 2022: a positive impact of €68 million).
Considering the net financial assets related with operating activities that some Group subsidiaries hold in currencies other than their functional currency, a 10% depreciation of the exchange rate would have a negative impact on the results of €42 million.
Considering the total net assets (financial and non-financial) to which the Group is exposed to in zloty and colombian peso, the effect of a 10% depreciation of these currencies would have a negative impact of €136 million in total equity (in 31 December 2021: a negative impact of €131 million).
In 2022, the zloty recorded an average annual exchange rate of 4.6883 against the euro, determined by weighting the turnover of the Group's companies operating in this currency, a depreciation of 2.7% compared to 4.5662 in 2021. This depreciation was due to multiple political and economic factors, the effects of which are expected to last throughout 2023. As a result, depreciation of the zloty is likely to continue, albeit amidst extreme uncertainty.
The colombian peso recorded an average annual exchange rate of 4,479 against the euro, determined by weighting the turnover of the Group's companies operating in this currency, a depreciation of 1.0% against the 4,434 of 2021, explained by low reference interest rates, weaknesses in the Colombian economy and by an increase in the deficit and sovereign debt.
| Currency | 2022 | 2021 | annual average value of the currency |
||
|---|---|---|---|---|---|
| Polish zloty (PLN) | PLN/EUR | 4.6883 | 4.5622 | -2.7% | |
| Colombian peso (COP) | COP/EUR | 4,479.60 | 4,434.33 | -1.0% |
28.1.2. Interest rate risk (cash flow and fair value)
All financial liabilities are directly or indirectly indexed to a reference interest rate, which exposes the Group to cash flow risk. A given portion of this risk is hedged through interest rate swaps, thus the Group is also exposed to fair value risk.
Exposure to interest rate risk is monitored continuously. In addition, to evaluate future interest costs based on forward rates, sensitivity tests to variations in the interest rate level are performed. The Group is essentially exposed to interest rate curves of the euro, the zloty, and to the colombian peso.
The sensitivity analysis is based on the following assumptions:
- Changes in market interest rates affect interest gains and losses on financial instruments, traded at variable interest rates;
- Changes in market interest rates only affect gains and losses in interest on financial instruments with fixed interest rates if these are recognised at fair value;
- Changes in market interest rates affect the fair value of derivative financial instruments and other financial assets and liabilities;
- Changes in the fair value of derivative financial instruments and other financial assets and liabilities are estimated by discounting future cash flows from current net values, using the market rates at the valuation date.
For each analysis, whatever the currency, the same changes to the yield curves are used. The analyses are carried out for the net debt, meaning deposits and short-term investments with financial institutions and derivative financial instruments are deducted. Simulations are performed based on net debt values and the fair value of derivative financial instruments as of the reference dates, and the respective change in the interest rate curves.
Based on the simulations performed at 31 December 2022, and excluding the effect of interest rate derivatives, a rise of 50 b.p. in interest rates, with everything else remaining constant, would have a positive impact of €6 million (2021: positive in €5 million). These simulations are carried out once a quarter, but are reviewed whenever there are relevant changes, such as debt issuance, debt repayment or restructuring, significant variations in reference rates and in the slope of the interest rate curve.
Interest rate risk is managed through operations involving financial derivatives contracted at zero cost at the initial moment.
28.1.3. Energy price risk
Within the scope of its activity, the Group is exposed to energy prices fluctuation, since its electricity supply contracts are indexed to spot market prices, exposing the Group to the risk of variability in cash flows. Regularly the Group analyses the evolution of the energy price, in all the geographies where it operates, and when market conditions allow it, tries to fix, for more or less long periods, the energy price with its suppliers, as a way to mitigate the respective risk.
Additionally, as described in note 11, it was signed a financial settlement agreement was signed on the energy price covering part of the Group needs. As at 31 December 2022, the negative fair value of the contract was €5.4 million.
Based on the simulations carried out on 31 December 2022, a 5% increase/decrease (parallel shift of the price curve) in the electricity price would have a positive/negative impact, keeping everything else constant, of about €3.3 million.
28.2. Transactional risk
28.2.1. Credit risk
The Group manages centrally its exposure to credit risk on bank deposits, short-term investments and derivatives contracted with financial institutions. The Financial Departments of the business units are responsible for the management of credit risk on its customers and other debtors.
The financial institutions that the Group chooses to do business with are selected based on the ratings they receive from one of the independent benchmark rating agencies. Apart from the existence of a minimum accepted rating, there is also a maximum exposure to each of these financial institutions.
In each Company the bank that collects the deposits from stores may have a lower rating than the one defined in the general policy, although the maximum exposure does not exceed two days of sales of the operating company.
The following table shows a summary of the credit quality on bank deposits and short-term investments and derivative financial instruments with positive fair value, as at 31 December 2022 and 2021:
| Financial institutions | Rating | Balance | ||
|---|---|---|---|---|
| 2022 | 2021 | |||
| Standard & Poor's | [A+ : AA] | 175 | 86 | |
| Standard & Poor's | [BBB+ : A] | 256 | 106 | |
| Standard & Poor's | [BB+ : BBB] | 346 | 477 | |
| Standard & Poor's | [BB] | 60 | 54 | |
| Moody's | [A2 : A1] | 277 | - | |
| Moody's | [Caa1:Baa1] | 1 | 1 | |
| Moody's | P -1 | ‐ | 143 | |
| Fitch | [A- : A+] | 474 | 491 | |
| Fitch | [BBB- : BBB+] | 154 | 145 | |
| Fitch | [B- : BB+] | 21 | 1 | |
| Not available | 37 | 21 | ||
| Total | 1,800 | 1,524 |
The ratings shown correspond to the notations given by Standard & Poor's. When these are not available Moody's or Fitch notations are used instead.
With regard to customers, the risk is mainly limited to Cash & Carry business, since the other businesses operate based on sales paid with cash or bank cards (debit and credit). This risk is managed based on experience and individual customer knowledge, as well as through credit insurance and by imposing credit limits which are monitored on a monthly basis and reviewed annually by Internal Audit. In addition, the Company uses credit insurance to mitigate the associated risk.
The following table shows an analysis of the credit quality of the amounts receivable from customers and other debtors without non-payment or impairment:
| Credit quality of the financial assets | ||
|---|---|---|
| 2022 | 2021 | |
| New customer balances (less than six months) | 2 | 1 |
| Balances of customers without a history of non-payment | 57 | 45 |
| Balances of customers with a history of non-payment | 7 | 7 |
| Balances of other debtors with the provision of guarantees | 20 | 4 |
| Balances of other debtors without the provision of guarantees | 142 | 168 |
| Total | 228 | 225 |
The following table shows an analysis of the concentration of credit risk from amounts receivable from customers and other debtors, taking into account its exposure for the Group:
| Concentration of the credit risk from the financial assets | ||||
|---|---|---|---|---|
| 2022 | 2021 | |||
| No. | Balance | No. | Balance | |
| Customers with a balance above €1,000 thousand | 4 | 12 | 4 | 7 |
| Customers with a balance between €250 thousand and €1,000 thousand | 30 | 11 | 22 | 9 |
| Customers with a balance below €250 thousand | 8,251 | 44 | 7,986 | 36 |
| Other debtors with a balance above €250 thousand | 156 | 109 | 44 | 117 |
| Other debtors with a balance below €250 thousand | 3,103 | 52 | 3,588 | 55 |
| 11,544 | 228 | 11,644 | 225 |
The maximum exposure to credit risk as at 31 December 2022 and 2021 is the financial assets carrying value.
28.2.2. Liquidity risk
Liquidity risk is managed by maintaining an adequate level of cash or cash equivalents, as well as by negotiating credit limits that not only ensure the regular development of the Group' activities, but that also ensure some flexibility to be able to absorb shocks unrelated to Group activities.
Treasury needs are managed based on short-term planning, executed on a daily basis, which derives from the annual plans that are reviewed regularly during the year.
The Group does not have any material financing agreement with the suppliers in its supply chain, so no liability relating to financing obtained from suppliers is recognised.
The following table shows the Group' liabilities by intervals of contractual residual maturity. The amounts shown in the table are the non-discounted contractual cash flow. In addition, it should be noted that all the derivative financial instruments that the Group contracts are settled at net value.
Exposure to liquidity risk
| 2022 | Less than 1 year |
Between 1 and 5 years |
More than 5 years |
|---|---|---|---|
| Borrowings | |||
| Other loans | 258 | 217 | 43 |
| Derivative financial instruments | (5) | (8) | 27 |
| Creditors | 4,998 | ‐ | ‐ |
| Lease liabilities | 468 | 1,468 | 2,111 |
| Total | 5,719 | 1,677 | 2,181 |
| 2021 | Less than 1 year |
Between 1 and 5 years |
More than 5 years |
|
|---|---|---|---|---|
| Borrowings | ||||
| Other loans | 129 | 302 | 75 | |
| Creditors | 4,049 | ‐ | ‐ | |
| Lease liabilities | 425 | 1,325 | 1,860 | |
| Total | 4,603 | 1,627 | 1,935 |
The Group has entered into some covenants in its loan agreements for the medium and long-term debt in place.
These covenants include:
- Limitation on the disposal and pledge of assets above a certain amount;
- Limitation on mergers and/or demergers when these imply the reduction of assets in the consolidation perimeter;
- Change of control clause;
- A limit on the ratios of Net Debt/EBITDA, calculated in accordance with the pre-IFRS 16 accounting standards;
- Fulfilment of social and environmental standards.
In some cases, the breach of these covenants may trigger the early redemption of the associated debt. At the end of December 2022, the Group was in full compliance with the covenants assumed on the debt loans in place.
Throughout the year the Group maintains liquidity reserves in the form of credit lines contracted with the financial institutions with which it relates, in order to ensure the ability to meet its commitments, without having to finance itself under unfavourable conditions. Thus, on 31 December 2022, the Group has contracted credit lines that were not being used in the total amount of €741 million.
In addition, the Group had, at 31 December 2022, a liquidity reserve consisting of cash and cash equivalents in the amount of €1,781 million.
This way, despite the effects of the war in Ukraine in its activity, the Group expects to satisfy all its treasury needs with the use of operating activity flows and liquidity reserves, and if eventually necessary, using the existing available credit lines.
28.2.3. Capital risk management
The Group seeks to keep its capital structure at appropriate levels so that it not only ensures the continuity and development of its activity, but also to provide adequate returns to its shareholders and to optimise the cost of capital.
Balance of the capital structure is monitored based on the financial leverage ratio (Gearing), calculated according to the following formula: Net debt/Shareholder Funds and by the ratio Net debt/EBITDA. The Board of Directors established a target for the Gearing ratio below 100%, consistent with an investment grade rating, and a ratio Net debt/EBITDA below 3.
The Gearing ratios as at 31 December 2022 and 2021, calculated without the effect of adopting the IFRS 16 standard, as analysed by the Group's Management, were as follows:
| 2022 | 2021 | |
|---|---|---|
| Capital invested | 1,501 | 1,611 |
| Net debt | (1,236) | (1,046) |
| Shareholder´s funds | 2,737 | 2,657 |
| Gearing* | n.a. | n.a. |
| EBITDA | 1,419 | 1,175 |
| Net debt / EBITDA | (0.9) | (0.9) |
*At 31 December 2020 and 2021 the net debt was positive.
29. Information on environmental matters
Detailed information about the vision followed by the Group in combating climate change can be found in the Corporate Responsibility in Value Creation, Chapter 5.
30. Additional information required by law
In accordance with article 508-F of the Portuguese Commercial Companies Code, we hereby inform the following:
- a) In addition to all operations described in the notes above, as well as in the Management's Report, there are no other operations considered relevant that are not already contained either in the balance sheet or its annex;
- b) The total remuneration paid to the External Auditor and Statutory Auditor in 2022 was €949 thousand, of which €891 thousand correspond to statutory audit of the accounts, while the remaining €58 thousand, are
related to human resources support services, limited assurance services on sustainability indicators and Agreed upon procedures and Reasonable and Limited Assurance services over the Recovery and Resilience Plan (PRR) Agendas application process;
c) Note 24 of the Notes to the Consolidated Financial Statements includes all the related parties disclosures, in accordance with the International Accounting Standards.
31. Events after the balance sheet date
✓ Accounting policies
Where events occur after the balance sheet date that provide evidence of conditions that existed at the end of the reporting period, the impact of these events is adjusted within the Financial Statements. Otherwise, events after the balance sheet date of a material size or nature are disclosed below.
At the conclusion of this Report there were no relevant events to highlight that are not disclosed in the Financial Statements.
Lisbon, 21 March 2023
The Certified Accountant The Board of Directors
2. Statement of Board of Directors
Statement of the Board of Directors
Within the terms of paragraph c), number 1 of article 29-G of the Portuguese Securities Code, the members of the Board of Directors, identified below, declare that to the best of their knowledge:
- i) the information contained in the management report, the annual accounts, the Auditors' Report and all other accounting documentation required by law or regulation, was produced in compliance with the applicable accounting standards and gives a true and fair view of the assets and liabilities, the financial position and the results of Jerónimo Martins, SGPS, S.A. and the companies included in the consolidation perimeter; and
- ii) the Management report is a faithful statement of the evolution of the businesses, of the performance and of the position of Jerónimo Martins, SGPS, S.A. and the companies included within the consolidation perimeter, and contains a description of the main risks and uncertainties which they face.
Lisbon, 21 March 2023
Pedro Manuel de Castro Soares dos Santos (Chairman of the Board of Directors and Chief Executive Officer)
Andrzej Szlezak (Member of the Board of Directors)
António Pedro de Carvalho Viana-Baptista (Member of the Board of Directors)
Artur Stefan Kirsten (Member of the Board of Directors)
Clara Christina Streit (Member of the Board of Directors and Chairwoman of the Audit Committee)
Elizabeth Ann Bastoni (Member of the Board of Directors and Member of the Audit Committee)
Francisco Seixas da Costa (Member of the Board of Directors)
José Manuel da Silveira e Castro Soares dos Santos (Member of the Board of Directors)
María Ángela Holguín (Member of the Board of Directors)
Natalia Anna Olynec (Member of the Board of Directors)
Sérgio Tavares Rebelo (Member of the Board of Directors and Member of the Audit Committee)

Ernst & Young Audit & Associados - SROC, S.A. Avenida da República, 90-6º 1600-206 Lisboa Portugal
Tel: +351 217 912 000 Fax: +351 217 957 586 www.ey.com
(Translation from the original document in the Portuguese language. In event of doubt, the Portuguese version prevails)
Statutory and Auditor's Report
REPORT ON THE AUDIT OF THE CONSOLIDATED FINANCIAL STATEMENTS
Opinion
We have audited the accompanying consolidated financial statements of Jerónimo Martins, S.G.P.S., S.A. (the Group), which comprise the Consolidated Balance Sheet as at 31 December 2022 (showing a total of 11.845 million euros and total equity of 2.585 million euros, including a net profit attributable to the equity holders of the company, as mother of the group of 590 million euros), the Consolidated Income Statement by Functions, the Consolidated Statement of Comprehensive Income, the Consolidated Statement of Changes in Shareholders' Equity and the Consolidated Cash Flow Statement for the year then ended, and notes to the consolidated financial statements, including a summary of significant accounting policies.
In our opinion, the accompanying consolidated financial statements give a true and fair view, in all material respects, of the consolidated financial position of Jerónimo Martins, S.G.P.S., S.A. as at 31 December 2022, and of its consolidated financial performance and cash flows for the year then ended in accordance with International Financial Reporting Standards as endorsed by the European Union.
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (ISAs) and other technical and ethical standards and guidelines as issued by the Institute of Statutory Auditors. Our responsibilities under those standards are further described in the "Auditor's responsibilities for the audit of the consolidated financial statements" section below. We are independent of the entities comprising the Group in accordance with the law and we have fulfilled other ethical requirements in accordance with the Institute of Statutory Auditors´ code of ethics.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Key audit matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the consolidated financial statements of the current period. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.
The key audit matters in the current year audit are the following:
1. IFRS 16 – Right of Use Valuation
| Description of the most significant assessed risks of material misstatement |
Summary of our response to the most significant assessed risks of material misstatement |
|---|---|
| As of 31 December 2022, Right of Use and | Our audit procedures included: |
| Lease Liabilities presented in the consolidated |
financial statements amounts to 2.526 million euros and 2.678 million euros respectively, mainly related to lease agreements of stores and warehouses with different terms and various extension or termination options.
The calculation of the Right of Use and Lease Liabilities in the new contracts and in the renegotiations of the existing contracts
► Understanding and evaluation of the procedures performed
by the Group related to IFRS 16;
► Implementation of specific audit procedures to assess the operational effectiveness of the controls identified as relevant, highlighting: i) identification of lease agreements; ii) recognition of the right of use and its lease liabilities and iii) validation of key controls throughout the process;
Sociedade Anónima - Capital Social 1.340.000 euros - Inscrição n.º 178 na Ordem dos Revisores Oficiais de Contas - Inscrição N.º 20161480 na Comissão do Mercado de Valores Mobiliários Contribuinte N.º 505 988 283 - C. R. Comercial de Lisboa sob o mesmo número – Sede: Av. da República, 90 – 6.º - 1600-206 Lisboa A member firm of Ernst & Young Global Limited

Description of the most significant assessed risks of material misstatement
contains a significant set of judgments from the Management, namely the lease term and the discount rate. Given the abovementioned, we consider this issue to be a Key Audit Matter.
Summary of our response to the most significant assessed risks of material misstatement
- ► Review of the Management assumptions, used in the assessment of lease contracts, including the assessment of assumptions such as the lease term, identification of the rights of use and the renewal/termination options;
- ► Execution, for a sample of contracts, test of detail to conclude on the accuracy of the data collected for each selected lease;
- ► Obtaining the complete list of lease agreements to perform tests on the completeness of the information used by Management;
- ► Recalculation, for a sample of contracts, of the Rights of use and the correspondent Lease liabilities; and
- ► Verification, for a sample of contracts, the proper application of the practical expedient regarding discounts on rents from lease agreements and re-performance of the impact in the income statement.
Our audit procedures also included a review of the disclosures presented in the consolidated financial statements (note 2.6 and note 10) taking into account the applicable accounting standards.
2. Owned stores (fixed assets) and leased stores (right-of-use) valuation
| Description of the most significant assessed risks of material misstatement |
Summary of our response to the most significant assessed risks of material misstatement |
|
|---|---|---|
| The Group operates a significant number of stores in three different countries: Portugal, Poland and Colombia. |
Our audit procedures included: | |
| Understanding, evaluating and testing controls over the fixed ► assets and right of use processes; |
||
| The carrying value of stores, including related |
assets and right of use, are important to our audit due to the material amount of those assets (more than 5.782 million euros as at 31 December 2022), as well as the judgment involved in the identification of any impairment triggers and subsequent assessments of the recoverability of the invested amounts.
Management annually assesses whether there are triggering events indicating potential impairment focusing on future store performance, which is dependent on external factors, namely store traffic, basket size, the competitive landscape and in the current economic outlook impacted by the Ukraine War by considering the future cash-flows for the stores in the different geographies where the Group operates.
► Evaluating the Group's policies and procedures to identify triggering events for potential impairment of assets related to underperforming stores by assessing Management's review of the financial performance on a Cash Generating Unit (CGU) basis;
- ► Obtaining Management's assumptions for impairment analyses and validating them by comparison to the forecasts prepared by external market analysts and long term strategic plans that were approved by Management, which include worse outlooks when compared to previous years, as well as historic trend analyses to determine Management's ability to reliably estimate such assumptions, including the discount rate calculated by the Group;
- ► Use of specialized professionals to validate the significant assumptions underlying the stores impairment test models, namely the discount rate and growth rate applied to cash flows in perpetuity;

| Performing, for a sample of CGUs, the re-execution of the ► use to the carrying amount; Obtaining sensitivity analysis presented by the group, and ► testing the variation of the most significant assumptions, such as the discount rate, or the perpetuity growth rate. |
Description of the most significant assessed risks of material misstatement |
Summary of our response to the most significant assessed risks of material misstatement |
|---|---|---|
| presented in the consolidated financial statements. | calculation of impairment testing and comparing the value in Our audit procedures also included a review of the disclosures |
3. Recognition of Supplementary Gains / Vendor Allowance
| Description of the most significant assessed | Summary of our response to the most significant assessed risks of |
|---|---|
| risks of material misstatement | material misstatement |
The Group receives various types of vendor allowances (or "supplementary gains"), which are included in cost of sales as disclosed in notes 4, 13 e 14 to the consolidated financial statements. These allowances are associated with supply contracts with vendors and take various forms of credits and discounts. Such discounts obtained from contracts with suppliers should be considered as a component of the cost of the inventory and should be recognized in the income statement when the products are sold (according to IAS 2 – Inventories).
The amounts to be deducted from the cost of sales depends on the quantities of products included in the vendor agreement which, at the date of the balance sheet, have already been sold. As the process of calculation and accounting for some material discounts involves manual processes which are more susceptible to the occurrence of errors in the consolidated financial statements, we consider this a key audit matter.
Our audit procedures included:
- ► Understanding, evaluating and performing control testing over the vendor allowances process;
- ► Understanding and performing tests on the system interface between the accounting system and the commercial system used to control the supplementary gains;
- ► Testing, for a sample of supplementary gains contracts, the accuracy of the key inputs in the system for the contracts and re-performing the amounts recorded;
- ► Performing analyses of the suppliers debtor balances, namely through the validation of credit notes issued subsequently and assessment of impairment indicators;
- ► External confirmation for a sample of suppliers;
- ► Obtaining evidence, for the most significant manual adjustments, to support the amount accounted for and the correctness of the period in which these were recorded;
- ► Performing detailed analytical procedures, namely monthly review, prior year review, ratio analysis to sales and ratios analyses to purchases of the vendor allowances; and
- ► Performing year-end cut-off procedures to determine whether amounts were recorded in the correct accounting period.
We have also verified the adequacy of the disclosures presented in the consolidated financial statements.

4. Tax and legal litigations and contingencies
Description of the most significant assessed risks of material misstatement
The risk of tax matters and current disputes with the tax and competition authorities are monitored constantly by both Group's Management and Audit Committee. Based on the opinion expressed by the Group's lawyers and tax advisors, on the opinion from external lawyers, and according to Management's judgment, all disagreements with tax authorities are recognized as liabilities or disclosed as a contingent liability in accordance with IAS 37 (Provisions, contingent liabilities and contingent assets) in the consolidated financial statements.
As disclosed in note 23, during the financial year 2022, 2021 and 2020, the competition authority issued fines to Pingo Doce and Jerónimo Martins Polska in the amount of 187 Million Euros and 198 Million Euros respectively.
The Group disclosed a risk that arose from the State Budgets of 2016, 2017, 2018 and 2019, related to the taxation of gains from previous years that derived from internal transactions, for which liquidations from the tax authorities are totaling 131 million euros. The total amount of tax contingencies, net of provisions and payments under special tax regimes amount to approximately 195 million euros at 31 December 2022.
This topic is a key audit matter for our audit considering the complexity and the degree of judgment inherent to these tax matters, as well as the level of uncertainty associated with the final outcome.
Summary of our response to the most significant assessed risks of material misstatement
Our audit procedures included:
- ► Understanding and evaluating the monitoring processes over tax and legal litigations and claims;
- ► Obtaining, in response to our request for detailed information on the ongoing proceedings, the understanding of the Group external lawyers regarding the main tax and legal issues;
- ► Reviewing the minutes of meetings and performing inquiries of management, legal department and tax department for the most significant legal and tax claims and litigations;
- ► Performing external confirmation procedures with advisors representing the Group on the tax and legal matters; and
- ► We have been supported in our analysis on the ongoing tax and legal disputes by internal tax and legal specialists.
We have also verified the adequacy of the disclosures presented in the consolidated financial statements.

Responsibilities of management and the Audit Committee for the consolidated financial statements
Management is responsible for:
- ► the preparation of consolidated financial statements that presents a true and fair view of the Group´s financial position, financial performance and cash flows in accordance with International Financial Reporting Standards (IFRS) as endorsed by the European Union;
- ► the preparation of the Management Report, the Corporate Governance Report, non-financial information and remunerations report, in accordance with the laws and regulations;
- ► designing and maintaining an appropriate internal control system to enable the preparation of the consolidated financial statements that are free from material misstatement, whether due to fraud or error;
- ► the adoption of accounting policies and principles appropriate in the circumstances; and
- ► assessing the Group's ability to continue as a going concern, and disclosing, as applicable, matters related to going concern that may cast significant doubt on the Group´s ability to continue as a going concern.
The Audit Committee is responsible for overseeing the Group's financial reporting process.
Auditor's responsibilities for the audit of the consolidated financial statements
Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.
As part of an audit in accordance with ISAs, we exercise professional judgment and maintain professional scepticism throughout the audit. We also:
- ► identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control;
- ► obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Group's internal control;
- ► evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management;
- ► conclude on the appropriateness of management's use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Group 's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the Group to cease to continue as a going concern;
- ► evaluate the overall presentation, structure and content of the consolidated financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation;
- ► obtain sufficient and appropriate audit evidence regarding the financial information of the entities or business activities within the Group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion;

- ► communicate with those charged with governance, including the Audit Committee, regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit;
- ► from the matters communicated to those charged with governance, including the Audit Committee, we determine those matters that were of most significance in the audit of the consolidated financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor's report unless law or regulation precludes public disclosure about the matter; and
- ► we also provide the Audit Committee with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, the actions taken to eliminate threats or related safeguards used.
Our responsibility includes the verification of the consistency of the Management Report with the consolidated financial statements, and the verifications under Nº 4 and Nº 5 of article 451 of the Commercial Companies Code regarding corporate governance matters and the verification that the non-financial information and remunerations report was presented.
REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS
On the Management Report
Pursuant to article 451, Nº 3, paragraph e) of the Commercial Companies Code, it is our opinion that the Management Report was prepared in accordance with the applicable legal and regulatory requirements and the information contained therein is consistent with the audited consolidated financial statements and, having regard to our knowledge and assessment over the Group, we have not identified any material misstatement.
Pursuant to article 451, paragraph 7 of the Companies Code, this opinion is not applicable to the non-financial statement included in the Management Report.
On the Corporate Governance Report
Pursuant to article 451, Nº 4 of the Commercial Companies Code, in our opinion, the Corporate Governance Report includes the information required to the Group to provide as per article 29-H of the Securities Code, and we have not identified material misstatements on the information provided therein in compliance with Nº 1, paragraphs c), d), f), h), i) and l) of the said article.
On the consolidated non-financial information
Pursuant to article 451, Nº 6 of the Commercial Companies Code, we inform that the Group has included a separate statement from the Management Report related to the consolidated non-financial information as set out in article 508-G of the Commercial Companies Code, which has been disclosed together with the Management report.
On the remunerations report
Pursuant to article 26-G, Nº 6 of the of the Securities Code, we inform that the Group has included in the Corporate Governance Report, on a separate chapter, the information provided in compliance with nº2 of the said article.

On additional items set out in article 10 of the Regulation (EU) nr. 537/2014
Pursuant to article 10 of the Regulation (EU) Nº 537/2014 of the European Parliament and of the Council, of 16 April 2014, and in addition to the key audit matters mentioned above, we also report the following:
- ► We were appointed as auditors of the Jerónimo Martins, S.G.P.S., S.A. (Group´s Parent Entity) for the first time at the shareholders' general meeting held on 6 April 2017 for the mandate from 2017 to 2018. We were appointed for a second term for the mandate from 2019 to 2021 at the shareholders' general meeting held on 11 April 2019. At the shareholders' general meeting held on 21 April 2022 we were reappointed for a third term for mandate from 2022 to 2024;
- ► Management has confirmed that they are not aware of any fraud or suspicion of fraud having occurred with a material effect on the financial statements. In planning and executing our audit in accordance with ISAs we maintained professional skepticism and we designed audit procedures to respond to the possibility of material misstatement in the consolidated financial statements due to fraud. As a result of our work we have not identified any material misstatement to the consolidated financial statements due to fraud;
- ► We confirm that our audit opinion is consistent with the additional report that we have prepared and delivered to the Audit Committee of the Group on 20 March 2023; and
- ► We declare that we have not provided any prohibited services as described in article 5 of the Regulation (EU) Nº 537/2014 of the European Parliament and of the Council, of 16 April 2014, and we have remained independent of the Group in conducting the audit.
European Single Electronic Format (ESEF)
The consolidated financial statements of the Jerónimo Martins, S.G.P.S., S.A. for the year ended 31 of December 2022 must comply with the applicable requirements set out in the Commission Delegated Regulation (EU) 2019/815 of 17 December 2018 (ESEF Regulation).
Management is responsible for preparing and disclosing the annual report in accordance with the ESEF Regulation.
Our responsibility is to obtain reasonable assurance about whether the consolidated financial statements, included in the annual report, are presented in accordance with the requirements set out in the ESEF Regulation.
Our procedures considered the OROC Technical Application Guide on report in ESEF and included, among others:
- ► obtaining understanding of the financial reporting process, including the submission of the annual report in valid XHTML format; and
- ► the identification and evaluation of the risks of material distortion associated with the marking-up of the information of the financial statements, in XBRL format using iXBRL technology. This evaluation was based on the understanding of the process implemented by the Group to mark-up the information.
In our opinion, the consolidated financial statements included in the annual report are presented, in all material respects, in accordance with the requirements set out in the ESEF Regulation.
Lisbon, 23 March 2023
Ernst & Young Audit & Associados – SROC, S.A. Sociedade de Revisores Oficiais de Contas Represented by:
(Signed)
João Carlos Miguel Alves (ROC nº 896) Registered with the Portuguese Securities Market Commission under license Nº 20160515
4. Report and Opinion of the Audit Committee
Report and Opinion of the Audit Committee
Dear Shareholders,
In accordance with sub-paragraph g) of paragraph 1 of article 423-F of the Commercial Companies Code and with sub-paragraph a) of paragraph 3 of article 3 of Law 148/2015, of September 9th (that approved the Legal Framework on Audit Oversight), we herewith present our report on our supervisory activity and our opinion on the Jerónimo Martins, SGPS, S.A. management report, consolidated and individual accounts for the year ending December 31st , 2022, as well as on the proposals presented by the Board of Directors.
Supervisory activity
Throughout the year, this Committee monitored the management and evolution of the Company's businesses, in particular the impacts resulting from the uncertainty and instability originated with the invasion of Ukraine by the Russian Federation, as well as the remaining effects of the Covid-19 pandemic. In doing so, it held regular meetings with the Directors and Heads of the functional areas of the corporate centre, with the members of the Managing Committee, the Company Secretary and the Statutory Auditor (who also performs the duties as External Auditor), and in all cases received their full co-operation.
This Committee was given access to all corporate documentation that it considered relevant, in order to assess compliance with its regulations and with the applicable laws.
From the External Auditor and those responsible for preparing the Company's individual and consolidated financial information, with whom it met regularly, it obtained sufficient and necessary information to gauge the accuracy of the accounting documents, accounting policies and valuation criteria adopted by the Company. It thereby ensures that these correctly represent the results and the equity of the Company.
The Committee monitored, in particular, the development of legal and tax proceedings and litigation involving Group's companies, namely the several ongoing processes of the Competition Authorities in Portugal and Poland. The decisions in twelve cases so far resulted in the imposition of fines on Group's subsidiaries (of which four cases had fines imposed in 2022). The clarifications obtained from the Company's management teams, supported by the opinion of its lawyers and economic consultants, allowed this Committee to assess the contingencies to which the Group is exposed and the adequacy of existing provisions.
In compliance with the Financial Risk Management Policy, it monitored, in particular, the financing operations of the Colombian and Polish subsidiaries and the investment of cash surpluses. It also deliberated and advised on the hedging operations related with the dividend flows to be paid by its main subsidiary in Poland. It monitored the interest rate and exchange hedging operations, with the cooperation of the Financial Operations Department, and verified that the actions taken by the Company were adequate to comply with the policies issued by the respective Board of Directors.
The Committee continues to monitor the remaining effects of the Covid-19 pandemic in the geographies where the Group operates, having dedicated special attention to its impacts on the existing Group's internal control procedures for risk mitigation. It has obtained from several departments of the Company, namely those responsible for the Financial area, Internal Audit, Information Security and Risk Management, as well as from the representatives of the External Auditor, all information and clarifications requested. That allowed the Audit Committee to verify the continued adequacy and effectiveness of the internal control and risk management systems.
It closely monitored the work carried out by the Internal Audit Department, approving the necessary adjustments to the annual activity plan, according to the areas considered to be a priority. It also verified the conclusions of the reports on the work carried out, as well as the actions that the Company implemented as a result of the recommendations issued by this department and the Internal Control Committee, as well as those contained in the reports issued by the External Auditor. The Committee reviewed and approved the internal audit plan for 2023 as well as the necessary resources' allocation.
Risks associated with cybersecurity continued to grow, heightened by the geopolitical instability. The Audit Committee therefore maintained a close monitoring of activities in the Information Security area, namely the work carried out and the initiatives in governance, prevention, detection and recovery.
The Audit Committee approved and adopted its internal regulation regarding the selection and independence of the Statutory Auditor (ROC) and the provision of services other than auditing. The policy defines the criteria and selection process of the ROC, the communication methodology between the Company and the ROC, the monitoring procedures destined to ensure the independence, and non-audit services which may not be provided by the ROC.
It also followed, with the Statutory Auditor, the adaptation of the plan and procedures of external audit to accommodate the restrictions imposed to fight the Covid-19 pandemic. The Committee obtained the necessary comfort on the effectiveness of the adopted measures, the changes introduced to the work plans, as well as matters subject to reinforcement of audit procedures and their impact on the conclusions of the External Auditor's work. In the course of its supervisory activities and in the preparation of the closing of the 2022 accounts, the Audit Committee kept in mind the recommendations of several international bodies, reinforced in 2020 by a Circular issued by the Portuguese Securities Market Commission (CMVM).
It also monitored the evolution of issues raised by the Statutory Auditor, as well as the conclusions of the audit work that it carried out, which allowed the Auditor's Report being issued without any reservations. Within the scope of its responsibilities, the Audit Committee verified the independence and competence of the Company's Statutory Auditor in carrying out their functions.
It verified and approved all non-audit services provided by the firm of External Auditors to the Group's companies, ensuring that these services are not forbidden under applicable law and its regulation. It also guaranteed that the amounts paid for the services rendered in no way jeopardise the independence of the work carried out by the External Auditor nor do they affect the opinion of the Statutory Auditor. The Audit Committee also obtained confirmation that, other than the services requiring verification of the financial situation of the Company and its subsidiaries, namely those related with the Recovery and Resilience Plan (PRR) Agendas applications' process, no additional services were provided by the teams involved in the audit work.
The Committee followed the application of Law 50/2020, of August 25th , concerning the rights of shareholders of listed companies with regard to their long-term involvement, namely the transactions with related parties regime, having concluded that all identified transactions were carried out in the ordinary course of business and performed under market conditions.
It also verified that, under the terms of paragraph 5 of article 420 of the Commercial Companies Code, the Corporate Governance Report includes all the elements mentioned in article 29-H of the Portuguese Securities Code.
The elements mentioned above have allowed this Commission to contribute decisively to the integrity of the process of preparation and communication of the Company's financial information.
Opinion
Taking into account the information received from the Board of Directors, the Company's personnel and the conclusions outlined in the Report of the Auditors for Statutory and Stock Exchange Regulatory Purposes in Respect of the Individual and Consolidated Financial Information, we are of the opinion that: The Management Report should be approved;
The Individual and Consolidated Financial Statements should be approved; and The Board of Directors' results appropriation proposal should be approved.
Statement of Responsibility
In accordance with sub-paragraph c) of paragraph 1 of article 29-G of the Portuguese Securities Code, the members of the Audit Committee, identified below, declare that to the best of their knowledge:
The information contained in the Management Report, the Annual Accounts, the Auditors' Report and all other accounting documentation required by law or regulation, was produced in compliance with the applicable accounting standards and gives a true and fair view of the assets and liabilities, the financial position and the results of Jerónimo Martins, SGPS, S.A. and the companies included in the consolidation perimeter.
The Management Report is a faithful statement of the evolution of the businesses, the performance and position of Jerónimo Martins, SGPS, S.A. and of the companies included within the consolidation perimeter and contains a description of the main risks and uncertainties which they face.
Lisbon, March 24, 2023
Clara Christina Streit (Chairman of the Audit Committee)
Elizabeth Bastoni (Member)
Sérgio Tavares Rebelo (Member)
| INDIVIDUAL INCOME STATEMENT BY FUNCTIONS 133 | |
|---|---|
| INDIVIDUAL STATEMENT OF COMPREHENSIVE INCOME 133 | |
| INDIVIDUAL BALANCE SHEET 134 | |
| INDIVIDUAL STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY 135 | |
| INDIVIDUAL CASH FLOW STATEMENT 136 |
| 1. Activity 137 |
|---|
| 2. Accounting policies 137 |
| 3. Operating costs 140 |
| 4. Employees 141 |
| 5. Net financial costs 142 |
| 6. Taxes 142 |
| 7. Gains (losses) in subsidiaries 144 |
| 8. Gains (losses) in other investments 144 |
| 9. Tangible assets 144 |
| 10. Intangible assets 145 |
| 11. Leases 146 |
| 12. Investment properties 147 |
| 13. Investments in subsidiaries 147 |
| 14. Loans to subsidiaries 148 |
| 15. Trade debtors, accrued income and deferred costs 148 |
| 16. Cash and cash equivalents 148 |
| 17. Capital and reserves 148 |
| 18. Earnings per share 149 |
| 19. Borrowings 149 |
| 20. Provisions 150 |
| 21. Trade creditors, accrued costs and deferred income 150 |
| 22. Guarantees 150 |
| 23. Contingencies, contingent assets and contingent liabilities 150 |
| 24. Subsidiaries 151 |
| 25. Subsidiaries, joint ventures and associates – interests held directly and indirectly 151 |
| 26. Related parties 151 |
| 27. Financial risks 155 |
| 28. Additional information requested by law 156 |
| 29. Events after the balance sheet date 156 |
INDIVIDUAL INCOME STATEMENT BY FUNCTIONS
For the years ended 31 December 2022 and 2021
| Euro thousand | |||
|---|---|---|---|
| Notes | 2022 | 2021 | |
| Services rendered | 26 | 22,087 | 17,649 |
| Costs of services rendered | 3 | (20,275) | (16,110) |
| Gross profit | 1,812 | 1,539 | |
| Administrative costs | 3 | (41,235) | (29,009) |
| Other operating profits/losses | 3 | (47,411) | (39,683) |
| Operating profit | (86,834) | (67,153) | |
| Net financial costs | 5 | 29 | (875) |
| Gains (losses) in subsidiaries | 7 | 551,041 | 512,215 |
| Gains (losses) in other investments | 8 | 7,979 | 201 |
| Profit before taxes | 472,215 | 444,388 | |
| Income tax | 6.1 | 7,922 | (1,190) |
| Net profit (loss) | 480,137 | 443,198 | |
| Basic and diluted earnings per share - euros | 18 | 0.7640 | 0.7052 |
To be read with the attached notes to the individual financial statements.
INDIVIDUAL STATEMENT OF COMPREHENSIVE INCOME
For the years ended 31 December 2022 and 2021
| Euro thousand | |||
|---|---|---|---|
| Notes | 2022 | 2021 | |
| Net profit | 480,137 | 443,198 | |
| Other comprehensive income: | |||
| Remeasurements of post-employment benefit obligations | 4.2 | 178 | 15 |
| Related tax | 6.3 | (40) | (3) |
| Items that will not be reclassified to profit or loss | 138 | 12 | |
| Items that may be reclassified to profit or loss | ‐ | ‐ | |
| Other comprehensive income, net of income tax | 138 | 12 | |
| Total comprehensive income | 480,275 | 443,210 | |
To be read with the attached notes to the individual financial statements.
INDIVIDUAL BALANCE SHEET
As at 31 December 2022 and 2021
| Euro thousand | |||
|---|---|---|---|
| Notes | 2022 | 2021 | |
| Assets | |||
| Tangible assets | 9 | 1,201 | 1,354 |
| Intangible assets | 10 | 8,004 | 5,437 |
| Investment property | 12 | 2,470 | 2,470 |
| Right-of-use assets | 11.1 | 2,247 | 708 |
| Investments in subsidiaries | 13 | 666,038 | 665,038 |
| Loans to subsidiaries | 14 | 1,812,945 | 1,756,345 |
| Other financial investments | 24 | 178 | 222 |
| Other debtors | 15 | 248 | 196 |
| Deferred tax assets | 6.3 | 2,991 | 3,221 |
| Total non-current assets | 2,496,322 | 2,434,991 | |
| Income tax receivable | 6.4 | 199 | 199 |
| Loans to subsidiaries | 14 | 49,835 | 55,670 |
| Trade debtors, accrued income and deferred costs | 15 | 24,682 | 57,366 |
| Cash and cash equivalents | 16 | 425,949 | 453,259 |
| Total current assets | 500,665 | 566,494 | |
| Total assets | 2,996,987 | 3,001,485 | |
| Shareholders' equity and liabilities | |||
| Share capital | 17.1 | 629,293 | 629,293 |
| Share premium | 17.1 | 22,452 | 22,452 |
| Own shares | 17.2 | (6,060) | (6,060) |
| Retained earnings | 17.3 | 2,298,160 | 2,311,206 |
| Total shareholders' equity | 2,943,845 | 2,956,891 | |
| Lease liabilities | 11.2 | 1,507 | 379 |
| Employee benefits | 4.2 | 11,208 | 12,662 |
| Provisions for risks and contingencies | 20 | 7,102 | 6,627 |
| Deferred tax liabilities | 6.3 | 164 | 164 |
| Total non-current liabilities | 19,981 | 19,832 | |
| Borrowings | 19 | ‐ | ‐ |
| Lease liabilities | 11.2 | 730 | 332 |
| Trade creditors, accrued costs and deferred income | 21 | 31,146 | 23,475 |
| Income tax payable | 6.4 | 1,285 | 955 |
| Total current liabilities | 33,161 | 24,762 | |
| Total shareholders' equity and liabilities | 2,996,987 | 3,001,485 | |
To be read with the attached notes to the individual financial statements.
Euro thousand
INDIVIDUAL STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY
For the years ended 31 December 2022 and 2021
| Notes | Share capital | Share premium | Own shares | Retained earnings | Shareholders' equity |
|
|---|---|---|---|---|---|---|
| Balance Sheet as at 1 January 2021 | 629,293 | 22,452 | (6,060) | 2,048,985 | 2,694,670 | |
| Equity changes in 2021 Remeasurements of post-employment benefit obligations |
||||||
| - Gross amount | 4.2 | ‐ | ‐ | ‐ | 15 | 15 |
| - Deferred tax | 6.3 | ‐ | ‐ | ‐ | (3) | (3) |
| Other comprehensive income | ‐ | ‐ | ‐ | 12 | 12 | |
| Net profit of 2021 | - | - | - | 443,198 | 443,198 | |
| Total comprehensive income | ‐ | ‐ | ‐ | 443,210 | 443,210 | |
| Dividends | 17.4 | - | - | - | (180,989) | (180,989) |
| Balance Sheet as at 31 December of 2021 | 629,293 | 22,452 | (6,060) | 2,311,206 | 2,956,891 | |
| Equity changes in 2022 | ||||||
| Remeasurements of post-employment benefit obligations |
||||||
| - Gross amount | 4.2 | - | - | - | 178 | 178 |
| - Deferred tax | 6.3 | - | - | - | (40) | (40) |
| Other comprehensive income | ‐ | ‐ | ‐ | 138 | 138 | |
| Net profit of 2022 | - | - | - | 480,137 | 480,137 | |
| Total comprehensive income | ‐ | ‐ | ‐ | 480,275 | 480,275 | |
| Dividends | 17.4 | - | - | - | (493,321) | (493,321) |
| Balance Sheet as at 31 December of 2022 | 629,293 | 22,452 | (6,060) | 2,298,160 | 2,943,845 |
To be read with the attached notes to the individual financial statements.
INDIVIDUAL CASH FLOW STATEMENT
For the years ended 31 December 2022 and 2021
| Euro thousand | |||
|---|---|---|---|
| Notes | 2022 | 2021 | |
| Net results | 480,137 | 443,198 | |
| Adjustments for: | |||
| Income tax | 6.1 | (7,922) | 1,190 |
| Depreciations and amortisations | 3 | 2,212 | 2,245 |
| Net financial costs | 5 | (29) | 875 |
| Gains/Losses in subsidiaries | 7 | (551,041) | (512,215) |
| Gains/Losses in other investments | 8 | (7,979) | (201) |
| Profit/ Losses in tangible, intangible and right-of-use assets | 3 | ‐ | (1) |
| Operating cash flow before changes in working capital | (84,622) | (64,909) | |
| Changes in working capital: | |||
| Trade debtors, accrued income and deferred costs | (5,017) | (2,232) | |
| Trade creditors, accrued costs and deferred income | 8,248 | 5,058 | |
| Provisions and employee benefits | (1,164) | (1,221) | |
| Cash generated from operations | (82,555) | (63,304) | |
| Income tax | 2,949 | 1,169 | |
| Cash flow from operating activities | (79,606) | (62,135) | |
| Investment activities | |||
| Disposals of tangible assets and return of advance payments fixed assets suppliers | 9 e 15 | 50,865 | 684 |
| Disposals of other financial investments | 24 | 49 | ‐ |
| Interest received | 7 | 1,036 | 1,628 |
| Dividends received | 7 | 549,900 | 510,650 |
| Repayment of loans and capital contributions from subsidiaries | 14 | 82,435 | 193,620 |
| Loans and capital contributions given to subsidiaries | 14 | (133,200) | (134,415) |
| Acquisition of tangible assets and advance payments fixed assets suppliers | 9 e 15 | (175) | (43,241) |
| Acquisition of intangible assets | 10 | (3,810) | (1,863) |
| Acquisition of other financial investments | 24 | ‐ | (222) |
| Acquisition and capital increase in subsidiaries | 13 | (1,000) | ‐ |
| Cash flow from investment activities | 546,100 | 526,841 | |
| Financing activities | |||
| Interests and similar income received | 703 | 204 | |
| Loans interest and similar expenses paid | 5 | (664) | (809) |
| Leases interest paid | 5 | (43) | (21) |
| Leases paid | 11.2 | (479) | (428) |
| Dividends paid | 17.4 | (493,321) | (180,989) |
| Cash flow from financing activities | (493,804) | (182,043) | |
| Net changes in cash and cash equivalents | (27,310) | 282,663 | |
| Cash and cash equivalents changes | |||
| Cash and cash equivalents at the beginning of the year | 453,259 | 170,596 | |
| Net changes in cash and cash equivalents | (27,310) | 282,663 | |
| Cash and cash equivalents at the end of the year | 16 | 425,949 | 453,259 |
To be read with the attached notes to the consolidated financial statements
1. Activity
Jerónimo Martins, SGPS, S.A. (JMH) is the parent Company of Jerónimo Martins Group (Group). Its activity consists mostly of managing its investment portfolio. The activities of the Group and its performance during the year 2022 are detailed in Chapter 2 of this Annual Report.
Head Office: Rua Actor António Silva, n.º 7, 1649-033 Lisboa.
Share Capital: 629,293,220 euros.
Registered at the Commercial Registry Office and Tax Number: 500 100 144.
JMH has been listed on the Euronext Lisbon since 1989.
The Board of Directors approved these Individual Financial Statements on 21 March 2023.
2. Accounting policies
The recognition and measurement principles applied in these individual financial statements are the same as those applied in the consolidated financial statements (see accounting policies related to financial statements captions included in the relevant notes to the consolidated financial statements, and note 2 of the consolidated financial statements).
The accounting policies are applied across the preparation of the Financial Statements and were consistently applied in comparative periods, except where otherwise stated.
2.1. Basis for preparation
All amounts are shown in thousand euros (€ thousand) unless otherwise stated.
The Individual Financial Statements of JMH were prepared in accordance with International Financial Reporting Standards (IFRS) as endorsed by the European Union (EU), as at 31 December 2022.
2.2. Investments and loans to subsidiaries
Subsidiaries are all entities over which JMH has control. JMH controls an entity when it is exposed to, or has rights to, variable returns from its involvement with the entity and when it has the ability to affect those returns through its power over the entity.
Investments and loans to subsidiaries are stated at cost. When so justified, adjustments for impairment losses are set up, namely when the financial shareholdings register significant deterioration in their financial position and the impairment tests performed by JMH conclude that it is necessary to recognise impairment losses in respect of investments and other net assets (note 2.3).
2.3. Impairment 2.3.1. Impairment of non-financial assets
Except for Investment property (note 12) and Deferred tax assets (note 6.3), all other JMH assets, essentially Investments in subsidiaries, are analysed at each balance sheet date in order to assess for indicators of possible impairment losses. If such indicators exist, the asset's recoverable amount is estimated.
In the impairment tests for Investments in subsidiaries, the inputs of these valuations for calculation of the value in use are determined by past performance and the expectation of market development for each business area. Based on future cash flow projections, for a five-year period, and on medium and long-term plans approved by the Board of Directors.
The recoverable amount of assets with indicators of potential impairment loss is determined annually. Whenever the carrying value of an asset exceeds its recoverable amount, its value is reduced to the recoverable amount and the impairment is recognised in the income statement of the year.
Determining the recoverable amount of assets
The recoverable amount of non-financial assets corresponds to the higher amount of fair value less costs of disposal and value in use.
Value in use of an asset is calculated as the present value of estimated future cash flows. The discount rate used is a pre-tax rate that reflects current market assessments of the time value of money and the specific risks of the asset in question.
The recoverable amount of assets that do not generate independent cash flows is determined together with the cashgenerating unit to which these assets belong.
Reversal of impairment losses
Impairment losses are reversed whenever there are changes in the estimates used to determine the respective recoverable amount. Impairment losses are reversed to the extent of the amount, net of amortisation or depreciation, which would have been determined for the asset if no impairment loss was recognised.
2.3.2. Impairment of financial assets
Loans to subsidiaries
The impairment test for Loans to subsidiaries is held simultaneously with the impairment test to Investments in subsidiaries. The investment considered for comparison with the calculated value in use considers the historical cost of the subsidiary and the loans. An impairment loss on Loans to subsidiaries will only be recognised after the total investment in the subsidiary is fully covered by an impairment loss.
2.4. Critical accounting estimates and judgments made in preparation of Financial Statements
Impairment in investments and loans to subsidiaries
As a rule, according to IFRS an investment is recorded as impaired when the carrying amount of the investment exceeds the present value of future cash flows. Calculating the present value of estimated cash flows and the decision to consider an asset as impaired involves judgment and substantially relies on Management analysis of the future development of its subsidiaries. When measuring impairment, market prices are used if they are available, or other valuation parameters are used, based on the information available from the subsidiaries.
JMH considers the capacity and intention to retain the investment for a reasonable period of time that is sufficient to predict recovery of the fair value up to (or above) the carrying amount, including an analysis of factors such as the expected results of the subsidiary, the economic environment, and the status of the sector.
Deferred taxes
Recognising deferred taxes assumes the existence of results and future taxable income. Deferred tax assets and liabilities were determined based on tax legislation currently effective or on legislation already published for future application. Changes in the tax legislation may influence the value of deferred taxes.
If the rates used to recognise deferred taxes increase by 1 p.p., the impact in JMH accounts would be the following:
| Impact on JMH accounts | |||
|---|---|---|---|
| Income statement | Other comprehensive income |
||
| Rate increase of 1 p.p. | 78 | 48 |
A positive amount means a gain in JMH accounts.
Pensions and other long-term benefits granted to employees
Considering the information available from Bloomberg and some necessary estimation to derive the yield curve, JMH defined the following ranges for determining the appropriate discount rate:
- Narrow range [3.10% 3.50%]
- Extended range [2.90% 3.70%]
Based on these results, JMH, following the recommendation of external actuaries, has decided to increase its discount rate from 0.75% to 3.30%.
The table below shows the impacts on the obligations with defined benefit plans of JMH, resulting from changes in the following assumptions:
| Impact on defined benefit liabilities | ||||||
|---|---|---|---|---|---|---|
| Assumption used |
Change in assumption |
Increase in assumption |
Decrease in assumption |
|||
| Discount rate | 3.30% | 0.50% | (335) | 353 | ||
| Salary growth rate | ||||||
| short term | 5.00% | 0.50% | 40 | (38) | ||
| long term | 3.00% | |||||
| Pension growth rate | 4.00% | 0.50% | 313 | (296) | ||
| Life expectancy | TV 88/90 | 1 year | 711 | (669) |
A positive amount means an increase in liabilities. A negative amount means a decrease in liabilities.
Provisions
JMH exercises considerable judgment in measuring and recognising provisions and its exposure to contingent liabilities related to legal proceedings. This judgment is necessary to determine the probability that a lawsuit may be successful or to record a liability. Provisions are recognised when JMH expects that proceedings under way will result in cash outflows, the loss is considered probable and may be reasonably estimated. Due to the uncertainties inherent in the
evaluation process, real losses may be different from those originally estimated. These estimates are subject to changes as new information becomes available, mainly with the support of internal specialists, if available, or through the support of external consultants, such as actuaries or legal advisers. Changes to estimates of potential losses on proceedings under way may affect future results.
2.5. Fair value hierarchy
The following table shows JMH's financial assets and liabilities that are measured at fair value as at 31 December 2022 and 2021, according to the following fair value hierarchy levels:
- Level 1: the fair value of financial instruments is based on quoted prices obtained in active and liquid markets at balance sheet date;
- Level 2: the fair value is determined using valuation models, involving other comparable quoted prices obtained in active markets or adjusted quotes. Thus, main inputs used on these valuation models are based on observable market data;
- Level 3: the fair value is determined by using valuation models which main inputs are not based on observable market data. This level includes Investment property, which are evaluated by external independent experts, using in their valuations inputs that are not directly observable in the market.
| 2022 | Total | Level 1 | Level 2 | Level 3 |
|---|---|---|---|---|
| Assets measured at fair value | ||||
| Investment property | 2,470 | ‐ | ‐ | 2,470 |
| Total assets | 2,470 | ‐ | ‐ | 2,470 |
| Liabilities measured at fair value | ||||
| Total liabilities | ‐ | ‐ | ‐ | ‐ |
| 2021 | Total | Level 1 | Level 2 | Level 3 |
| Assets measured at fair value | ||||
| Investment property | 2,470 | ‐ | ‐ | 2,470 |
| Total assets | 2,470 | ‐ | ‐ | 2,470 |
| Liabilities measured at fair value | ||||
| Total liabilities | ‐ | ‐ | ‐ | ‐ |
2.6. Financial instruments by category
| Financial assets at fair-value through results |
Financial assets or liabilities at amortized cost |
Other financial assets |
Total financial assets and liabilities |
Non-financial assets and liabilities |
Total assets and liabilities |
|
|---|---|---|---|---|---|---|
| 2022 | ||||||
| Assets | ||||||
| Cash and cash equivalents | ‐ | 425,949 | ‐ | 425,949 | ‐ | 425,949 |
| Loans to subsidiaries | ‐ | 1,862,780 | ‐ | 1,862,780 | ‐ | 1,862,780 |
| Other financial investments | ‐ | ‐ | 178 | 178 | ‐ | 178 |
| Debtors, accruals and deferrals | 248 | 22,190 | ‐ | 22,438 | 2,492 | 24,930 |
| Other non-financial assets | ‐ | ‐ | ‐ | ‐ | 683,150 | 683,150 |
| Total assets | 248 | 2,310,919 | 178 | 2,311,345 | 685,642 | 2,996,987 |
| Liabilities | ||||||
| Lease liabilities | ‐ | 2,237 | ‐ | 2,237 | ‐ | 2,237 |
| Creditors, accruals and deferrals | ‐ | 15,981 | ‐ | 15,981 | 15,165 | 31,146 |
| Other non-financial liabilities | ‐ | ‐ | ‐ | ‐ | 19,759 | 19,759 |
| Total liabilities | ‐ | 18,218 | ‐ | 18,218 | 34,924 | 53,142 |
| Financial assets at fair-value through results |
Financial assets or liabilities at amortized cost |
Other financial assets |
Total financial assets and liabilities |
Non-financial assets and liabilities |
Total assets and liabilities |
|
|---|---|---|---|---|---|---|
| 2021 | ||||||
| Assets | ||||||
| Cash and cash equivalents | ‐ | 453,259 | ‐ | 453,259 | ‐ | 453,259 |
| Loans to subsidiaries | ‐ | 1,812,015 | ‐ | 1,812,015 | ‐ | 1,812,015 |
| Other financial investments | ‐ | ‐ | 222 | 222 | ‐ | 222 |
| Debtors, accruals and deferrals | 196 | 54,611 | ‐ | 54,807 | 2,755 | 57,562 |
| Other non-financial assets | ‐ | ‐ | ‐ | ‐ | 678,427 | 678,427 |
| Total assets | 196 | 2,319,885 | 222 | 2,320,303 | 681,182 | 3,001,485 |
| Liabilities | ||||||
| Lease liabilities | ‐ | 711 | ‐ | 711 | ‐ | 711 |
| Creditors, accruals and deferrals | ‐ | 11,738 | ‐ | 11,738 | 11,737 | 23,475 |
| Other non-financial liabilities | ‐ | ‐ | ‐ | ‐ | 20,408 | 20,408 |
| Total liabilities | ‐ | 12,449 | ‐ | 12,449 | 32,145 | 44,594 |
3. Operating costs
✓ Accounting policies
Costs of services rendered
The costs of services rendered correspond to the costs incurred by each one of JMH departments in rendering technical and specialised services to its subsidiaries.
Administrative costs
The administrative costs shown in the income statement include, among others, the costs incurred by each of the departments of JMH not corresponding to services rendered, as well as the non-deductible VAT arising from the application of the effective allocation method.
Other operating profits/losses
Other operating profits/losses include the costs not related with the services rendered to its subsidiaries and the costs not directly related with the role as Holding of the Group.
3.1. Operational costs by nature
| 2022 | 2021 | |
|---|---|---|
| Supplies and services | 32,812 | 22,318 |
| Rents | 1,559 | 1,261 |
| Staff costs (note 4.1) | 60,760 | 58,264 |
| Depreciation and amortisation of tangibles and intangibles assets | 1,746 | 1,820 |
| Depreciation of right-of-use assets | 466 | 425 |
| Profit/loss with tangible and intangible assets | ‐ | (1) |
| Other natures of profit/loss | 11,578 | 715 |
| Total | 108,921 | 84,802 |
As of 31 December 2022 caption of other natures of profit and loss include donations in the amount of €10,142 thousand.
4. Employees
4.1. Staff costs
| 2022 | 2021 | |
|---|---|---|
| Wages and salaries | 20,532 | 14,847 |
| Social security | 3,490 | 2,942 |
| Employee benefits | 31,326 | 35,292 |
| Other staff costs | 5,412 | 5,183 |
| Total | 60,760 | 58,264 |
Other staff costs include labour accident insurance, social responsibility costs, training costs, and indemnities, among others.
The number of employees at the end of 2022 was 254 (2021 was 207). The average number of employees during the year was 223 (204 in 2021).
4.2. Employees benefits
Amounts of employee benefits in the balance sheet:
| 2022 | 2021 | |
|---|---|---|
| Retirement benefits - Defined benefit plan paid for by the Company | 10,241 | 11,683 |
| Seniority awards - Defined benefit plan | 967 | 979 |
| Total | 11,208 | 12,662 |
Amounts recognised in the income statement in staff costs and remeasurements reflected in other comprehensive income:
| Income statement | Other comprehensive income | |||
|---|---|---|---|---|
| 2022 | 2021 | 2022 | 2021 | |
| Retirement benefits - Defined contribution plan | 1,209 | 10,251 | ‐ | ‐ |
| Retirement benefits - Defined benefit plan paid for by the Company | 83 | 43 | (178) | (15) |
| Seniority awards - Defined benefit plan | 66 | 27 | ‐ | ‐ |
| Post-employment compensation - Defined contribution plan | 29,968 | 24,971 | ‐ | ‐ |
| Total | 31,326 | 35,292 | (178) | (15) |
The changes in each plan are detailed below:
| Defined contribution plans for active employees |
Defined benefit plans for former employees |
Other comprehensive income |
||||
|---|---|---|---|---|---|---|
| 2022 | 2021 | 2022 | 2021 | 2022 | 2021 | |
| Balance as at 1 January | ‐ | ‐ | 11,683 | 12,950 | 979 | 958 |
| Interest costs | ‐ | ‐ | 83 | 43 | 8 | 4 |
| Current service cost | 31,177 | 35,222 | ‐ | ‐ | 123 | 124 |
| Actuarial (gains) losses | ||||||
| Changes in financial assumptions | ‐ | ‐ | (1,032) | (325) | (192) | (40) |
| Changes in experience | ‐ | ‐ | 854 | 310 | 127 | (61) |
| Contributions or retirement pensions paid | (31,177) | (35,222) | (1,347) | (1,295) | (78) | (6) |
| Balance as at 31 December | ‐ | ‐ | 10,241 | 11,683 | 967 | 979 |
Actuarial assumptions used in the calculation of the responsibilities for defined benefit plans and other long-term benefits:
| 2022 | 2021 | |
|---|---|---|
| Mortality table | TV 88/90 | TV 88/90 |
| Discount rate | 3.30% | 0.75% |
| Pension growth rate | 4.00% | 3.00% |
| Salaries growth rate | ||
| short term | 5.00% | 3.00% |
| long term | 3.00% | 3.00% |
The mortality assumptions used are those most commonly adopted in Portugal and are based on actuarial advice in accordance with published statistics. The sensitivity analyses made to the assumptions is stated in note 2.4..
4.3. Expected future payments
The expected maturity for the next ten years for the liabilities associated with defined benefit plans is as follows:
| 1 year | 1 to 5 years | 5 to 10 years | |
|---|---|---|---|
| Retirement benefits - Defined benefit plan paid for by the Company | 1,246 | 3,923 | 2,774 |
| Seniority awards - Defined benefit plan | 65 | 367 | 476 |
| Total | 1,311 | 4,290 | 3,250 |
5. Net financial costs
| 2022 | 2021 | |
|---|---|---|
| Loans interest expense | (1) | (178) |
| Leases interest expense | (43) | (21) |
| Interest received | 729 | ‐ |
| Other financial gains and losses | (656) | (676) |
| Net financial costs | 29 | (875) |
Interest expenses includes the interest related with loans measured at amortised cost. Other financial costs include, namely, stamp tax on credit lines opening, issuing and maintaining bank guarantees and issuance costs related to noncurrent debt recognised in the income statement for the loan's term.
Caption interest received includes interests on treasury investments carried out throughout the year.
6. Taxes
6.1. Income tax
| 2022 | 2021 | |
|---|---|---|
| Current income tax | ||
| Current tax of the year | 8,040 | 3,009 |
| Adjustment to prior year estimation | 134 | (165) |
| 8,174 | 2,844 | |
| Deferred tax | ||
| Temporary differences created and reversed | (190) | (189) |
| Change to the recoverable amount of tax losses and temporary differences from previous years | ‐ | (3,780) |
| (190) | (3,969) | |
| Other gains/losses related to tax | ||
| Impact of changes in estimates for tax litigations | (62) | (65) |
| (62) | (65) | |
| Total income tax | 7,922 | (1,190) |
6.2. Reconciliation of effective tax rate
| 2022 | 2021 | |
|---|---|---|
| Profit before tax | 472,215 | 444,388 |
| Income tax using the Portuguese corporation tax rate (22.5%) | (106,248) | (99,987) |
| Fiscal effect due to: | ||
| Non-taxable or non-recoverable results | 123,341 | 112,274 |
| Changes in estimates for tax litigations | (62) | (65) |
| Non-deductible expenses and fiscal benefits | (8,525) | (8,970) |
| Adjustment to prior years estimation | 134 | (165) |
| Change to the recoverable amount of tax losses and temporary differences of prior years | ‐ | (3,780) |
| Results subject to autonomous taxation and other forms of taxation | (718) | (497) |
| Income tax | 7,922 | (1,190) |
| Effective tax rate | (1.68)% | 0.27% |
In 2022 and 2021, the Corporate Income Tax rate (CIT) applied to companies operating in Portugal was 21%. For companies with a positive tax result, there is a surcharge of 1.5% regarding municipal tax, and an additional state tax that varies between 3%, 5% and 9%, for taxable profits higher than €1,500 thousand, €7,500 thousand and €35,000 thousand respectively.
JMH's effective tax rate is significantly influenced by the fiscal effect of the dividend income received from subsidiaries. This income is not subject to taxation according with the current tax legislation, as it has already been considered for Income Tax purposes in the companies which generated them.
6.3. Deferred tax assets and liabilities
JMH did not recognised any amounts in deferred taxes regarding uncertain tax positions.
| 2022 | Opening balance |
Impact on results |
Impact on equity |
Closing balance |
|---|---|---|---|---|
| Deferred tax assets | ||||
| Provisions and adjustments behind tax limits | 371 | 93 | ‐ | 464 |
| Liabilities with employee benefits granted | 2,849 | (287) | (40) | 2,522 |
| Effects of the application of leases standard | 1 | 4 | ‐ | 5 |
| 3,221 | (190) | (40) | 2,991 | |
| Deferred tax liabilities | ||||
| Update of assets to fair value | (164) | ‐ | ‐ | (164) |
| (164) | ‐ | ‐ | (164) | |
| Net change in deferred tax | 3,057 | (190) | (40) | 2,827 |
| 2021 | Opening balance |
Impact on results |
Impact on equity |
Closing balance |
|---|---|---|---|---|
| Deferred tax assets | ||||
| Provisions and adjustments behind tax limits | 283 | 88 | ‐ | 371 |
| Liabilities with employee benefits granted | 6,909 | (4,057) | (3) | 2,849 |
| Effects of the application of leases standard | 1 | ‐ | ‐ | 1 |
| 7,193 | (3,969) | (3) | 3,221 | |
| Deferred tax liabilities | ||||
| Update of assets to fair value | (164) | ‐ | ‐ | (164) |
| (164) | ‐ | ‐ | (164) | |
| Net change in deferred tax | 7,029 | (3,969) | (3) | 3,057 |
6.4. Receivable or payable income tax
Income tax reflected on the balance sheet is as follows:
| 2022 | 2021 | |
|---|---|---|
| Income tax payable | (1,285) | (955) |
| Income tax receivable | 199 | 199 |
| Total | (1,086) | (756) |
Since 1 January 2014, JMH integrates a group of companies taxed according with the Special Group Taxation Regime (RETGS), as the dominant Company of the group. In addition to JMH, the taxation group is currently composed of the following companies:
- Recheio, SGPS, S.A.
- Recheio Cash & Carry, S.A.
- Imocash Imobiliário de Distribuição, S.A.
- Larantigo Sociedade de Construções, S.A.
- Masterchef, S.A.
- Recheio Masterchef, Lda.
- Jerónimo Martins Serviços, S.A.
- Desimo, Lda.
- Jerónimo Martins Agro-Alimentar, S.A.
- Terra Alegre Lacticínios, S.A.
- Best-Farmer Actividades Agro-pecuárias, S.A.
- Seaculture Aquicultura, S.A.
- Ovinos da Tapada Agropecuária, Lda.
- Outro Chão Agricultura Biológica, Lda.
- João Gomes Camacho, S.A.
- Jerónimo Martins Restauração e Serviços, S.A.
- Jerónimo Martins Inovação, S.A.
- Santa Maria Manuela Turismo, S.A.
6.5. Unrecognised deferred taxes on tax losses
JMH did not recognise deferred tax assets related to tax losses in respect of which, with reasonable accuracy, no sufficient future taxable profits are expected to guarantee the recovery of deferred tax assets in the short and/or medium-term. Law n.º 24-D/2022 from 30 of December, which approved the State Budget for 2023, indicates that there is no longer a time period for carrying forward tax losses, including tax losses calculated in tax periods prior to 1 January 2023, whose deduction period is still in progress. Total unrecognised deferred tax asset as of 31 December 2022 amounts to €11,234 thousand (2021: €9,231 thousand).
7. Gains (losses) in subsidiaries
| 2022 | 2021 | |
|---|---|---|
| Dividends received | 549,900 | 510,650 |
| Interest from loans granted | 1,141 | 1,565 |
| Total | 551,041 | 512,215 |
8. Gains (losses) in other investments
✓ Accounting policies
Rents received for the lease of investment property are recognised as gains in other investments in the income statement in the period to which they relate.
| 2022 | 2021 | |
|---|---|---|
| Rents from investment property | 202 | 201 |
| Proceeds from other financial investments disposal | 4 | ‐ |
| Foreign exchange gains on the return of advance payments to fixed assets suppliers (note 15) | 7,773 | ‐ |
| Total | 7,979 | 201 |
9. Tangible assets
9.1. Changes occurred during the year
| 2022 | Buildings and other constructions |
Equipments and others |
Other tangible assets |
Tangible assets in progress |
Total |
|---|---|---|---|---|---|
| Gross amount | |||||
| Opening balance | 675 | 3,557 | 412 | 579 | 5,223 |
| Increases | 30 | 130 | ‐ | 15 | 175 |
| Disposals and write offs | ‐ | (1) | ‐ | ‐ | (1) |
| Transfers and reclassifications | 225 | 354 | ‐ | (579) | ‐ |
| Closing balance | 930 | 4,040 | 412 | 15 | 5,397 |
| Depreciation and impairment losses | |||||
| Opening balance | 422 | 3,120 | 327 | ‐ | 3,869 |
| Increases | 84 | 244 | ‐ | ‐ | 328 |
| Disposals and write offs | ‐ | (1) | ‐ | ‐ | (1) |
| Closing balance | 506 | 3,363 | 327 | ‐ | 4,196 |
| Net value | |||||
| As at 1 January 2022 | 253 | 437 | 85 | 579 | 1,354 |
| As at 31 December 2022 | 424 | 677 | 85 | 15 | 1,201 |
| 2021 | Buildings and other constructions |
Equipments and others |
Other tangible assets |
Tangible assets in progress |
Total |
|---|---|---|---|---|---|
| Gross amount | |||||
| Opening balance | 675 | 3,445 | 412 | 1,224 | 5,756 |
| Increases | ‐ | 115 | ‐ | 35 | 150 |
| Disposals and write offs | ‐ | (3) | ‐ | (680) | (683) |
| Closing balance | 675 | 3,557 | 412 | 579 | 5,223 |
| Depreciation and impairment losses | |||||
| Opening balance | 361 | 2,913 | 327 | ‐ | 3,601 |
| Increases | 61 | 207 | ‐ | ‐ | 268 |
| Closing balance | 422 | 3,120 | 327 | ‐ | 3,869 |
| Net value | |||||
| As at 1 January 2021 | 314 | 532 | 85 | 1,224 | 2,155 |
| As at 31 December 2021 | 253 | 437 | 85 | 579 | 1,354 |
9.2. Guarantees
No assets have been pledged as security for the fulfilment of bank or other obligations.
10. Intangible assets
Intangible assets are made up of development expenses and include expenses incurred with the implementation of information system platforms.
10.1. Changes occurred during the year
| 2022 | Development expenses |
Intangible assets in progress |
Total |
|---|---|---|---|
| Gross amount | |||
| Opening balance | 8,881 | 3,204 | 12,085 |
| Increases | 77 | 3,908 | 3,985 |
| Transfers and reclassifications | 154 | (154) | ‐ |
| Closing balance | 9,112 | 6,958 | 16,070 |
| Amortisation and impairment losses | |||
| Opening balance | 6,648 | ‐ | 6,648 |
| Increases | 1,418 | ‐ | 1,418 |
| Closing balance | 8,066 | ‐ | 8,066 |
| Net value | |||
| As at 1 January 2022 | 2,233 | 3,204 | 5,437 |
| As at 31 December 2022 | 1,046 | 6,958 | 8,004 |
| 2021 | Development expenses |
Intangible assets in progress |
Total |
|---|---|---|---|
| Gross amount | |||
| Opening balance | 7,859 | 2,395 | 10,254 |
| Increases | 134 | 1,697 | 1,831 |
| Transfers and reclassifications | 888 | (888) | ‐ |
| Closing balance | 8,881 | 3,204 | 12,085 |
| Amortisation and impairment losses | |||
| Opening balance | 5,096 | ‐ | 5,096 |
| Increases | 1,552 | ‐ | 1,552 |
| Closing balance | 6,648 | ‐ | 6,648 |
| Net value | |||
| As at 1 January 2021 | 2,763 | 2,395 | 5,158 |
| As at 31 December 2021 | 2,233 | 3,204 | 5,437 |
11. Leases
JMH's leases relate mostly to head office and vehicles rent contracts, with initial terms between 3 and 4 years. The lease agreements do not impose any covenants. Regarding the incremental borrowing rate used to measure lease liabilities, the weighted-average rate applied by JMH, as of 31 December 2022, was 5.29% (2.56% as of 31 December 2021).
11.1. Right-of-use assets
| 2022 | Buildings and other constructions |
Transport equipment and others |
Total |
|---|---|---|---|
| Gross amount | |||
| Opening balance | ‐ | 1,343 | 1,343 |
| New contracts | 1,694 | 300 | 1,994 |
| Contracts update | ‐ | 14 | 14 |
| Contracts cancellation | ‐ | (323) | (323) |
| Closing balance | 1,694 | 1,334 | 3,029 |
| Depreciation and impairment losses | |||
| Opening balance | ‐ | 635 | 635 |
| Increases | 85 | 381 | 466 |
| Contracts cancellation | ‐ | (319) | (319) |
| Closing balance | 85 | 697 | 782 |
| Net value | |||
| As at 1 January 2022 | ‐ | 708 | 708 |
| As at 31 December 2022 | 1,610 | 637 | 2,247 |
| 2021 | Buildings and other constructions |
Transport equipment and others |
Total |
| Gross amount | |||
| Opening balance | ‐ | 1,175 | 1,175 |
| New contracts | ‐ | 479 | 479 |
| Contracts update | ‐ | 33 | 33 |
| Contracts cancellation | ‐ | (344) | (344) |
| Closing balance | ‐ | 1,343 | 1,343 |
| Depreciation and impairment losses | |||
| Opening balance | ‐ | 554 | 554 |
| Increases | ‐ | 425 | 425 |
| Contracts cancellation | ‐ | (344) | (344) |
| Closing balance | ‐ | 635 | 635 |
| Net value |
11.2. Lease liabilities
| 2022 | Current | Non-current | Total |
|---|---|---|---|
| Opening balance | 332 | 379 | 711 |
| Increases (new contracts) | 469 | 1,525 | 1,994 |
| Payments | (479) | ‐ | (479) |
| Transfers | 396 | (396) | ‐ |
| Contracts change/ cancel | 11 | (1) | 10 |
| Closing balance | 730 | 1,507 | 2,237 |
As at 1 January 2021 ‐ 621 621 As at 31 December 2021 ‐ 708 708
| 2021 | Current | Non-current | Total |
|---|---|---|---|
| Opening balance | 309 | 317 | 626 |
| Increases (new contracts) | 130 | 349 | 479 |
| Payments | (428) | ‐ | (428) |
| Transfers | 287 | (287) | ‐ |
| Contracts change/ cancel | 34 | ‐ | 34 |
| Closing balance | 332 | 379 | 711 |
11.3. Expenses recognised in the income statement
The income statement includes the expenses referred below related with leases:
| 2022 | 2021 | ||
|---|---|---|---|
| Depreciation of right-of-use assets | |||
| Buildings and other constructions | 85 | ‐ | |
| Transport equipment | 381 | 425 | |
| Subtotal | 466 | 425 | |
| Lease liabilities interests | 43 | 21 | |
| Gains/losses with contract cancellation | ‐ | ‐ | |
| Rents (note 3) | |||
| Expense related with short term leases | 1,094 | 929 | |
| Expense related with low value assets leases | 36 | 27 | |
| Expenses related with non-lease component included in payments | 429 | 305 | |
| Subtotal | 1,559 | 1,261 | |
| Total | 2,068 | 1,707 |
The total cash outflow for leases in 2022 was €2,081 thousand (2021: €1,710 thousand).
12. Investment properties
JMH owns a property, which was partially rented to a Group company generating profits in the amount of €201 thousand (2021: €201 thousand). This property is valued at its market value, according to an independent valuation, regularly confirmed with the application of income method and is recorded at €2,470 thousand (2021: €2,470 thousand).
In 2022, JMH incurred expenses regarding this property in the amount of €4 thousand (2021: €4 thousand), recognised in results in other operating costs.
13. Investments in subsidiaries
The equity holdings in subsidiaries corresponds to investments in the acquisition of shareholdings in the companies listed in note 24.
| 2022 | 2021 | |
|---|---|---|
| Net value as at 1 January | 665,038 | 665,038 |
| Increases | 1,000 | ‐ |
| Decreases | ‐ | ‐ |
| Net value as at 31 December | 666,038 | 665,038 |
As of 27 April 2022 Trade Wings, S.A. was constituted.
14. Loans to subsidiaries
| Non-current loans | 2022 | 2021 |
|---|---|---|
| Net value as at 1 January | 1,756,345 | 1,674,045 |
| Increases | 115,500 | 127,550 |
| Decreases | (58,900) | (45,250) |
| Net value as at 31 December | 1,812,945 | 1,756,345 |
Non-current loans are granted as supplementary capital contributions (which do not bear interest).
| Current loans | 2022 | 2021 |
|---|---|---|
| Net value as at 1 January | 55,670 | 197,175 |
| Increases | 17,700 | 6,865 |
| Decreases | (23,535) | (148,370) |
| Net value as at 31 December | 49,835 | 55,670 |
Current loans are granted as treasury operations (remunerated at normal market rates).
15. Trade debtors, accrued income and deferred costs
| 2022 | 2021 | |
|---|---|---|
| Non-current | ||
| Other debtors (work compensation fund - FCT) | 248 | 196 |
| Total | 248 | 196 |
| Current | ||
| Subsidiaries | 12,071 | 6,222 |
| Other debtors | 1,219 | 44,112 |
| Other taxes receivable | 1,176 | 1,466 |
| Accrued income | 8,851 | 4,235 |
| Deferred costs | 1,365 | 1,331 |
| Total | 24,682 | 57,366 |
Amounts recognised in subsidiaries refers mainly to invoices issued to Group companies relating to various services provided, in the amount of €1,145 thousand (2021: €814 thousand), as well as the allocation of Corporate Income Tax (CIT) between JMH Group companies, which is taxed by the Special Group Taxation Regime (RETGS), in the amount of €10,738 thousand (2021: €5,325 thousand).
As of 31 December 2021, other debtors include €43,091 thousand relating to an advance payment for the acquisition of fixed assets, which have been reimbursed during 2022. As the aforementioned advance payment was performed in USD, a positive exchange rate difference was generated (note 8).
Accrued income refers mainly to €8,620 thousand (2021: €4,198 thousand) regarding the rendering of technical and administrative services to subsidiaries not yet invoiced.
Deferred costs include €49 thousand (2021: €42 thousand) of issuance costs of commercial paper and bank guarantees and €1,316 thousand (2021: €1,289 thousand) of other costs relating to future periods, paid in 2022, or when not paid, already charged by the competent entities.
16. Cash and cash equivalents
| 2022 | 2021 | |
|---|---|---|
| Bank deposits | 145,988 | 433,237 |
| Short-term investments | 279,945 | 20,000 |
| Cash | 16 | 22 |
| Total | 425,949 | 453,259 |
17. Capital and reserves
17.1. Share capital and share premium account
The authorised share capital is represented by 629,293,220 ordinary shares (2021: 629,293,220), each with a nominal value of one euro.
The owners of ordinary shares have the right to receive dividends in accordance with the deliberations of the General Shareholder's Meeting and have the right to one vote for each share owned. There are no preferential shares. Rights relating to own shares are suspended until they are placed on the market.
During the year 2022, no changes occurred in the amount of €22,452 thousand showed in share premium in 2021.
17.2. Own shares
At 31 December 2022 JMH held 859 thousand own shares, acquired in 1999 at an average price of 7.06 euros per share. There were no transactions in 2022.
17.3. Retained earnings
As at 31 December 2022, the total amount of retained earnings was €2,298,160 thousand (2021: €2,311,206 thousand), resulting from profit generated in the financial year, in the amount of €480,137 thousand (2021: €443,198 thousand) and the remaining in the previous years.
Of this amount €316,927 thousand (2021: €316,789 thousand) are not able to be distributed, as provided in articles 32.º, 218.º, 295.º, 296.º and 324.º of the Commercial Companies Code.
17.4. Dividends
Following the decision made at the 21 April 2022 General Shareholders Meeting, the amount of €443,046 thousand was distributed to JMH shareholders in May 2022, corresponding to a dividend per share of 0.705 euros (excluding own shares in the portfolio). Additionally, free reserves in the amount of €50,275 thousand were paid in May, corresponding to an amount per share of 0,08 euros (excluding own shares in the portfolio).
According with the decision made at the 8 April 2021 General Shareholders Meeting, the amount of €180,989 thousand was distributed to JMH shareholders in May 2021, corresponding to a dividend per share of 0.288 euros (excluding own shares in the portfolio).
In the results appropriation proposal described in point 8 included in the Management Report chapter, which is integrated in the consolidated annual report, the Board of Directors proposes to the shareholders the distribution of the amount €345,639 thousand, which corresponds to a dividend per share of €0.55 (excluding own shares in the portfolio).
18. Earnings per share
18.1. Basic and diluted earnings per share
| 2022 | 2021 | |
|---|---|---|
| Ordinary shares issued at the beginning of the year | 629,293,220 | 629,293,220 |
| Own shares at the beginning of the year | (859,000) | (859,000) |
| Weighted average number of ordinary shares | 628,434,220 | 628,434,220 |
| Diluted net results of the year attributable to ordinary shares | 480,137 | 443,198 |
| Basic and diluted earnings per share – euros | 0.7640 | 0.7052 |
19. Borrowings
This note provides information on the terms of loan contracts and other forms of financing. For further details regarding the Company's exposure to interest rates see note 27.
19.1. Current and non-current loans
During the years of 2022 and 2021 JMH did not use any amount of bank or intercompany loans.
19.2. Loan terms and maturities
JMH uses, with other Group companies, grouped credit lines, which means that the maximum amount approved by a financial entity can be used simultaneously by more than one company. The amount of credit lines granted to JMH which are not being used amount to €98,500 thousand (2021: €98,500 thousand).
19.3. Bank loans: commercial paper
There are several issued bank loans in the form of a commercial paper program, in the global amount of €215,000 thousand (2021: €215,000 thousand), with variable interest rate. At the end of 2022 and 2021, no amount of these credit lines was being used.
19.4. Financial net debt
| 2022 | 2021 | |
|---|---|---|
| Financial lease liabilities - non-current (note 11.2) | 1,507 | 379 |
| Financial lease liabilities - current (note 11.2) | 730 | 332 |
| Interest on accruals and deferrals | (228) | ‐ |
| Bank deposits (note 16) | (145,988) | (433,237) |
| Short-term investments (note 15) | (279,945) | (20,000) |
| Total | (423,924) | (452,526) |
20. Provisions
| 2022 | Opening balance |
Set up and reinforced |
Used and reversed |
Closing balance |
|---|---|---|---|---|
| Other risks and contingencies | 6,627 | 475 | ‐ | 7,102 |
| Total provisions | 6,627 | 475 | ‐ | 7,102 |
| 2021 | Opening balance |
Set up and reinforced |
Used and reversed |
Closing balance |
|---|---|---|---|---|
| Other risks and contingencies | 6,167 | 460 | ‐ | 6,627 |
| Total provisions | 6,167 | 460 | ‐ | 6,627 |
The heading other risks and contingencies consists of provisions for possible compensation to be paid by JMH regarding guarantees provided in business sales agreements entered into over the last few years and provisions for litigation processes where there are no prospects for resolution in less than one year.
21. Trade creditors, accrued costs and deferred income
| 2022 | 2021 | |
|---|---|---|
| Current | ||
| Subsidiaries | 1,253 | 2,291 |
| Other commercial creditors | 2,098 | 1,961 |
| Other non-commercial creditors | 213 | 22 |
| Other taxes payables | 840 | 944 |
| Accrued costs | 26,725 | 18,240 |
| Deferred income | 17 | 17 |
| Total | 31,146 | 23,475 |
The heading accrued costs includes salaries and wages payable in the amount of €14,308 thousand (2021 €10,776 thousand), and €12,417 thousand (2021: €7,464 thousand) regarding various costs (utilities, insurances, consultants, rents, among others), relating to 2022 and not invoiced by the respective entities prior to the end of the year.
22. Guarantees
The bank guarantees are as follows:
| 2022 | 2021 | |
|---|---|---|
| Guarantees for Tax Authorities | 37,576 | 39,668 |
| Financing bank guarantees | 114,739 | 122,202 |
| Other guarantees provided | 1,726 | 1,716 |
| Total | 154,041 | 163,586 |
The financing bank guarantees respect to financial loans obtained by the subsidiary Jerónimo Martins Colombia, S.A.S.. These guarantees will be released following the guaranteed loans reimbursement.
23. Contingencies, contingent assets and contingent liabilities
Contingent liabilities
There are several relevant disputes pending resolution, for which the Board of Directors, supported by the opinion of its lawyers and tax advisors considers that there is enough ground for its appeal in court, assesses the outcome of each proceedings, and for those where the Board estimates that a future cash outflow may occur a provision is taken (note 20). The material cases are detailed below:
- The Portuguese Tax Authorities (PTA) have informed JMH to restate the dividends received, amounting to €10,568 thousand, from its subsidiary in the Madeira Free Zone in 2004 and 2005, considering them as interest for tax purposes. According to the Portuguese Tax Authorities the said income should be subject to CIT as opposed to the dividends received that are exempt. This correction originated a tax amount in dispute of €3,065 thousand;
- The PTA have claimed €989 thousand of CIT from JMH regarding an indemnity paid by the Company due to an agreement reached in arbitration court, and which the Tax Authorities considered as dealing with a payment to an entity subject to a more favourable tax regime, and therefore not accepted for tax purposes. The Board of Directors does not consider the report of the Tax Authorities to have a legal basis or validity, and has challenged it;
- The PTA have informed JMH that they do not accept the capital losses associated with a liquidation of one company and the sale of another, in 2007, amounting to €24,660 thousand, which generated a correction on
the Company's tax losses in the estimated amount of €6,800 thousand. In 2019, the Lisbon Tax Court ruled in favour of JMH, having the Tax Authorities appealed the said decision to a higher court;
• The PTA assessed, regarding 2016 to 2018, JMH (as the head of the Tax Group in which Recheio SGPS is included), in the amount of €27,119 thousand, related to the taxation in CIT of ¼ of the results generated in internal operations of the Tax Group, in each of these years. As explained in the 2018 Group Consolidated Annual Report (and previous years), this assessment results from the application of the transitional rule included in the Portuguese State Budget of 2016 (and then in the next three Budgets). Based on the assessment of our lawyers and tax advisors, we firmly believe that there are sufficient grounds to oppose the said rules
24. Subsidiaries
The direct investments owned by JMH, as at 31 December 2022, are as follows:
| Company | Notes | Head office |
% Owned | Stake held directly |
Total assets |
Shareholder's equity |
Net profit/loss |
|---|---|---|---|---|---|---|---|
| INVESTMENTS IN SUBSIDIARIES | |||||||
| Desimo, Lda. | a) | Lisbon | 100.00 | 50 | 203 | 200 | 12 |
| Jerónimo Martins - Serviços, S.A. | a) | Lisbon | 100.00 | 50 | 14,790 | 1,186 | 308 |
| Jerónimo Martins Inovação, S.A. | a) | Lisbon | 100.00 | 50 | 49 | 49 | 1 |
| Trade Wings, S.A. | a) | Lisbon | 100.00 | 1,000 | 68,215 | 18,195 | (7,805) |
| Friedman - Sociedade Investimentos Mobiliários e Imobiliários, Lda. | a) | Funchal | 100.00 | 5 | 179 | 165 | (1) |
| Warta - Retail & Services Investments B.V. | a) | Amsterdam | 100.00 | 18 | 1,373,465 | 1,364,864 | 578,019 |
| Tagus - Retail & Services Investments B.V. | a) | Amsterdam | 100.00 | 18 | 423,502 | 423,468 | 30,820 |
| New World Investments B.V. | a) | Amsterdam | 100.00 | 18 | 775,753 | 775,722 | (345) |
| Origins - Agro Business Investments B.V. | a) | Amsterdam | 100.00 | 18 | 224,587 | 224,582 | (24) |
| OTHER FINANCIAL INVESTMENTS | |||||||
| Epic Partners, S.A. | b) | Geneve | 6.40 | b) | b) | b) | b) |
a) For the purposes of the article 486, paragraph 3, of the Portuguese Commercial Companies Code, we declare that we hold the control of the companies indicated. b) Information not available.
On 26 July 2021, JMH took an 8% share, for 240 thousand Swiss franc (equivalent to €222 thousand), in the capital of the company Epic Partners SA, with headquarters in Geneva, Switzerland. During 2022 JMH disposed of part of the financial investment for the amount of €49 thousand, decreasing the percentage held for 6.4%.
In April 2022 it was constituted company Trade Wings, S.A..
25. Subsidiaries, joint ventures and associates – interests held directly and indirectly
The companies held directly and indirectly by JMH, as at 31 December 2022, are those mentioned in notes 24 and 26 of the Group Consolidated Annual Report.
26. Related parties
Transactions with related parties are always carried out at market prices.
26.1. Transactions with related parties (shareholders)
JMH is owned 56.136% by Sociedade Francisco Manuel dos Santos B.V.. There were no direct transactions between this company and JMH in 2022, nor are there any open amounts between them as at 31 December 2022.
26.2. Transactions with other related parties
26.2.1. Technical and administrative services provided
As the Group's Holding Company and Corporate Center, JMH co-ordinates and provides consultancy services to its subsidiaries. The Functional Divisions of support to the Group are described in Point 21 of Chapter 4, related with Corporate Governance. The turnover from these services in 2022 was €20,507 thousand (2021: €15,901 thousand).
26.2.2. Financial services
The JMH Financial Operations Department centralises part of the Group companies' financial management.
This management includes acting on behalf of the companies in the negotiation and contracting of debt conditions and application of funds with banks and other financial institutions. The purpose of this centralised management is to obtain more favourable conditions for funding and applications than would be obtained if negotiated on an individual basis. This centralised management is remunerated for this service, which amounted to €1,024 thousand in 2022 (2021: 1,285 thousand).
This management includes also the centralised treasury operations, responsible for payments to suppliers, employees and other entities, as well as daily cash flow management. This management is also remunerated for this service, which amounted to €556 thousand in 2022 (2021: €463 thousand).
26.2.3. Lease of property
JMH develops its activity in premises rented from related parties, which represented in 2022 costs of €889 thousand (2021: €886 thousand).
As mentioned in note 12, JMH owns a property which is partially rented out to a Group company, and generated profits in 2022 in the amount of €201 thousand (2021: €201 thousand).
26.2.4. Treasury operations (current loans)
JMH granted treasury operations to subsidiaries, which generated interest in 2022 in the amount of €1,141 thousand (2021: €1,565 thousand).
26.2.5. Staff related costs
As a Group, Jerónimo Martins takes advantage of the synergies existing between various companies, and frequently transfers staff from one company to another according to the needs of the various businesses. In 2022 total costs incurred with services rendered by personnel from other companies amounted to €17,475 thousand (2021: €14,574 thousand).
26.2.6. Open balances as at 31 December 2022
| Company | Current loans granted |
Non-current loans granted |
Accounts receivable and accrued income |
Accounts payable, deferred income and accrued costs |
||
|---|---|---|---|---|---|---|
| Subsidiary companies | ||||||
| Best-Farmer - Actividades Agro-Pecuárias, S.A. | 19,430 | ‐ | 66 | 257 | ||
| Desimo, Lda. | ‐ | ‐ | 3 | ‐ | ||
| Escola de Formação Jerónimo Martins, S.A. | ‐ | ‐ | 3 | 1 | ||
| Friedman - Soc. Inv. Mobiliários e Imobiliários, Lda. | ‐ | 170 | ‐ | ‐ | ||
| Hussel Ibéria – Chocolates e Confeitaria, S.A. | ‐ | ‐ | 5 | 6 | ||
| Imocash – Imobiliário de Distribuição, S.A. | ‐ | ‐ | 961 | ‐ | ||
| Imoretalho – Gestão de Imóveis, S.A. | ‐ | ‐ | 56 | 77 | ||
| João Gomes Camacho, S.A. | ‐ | ‐ | 612 | ‐ | ||
| Jerónimo Martins - Agro-Alimentar, S.A. | 11,280 | ‐ | 114 | 31 | ||
| Jeronimo Martins Colombia, S.A.S. | ‐ | ‐ | 57 | ‐ | ||
| Jeronimo Martins Drogerie i Farmacja Sp. z. o.o. | ‐ | ‐ | 8 | ‐ | ||
| Jeronimo Martins Polska S.A. | ‐ | ‐ | 4,267 | 52 | ||
| JM Nieruchomości Bis Sp. z o.o. | ‐ | ‐ | 2 | ‐ | ||
| Jerónimo Martins – Restauração e Serviços, S.A. | 4,640 | ‐ | 66 | 5 | ||
| Jerónimo Martins Inovação, S.A. | ‐ | ‐ | ‐ | 1 | ||
| Jerónimo Martins Serviços, S.A. | ‐ | ‐ | 5 | 7,392 | ||
| JMR – Gestão Empresas Retalho, SGPS, S.A. | ‐ | ‐ | 39 | ‐ | ||
| JMR - Prestação Serviços para a Distribuição, S.A. | ‐ | ‐ | 318 | 206 | ||
| Larantigo - Sociedade de Construções, S.A. | ‐ | ‐ | ‐ | 40 | ||
| Lidinvest - Gestão de Imóveis, S.A. | ‐ | ‐ | 1 | ‐ | ||
| Lidosol II – Distrib. Produtos Alimentares, S.A. | ‐ | ‐ | 12 | ‐ | ||
| Masterchef, S.A. | ‐ | ‐ | ‐ | 11 | ||
| New World Investments B.V. | ‐ | 778,450 | ‐ | ‐ | ||
| Origins - Agro Business Investments B.V. | ‐ | 224,745 | ‐ | ‐ | ||
| Ovinos da Tapada - Agropecuária, Lda. | 400 | ‐ | 12 | 1 | ||
| Outro Chão - Agricultura Biológica, Lda. | ‐ | ‐ | 4 | ‐ | ||
| Pingo Doce – Distribuição Alimentar, S.A. | ‐ | ‐ | 3,601 | 88 | ||
| Recheio - Cash & Carry, S.A. | ‐ | ‐ | 8,918 | 42 | ||
| Recheio Masterchef, Lda. | ‐ | ‐ | 136 | ‐ | ||
| Recheio, SGPS, S.A. | ‐ | ‐ | 1,276 | ‐ | ||
| Santa Maria Manuela Turismo, S.A. | ‐ | ‐ | 33 | ‐ | ||
| Seaculture - Aquicultura, S.A. | 4,095 | ‐ | 18 | 33 | ||
| Terra Alegre - Lacticínios, S.A. | 9,990 | ‐ | 55 | 79 | ||
| Trade Wings, S.A. | ‐ | 25,000 | 44 | ‐ | ||
| Warta - Retail & Services Investments B.V. | ‐ | 784,580 | ‐ | ‐ | ||
| Subtotal | 49,835 | 1,812,945 | 20,692 | 8,322 | ||
| Other related parties | ||||||
| Unilever Fima, Lda | ‐ | ‐ | ‐ | 15 | ||
| Subtotal | ‐ | ‐ | ‐ | 15 | ||
| Total | 49,835 | 1,812,945 | 20,692 | 8,337 |
| 26.2.7. Open balances as at 31 December 2021 | ||||
|---|---|---|---|---|
| ---------------------------------------------- | -- | -- | -- | -- |
| Company | Current loans granted |
Non-current loans granted |
Accounts receivable and accrued income |
Accounts payable, deferred income and accrued costs |
|
|---|---|---|---|---|---|
| Subsidiary companies | |||||
| Best-Farmer - Actividades Agro-Pecuárias, S.A. | 9,200 | ‐ | 19 | 66 | |
| Desimo, Lda. | ‐ | ‐ | 2 | ‐ | |
| Escola de Formação Jerónimo Martins, S.A. | ‐ | ‐ | 1 | 10 | |
| Friedman - Soc. Inv. Mobiliários e Imobiliários, Lda. | ‐ | 170 | ‐ | ‐ | |
| Hussel Ibéria – Chocolates e Confeitaria, S.A. | ‐ | ‐ | 2 | ‐ | |
| Imocash – Imobiliário de Distribuição, S.A. | ‐ | ‐ | 1,131 | ‐ | |
| Imoretalho – Gestão de Imóveis, S.A. | ‐ | ‐ | 49 | 600 | |
| Jerónimo Martins - Agro-Alimentar, S.A. | 7,825 | ‐ | 76 | 182 | |
| Jeronimo Martins Colombia, S.A.S. | ‐ | ‐ | 9 | ‐ | |
| Jeronimo Martins Polska S.A. | ‐ | ‐ | 2,047 | 107 | |
| Jerónimo Martins – Restauração e Serviços, S.A. | 6,360 | ‐ | 21 | ‐ | |
| Jerónimo Martins - Serviços, S.A. | ‐ | ‐ | 233 | 5,275 | |
| JMR – Gestão Empresas Retalho, SGPS, S.A. | 21,815 | ‐ | 102 | ‐ | |
| JMR - Prestação Serviços para a Distribuição, S.A. | ‐ | ‐ | 144 | 114 | |
| João Gomes Camacho, S.A. | ‐ | ‐ | 375 | 3 | |
| Larantigo - Sociedade de Construções, S.A. | ‐ | ‐ | ‐ | 41 | |
| Lidinvest - Gestão de Imóveis, S.A. | ‐ | ‐ | 1 | ‐ | |
| Lidosol II – Distrib. Produtos Alimentares, S.A. | ‐ | ‐ | ‐ | 3 | |
| Masterchef, S.A. | ‐ | ‐ | ‐ | 11 | |
| New World Investments B.V. | ‐ | 730,450 | ‐ | ‐ | |
| Origins - Agro Business Investments B.V. | ‐ | 182,245 | ‐ | ‐ | |
| Ovinos da Tapada - Agropecuária, Lda. | ‐ | ‐ | 1 | ‐ | |
| Pingo Doce – Distribuição Alimentar, S.A. | ‐ | ‐ | 1,719 | 346 | |
| Recheio - Cash & Carry, S.A. | ‐ | ‐ | 4,156 | 88 | |
| Recheio Masterchef, Lda. | ‐ | ‐ | 8 | 581 | |
| Recheio, SGPS, S.A. | ‐ | ‐ | 272 | ‐ | |
| Santa Maria Manuela Turismo, S.A. | ‐ | ‐ | 15 | ‐ | |
| Seaculture - Aquicultura, S.A. | 1,140 | ‐ | 3 | ‐ | |
| Terra Alegre - Lacticínios, S.A. | 9,330 | ‐ | 34 | 2 | |
| Warta - Retail & Services Investments B.V. | ‐ | 843,480 | ‐ | ‐ | |
| Subtotal | 55,670 | 1,756,345 | 10,420 | 7,429 | |
| Other related parties | |||||
| Unilever Fima, Lda | ‐ | ‐ | ‐ | 23 | |
| Subtotal | ‐ | ‐ | ‐ | 23 | |
| Total | 55,670 | 1,756,345 | 10,420 | 7,452 |
26.2.8. Remuneration paid to Directors
| 2022 | 2021 | |
|---|---|---|
| Salaries and cash awards | 2,068 | 1,604 |
| Retirement benefits | 741 | 9,915 |
| Total | 2,809 | 11,519 |
The Board of Directors of the Company consists of 11 Members (2021: 10 Members). The remuneration shown includes also the amounts paid to the members which, being part of the Board of Directors, work on the Audit Committee, that in the year was €75 thousand (2021: €60 thousand).
The remuneration policy of the Members of the Board of Directors and of the Supervisory Board is stated in the Consolidated Annual Report, under the Corporate Governance Chapter.
The retirement benefits granted to the Directors correspond to post-employment benefits and are part of the plans described in note 5.2 from the Consolidated Financial Statements.
27. Financial risks
JMH is exposed to various financial risks, namely market risk (which includes interest rate risk), liquidity risk and credit risk.
The management of these risks is focused on the unpredictable nature of the financial markets and aims to minimize its adverse effects on the Company's financial performance. Certain types of exposure are managed using financial derivative instruments.
The activity in this area is carried out by the Financial Operations Department. It is responsible, with the cooperation of the financial areas of the Group´s companies, for identifying and assessing risks and for executing the hedging of financial risks, by following the guidelines set out in the Financial Risk Management Policy.
27.1. Interest rate risk
All financial liabilities are directly or indirectly indexed to a reference interest rate which exposes JMH to cash flow risk. A given portion of this risk is hedged through fixed interest rate swaps, thus JMH is also exposed to fair value risk.
Exposure to interest rate risk is monitored continuously. In addition to evaluating future cash flows based on forward rates, sensitivity tests to variations in interest rate levels are performed.
27.2. Credit risk
Credit risk is managed centrally. The main sources of credit risk are bank deposits, short-term investments and derivatives contracted with financial institutions.
The financial institutions that JMH chooses to do business with are selected based on the ratings they receive from one of the independent benchmark rating agencies. Apart from the existence of a minimum accepted rating there is also a maximum exposure to each of these financial institutions.
The following table shows a summary of credit quality of bank deposits and short-term investments, as at 31 December 2022 and 2021:
| Rating company | Rating | 2022 | 2021 |
|---|---|---|---|
| Standard & Poor's | [A+ : AA] | 60,066 | 17 |
| Standard & Poor's | [BBB+ : A] | 75,410 | 50,107 |
| Standard & Poor's | [BB+ : BBB] | 85,521 | 248,841 |
| Standard & Poor's | [B+ : BB] | 6,579 | 11,213 |
| Moody's | [Aaa2 : Aaa1] | 50,013 | ‐ |
| Moody's | [Caa2 : Baa1] | 179 | 32 |
| Fitch | [A- : A+] | 127,022 | 142,937 |
| Fitch | [BB+ : BBB] | 21,142 | 90 |
| Total | 425,933 | 453,237 |
The ratings shown correspond to those given by Standard & Poor's, Moody's and Fitch. The maximum exposure to credit risk at 31 December 2022 and 2021 is the financial assets carrying value.
27.3. Liquidity risk
Liquidity risk is managed by maintaining an adequate level of cash or equivalents, as well as by negotiating credit facilities that not only allow the regular development of JMH activities, but also ensuring some flexibility to be able to absorb shocks unrelated to its activities.
To manage this risk, JMH uses, for example, credit derivatives in order to mitigate the impact of credit spreads increase that are the result of impacts beyond the control of JMH. Treasury needs are managed based on short-term planning, executed on a daily basis, which it derives from the annual financial plans which are reviewed at least twice a year.
The following table shows JMH's liabilities by ranges of contractual residual maturity. The amounts shown in the table are the non-discounted contractual cash flow.
| Exposure to liquidity risk | ||||
|---|---|---|---|---|
| 2022 | Less than 1 year |
1 to 5 years | More than 5 years |
|
| Borrowings | ||||
| Commercial paper | 23 | ‐ | ‐ | |
| Creditors | 3,564 | ‐ | ‐ | |
| Lease liabilities | 741 | 1,769 | ‐ | |
| Total | 4,328 | 1,769 | ‐ |
| Exposure to liquidity risk | ||||
|---|---|---|---|---|
| 2021 | Less than 1 year |
1 to 5 years | More than 5 years |
|
| Borrowings | ||||
| Commercial paper | 11 | ‐ | ‐ | |
| Creditors | 4,274 | ‐ | ‐ | |
| Lease liabilities | 332 | 384 | ‐ | |
| Total | 4,617 | 384 | ‐ |
The cash flows presented for commercial paper programs include fixed expenses incurred with these programs, whether they are being used or not.
28. Additional information requested by law
In accordance with article 66-A of the Portuguese Commercial Companies Code, we hereby inform of the following:
- a) In addition to all operations described in the notes above, as well as in the Management's Report, there are no other operations considered relevant which are not already contained either in the balance sheet or in these notes;
- b) The total remuneration paid to the External Auditor and Statutory Auditor in 2022 was €175 thousand, from which €130 thousand correspond to the statutory audit of the accounts and, the remaining in the amount of €45 thousand, to limited assurance services on sustainability indicators and limited and reasonable assurance services on application processes for the Recovery and Resilience Plan (RRP);
- c) Note 26 of the Notes to the Financial Statements include all the related parties' disclosures, in accordance with the International Accounting Standards;
- d) During the years of 2020 and 2021, JMH incurred in expenses with Research and Development (R&D) activities, which are, in your understanding, likely to be eligible for the purposes of Entrepreneurial R&D Tax Incentives System ("Sistema de Incentivos Fiscais em I&D Empresarial II – SIFIDE II").
Hence, regarding the year of 2020, JMH received the final decision from the Technical Committee with power delegated by the Agência Nacional de Inovação, S.A., granting a tax credit of €508 thousand as a result of investments related with R&D activities in the total amount of €890 thousand, consisting of human resources expenses amounting to €631 thousand and operating expenses amounting to €259 thousand.
Regarding the year of 2021, JMH is still waiting for the decision from the Technical Committee with power delegated by the Agência Nacional de Inovação, S.A.. JMH has requested a tax credit of €159 thousand as a result of investments related with R&D activities in the total amount of €489 thousand, consisting of human resources expenses amounting to €327 thousand and operating expenses amounting to €162 thousand.
Lastly, taking into consideration the investments made in 2022 in this particular area, JMH is also preparing an application to this Tax Incentive (SIFIDE II), within the legally stipulated deadline.
29. Events after the balance sheet date
✓ Accounting policies
Where events occur after the balance sheet date that provide evidence of conditions that existed at the end of the reporting period, the impact of these events is adjusted within the Financial Statements. Otherwise, events after the balance sheet date of a material size or nature are disclosed below.
At the conclusion of this Report there were no relevant events to highlight that are not disclosed in the Financial Statements.
Lisbon, 21 March 2023
The Certified Accountant The Board of Directors

Ernst & Young Audit & Associados - SROC, S.A. Avenida da República, 90-6º 1600-206 Lisboa Portugal
Tel: +351 217 912 000 Fax: +351 217 957 586 www.ey.com
(Translation from the original document in the Portuguese language. In event of doubt, the Portuguese version prevails)
Statutory and Auditor's Report
REPORT ON THE AUDIT OF THE FINANCIAL STATEMENTS
Opinion
We have audited the accompanying financial statements of Jerónimo Martins, S.G.P.S., S.A. (the Entity), which comprise the Balance Sheet as at 31 December 2022 (showing a total of 2.996.987 thousand euros and total equity of 2.943.845 thousand euros, including a net profit for the year of 480.137 thousand euros), the Statement of Income by Functions, the Statement of Comprehensive Income, the Statement of Changes in Equity and the Statement of Cash Flows for the year then ended, and notes to the financial statements, including a summary of significant accounting policies.
In our opinion, the accompanying financial statements give a true and fair view, in all material respects, of the financial position of Jerónimo Martins, S.G.P.S., S.A. as at 31 December 2022, and of its financial performance and its cash flows for the year then ended in accordance with International Financial Reporting Standards as endorsed by the European Union.
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (ISAs) and other technical and ethical standards and guidelines as issued by the Institute of Statutory Auditors. Our responsibilities under those standards are further described in the "Auditor's responsibilities for the audit of the financial statements" section below. We are independent of the Entity in accordance with the law and we have fulfilled other ethical requirements in accordance with the Institute of Statutory Auditors´ code of ethics.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Key audit matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the financial statements of the current period. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.
The key audit matters in the current year audit are the following:
1. Investments in subsidiaries and loans to subsidiaries
| Description of the most significant assessed | Summary of our response to the most significant assessed risks of |
|---|---|
| risks of material misstatement | material misstatement |
| The total amount of investments in subsidiaries and loans to subsidiaries recognized in the separate financial statements of Jerónimo Martins, S.G.P.S., S.A., as at 31 December 2022, amounts to 2.478.983 thousand euros. As disclosed in the Notes 2.3 to the financial statements, the investments in subsidiaries and loans to subsidiaries are recorded at cost and are analysed at each balance sheet date |
Our audit procedures included: Understanding and evaluating controls over the investments ► in subsidiaries and loans to subsidiaries process; Obtaining impairment tests performed by management to the ► investments in subsidiaries and loans to subsidiaries and confirmation of the assumptions used with the business plans approved by the Board; |

Description of the most significant assessed risks of material misstatement
in order to identify any indicators of possible impairment losses.
When indicators are identified, the recoverable amount of the assets is tested by the management, using the discounted cash flow method. The valuation data used to calculate the value in use, is supported by past performance and market development expectations for each of the investments, in accordance with the discounted cash flow projections, discount rates and perpetuity growth rates.
Due to the relevance of the amounts involved, as well as the complexity and judgment inherent in the model adopted for the impairment assessment, we consider that the valuation of investments in subsidiaries and loans to subsidiaries was a material matter for the purposes of our audit.
Summary of our response to the most significant assessed risks of material misstatement
- ► We were involved in the assessment of the main tax and legal disputes and contingencies existing in the entities participated by Jerónimo Martins SGPS;
- ► Performing analyses, with the support of internal specialists, of the assumptions and methodologies used by the management, namely the impairment testing model, the discount rates and perpetuity growth rates;
- ► Performing substantive procedures regarding impairment indicators on investments in subsidiaries and loans to subsidiaries, namely by comparing the equity of the subsidiaries or the value in use obtained through the models prepared by the Management with the amounts recorded in the financial statements; and
- ► Review of the amounts of impairment losses recognized by the Entity regarding investments in subsidiaries and loans to subsidiaries and assessment of its reasonableness.
We have also verified the adequacy of the disclosures presented in the financial statements.
Responsibilities of Management and the Audit Committee for the financial statements
Management is responsible for:
- ► the preparation of financial statements that presents a true and fair view of the Entity´s financial position, financial performance and cash flows in accordance with International Financial Reporting Standards as endorsed by the European Union;
- ► the preparation of the Management Report, the Corporate Governance Report, non-financial information and remunerations report, in accordance with the laws and regulations;
- ► designing and maintaining an appropriate internal control system to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error;
- ► the adoption of accounting policies and principles appropriate in the circumstances; and
- ► assessing the Entity's ability to continue as a going concern, and disclosing, as applicable, matters related to going concern that may cast significant doubt on the Entity´s ability to continue as a going concern.
The Audit Committee is responsible for overseeing the Entity's financial reporting process.
Auditor's responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

As part of an audit in accordance with ISAs, we exercise professional judgment and maintain professional scepticism throughout the audit. We also:
- ► identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control;
- ► obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Entity's internal control;
- ► evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management;
- ► conclude on the appropriateness of management's use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Entity's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the Entity to cease to continue as a going concern;
- ► evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation;
- ► communicate with those charged with governance, including the Audit Committee, regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit;
- ► from the matters communicated to those charged with governance, including the Audit Committee, we determine those matters that were of most significance in the audit of the financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor's report unless law or regulation precludes public disclosure about the matter; and
- ► we also provide the Audit Committee with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, the actions taken to eliminate threats or related safeguards used.
Our responsibility includes the verification of the consistency of the Management Report with the financial statements, and the verifications under Nº 4 and Nº 5 of article 451 of the Commercial Companies Code regarding corporate governance matters and the verification that the non-financial information and remunerations report was presented.
REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS
On the Management Report
Pursuant to article 451, Nº 3, paragraph e) of the Commercial Companies Code, it is our opinion that the Management Report was prepared in accordance with the applicable legal and regulatory requirements and the information contained therein is consistent with the audited financial statements and, having regard to our knowledge and assessment over the Entity, we have not identified any material misstatements.
Pursuant to article 451, paragraph 7 of the Companies Code, this opinion is not applicable to the non-financial statement included in the Management Report.

On the Corporate Governance Report
Pursuant to article 451, Nº 4 of the Commercial Companies Code, in our opinion, the Corporate Governance Report includes the information required to be provided by the Entity as per article 29-H of the Securities Code, and we have not identified material misstatements on the information provided therein in compliance with Nº 1, paragraphs c), d), f), h), i) and l) of the said article.
On the non-financial information
Pursuant to article 451, Nº 6 of the Commercial Companies Code, we inform that the Group has included a separate statement from the Management Report related to the non-financial information as set out in article 66- B of the Commercial Companies Code, which has been disclosed together with the Management report.
On the Remunerations Report
Pursuant to article 26-G, Nº 6 of the of the Securities Code, we inform that the Entity has included in the Corporate Governance Report, on separate chapter, the information provided in compliance with nº2 of the said article.
On additional items set out in article 10 of the Regulation (EU) nr. 537/2014
Pursuant to article 10 of the Regulation (EU) Nº 537/2014 of the European Parliament and of the Council, of 16 April 2014, and in addition to the key audit matters mentioned above, we also report the following:
- ► We were appointed as auditors of the Jerónimo Martins, S.G.P.S., S.A. (Group´s Parent Entity) for the first time at the shareholders' general meeting held on 6 April 2017 for the mandate from 2017 to 2018. We were appointed for a second term for the mandate from 2019 to 2021 at the shareholders' general meeting held on 11 April 2019. At the shareholders' general meeting held on 21 April 2022 we were reappointed for a third term for mandate from 2022 to 2024;
- ► Management has confirmed that they are not aware of any fraud or suspicion of fraud having occurred with a material effect on the financial statements. In planning and executing our audit in accordance with ISAs, we maintained professional skepticism and we designed audit procedures to respond to the possibility of material misstatement in the financial statements due to fraud. As a result of our work, we have not identified any material misstatement to the financial statements due to fraud;
- ► We confirm that our audit opinion is consistent with the additional report that we have prepared and delivered to the Audit Committee of the Entity on 20 March 2023; and
- ► We declare that we have not provided any prohibited services as described in article 5 of the Regulation (EU) Nº 537/2014 of the European Parliament and of the Council, of 16 April 2014, and we have remained independent of the Group in conducting the audit.
European Single Electronic Format (ESEF)
The financial statements of the Jerónimo Martins, S.G.P.S., S.A. for the year ended 31 of December 2022 must comply with the applicable requirements set out in the Commission Delegated Regulation (EU) 2019/815 of 17 December 2018 (ESEF Regulation).
Management is responsible for preparing and disclosing the annual report in accordance with the ESEF Regulation.
Our responsibility is to obtain reasonable assurance about whether the financial statements, included in the annual report, are presented in accordance with the requirements set out in the ESEF Regulation.
Our procedures considered the OROC Technical Application Guide on report in ESEF and included obtaining understanding of the financial reporting process, including the submission of the annual report in valid XHTML format.

In our opinion, the financial statements included in the annual report are presented, in all material respects, in accordance with the requirements set out in the ESEF Regulation.
Lisbon, 23 March 2023
Ernst & Young Audit & Associados – SROC, S.A. Sociedade de Revisores Oficiais de Contas Represented by:
(Signed)
João Carlos Miguel Alves (ROC nº 896) Registered with the Portuguese Securities Market Commission under license Nº 20160515

Corporate Governance 162
| Part I – Information on Shareholder Structure, Organization and Corporate Governance 164 | |
|---|---|
| Section A – Shareholder Structure 164 | |
| Subsection I - Capital Structure 164 | |
| Subsection II - Shareholdings and Bonds Held 166 | |
| Section B – Corporate Bodies and Committees 168 | |
| Subsection I - General Meeting 168 | |
| A. Composition of the Presiding Board of the General Meeting 168 | |
| B. Exercising the Right to Vote 168 | |
| Subsection II - Management and Supervision (Board of Directors) 170 | |
| A. Composition 170 | |
| B. Functioning 186 | |
| C. Committees within the Board of Directors and Board Delegate 190 | |
| Subsection III - Supervision - (Audit Committee) 192 | |
| A. Composition 192 | |
| B. Functioning 194 | |
| C. Powers and Duties 195 | |
| Subsection IV - Statutory Auditor 196 | |
| Subsection V - External Auditor 196 | |
| Section C – Internal Organisation 198 | |
| Subsection I - Articles of Association 198 | |
| Subsection II - Reporting of Irregularities 198 | |
| Subsection III - Internal Control and Risk Management 199 | |
| Subsection IV - Investor Assistance 205 | |
| Subsection V - Website 207 | |
| Section D – Remuneration 209 | |
| Subsection I - Power to Establish 209 | |
| Subsection II - Remuneration Committee 209 | |
| Subsection III - Remuneration Structure 210 | |
| Subsection IV - Remuneration Disclosure 216 | |
| Subsection V - Agreements with Remuneration Implications 220 | |
| Subsection VI - Share Allocation and/or Stock Option Plan 221 | |
| Section E – Related Party Transactions 222 | |
| Subsection I - Control Mechanisms and Procedures 222 | |
| Subsection II - Data on Business Deals 224 | |
| Part II – Corporate Governance Assessment 225 | |
| 1. Details of the Corporate Governance Code Implemented 225 | |
| 2. Analysis of Compliance with the Corporate Governance Code Implemented 225 | |
| 3. Other Information 233 |
Part I – Information on Shareholder Structure, Organization and Corporate Governance
Section A – Shareholder Structure
Subsection I - Capital Structure
1. The Capital Structure (Share Capital, Number of Shares, Distribution of Capital by Shareholders, etc.), Including an Indication of Shares That Are Not Admitted to Trading, Different Classes of Shares, Rights and Duties of Same and the Capital Percentage That Each Class Represents (Art. 29.º-H/1/a of the Portuguese Securities Code - PSC)
The Company's share capital is 629,293,220 euros. It is fully subscribed and paid up, and divided into six hundred and twenty-nine million, two hundred and ninety-three thousand, two hundred and twenty shares with a nominal value of one euro each.
All issued shares are ordinary, there are no other categories of shares, and all shares have been admitted to trading on the Euronext Lisbon stock exchange.

The Company's shareholder structure is the following, with reference to 31 December 2022*:
* According to the last communications made by the shareholders with qualifying holdings to Jerónimo Martins, SGPS, S.A. up to the said date, being assumed that the number of shares owned is equivalent to the number of voting rights, unless otherwise disclosed to the issuer. See, point 7.
2. Restrictions on the Transfer of Shares, Such as Clauses on Consent for Disposal, or Limits on the Ownership of Shares (Art. 29.º-H/1/b PSC)
Jerónimo Martins' shares are freely transferable and there are no restrictions concerning their tradability.
3. Number of Own Shares, the Percentage of Share Capital that it Represents and Corresponding Percentage of Voting Rights that Corresponded to Own Shares (Art. 29.º-H/1/a PSC)
The Company holds 859 thousand shares in its own portfolio, which were acquired in 1999 at an average price of 7.06 euros per share (price adjusted by the restatement of capital). These shares represent 0.14% of the Company's share capital, which would correspond to equal percentage of voting rights.
4. Important Agreements to which the Company is a Party and that Come Into Effect, Amend or are Terminated in Cases Such As a Change in the Control of the Company After a Takeover Bid, and the Respective Effects, Except Where Due to their Nature, the Disclosure Thereof Would be Seriously Detrimental to the Company; This Exception Does Not Apply Where the Company is Specifically Required to Disclose Said Information Pursuant to Other Legal Requirements (Art. 29.º-H/1/j PSC)
There are no significant agreements (including financing agreements) to which the Company is a party and that come into effect, are amended or terminated in case of a change in the control of the Company after a takeover bid.
5. A System That is Subject to the Renewal or Withdrawal of Countermeasures, Particularly Those That Provide for a Restriction on the Number of Votes Capable of Being Held or Exercised by Only One Shareholder Individually or Together With Other Shareholders
No defensive measures were adopted that require payments or the assumption of costs by the Company in the event of a change of control or a change in the composition of the Board of Directors and that are likely to impair the free transfer of shares and the free assessment by the shareholders of the performance of the Board members, or that provide for a restriction on the number of votes capable of being held or exercised by only one shareholder individually or together with other shareholders.
6. Shareholders' Agreements that the Company is aware of and That May Result in Restrictions on the Transfer of Securities or Voting Rights (Art. 29.º-H/1/g PSC)
Pursuant to the communication regarding the qualifying holding received by the Company on 2nd January, 2012, the same was informed of a shareholders' agreement concerning the exercise of voting rights, on the following terms:
"It is further informed that, in accordance with the terms of number 2 of article 21, paragraphs b) and c), of the Portuguese Securities Code, Sociedade Francisco Manuel dos Santos, SGPS, S.A.[*] controls Sociedade Francisco Manuel dos Santos B.V., since it may exercise the corresponding voting rights under a Shareholders Agreement.
In accordance with the terms of article 20 of the Portuguese Securities Code, especially paragraph b) of its number 1, under the above mentioned Shareholders Agreement, the corresponding voting rights of the Jerónimo Martins, SGPS, S.A. shares, object of the purchase and sale above mentioned, remain attributed to Sociedade Francisco Manuel dos Santos, SGPS S.A.[*]".
The Company, however, does not know of any restrictions concerning the transfer of securities or voting rights.
* The company name was changed on 2015 to "Sociedade Francisco Manuel dos Santos, SGPS, S.E.".
12,821,174 2.04% 12,694,305 2.02%
Subsection II - Shareholdings and Bonds Held
7. Details of The Natural or Legal Persons Who, Directly or Indirectly, are Holders of Qualifying Holdings (Art. 29.º-H/1/c & /d PSC) and Art. 16.º PSC) With Details of the Percentage of Capital and Votes Attributed and the Source and Causes of the Attribution
The holders of qualifying holdings, calculated in accordance with the terms of paragraph 1 of Art. 20 PSC, based on the total number of shares under the terms of section b), paragraph 3 of Art. 16 PSC, as at 31st December 2022 are identified in the table below.
List of Qualifying Holdings as at 31st December 2022*
(Pursuant to sub-paragraph b) of paragraph 1 of Art. 8 of the Portuguese Securities Regulations no. 5/2008)
| Shareholder | No. of Shares Held |
% Capital | No. of Voting Rights |
% of Voting Rights |
|---|---|---|---|---|
| Sociedade Francisco Manuel dos Santos, SGPS, S.E. | 353,260,814 | 56.14% | 353,260,814 | 56.14% |
| Through Sociedade Francisco Manuel dos Santos, B.V. |
* Source: Last communications made by the shareholders with qualifying holdings to Jerónimo Martins, SGPS, S.A. up to the said date. Comgest Global Investors, S.A.S. 2.06% 12,983,594 2.06% 12,983,594
The reason for attributing the qualified holding to Sociedade Francisco Manuel dos Santos, SGPS, S.E. is mentioned in point 6. BlackRock, Inc 12,947,912 2.06% 12,947,912 2.06%
T. Rowe Price Group, Inc.
Through T. Rowe Price International Ltd
8. A List of the Number of Shares and Bonds Held by Members of the Management and Supervisory Boards
(Pursuant to paragraph 5 of Art. 447 of the Commercial Companies Code - CCC)
The Board of Directors
| Members of the Board of Directors | Held on 31.12.21 |
Increases during the year |
Decreases during the year |
Held on | 31.12.22 | |||
|---|---|---|---|---|---|---|---|---|
| Shares | Bonds | Shares | Bonds | Shares | Bonds | Shares | Bonds | |
| Pedro Manuel de Castro Soares dos Santos | 274,805 | - | - | - | - | - | 274,805 | - |
| Belonging to company in which is a Director (sec. d), § 2 of Art. 447 CCC)1 |
353,260,814 | 353,260,814 | ||||||
| Andrzej Szlęzak | - | - | - | - | - | - | - | - |
| António Pedro de Carvalho Viana-Baptista | - | - | - | - | - | - | - | - |
| Artur Stefan Kirsten | - | - | - | - | - | - | - | - |
| Belonging to company in which is a Director (sec. d), § 2 of Art. 447 CCC)1 |
353,260,814 | - | - | - | - | - | 353,260,814 | - |
| Clara Christina Streit | 800 | - | - | - | - | - | 800 | - |
| Elizabeth Ann Bastoni | - | - | - | - | - | - | - | - |
| Francisco Manuel Seixas da Costa | - | - | - | - | - | - | - | - |
| José Manuel da Silveira e Castro Soares dos Santos | 20,509 | - | - | - | - | - | 20,509 | - |
| Belonging to company in which is a Director (sec. d), § 2 of Art. 447 CCC)1 |
353,260,814 | - | - | - | - | - | 353,260,814 | - |
| María Ángela Holguín Cuéllar | - | - | - | - | - | - | - | - |
| Natalia Anna Olynec | - | - | - | - | - | - | - | - |
| Sérgio Tavares Rebelo | - | - | - | - | - | - | - | - |
1 Sociedade Francisco Manuel dos Santos, B.V.; See point 20.
Statutory Auditor
As at 31st December 2022, the Statutory Auditor, Ernst & Young Audit & Associados, SROC, S.A., confirmed not holding any shares or bonds of Jerónimo Martins, SGPS, S.A. and not having made any transactions, during 2022, with Jerónimo Martins, SGPS, S.A. securities.
9. Special Powers of the Board of Directors, especially as Regards Resolutions on the Capital Increase (Art. 29.º-H/1/i) PSC) With an Indication as to the Allocation Date, Time Period Within Which Said Powers May Be Carried Out, the Upper Ceiling for the Capital Increase the Amount Already Issued Pursuant to the Allocation of Powers and Mode of Implementing the Powers Assigned
Any capital increase is subject to prior deliberation by the General Shareholders' Meeting.
10. Information on Any Significant Business Relationships between the Holders of Qualifying Holdings and the Company
Pursuant to the policy that has been followed by the Company in this area, no business was carried out by the Company with the owners of Qualifying Holdings or entities in any type of relationship with the owners of such holdings, outside of normal market conditions.
There are no significant business relationships between holders of Qualifying Holdings and the Company.
Section B – Corporate Bodies and Committees
Subsection I - General Meeting
A. Composition of the Presiding Board of the General Meeting
11. Details and Position of the Members of the Presiding Board of the General Meeting and Respective Term of Office (Beginning and End)
Abel Bernardino Teixeira Mesquita and Nuno de Deus Pinheiro were in office as Chairman and Secretary of the General Shareholder's Meeting, respectively, until 21st April, 2022.
On 21 st April 2022, Luis Miguel Reis Sobral and Nuno de Deus Pinheiro were appointed as Chairman and Secretary of the General Shareholders' Meeting, respectively, for the term 2022-2024.
B. Exercising the Right to Vote
12. Any Restrictions on the Right to Vote, Such as Restrictions on Voting Rights Subject to Holding a Number or Percentage of Shares, Deadlines for Exercising Voting Rights, or Systems Whereby the Financial Rights Attaching to Securities are Separated from the Holding of Securities (Art. 29.º-H/1/f PSC)
The Company and its Board of Directors particularly value the principles of free transferability of shares and assessment by shareholders of the performance of members of the Board of Directors.
As such Art. 24 of the Articles of Association of the Company establishes the rule that each share has the right to one vote.
Accordingly, the Company has not established mechanisms intended to cause mismatching between the right to receive dividends or the subscription of new securities and the voting right of each ordinary share, inter alia, no special rights for shareholders or restraints on the exercise of voting rights are provided for in the Company's Articles of Association, nor is there any special rule in the Articles of Association regarding systems whereby the financial rights attached to securities are separated from the holding of securities.
Attending the Shareholders' Meeting is not subject to holding a minimum number of shares.
According to Art. 26 of the Articles of Association of the Company, the Shareholders' Meeting may take place upon the first convocation, as long as more than 50% of the Company's capital is present or represented.
Participation in the General Shareholders' Meeting
Under the provisions of the Portuguese Securities Code and Art. 23 of the Articles of Association, the shareholders that meet the following conditions can participate and vote at the General Meeting:
- i. On the Record Date, corresponding to 00:00 (GMT) of the fifth trading day prior to the General Shareholder's Meeting, they held shares of the Company entitling them to at least one vote;
- ii. By the end of the day prior to the day of the Record Date, they had stated in writing, to the respective financial intermediary, their intention to participate in the meeting;
- iii. By the end of the day of the Record Date, the respective financial intermediary has sent to the Chairman of the General Shareholder's Meeting information on the number of shares registered under that shareholder's name on the Record Date.
Remote Participation in the General Shareholders' Meeting
The Company implemented adequate means for the remote participation by its shareholders in the General Meeting. In 2022 a General Meeting of the Company took place, in which shareholders could participate in person or, if they so wished, by telematic means, under the provisions of sub-paragraph b) of paragraph 6 of Art. 377 CCC.
Shareholders who declared they wanted to participate in the General Meeting by telematic means had to indicate an email address, to which the Company sent the link to the telematic session at stake, and an individual shareholder participation code, which served to complement the respective identification at the beginning of the meeting
Postal Vote
According to paragraph three of Art. 25 of the Articles of Association, postal votes are allowed. Pursuant to the Articles of Association, postal votes count for the formation of a constitutive quorum for the General Shareholders' Meeting, and it is the responsibility of the Chairman of the Board of the General Shareholders' Meeting or his substitute to verify their authenticity and full compliance with the procedures, as well as to assure confidentiality when a vote is submitted. In the event that a shareholder or a shareholder's representative is present at the General Shareholders' Meeting, the postal vote that was issued is revoked.
Postal votes count as negative votes in relation to deliberative proposals presented subsequent to the date on which those votes were issued.
The Company has provided a form to exercise the right to vote by post on its web page.
As the Company's Articles of Association do not state anything on this matter, the Company has established a deadline of 48 hours prior to the General Shareholders' Meeting for receipt of postal votes, thus complying with and, to a certain extent, exceeding the recommendations of the CMVM on this matter.
Vote by Electronic Means
The Company, also recognising that using computerised means encourages shareholders to exercise their right to vote, has adopted, since 2006, adequate mechanisms so that they may vote electronically in General Shareholders' Meetings, having proceeded in 2020 to some changes in the procedures that, for this purpose, it had been implementing, such procedures having been disclosed ever since in the notices issued and on its institutional website.
Thus, shareholders who wished to exercise their right to vote electronically at the 2022 General Meeting had to express it, in due time, to the Chairman of the Board of the General Shareholders' Meeting, through the email address [email protected]. In that expression of interest, shareholders had to indicate an email address to which, subsequently, an identifier code was sent, to be used in the electronic mail message by which the shareholder exercised its right to vote.
Election of Members of Corporate Bodies
The notice dated March 25, 2022 for the Company's General Meeting, held on April 21, 2022, in which the members of the Company's bodies were elected for the 2022-2024 term, shareholders were urged to, in the construction of proposals for the new term of office of the governing bodies, contribute to a better performance of such bodies and to the balance of its composition, taking into account, namely, criteria such as competence, independence, integrity, availability, experience, and considering also diversity requirements, with particular attention to gender diversity, as legally required. It was further referred that the proposals presented should be substantiated as to the suitability of the profiles, knowledge and curricula to the function(s) to be performed by each candidate.
13. Details of the Maximum Percentage of Voting Rights That May Be Exercised By a Single Shareholder or By Shareholders That Are In Any Relationship As Set Out In Art. 20/1 PSC
The Company has not established rules stating that voting rights over a certain number are not counted, when issued by a single shareholder or shareholders related to it.
14. Details of Shareholders' Resolutions That, Imposed By The Articles Of Association, May Only Be Taken With a Qualified Majority, In Addition To Those Legally Provided, and Details of Said Majority
There is no special rule in the Articles of Association regarding deliberative quorums.
Subsection II - Management and Supervision (Board of Directors)
A. Composition
15. Details of Corporate Governance Model Adopted
The Company has adopted the Anglo-Saxon governance model which corresponds to the option foreseen in subparagraph b) of Art. 278 CCC. According to this model the management and supervision of the Company are organized through a Board of Directors, which includes the Audit Committee, and a Statutory Auditor.
16. Articles of Association Rules on the Procedural Requirements Governing the Appointment and Replacement of Members of the Board of Directors (Art. 29-H/1/h PSC). Diversity Policy.
Art. 1 of the Regulations of the Company's Board of Directors foresees that the composition of this body will be decided in the General Shareholders' Meeting pursuant to the terms indicated in paragraph one of Art. 12 of the Articles of Association, and that it will be presided over by the respective Chairman, chosen by the General Shareholders' Meeting.
Paragraph number three of Art. 9 of the same Regulations prescribes that in the event of death, resignation or impediment, whether temporary or definitive, of any of its members, the Board of Directors will agree on a substitute. If the appointment does not occur within 60 days of the absence of the Director, the Audit Committee will be responsible for appointing the substitute.
As referred in point 12, the Company promotes that the proposals to be submitted by shareholders for the new term of office of the governing bodies, are substantiated as to the suitability of the profiles, knowledge and curricula to the function(s) to be performed by each candidate.
Under the terms of Art. 289, no. 1, d) CCC, the proposals for the appointment of members of the Board of Directors (as well as other corporate bodies) have made reference to the professional qualifications and professional activity, in the last five years, of the individuals proposed by the Company's shareholders for appointment. Such elements were sufficient justification in regard to the suitability of the profile, the skills and the curriculum vitae to the duties to be carried out.
Diversity Policy
In Portuguese company law the shareholders have exclusive competence to appoint the members of management and supervision bodies of companies.
Hence, considering that the shareholders are not to be confused with the Company, it is not possible for the latter to define or enforce a diversity policy as is foreseen in Art. 245-A, no. 1, r) of the Portuguese Securities Code, as amended by Decree-Law no. 89/2017, of 28th July, which stood in the period under analysis.
Notwithstanding the above, as referred in point 12., in the notice dated March 25, 2022 for the Company's General Meeting, held on April 21, 2022, shareholders were urged to, in the construction of proposals to be presented for the new term of office of the governing bodies, consider diversity requirements, with particular attention to gender diversity, as legally required, and also to contribute to a better performance of such bodies and to the balance of its composition, taking also into account, namely, criteria such as competence, independence, integrity, availability, and experience.
On the other hand, it can be concluded that in selecting the members of management and supervision bodies of the Company (respectively, Board of Directors and Audit Committee), the shareholders have been taking into account diversity criteria that seek to combine the individual attributes of each of the members, such as independence, integrity, experience and competence, with the specific characteristics of the Company, e.g., its governance model, its dimension, its shareholder structure and its business model.
It can even be continued to be said that, in the current structure of the Board of Directors and of the Audit Committee, the shareholders have maintained the safeguard of gender diversity, age diversity, qualification diversity and professional background diversity, as can be seen in point 1.3.1. of Chapter 1, and in points 17 to 19, and 26 of Chapter 4 of this Report.
In this regard, it is also important to mention the Plan for (gender) Equality 2022-2023, disclosed by the Company and which can be consulted on the respective website, where are stated, namely, the goals to be achieved by the Company, the specific measures to be implemented, who is responsible for its implementation, and which indicators shall be used to measure the achievement of such goals.
Therefore, the Company considers to have adopted the said diversity criteria and requisites through its enunciation in the notice dated March 25, 2022 for the Company's General Meeting held on April 21, 2022, in this document and its approval by the Board of Directors and by its shareholders.
17. Composition of the Board of Directors, With Details of the Articles of Association's Minimum and Maximum Number of Members, Duration of Term of Office, Number of Effective Members, Date When First Appointed and End of the Term of Office of Each Member
According to the Articles of Associations, the Board of Directors is comprised of a minimum of seven and a maximum of eleven members, elected by the General Shareholders' Meeting for three-year terms. During 2022, the Board of Directors had the composition indicated below, being currently composed of eleven effective members, who were elected at the General Meeting held on 21 st April 2022 for the term of office 2022-2024:
Pedro Manuel de Castro Soares dos Santos
- Chairman of the Board of Directors since 18 December 2013
-
CEO
-
First appointment on 31st March 1995
- Expiry of the term of office on 31st December 2024
Andrzej Szlęzak
- Non-executive director
- First appointment on 10th April 2013
- Expiry of the term of office on 31st December 2024
António Pedro de Carvalho Viana-Baptista
- Non-executive director
- First appointment on 9th April 2010
- Expiry of the term of office on 31st December 2024
Artur Stefan Kirsten
- Non-executive director
- First appointment on 9th April 2010 (term of office expired on February 2011)
- New appointment on 9th April 2015
- Expiry of the term of office on 31 st December 2024
Clara Christina Streit
- Independent Non-executive director
- First appointment on 9th April 2015
- Expiry of the term of office on 31st December 2024
Elizabeth Ann Bastoni
- Independent Non-executive director
- First appointment on 11th April 2019
- Expiry of the term of office on 31st December 2024
Francisco Manuel Seixas da Costa
- Independent Non-executive director
- First appointment on 10th April 2013
- Expiry of the term of office on 31st December 2024
José Manuel da Silveira e Castro Soares dos Santos
- Non-executive director, appointed by Sociedade Francisco Manuel dos Santos, B.V., under the terms of n.o 4 of art. 390 CCC
- First appointment on 31st March 1995 (expiry of term of office on 29th June 2001)
- New appointment on 15th April 2004 (expiry of term of office on 9th April 2015)
- Expiry of term of office on 31st December 2024
María Ángela Holguín Cuéllar
- Independent Non-executive director
- First appointment on 11th April 2019
- Expiry of the term of office on 31st December 2024
Natalia Anna Olynec
- Independent Non-executive director
- First appointment on 21 st April 2022
- Expiry of the term of office on 31st December 2024
Sérgio Tavares Rebelo
- Independent Non-executive director, pursuant to recommendation III.4 of the 2018 IPCG's Corporate Governance Code (2018 revised in 2020), hereafter referred to as "2020 IPCG's Recommendations"
- First appointment on 10th April 2013
- Expiry of the term of office on 31st December 2024
18. Distinction to be Drawn Between Executive and Non-Executive Directors And, as Regards Non-Executive Members, Details of Members that May Be Considered Independent
The Company seeks a balance in the composition of the Board of Directors through the integration of Non-executive directors and independent directors alongside the Executive Director, in the scope of a delegation of duties, the respective discrimination of which being referred in point 17, above. The distinctive criterium used by the Company coincides with that of the EU Commission's Recommendation 2005/162/EC, of 15th February 2005, being considered as Executive Director any member who is engaged in the daily management of the Company and, a contrario sensu, Non-Executive Directors are those who are not engaged in the daily management.
The Board of Directors is therefore composed of Non-executive Directors, in particular independent Directors who possess a wide range of technical skills, contact networks and connections with national and international bodies, who therefore enrich and optimise the Company's management in terms of creating value and ensuring adequate protection of the interests of all its shareholders and other stakeholders, thereby ensuring effective monitoring, supervision and assessment of the activity of the remaining members of the Board of Directors.
As referred in point 17., the number of Non-executive Directors of the Company is currently 10, which the Company considers suitable considering the terms under which, as described in point 21. below, the delegation of powers is made in favor of the Chief Executive Officer, the implementation of a support structure for him, and the establishment of a Mechanism for Coordinating the Activities of Non-Executive Directors, which allow to efficiently ensure the functions that are attributed to them, taking into account the size of the Company and the risks inherent to its activity.
In accordance with the principles by which the Company is run, although all Board members are accountable to all shareholders equally, the independence of the Board of Directors in relation to the shareholders is further reinforced by the existence of independent Board members.
Pursuant to the 2020 IPCG's Recommendations, considering the provision of recommendation III.4, which establishes the independence criteria to be used in the evaluation made by the Board of Directors, Clara Christina Streit, Elizabeth Ann Bastoni, Francisco Seixas da Costa, María Ángela Holguín Cuéllar, Natalia Anna Olynec and Sérgio Tavares Rebelo qualify as independent Directors.
Clara Christina Streit, Elizabeth Ann Bastoni and Sérgio Tavares Rebelo are also members of the Audit Committee, being subject further to the independence criteria indicated in paragraph 5 of Art. 414 CCC. According to these criteria Director Sérgio Rebelo cannot be regarded as independent because he does not meet the independence criteria as a member of the Audit Committee. Each of the members of the Audit Committee also complies with the rules of incompatibility laid down in paragraph 1 of Art. 414-A CCC, except that provided for in sub-paragraph b).
Being the number of independent directors of six, in accordance to the criteria above mentioned, out of a total of eleven Directors, the Company complies with recommendation III.4. (2020 IPCG's Recommendations).
19. Professional Qualifications and Other Relevant Curricular Information of Each Member of the Board of Directors
Pedro Soares dos Santos is a Portuguese national, and joined the Operating Division of Pingo Doce in 1983. In 1985, he joined the Sales and Marketing department of Iglo/Unilever, and five years later, assumed the post of Assistant Director of Recheio Operations. In 1995, he was named General Manager of the latter Company. Between 1999 and 2000 he accepted responsibility for operations in Poland and in Brazil. In 2001, he also assumed responsibility for the operations area for Food Distribution in Portugal. He has been a Director of Jerónimo Martins, SGPS, S.A. since 31st March 1995, and has been Chief Executive Officer since 9th April 2010 and Chairman of the Board of Directors of the Company since 18th December 2013.
Andrzej Szlęzak is a Polish national and has a Master degree in English philology and in law from Adam Mickiewicz University in Poznan, Poland. In 1981, he passed the judicial exam and in 1994, he was admitted to the Chamber of Legal Advisors (Poznan Chapter). In 1979, he started his academic career at said university where he was awarded his doctorate and post-doctorate degrees in Law ("Habilitated Doctor") in 1985 and in 1992, respectively. In 1994, he was awarded a professorship at Adam Mickiewicz University (Law School), which he held until 1996. At present, he is a professor at Warsaw School of Social Sciences and Humanities. In 1991, he joined the law firm of Soltysinski, Kawecki & Szlęzak (SK&S) where he became Partner in 1993 and Senior Partner in 1996. During his practice at SK&S he has provided legal advice in numerous privatization and restructuring transactions in many sectors of Polish economy (mostly in M&A, corporate and greenfield projects). Since 1999, he has been an arbitrator of the Arbitration Court at the Polish Chamber of Commerce (KIG) in Warsaw, being at the moment Deputy Chairman of the Arbitration Board of this Court. He has also been appointed an arbitrator in several proceedings (national and international) before the ICC International Court of Arbitration in Paris and in ad hoc proceedings conducted according to the UNCITRAL Arbitration Rules. He is also the author of several publications, including foreign-language publications, in the fields of civil, commercial and arbitration law. He has been a Non-executive Director of the Company, since 10th April 2013.
António Viana-Baptista is a Portuguese national, holds a Degree in Economics from Universidade Católica Portuguesa (1980), has a postgraduate diploma in European Economics from Universidade Católica
Portuguesa (1981) and an MBA from INSEAD (Fontainebleau, 1983). Between 1985 and 1991, he was Principal Partner of Mckinsey & Co. in the Madrid and Lisbon offices. He held the post of Director in the Banco Português de Investimento, between 1991 and 1998. From 1998 to 2002, he was Chairman and CEO of Telefónica International. From 2002 to 2006 he was Chairman and CEO of Telefónica Móviles S.A. From 2006 to 2008, he was Chairman and CEO of Telefónica España. Between 2000 and 2008, he was a Non-executive Director of the Board of Directors of Portugal Telecom. He was CEO of Crédit Suisse AG for Spain and Portugal, from 2011 to 2016, acting currently as a consultant of that company. Between 2018 and 2022 he was a Non-executive Director of Atento, S.A.. He is a Non-executive Director of Semapa, SGPS, S.A. and of Azora Capital, S.L., and is also Director of Alter Venture Partners G.P., SARL. He was a member of the Audit Committee of the Company during the terms 2010-2012, and 2013-2015. He has been a Non-Executive Director of the Company, since 9th April 2010.
Artur Stefan Kirsten is a German national and took his master degree in Business Economics and Informatics, from 1981 to 1986, at the FernUniversität Hagen and Georg-August-Universität Göttingen. In 1991, he has taken his Doctorate Degree followed later by the Stanford Executive Program with the Graduate School of Business of Stanford University in California. Since 1995 he has been teaching at different universities in Germany and abroad. Dr. Kirsten has been appointed to a professorship with the Westfaelische University in Gelsenkirchen since 2001. He served as Chief Financial Officer of Vonovia SE (former "Deutsche Annington SE") between 2011 and 2018, where he was a member of the Management Board since 1st January 2011. Currently he has various non-executive directorships and is a Co-Founder of Monarch, a British/German specialized service company. He was Member of the Board of Directors of the Company, from April 2010 to February 2011, and he is currently a Board member at Sociedade Francisco Manuel dos Santos BV. His previous positions were as Chief Executive Officer (CEO) of Majid Al Futtaiim Group LLC, a real estate development company focusing mainly on property, retail and ventures in the Emirates, and Chief Financial Officer (CFO) of Metro AG and ThyssenKrupp AG in Germany. He has been a Non-Executive Director of the Company, since 9th April 2015.
Clara Christina Streit is both a US and German citizen and holds a master's degree in Business Administration from the University of St. Gallen, Switzerland. She serves as an independent Non-executive Director of several European corporations. She began her career as a Consultant at McKinsey & Company where she retired as Senior Partner in 2012, after more than 20 years of experience as an advisor to financial institutions. Since 2011, she serves as a Director and member of the Nomination and Compensation Committee of Vontobel Holding AG. Since 2013, she has been a member of the Supervisory Board of the German property company Vonovia SE (former "Deutsche Annington SE"). From May 2015 to April 2018, she was a Member of the Board of Directors and of the Internal Controls & Risks and Corporate Governance, HR & Nomination Committees at Unicredit S.p.A, Milan. In NN Group, NV, she was appointed, in 2017, as member of the Supervisory Board (until 2022), and of the Risk Committee and the Nomination and Corporate Governance Committee (until 2021) and became a member, in 2021, of the Remuneration Committee. In 2019, she was appointed Member of the Supervisory Board of Deutsche Börse AG, currently serving on the Nomination Committee. She currently is Chairman of the Company's Audit Committee. She has been a Non-executive Director of the Company, since 9th April 2015.
Elizabeth Ann Bastoni is an American national, and holds a Bachelor of Arts degree from Providence College and a degree in French civilization studies from the Sorbonne University in Paris. She started her career in Paris with KPMG in 1989 in the International Tax Practice where she served in various roles, including senior manager of Business Development. From 1998 to 2003, she served as Director of Global Compensation, Benefits and Expatriate Programs for Lyonnaise des Eaux worldwide. Prior to joining The Coca-Cola Company in 2015, she held senior human resources positions with the Paris-based Thales Group. She joined Carlson from The Coca-Cola Company where she served as Chief Human Resources and Communications Officer. She served as Director of Carlson Wagonlit Travel and as a Director of The Rezidor Hotel Group since April 2011. She is President of Bastoni Consulting Group LLC, Director of Société BIC and of Euroapi, S.A., Chair of the Board of Directors of Limeade, Inc. and Chair of the Remuneration and Nomination Committee of Limeade Inc. She Chaired the Remuneration Committee of the Jerónimo Martins Group between 2016 and 2018. She is a Non-executive Director of the Company since 11th April 2019.
Francisco Seixas da Costa is a Portuguese national, has a degree in Political and Social Sciences from the Universidade Técnica of Lisbon. He started his diplomatic career in 1975 as a diplomat in the Portuguese Ministry of Foreign Affairs. Between 1995 and 2001, he was Secretary of State for European Affairs,
where he had several official functions, amongst others, Portuguese chief negotiator of the EU Amsterdam treaty, from 1995 to 1997, Portuguese coordinator for the negotiation of the EU financial framework, from 1997 to 1999, and President of the Council of Ministers of the EU Internal Market in 2000. From 2001 until 2002, he was Ambassador, Permanent Representative to the United Nations, in New York, and, from 2002 until 2004, he was Ambassador, Permanent Representative to the Organization for Security and Cooperation in Europe (OSCE), in Vienna. Between 2004 and 2008, he was Ambassador to Brazil, in Brasília, and, between 2009 and 2013, he was Ambassador to France and Permanent Representative to UNESCO (since 2012), in Paris. He was a member of the Consultative Council of Fundação Calouste Gulbenkian and member of the Strategic Consultative Council of Mota-Engil, SGPS, S.A.. Since 2014, he is a professor in Universidade Autónoma de Lisboa. In April 2016, he was appointed Director and member of the Nominations and Remunerations Committee of EDP Renováveis and, on 2017 he was appointed Member of the Independent General Council of RTP – Rádio e Televisão de Portugal, S.A.. He is Chairman of the Fiscal Council of Tabaqueira II, S.A. and of the Advisory Council of Kearney Portugal. He is a columnist and cooperates with several publications, also being the author of several works on international issues and security. He has been a Non-executive Director of the Company, since 10th April 2013.
José Soares dos Santos is a Portuguese national, has a degree in Marine Biology from Lisbon Classic University, in 1986, with executive education at IMD (1995) and Harvard (1997), and alumni Member of Stanford (2000). Member of the Board of Directors of Sociedade Francisco Manuel dos Santos, SGPS, S.E., since 2001. Executive President of Sociedade Francisco Manuel dos Santos B.V. since its establishment. Member of the Board of Directors of Jerónimo Martins SGPS, S.A., from 1995 to 2001 and from 2004 to 2015. Since 1995, he has been Chairman of Unilever Fima, Lda., Gallo Worldwide, Lda. and JMDB Representação e Distribuição de Marcas Lda.. Executive Board Member and Trustee of Fundação Francisco Manuel dos Santos, since 2009. Since September 2015, he has been Chairman of Oceanário de Lisboa, S.A. and, since December 2016, Chairman of the Board of Trustees and the Board of Directors of the Oceano Azul Foundation. Chairman of Movendo Capital B.V., since 2017. He has been a Non-executive Director of the Company, appointed by Sociedade Francisco Manuel dos Santos, since 11th April 2019.
María Ángela Holguín Cuéllar is a Colombian national, has a degree in Political Sciences from Universidad de los Andes. She also holds a specialization in Public Administration at the Andes University, and a specialization in Diplomacy and Strategy from the Centre d' Études Diplomatiques et Stratégie. With over two decades of public and private sector experience, she held high positions in the Colombian government, including at the Office of the President of Republic, at the Ministry of Foreign Affairs, and at the Office of the Attorney General of the Nation. As part of her broad professional experience in the diplomatic field, María Ángela Holguín Cuellár has held, among others, the positions of Minister of Foreign Affairs of Colombia (2010-2018) and Deputy Minister (1998), Ambassador and Permanent Representative of the Colombian Mission to the United Nations (2004–2006) and Ambassador of Colombia to Venezuela (2002– 2004). She was also Regional Director for Latin America of the Worldview International Foundation (2000- 2002) and Representative in Argentina of the CAF Development Bank of Latin America (2008-2010). In addition, she was Coordinator for Colombia of the IADB Assembly and Inter-American Investment Corporation (1997), and Executive Director of the Latin American and Caribbean Regional Conference on Early Childhood (1997). She is a member of the Supervisory Board of New World Investments B.V. (company that is part of the Group). She is a Non-executive Director of the Company since 11th April 2019.
Natalia Anna Olynec is a US and Canadian citizen residing in Switzerland. She holds a Honors Bachelor Degree in Political Science from McGill University of Canada, a Master's degree in Public Administration from the University of Singapore, and has completed executive education programs in high-performance leadership and sustainability strategies from IMD Business School in Switzerland. Speaking four languages, she has worked for over 20 years in management, consulting and sustainability education. She started her career as a journalist at Bloomberg in Eastern Europe and Singapore, has published several books, contributed to the World Economic Forum's Global Redesign Initiative report and served as editor of Global-is-Asian magazine at National University of Singapore. Between 2011 and 2014, she was Damco's (Maersk Group) Global Head of Sustainability, where she increased supply chain transparency and accountability resulting in risk mitigation and value creation in energy, green and humanitarian logistics, and responsible procurement. In 2015, she served as an adjunct professor of Sustainability in the graduate programme at S.P. Jain School of Global Management, Singapore, responsible for teaching sustainability megatrends. She joined the CEO Learning Center at IMD Business School in 2016. She took over as Sustainability Partner in 2018 and Head of Sustainability in 2020 at IMD, where she is responsible for
sustainability strategy and develops sustainability executive education programs and advisory. She publishes articles and award-winning case studies on sustainability and is member of the executive committee of the IMD Global Center for Sustainable and Inclusive Business. She has been a Non-executive Director of the Company since 21st April 2022.
Sérgio Tavares Rebelo is a Portuguese national, has a degree in Economics from Universidade Católica Portuguesa. He also has a M.Sc. in Operations Research from Instituto Superior Técnico of Lisbon, as well as a M.A. and a Ph.D. in Economics from University of Rochester. He began his academic career as an instructor at Universidade Católica Portuguesa, in 1981. In 1988, he joined Northwestern University as Assistant Professor of Finance and became Associated Professor of Finance, in 1991. Between 1992 and 1997, he was Associated Professor of the Department of Economics of the University of Rochester and, since 1997, he has been Tokai Bank Distinguished Professor of International Finance, in Kellogg School of Management, of Northwestern University. Since 1982, he has published numerous articles and books on economics and finance. He has been a Member of the Advisory Council to the Global Markets Institute at Goldman Sachs, since April 2012, and was appointed Non-executive Director of Integrated DNA Technologies, from 2015 to 2018. He was Chairman of the Company's Audit Committee between 2016 and April 21st , 2022. He has been a Non-executive Director of the Company, since 10th April 2013.
20. Customary and Meaningful Family, Professional or Business Relationships of Members of the Board of Directors, with Shareholders That are Assigned Qualifying Holdings That are Greater Than 2% of the Voting Rights
| Member of the Board of Directors | Type of Relationship | Shareholder with Qualifying Holding |
|---|---|---|
| Pedro Soares dos Santos | Director | Sociedade Francisco Manuel dos Santos, B.V. |
| Artur Stefan Kirsten | Director | Sociedade Francisco Manuel dos Santos, B.V. |
| José Soares dos Santos | Executive President | Sociedade Francisco Manuel dos Santos, B.V. |
21. Organisational Charts Concerning the Allocation of Powers Between the Various Corporate Boards, Committees and/or Departments Within the Company, Including Information on Delegating Powers, Particularly as Regards the Delegation of the Company's Daily Management

Chairman of the Board of Directors
The Chairman of the Board of Directors, according to the Board of Directors' Regulations, in addition to the institutional representation of the Company, has a special responsibility for managing the respective meetings, for monitoring the action taken on the decisions made by this body, for taking part in the meetings of other committees set up by the Board of Directors and for defining the overall strategy of the Company.
Delegation of Powers and Coordination of Non-executive Directors
The Board of Directors, by resolution, delegated various duties regarding the day-to-day management of the Company in one Chief Executive Officer who, in the terms of such delegation, is entitled:
- a. to manage all corporate businesses and perform all operations relating to its corporate objectives, included in the scope of its current role, as holding company;
- b. to represent the Company, in court or otherwise, to propose and answer to any lawsuits or engage in any arbitrations, for which purpose it may designate proxies, as well as compromise in, confess or withdraw from any such lawsuits or arbitrations;
- c. to decide on loans or other financial operations to be contracted from the financial market at home or abroad, as well as on the issuance of debt securities within the powers of the Board of Directors and to accept the supervision of the lending entities, all these up to the amount of fifty million euros and in full compliance with that prescribed in the Articles of Association of the Company;
- d. to decide on the provision of technical and financial support, including through the granting of loans by the Company to companies whose stakes or shares the former holds in total or in part;
- e. to decide on the sale/transfer or lease (as lessor) any movable or immovable assets, including shares, units, quotas and bonds, and in general to decide on any divestments up to the amount of
fifty million euros or, independently of such threshold, whenever such divestment is set out in the Medium or Long Term Plans, as defined below, approved by the Board of Directors;
- f. to decide on the acquisition or lease (as lessee) of any movable or immovable assets, including shares, units, quotas and bonds, and in general to decide on any investments up to the amount of fifty million euros or, independently of such threshold, whenever such investment is set out in the Medium and Long Term Plans, as defined below, approved by the Board of Directors;
- g. to appoint the individuals to be proposed to the General Shareholders' Meeting from the companies referred to in sub-paragraph d) above, to fill the roles of the respective corporate bodies, indicating those who will fulfil executive functions;
- h. to approve policies and rules transverse to the Companies of the Group, such as procedure manuals, regulations and service instructions, maxime, those concerning (i) Human Resources, (ii) Operational Control, (iii) Food Safety and Quality Control, and (iv) Reporting and Investments;
- i. to approve the expansion plans with respect to the activities of each of the business areas, as well as Group Companies forming part of the Group but not included in the business areas;
- j. to approve the organic structure for the Group's companies;
- k. to decide on the instructions to be given by the Company to the management of its subsidiary Companies with respect to those matters referred to herein, pursuant to and in compliance with the applicable laws.
For the purpose of the delegation of powers, it is considered as being foreseen in the Medium and Long-Term Plans (which are considered to be the activity and investment plans and financial projections on a three-year term), the acquisitions, sales, investments or divestments, the amount of which does not exceed by more than 10% each heading contained in those Plans.
In 2022, the Managing Committee remained in office as the consultative body which, as referred in point 29., has the primary goal of assisting the Chief Executive Officer in the duties delegated by the Board, in relation to the daily management of the businesses within the corporate purpose of the Company.
Nevertheless, pursuant to the terms of its Internal Regulation, the Board of Directors retains authority over strategic matters of management of the Group, in particular those regarding the definition of general policies of the Company and the corporate structure of the Group and those that, due to their importance and special nature, may significantly impact on the business activity of the Group.
In addition to the delegated responsibilities, the Chief Executive Officer shall submit to the Board of Directors, for approval: consolidated medium and long term plans for Jerónimo Martins Group and for each business area thereof, together with his appraisal, including the activity and investments plans, as well as the three year term financial projections ("medium and long term plans"); budgets, including financial targets to be achieved in the following financial year, for Jerónimo Martins Group and for each business area thereof; accounts and the consolidated results for the Group and for each of the its business areas, any investments not foreseen in the delegation of powers.
The matters referred to in Art. 407(4) CCC are off-limits to the Chief Executive Officer.
Apart from the powers on strategic matters of management of the Group, the Board of Directors has effective control on directing corporate activities by always seeking to be duly informed and by ensuring the supervision of the Company's management, having implemented mechanisms that ensure such supervision.
To this end, at each Board of Directors meeting the Chief Executive Officer reports on the Company activity since the last meeting and provides any further clarification that the Non-executive Directors may require. All information requested by the Non-executive Directors in 2022 was provided in full and in a timely manner by the Chief Executive Officer.
Additionally, considering that the Chief Executive Officer is, simultaneously, Chairman of the Board of Directors, it was approved by decision of the said Board, a Mechanism for Coordinating the Activities of Non-Executive Directors.
Such Mechanism foresees that the members of the Board of Directors who are not part of an Executive Committee or are not Executive Directors are responsible, pursuant to the terms of Art. 407, paragraph 8 CCC, for monitoring the activity of the Executive Committee or the Executive Directors, as the case may be, as well as for the damages caused by their acts or omissions when, having knowledge of such acts or the
intent to commit them, they do not seek the intervention of the Board of Directors to take the necessary measures.
The monitoring and supervising activity is also carried out by Non-executive Directors through their participation in Specialized Committees and working groups set up by the Company, as well as in the corporate bodies of subsidiary companies.
Still on the terms of such Mechanism, the Executive Directors or the Chairman of the Executive Committee, as applicable, as well as Directors charged with a special duty, pursuant to the terms of Art. 407, paragraphs 1 and 2 CCC, shall:
- a) whenever necessary disclose to Non-executive Directors all the relevant information regarding the performance of the delegated powers or the special duty conferred upon them;
- b) answer, within a reasonable deadline, to any information request presented by any Non-Executive Director, within their respective functions, and such information shall also be made available to the remainder members of the Board of Directors.
It is foreseen in the said Mechanism that Non-executive Directors may also meet in ad hoc meetings, convened at the request of any two of them by the Company´s Secretary (who shall inform the Chairman of the Board of Directors about the summons), pursuant to the terms foreseen in the Board of Directors Regulations.
In order to allow for an independent and informed participation of Non-executive Directors in the meetings of the Board of Directors or in the meetings of the Specialised Committees and working groups set up by the Company as well as in the corporate bodies of subsidiary companies they integrate, the Mechanism foresees that the Company's Secretary shall make available to them the definitive agenda of the meeting and respective preliminary documentation, pursuant to the terms and within the deadlines foreseen in the Board of Directors Regulation.
The Company's Secretary shall also ensure, according to the Mechanism implemented, the delivery to the Directors, who so request, of a copy of the minutes of the meetings of the Managing Committee as well as a copy of any other minutes of the meetings of corporate bodies or Specialised Committees within the Board of Directors. Moreover, the Company's Secretary shall, within its duties, provide Directors with all information regarding the resolutions of the Board of Directors or Executive Committee or the decisions of the Executive Directors.
Organisational Structure and Division of Responsibilities
Jerónimo Martins, SGPS, S.A. is the Holding Company of the Group and, as such is responsible for the main guidelines for the various business areas, as well as for ensuring consistency between the established objectives and available resources. The Holding Company's services include a set of functional divisions which provide support for corporate centre and services to the operating areas of the Group's companies, in the different geographical areas in which they operate.
In operational terms, Jerónimo Martins is organised into two business segments: i) Food Distribution and ii) Specialised Retail, being its major focus on the first one. The Distribution segment – Food and Specialised Retail – are organised into geographical areas and operating areas (under different brands and formats). The Company also has operations in the agrobusiness segment which serve, essentially, as a support to Food Distribution, mainly in Portugal, guaranteeing the supply and differentiation in relevant categories.
Holding Company Functional Divisions
The Holding Company is responsible for:
- i. defining and implementing the development strategy of the Group's portfolio;
- ii. strategic planning and control of the various businesses and consistency with the global objectives;
- iii. defining and controlling financial policies; and
- iv. defining Human Resources Policy, with direct responsibility for implementing the Management Development Policy.
The Holding Company's functional divisions are organised as follows:
Functional Divisions of Corporate Support 2022
| Legal Affairs | Carlos Martins Ferreira | |||
|---|---|---|---|---|
| Internal Audit | Joanna Peschak | |||
| Corporate Communications and Responsibility | Sara Miranda | |||
| Environment | Fernando Frade | |||
| Institutional Relations | Eduardo Brito | |||
| Finance and Data Privacy | Ana Luísa Virgínia | |||
| Financial Control | António Pereira | |||
| Fiscal Affairs | Rita Marques | |||
| Financial Operations and Insurance | Conceição Carrapeta | |||
| Data Privacy | Madalena Mena | |||
| Investor Relations | Cláudia Falcão | |||
| Chairman and CEO Office | João Nuno Magalhães | |||
| Strategy | Bruno Trindade | |||
| Risk Management | Cláudia Fernandes | |||
| Information Security | Nuno Galveia | |||
| Human Resources | Marta Maia | |||
| Information Technology | Carlos Lis | |||
| Business Support | ||||
| Commercial/Global Sourcing | José A. Nogueira de Brito | |||
| Quality and Private Brand Development | Carlos Santos | |||
| Operations Quality and Food Security | Marta Moreira | |||
| Security | João Carreira |
Environment – Defines the environmental strategy, policies and procedures across all the countries in which the Group is present. Ensures the alignment and fulfilment of the commitments made. Seeks to identify opportunities to eliminate and/or minimise negative impacts (on the environment and on the business), both direct and indirect, arising from the Group Companies' operations and private label products, and from the value chain.
Based on the assessment of environmental risks, trends, the best scientific information available at each moment and the Sustainable Development Goals set by the United Nations, the Group's environmental strategy has as its priorities fighting climate change, preserving biodiversity and accelerating the transition to a more circular economic model. Specific goals, plans and targets are set for each of these areas, which are assessed and publicly reported on.
The main commitments and actions developed in 2022, as well as the results achieved, can be found in Chapter 5 ("Corporate Responsibility in Value Creation"), highlighting, in the year:
• TCFD (Task Force on Climate-related Financial Disclosures) – Definition and implementation of mitigation and adaptation measures to minimise potential impacts associated with climate risks for the operations of Jerónimo Martins' Companies, as well as for their supply chains;
• CDP (Disclosure Insight Action) – In 2022, Jerónimo Martins was scored with a leadership level in all the assessment programmes (climate change; forests; water security), being the only food retailer worldwide with this level of recognition..
Legal Affairs – Ensures ongoing legal assistance to the Company, preparing contracts, opinions and studies, assisting the Board of Directors in decision making, implementing risk planning policies and giving support to other functional divisions. It also ensures the necessary coordination between the legal departments of subsidiaries in the different jurisdictions in which they operate.
Internal Audit – Assesses the quality and effectiveness of the internal control and risk management systems (both operational and non-operational) that are set by the Board of Directors, ensuring their compliance with the Group's and each business unit's procedures, as well as ensuring compliance with the legislation and regulations applicable to the respective operations.
This Division reports hierarchically to the Chairman of the Board of Directors and functionally to the Audit Committee. The activities carried out by this functional division are referred in point 50.
Commercial/Global Sourcing – Responsible for proposing, coordinating and implementing the global procurement strategy, and global commercial policies, across the several geographies where the Group operates.
Procurement, particularly of agri-food products, is becoming increasingly complex, as we witness a series of trends in the international context with a strong impact on international and local supply chains for agrifood goods, such as geopolitical changes (with emphasis on the war in Ukraine), climate change with the growth of the number of extreme phenomena, the increase in the world population, the globalization of consumer habits, the return of inflation and consequent trading-down, and the scarcity of commodities. The latter tendency has also been boosted by the growing limitations on intensive agriculture and livestock production, imposed by regulators, NGO's, analysts and consumer groups.
All these trends, many of them already with significant current expression, and with foreseeable worsening in the next 3 years, should guide the Global Sourcing strategies of the JM Group, having as a vision to favor the following 3 strategic axes
- Ensuring the supply of the main agri-food commodities to ensure availability of volumes and protecting their sources of supply;
- Protect the profitability of operating companies guarantee the best purchasing conditions, based on leveraging volumes;
- Purchasing in a more responsible and sustainable way develop the Group's range of strategic suppliers in the areas of Private Label and Specialized Perishables, with a view to continuous improvement in terms of quality, food safety and compliance with EGS criteria, in the environmental and social aspects.
Based on this vision, the main mission of Global Sourcing is to conduct and lead the coordination and integration of the commercial departments of the various operational companies, in the context pursuing the following main activities:
- Joint negotiations with international producers and suppliers of Private Label, perishables and non-food products;
- Plan and execute the annual Commodity Global Tenders plan;
- Coordinate and implement international negotiations with selected global suppliers;
- Promoting the sharing of know-how and information between different geographies;
- Encourage and operationalize common innovation associated with Private Labels;
- Develop global brands (to be used by other Group operating companies) in specific categories;
- Identify and promote other potential commercial synergies to benefit the group of companies;
- Harmonize internal rules and procedures for procurement, selection of suppliers and price negotiation, applicable in all operating companies of the Group.
Reinforcing the emphasis on social and environmental sustainability criteria introduced in the decision- -making process for global tenders, the set of rules and internal contracting procedures was reviewed and reinforced, continuing to shape the Group's best practices in this field.
Corporate Communications and Responsibility – Ensures the strategic management of the Jerónimo Martins brand and develops the Group's sustainability strategy, promoting its reputation and the alignment, across all Companies, of responsible practices in their operations and throughout the value chain. It carries out its mission through constant dialogue with several internal and external stakeholders, and seeks to incorporate their concerns and expectations into strategic priorities and major lines of action to manage the balance between economic prosperity, social development and environmental protection.
Chapter 5 - Corporate Responsibility in Value Creation provides detailed information about the Responsibility initiatives.
Financial Control – Responsible for providing financial information to support decision-making by the Company's corporate bodies. It encompasses the areas of Consolidation and Accounting, Financial Planning and Control.
The Consolidation and Accounting area prepares consolidated financial information in order to comply with statutory and legal obligations and supports the Board of Directors by implementing and monitoring the policies and the accounting principles adopted by the Group.
It also supervises the financial reporting of the different Group Companies to ensure that it conforms to the standards, supporting the Companies in the accounting assessment of non-recurrent transactions, as well as restructuring and expansion operations.
The area of Planning and Control coordinates and supports the process of preparation of financial statements for the Strategic Plans, which are used as a basis for strategic decision-making by the corporate governance bodies.
It has a control function, monitoring the performance of the different business units of the Group and identifying eventual deviations from the plans. It thus provides the Managing Committee with relevant information and proposals to guarantee corrective measures that allow the defined strategic objectives to be achieved.
It also makes a financial assessment of all investment projects that are relevant for the Group, providing support to the Managing Committee for its approval and follow-up.
In 2022, it continued the development and implementation of organizational simplification and administrative efficiency projects, namely through process automation and digitalization.
Ensured the compliance with the financial reporting of 2021 in accordance with the European Single Electronic Format (ESEF) and carried out the necessary systems adaptation to ensure the new requirements applicable to the 2022 report.
Regarding the information on the Green Taxonomy (included in the package of measures of the so-called Green Deal), it ensured compliance with the reporting requirements applicable to the first year, having monitored the legislative developments in this matter, developing in parallel the procedures and instruments necessary to the collection and treatment of the information to be reported in 2022.
It maintained the support and monitoring of the performance of the business units, and supported the development of the Group's medium and long-term strategic plans, which are essential for assessing the recoverability of the Group's assets.
Strategy – Performs a set of activities aimed at supporting strategic decisions, as well as helping bring these strategies to fruition.
The scope of activities can be segmented in three different areas:
- Strategic analysis includes research and analysis of market and consumer main trends and benchmarking with the world's largest food retailers and our main competitors in Poland, Portugal and Colombia. It aims at reinforcing the Group's and its companies´capacity to respond to an everevolving competitive environment, which requires constant adaptation and innovation;
- Strategic project management comprises multidisciplinary projects with global reach as well as business units' projects of a disruptive nature, with the goal of implementing new solutions, achieving greater efficiency or reducing costs. This Division coordinates the participation of the
most experienced managers in all ongoing projects while regularly producing reports for supervising and support to the decision-making process;
• Portfolio development – consists on the analysis of opportunities to develop the Group's portfolio including, amongst others, analyses of new markets and new business areas that have the potential to add value to the Group.
In 2022, a year that saw on the one hand the end of the operational and strategic challenges imposed by the Covid-19 pandemic but, on the other, the start of those enforced by the war in Ukraine, as well as by rocketing inflation at a global level, the Division kept its focus on managing strategic projects and analysing medium to long-term business opportunities. Additionally, monitored the impact that the dramatic changes in the global context had on the different business units of the Group.
Fiscal Affairs – Provides all the Group's companies with assistance in tax matters, ensuring compliance with legislation in force and in the optimisation of the business units' management activities from a tax perspective. It also manages the Group's tax disputes and its relations with external consultants and lawyers, as well as with tax authorities.
In 2022, it provided the necessary technical support in M&A and ownership restructuring operations. It monitored all tax legislation changes, among other, those measures enacted for the support of families and companies, for inflation protection, that were issued throughout the year. It analysed the impact on the Group of the proposed EU Directives, usually known as "Pillar 2", "ATAD3"and "DEBRA". Through the associations, national and international, that represent the sector it ensured the defense of the Group's interests, whether collaborating on the clarification and implementation of new legislation, or in the public debate of legislative projects.
Risk Management – Responsible for implementing the Group's risk management policies and procedures, as well as for providing the necessary support to the governance bodies of the Company in identifying any risks that might compromise the strategy defined by the Group, as well as its business objectives.
The activities carried out in the area of risk management are described in points 52 to 55 of this Report.
Financial Operations and Insurance – This Division includes Financial Risk Management, as well as Insurance and Treasury Management. The activity of the first area is discussed in detail in points 52 to 55.
Treasury Management is responsible for managing relations with the financial institutions that already undertake, or have the potential to undertake, business with Jerónimo Martins, ensuring that these entities fulfil the defined criteria, and also ensuring that the best possible conditions are always achieved. It also executes treasury planning with the aim of negotiating and implementing, for all the Group's Companies, the most suitable financial sources according to its cash flow generation profile, or to get the highest return with the lowest risk from the excess cash of the Group.
It is also a responsibility of the Financial Operations, working closely with other areas, especially Corporate Responsibility, to follow up and coordinate processes that aim to guarantee the fulfilment of the sustainable finance reporting obligations.
A large part of the treasury activities of Jerónimo Martins is centralized in the Holding Company, which is a structure that provides services to all other Companies of the Group. The negotiation and management of the main insurance policies of the Group are also negotiated and managed in this division, where lies the responsibility for the relation with the insurance brokers and insurance companies that do business with the Group.
In compliance with the above-described activities, during 2022, credit lines were renewed that, according to the Financial Risk Management Policy, have to be available up to the limits imposed on it. On what concerns insurance policies, the annual renegotiation of the same was made, reinforcing once again an integrated approach of all geographies where the Group operates.
Data Privacy – Responsible for the development and implementation of policies, procedures and the framework of data privacy in all business units where Jerónimo Martins operates. In close collaboration with Information Security, Legal departments and the data protection officers, it is responsible for monitoring the compliance with the legislation and applicable regulations, supporting the business units on the assessment and mitigation of privacy risks.
In 2022, this Division continued to focus its activity on the monitoring of personal data processing activities, aiming to implement appropriate controls, as well as monitoring relevant projects in this matter. It also played an active role in the communication and internal training on this subject.
Quality and Private Brand Development – Responsible for defining, planning, implementing and controlling the policies, procedures, methodologies and rules in the various countries where Jerónimo Martins operates, ensuring the use of the best and most up-to-date practices in this area. Responsible for managing the JM Molecular Biology Lab.
In 2022, the main activities carried out focused on:
- carrying out the defined product and supplier control activities;
- implementation of a new suppliers audit check-list, including food fraud and food defense requirements;
- continuous improvement of Private Brand products by reformulating existing products;
- in the largest and fastest anti-fraud related to ingredient species and genetically modified organisms (GMO) ingredients control – carried out in the Molecular Biology Laboratory;
- maintaining the certifications in quality and food safety;
- rolling-out of the Quality Management System (QMS) IT tool for all geographies;
- revision of the corporate guidelines for Private Brand perishables, food and non-food products;
- implementing the procedures for the Accreditation of the JM Molecular Biology Laboratory (DNA Lab).
Operations Quality and Food Safety – Responsible for, in the several geographies where Jerónimo Martins operates, ensuring quality and food safety in all perishable products and processes, along the supply chain, in all its steps: producers and suppliers, goods reception and storage, stores, kitchens and fresh dough factory.
For that, it defines, plans, implements and controls Group policies, standards and requirements, for products and processes, promoting alignment of local structures and sharing of best practices, always seeking continuous improvement of products Quality and Food Safety and customer satisfaction.
For that, in 2022 the main activities developed were the implementation of a continuous improvement plan for suppliers focused on their performance along the year and in food fraud control, a continuous improvement plan for product through several consumer panels and internal sensory panels and its follow up in stores, maintenance of Quality and Food Safety Certifications, and continuous improvement of Quality management and data analysis tool.
Human Resources – Responsible for defining the strategy and global policies of human resources that contribute to keep being a benchmark employer, guiding its compliance in a sustainable way and safeguarding the uniqueness of the different countries in which the Group operates and the individual nature of the different Companies, aiming to positively impact the attraction and retention of talent through the promotion of best practices.
The activities that this functional division carried out in 2022 can be found in detail in. Chapter 5 ("Corporate Responsibility in Value Creation"), subchapter 6 – "Being a Benchmark Employer" - of the Annual Report.
Investor Relations – Responsible for the communication with investors – whether current shareholders or not, institutional and private, national and foreign - as well as with the analysts who formulate opinions and recommendations regarding Jerónimo Martins' share price. It is also the responsibility of this Division to co-ordinate all matters related to the Portuguese financial markets regulator (CMVM).
The activities carried out by this functional division can be found in detail in points 56. and 58.
Institutional Relations – Responsible for relations with the main sector organizations in which the Group's companies participate. The focus of this Department is to serve the interests of the Group through its representation in organizations considered strategic and with which it wants to be involved in their agendas. For this purpose, it coordinates and internally promotes the active participation of the corporate functional areas (Sustainability, Environment, Food and Non-Food Quality, Legal, Financial/Treasury, Tax and Human Resources) in the different activities of the various organizations.
In 2022, the Department reformulated its organization, with a view to short-term effectiveness in the geographies where the Group is present, ensuring greater articulation with representatives of similar entities in Poland and Colombia, respectively PoHid and FENALCO, and with an impact in the medium and long term in Europe (EuroCommerce and European Institutions). In addition, internal groups were set up to support representation in the four main sectoral organizations (EuroCommerce, APED, PoHid and Fenalco). In these organizations the Group has assumed the positions of Vice President in APED and in POHID. At European level, mention should be made of the presence of Jerónimo Martins as a member of the EuroCommerce Board , as well as the inclusion of JMH in the European Union's transparency register and in the European Policy Center in order to be closer to the Union's agenda and carry out in-depth monitoring of matters that have an impact on the activities carried out by the Group's Companies. We also highlight the creation of an internal communication tool, able to give its recipients a broader view of the development of European themes, the EU Week, distributed weekly and with the scope of the activity of the European institutions, namely Council, Parliament and Commission . It is also highlighted the participation in the "Investment Study", a document prepared jointly by EuroCommerce and McKinsey, which deals in particular with the need for a triple transformation of the EU retail and wholesale sector in the areas of sustainability, digitization and jobs & skills, by 2030
Security – Responsible for the implementation of a security strategy to ensure the protection of the Group's employees, customers, values and assets. In this context, it defines and coordinates procedures in terms of protecting the security of the Companies' people and assets, intervening whenever there are thefts and robberies, fraud and other illegal and/or violent activities perpetrated in the facilities or against employees of the Group.
This Division's activities increased by 20%, resulting from 693 security incidents, aimed at preventing the safety of customers and employees and improving the shopping environment in stores. We reinforced our competence in technological security and defined the equipment model and security systems matrix for store openings and remodellings in 2022.
In 2022, 155 security audits were carried out (an increase of 19% compared to 2021) and the Security Risk Assessment of Pingo Doce for 2021 was presented. The proposal for strategic investment in a Security Control Center was also formalised within a timeframe of 3 years.
Information Security – Responsible for planning, implementing and maintaining an information security and cybersecurity management system in all Group Companies, based on risk management, incident prevention, detection, response and recovery.
Information security officers (ISO) in the geographies where the Group operates, as well as the technology security responsible, report to this division. Together they ensure the implementation of the information security strategy and local compliance with applicable Information Security Policies and Standards. They also support the respective Companies by assessing and mitigating cybersecurity risks of projects and activities.
In 2022, the main initiatives were security awareness and training of employees throughout the year, the strengthening of incident response and recovery resources, as well as resilience improvement of internal and cloud systems. Cooperation with national cybersecurity authorities continued in the three countries where the Group operates.
Information Technology – Its mission is to create value for the Group by leading IT adoption and innovation and by delivering effective IT solutions for every business unit.
Hence, it´s vision to be the reference IT function in the industry, recognized as a talented proud and agile partner creating competitive advantage for the Group.
The Division is responsible for i) defining and implementing the global information technology strategy for the Group; ii) for promoting technology-based innovation and for aligning and ensuring synergy on IT policies, systems and processes; iii) promoting agility and autonomy of IT areas to improve productivity; iv) be business savvy and incorporate the relevant business goals in the decision making inside the Division.
Operational Areas
The organisational structure of Jerónimo Martins is aimed mainly at ensuring specialisation in the Group's various businesses by creating geographical areas and operational areas, thus guaranteeing the required proximity to the different markets.
The Food Distribution business is divided into geographical areas - Portugal, Poland and Colombia – and within those countries then further divided into operational areas. In Portugal there are two operational areas: Pingo Doce (supermarkets) and Recheio (cash & carry), which encompasses the food service division through Recheio Masterchef. In Poland there is the operational unit Biedronka (food stores) and in Colombia the unit Ara (food stores).
Within the Group's portfolio there is also a business segment devoted to Specialised Retail, existing in Portugal the operational areas Jeronymo (cafeterias) and Hussel (chocolates and confectionery shops) and Hebe in Poland (drugstores).
The Group has made investments in the agro business area, starting its activity in areas such as dairy products, beef and aquaculture, with a special focus in the protection and differentiation of the supply chain from the operations of Food Distribution, mainly in Portugal.
B. Functioning
22. Availability and Place Where Rules on the Functioning of the Board of Directors May be Viewed
The Regulation of the Board of Directors is available on the Company's website, through the link mentioned in point 61. ("Relevant Addresses").
23. The Number of Meetings Held and the Attendance Report For Each Member of the Board of Directors
The Board of Directors, whose duties are described in Art. 13 of the Company's Articles of Association, meets at least four times a year, and any of its members may be represented at the Board Meetings by another member, by means of a letter addressed to the Chairman.
During 2022, the Board of Directors met seven times. The respective minutes were prepared for all meetings. The number of annual meetings held by this body is also disclosed on the Company's website, through the link mentioned in point 62. ("Relevant Addresses").
The attendance of each Director to the referred meetings during the exercise of respective duties, measured in terms of their effective attendance, was as follows:
| Pedro Soares dos Santos | 100% |
|---|---|
| Andrzej Szlęzak 1 | 86% |
| António Viana-Baptista | 100% |
| Artur Stefan Kirsten 1 | 86% |
| Clara Christina Streit | 100% |
| Elizabeth Ann Bastoni | 100% |
| Francisco Seixas da Costa | 100% |
| José Soares dos Santos | 100% |
| María Ángela Holguín Cuéllar | 100% |
| Natalia Olynec | 100% |
| Sérgio Rebelo 1 | 86% |
1 In every meeting not attended, the Director in question issued a representation letter, according to the
Company's by-laws.
2 Only the meetings of the Board of Directors held after 21st April, 2022, date of the respective appointment as Director, were taken into account.
24. Details of Competent Corporate Boards Undertaking the Performance Appraisal of Executive Directors
The assessment of performance of Executive Directors is made by the Remuneration Committee, elected by the General Shareholders' Meeting (see points 66. et seq.).
The Remuneration Committee is in charge of, in the scope of the Remuneration Policy, assessing the individual and collective performance of Executive Directors, evaluate their influence and impact in Jerónimo Martins' businesses and assessing their alignment with the medium and long-term interests of the Company.
As referred below (see point 27.), currently there are no committees composed exclusively by Directors. Notwithstanding such fact, the performance of Executive Directors who are part of mixed committees (i.e. also composed of Non-directors) is evaluated by the Remuneration Committee, in the terms referred above.
Additionally, every year, on November, the discussion within the Board of Directors of the strategic plans of the Group and of the different areas of business has underlying the performance evaluation in the year of the Board of Directors, the existing Internal Committees, and of the Chief Executive Officer, taking into account not only qualitative aspects, by comparison with the plans and approved budgets, but also the main projects under course, including those of portfolio expansion. Such yearly performance evaluation is afterwards complemented at the time of the approval of the Management Report and of the accounts.
25. Predefined Criteria For Assessing Executive Directors' Performance
The predefined criteria for assessing Executive Directors' performance arise from that established in the Remuneration Policy described in point 69.
26. The Availability of Each Member of the Board of Directors and Details of the Positions Held at the Same Time in Other Companies Within and Outside the Group, and Other Relevant Activities Undertaken by Members of This Board Throughout the Financial Year
Throughout the year, the members of the Board of Directors held positions in other companies, namely:
Pedro Soares dos Santos
Director of Jerónimo Martins - Serviços, S.A.* Director of Jeronimo Martins Polska, S.A.* Director of Jeronimo Martins Drogerie i Farmacja Sp. z o.o.* Director of Jeronimo Martins Colombia, S.A.S.* Director of Recheio, SGPS, S.A.* Director of JMR – Gestão de Empresas de Retalho, SGPS, S.A.* Director of Jerónimo Martins – Agro-Alimentar, S.A.* Director of Jerónimo Martins Inovação, S.A.* Director of Santa Maria Manuela Turismo, S.A.* President of the Supervisory Board of Warta – Retail & Services Investments B.V.* President of the Supervisory Board of New World Investments B.V.* Director of Arica Holding B.V. Chairman of the Board of Directors of Sociedade Francisco Manuel dos Santos, SGPS, S.E. Director of Sociedade Francisco Manuel dos Santos, B.V. Director of Sociedade Francisco Manuel dos Santos II, S.A.
Andrzej Szlęzak
Chairman of the Supervisory Board of Agora, S.A. Member of the Supervisory Board of Warta – Retail & Services Investments B.V.*
António Viana-Baptista
Director (Non-Executive) of Semapa, SGPS, S.A. Director (Non-Executive) of Atento, S.A. (until 30 June, 2022) Director of Alter Venture Partners G.P., SARL Director (Non-Executive) of Azora Capital, S.L. (as from 5 July, 2022)
Artur Stefan Kirsten
Chairman of the Supervisory Board of Vonovia Finance B.V. (until 16 February, 2022) Director of Movendo Capital, B.V. Director of Sociedade Francisco Manuel dos Santos, B.V. Director of Planted Foods AG Director of Footprint International Holding Inc. Managing Director of Brillant 3333 GmbH Managing Director of parabellum.one Beteiligungsgesellschaft mbH Managing Director of Spac-Founder GmbH Chairman of the Board of Directors of Adler Group SA (as from 16 February, 2022) Managing Director of ASK-Consult GmbH (since 5 January, 2022)
Clara Christina Streit
Director (Non-Executive) of Vontobel Holding AG Member of the Supervisory Board of Vonovia SE Member of the Supervisory Board of NN Group N.V. (until 19 May, 2022) Member of the Supervisory Board of Deutsche Börse AG
Elizabeth Ann Bastoni
President of Bastoni Consulting Group LLC Director of Société BIC Chair of the Board of Directors of Limeade, Inc. Director of Euroapi, S.A. (as from 6 May 2022)
Francisco Seixas da Costa
Director (Non-Executive) of Mota-Engil, SGPS, S.A. Chairman of the Evaluation and Remuneration Committee of Mota-Engil, SGPS, S.A. Chairman of the Supervisory Board of Tabaqueira II, S.A. Chairman of the Advisory Council of Kearney Portugal
José Soares dos Santos
Director of Arica Holding B.V. Chairman of Arica – Investimentos, Participações e Gestão, S.A. CEO of Sociedade Francisco Manuel dos Santos, SGPS, S.E. Executive President of Sociedade Francisco Manuel dos Santos, B.V. Chairman of Sociedade Francisco Manuel dos Santos II, S.A. Chairman of Movendo Industries B.V. Chairman of Movendo Capital B.V. Chairman of Unilever Fima, Lda. Chairman of Gallo Worldwide, Lda. Chairman of JMDB Representação e Distribuição de Marcas, Lda. Chairman of miMed, Cuidados de Saúde, S.A. Chairman of Oceanário de Lisboa, S.A. Chairman of Waterventures – Consultoria, Projectos e Investimentos, S.A. Director of REF Eastern European Opportunities Luxembourg S.a.r.l. Chairman of the Supervisory Board of Inovamar, S.A. (as from 21 December, 2022)
María Ángela Holguín Cuéllar
Director (Non-Executive) of Hoteles Estelar S.A. Director (Non-Executive) of Satagro Zomac S.A.S. Director (Non-Executive) of Gases del Pacifico S.A.C. Director (Non-Executive) of Gases del Norte del Perú S.A.C. Director (Non-Executive) of Procafecol S.A. Member of the Supervisory Board of New World Investments B.V.*
Natalia Anna Olynec
Does not perform duties in other companies
Sérgio Tavares Rebelo
Member of the Supervisory Board of Warta – Retail & Services Investments B.V.* Member of the Supervisory Board of New World Investments B.V.*
The positions held by the members of the Board in other companies did not affect their availability to take part in the Company's affairs, as demonstrated in the attendance report mentioned in point 23.
* Companies that are part of the Group
C. Committees within the Board of Directors and Board Delegate
27. Details of the Committees created within the Board of Directors, and the Place Where the Rules on the Functioning Thereof is Available
Currently – without prejudice to the Audit Committee to which is made reference to in points 30. to 33., being the Regulation of the Audit Committee available on the Company's website, through the link mentioned in point 61. ("Relevant Addresses") – only the Committee on Corporate Governance and Corporate Responsibility (CCGCR), referred on point 29. has, among its members, a majority of Company's Directors and is considered to be a Company Internal Committee.
There are also other committees created in the Company, composed by Directors and by other individuals who are not Directors, analysed in point 29.
28. Details of the Board Delegate
The Board of Directors appointed a Chief Executive Officer, responsible for implementing the strategic decisions taken by the Board, in accordance with the delegated powers, and a Managing Committee, responsible for assisting the Chief Executive Officer in the duties delegated to that officer by the Board of Directors.
The role of Chief Executive Officer is performed by Pedro Soares dos Santos.
29. Description of the Powers of Each of The Committees Established and a Summary of Activities Undertaken in Exercising Said Powers
a) Company's Committees
Committee on Corporate Governance and Corporate Responsibility (CCGCR)
CCGCR is made up of a minimum of three and a maximum of nine members, who are not required to be directors, appointed by the Board of Directors. One of the members will be the Chairman.
The Board of Directors decided to appoint the current Chairman of the Board of Directors, Pedro Soares dos Santos, as Chairman of CCGCR, as well as the Company's Directors Andrzej Szlęzak and José Soares dos Santos, The other Members of the Committee are Claire Bright and Natalia Olynec.
In carrying out its mission, the CCGCR collaborates with the Board of Directors, assessing and submitting to it proposals for strategic orientation in the area of Corporate Responsibility, as well as monitoring and supervising on a permanent basis matters concerning: i) corporate governance, social responsibility, the environment and ethics; ii) the business sustainability of the Group; iii) internal codes of ethics and of conduct; and iv) systems of assessment and resolution of conflicts of interest, especially regarding relations between the Company and its shareholders or other stakeholders.
Especially in what concerns company governance, CCGCR has the duty to keep up, review and assess the appropriateness of the Company's model of governance and its consistency with the recommendations, patterns, and national and international best practices on company governance, addressing the Board of Directors the recommendations and proposing any changes, deemed adequate, having met once in 2022.
The Regulation of the CCGCR, as well as the number of annual meetings held by this Committee, is available on the Company's website, through the link mentioned in point 61. ("Relevant Addresses").
b) Other Committees
Managing Committee
The Managing Committee of the Company, which has the same term of office as that of the Board of Directors that appointed it, is composed of the Chief Executive Officer, Pedro Soares dos Santos, who is the Chair, Ana Luísa Virgínia, António Serrano, Carlos Martins Ferreira, Isabel Pinto, Luís Araújo, Marta Lopes Maia, Pedro Leandro, Nuno Begonha and Sara Miranda. In accordance with its regulations, the Managing Committee is responsible for advising the CEO, within the respective delegation of powers, in carrying out the following functions:
- control over the implementation by the Companies in the Group of the strategic guidelines and policies defined by the Board of Directors;
- financial and accounting control of the Group and of the Companies that are a part thereof;
- senior coordination of the operational activities of the different Companies in the Group, whether integrated or not in business areas;
- launching of new businesses and monitoring them until they are implemented and integrated in the respective business areas;
- implementation of the management policy of human resources defined for the top-level management of the entire Group.
In 2022, the Managing Committee held meetings for the exercise of its competences having been drawn up minutes of the meetings, which were sent to the Chairman of the Board of Directors and to the Company's Secretary.
The Regulation of the Managing Committee is available on the Company's website, through the link mentioned in point 61. ("Relevant Addresses").
Ethics Committee
The Ethics Committee of Jerónimo Martins is composed of three to five members appointed by the Board of Directors. Since 21st April 2022 it is composed by Jaroslaw Sobczyk, Cristina Minoya Perez, Dominik Wolski, Pedro Antunes and Pedro Maya. The mission of the Ethics Committee is to provide independent supervision of the disclosure of and compliance with the Group's Code of Conduct in all the Companies of the Group.
The duties of the Ethics Committee include: i) establishing the channels of communication with the addressees of the Jerónimo Martins Group Code of Conduct and gathering such information as may be addressed to it in this connection; ii) ensuring the existence of an adequate system of internal control of compliance with the Jerónimo Martins Group Code of Conduct and with the appraisal of the recommendations stemming from such control; iii) appraising such issues as may be submitted to it by the Board of Directors, by the Audit Committee or by the Committee on Corporate Governance and Corporate Responsibility (CCGCR) within the scope of compliance with the Code of Conduct; iv) proposing to the Board of Directors or to CCGCR the adoption of such measures as it may deem fit in this connection, including a review of internal procedures and alterations to the Jerónimo Martins Group Code of Conduct; v) drawing up an annual report on its activities to be presented to the Committee on Corporate Governance and Corporate Responsibility; and vi) to ensure the receipt and follow-up of the reports of any irregularities embodying the violation of the Jerónimo Martins Group Code of Conduct or violations of any rules provided in the law applicable in the countries where the Company and the Companies which make part of it operate, without prejudice to the availability of autonomous reporting channels in subsidiary companies obliged to do so (Pingo Doce, Distribuição Alimentar, S.A., Recheio Cash & Carry, S.A., JMR – Prestação de Serviços para a Distribuição, S.A., and Lidosol II – Distribuição de Produtos Alimentares, S.A.), under the terms of the law.
The Ethics Committee reports functionally to the CCGCR, which has responsibilities in the fields of corporate governance, social responsibility, environment and ethics, including those related to the internal codes of ethics and of conduct. The minutes of the meetings held in 2022 for the exercise of its competences were drawn up.
The Regulation of the Ethics Committee is available on the Company's website, through the link mentioned in point 61 ("Relevant Addresses").
Internal Control Committee
The Internal Control Committee (ICC), appointed by the Board of Directors and reporting to the Audit Committee, is specifically responsible for evaluating the quality and reliability of the internal control system and the process of preparing financial statements, as well as for evaluating the quality of the monitoring process in force in Jerónimo Martins' Companies, with a view to ensuring compliance with the laws and regulations to which they are subject. In performing this latter task, the ICC must obtain regular information on the legal and fiscal contingencies that affect the Companies of the Group.
The ICC meets monthly, as a general rule, for the exercise of its competences, having been drawn up minutes of such meetings. It is composed of a Chairman (Alan Johnson) and four members (Henrique Soares dos Santos, Joanna Peschak, Jorge Santos Dias and José Vitorino). None of the members is an Executive Director of the Company.
In 2022, the ICC continued its activities of supervision and evaluation of risks and critical processes, analysing the reports prepared by the Internal Audit department. As a representative of the External Audit team is invited to attend these meetings, the Committee is also informed of the conclusions of the external audit work that takes place during the year.
The Regulation of the ICC is available on the Company's website, through the link mentioned in point 61. ("Relevant Addresses").
Subsection III - Supervision - (Audit Committee)
A. Composition
30. Details of the Supervisory Board (Audit Committee) Representing the Model Adopted
The supervisory board of the Company is the Audit Committee, consequence of the anglo-saxon governance model adopted.
In addition to the responsibilities conferred by law, which imply the proper monitoring, evaluation and pronouncement on the strategy defined by the Board of Directors, from which, moreover, it emanates, and the monitorization of effectiveness of the risk management system, the Audit Committee's Regulation foresees that the same, in performing its activities, is responsible for the following:
- monitoring the preparation and disclosure of financial information;
- monitoring the effectiveness of internal control systems, internal auditing and risk management. For this purpose, they may work with the ICC, which shall report to them regularly on their work, pointing out situations that should be analysed by the Audit Committee;
- evaluating the external audit on a regular basis;
- approving activity plans in the area of risk management and following up on their execution, proceeding with the assessment of the recommendations resulting from the audit actions and the revisions of the procedures undertaken;
- looking after the existence of an adequate internal risk management system for the companies of which Jerónimo Martins is holder of shares or quotas, ensuring full compliance with its objectives;
- approving internal audit activity programmes, which respective department functionally reports to it, as well as of the external audit;
- selecting, as proposed by the Managing Committee, the service provider for the external audit;
- monitoring the legal accounts audit services;
- assessing and monitoring the independence of the Statutory Auditor, especially when it performs additional services for the Company.
Under the terms of the law and the procedure described below in points 89. and 91., the Audit Committee is responsible for assessing whether any existing transactions with related parties were carried out within the scope of the current activity of the Company and/or its subsidiaries and under market conditions. The Audit Committee is also responsible for, whenever necessary, to issue its prior opinion on any transactions with related parties or transactions that may generate conflicts of interest.
The Audit Committee, for the adequate performance of its duties, requests and appraises all the management information deemed necessary. In addition, it has unrestricted access to the documentation produced by the auditors of the Company, having the possibility to request any information from them it deems necessary and being the first recipient of the final reports prepared by the external auditors.
Within the scope of its attributions in terms of monitoring the legal accounts audit services, and the statutory auditor, the Audit Committee shall propose to the competent body the dismissal of the former, or the termination of the contract for the provision of services entered into, should there be just cause.
In 2022, the Audit Committee paid particular attention to financial risk management, namely on what regards exchange rate hedging operations and cash position management, to the evolution of pending court and tax cases, to the plan and activity of the Internal Audit Department, as well as the internal control activities, highlighting the Financial, Information Security, and Risk Management areas. The Committee also gave special attention to the external audit plan and activities, having reviewed, and approved the internal regulation on the selection and independence of the Statutory Auditor ("ROC") or Statutory Audit Firm ("SROC") and on the provision of non-audit services.
31. Composition of the Audit Committee, With Details of the Articles of Association's Minimum and Maximum Number of Members, Duration of Term of Office, Number of Effective Members, Date of First Appointment, Date of End of the Term of Office for Each Member. Diversity Policy.
According to the Articles of Association, the Audit Committee is comprised of three members of the Board of Directors, one of whom will be its Chairman.
The members of the Audit Committee are appointed by the General Shareholder's Meeting to terms of three years, simultaneously with the members of the Board of Directors, and the lists of proposed members of the latter body must indicate those that are intended to form the Audit Committee. The members of the Audit Committee cannot perform executive roles in the Company.
The composition of the Audit Committee, during 2022, was the following:
Clara Christina Streit
- Chair of the Audit Committee (since 21st April, 2022)
- First appointment on 14th April 2016
- Expiry of the term of office on 31st December 2024
Elizabeth Ann Bastoni
- First appointment on 11th April 2019
- Expiry of the term of office on 31st December 2024
Sérgio Tavares Rebelo
- First appointment on 10th April 2013
- Expiry of the term of office on 31st December 2024
- Chairman of the Audit Committee until 21st April, 2022
The Company considers the number of members of the Audit Committee to be suitable, taking into account that it constitutes about one third of the Non-executive Directors of the Company, and the powers that are attributed to it, described in point 30., thus allowing it to efficiently ensure the functions that are attributed to it, taking into account the size of the Company and the risks inherent to its activity.
Diversity Policy
In this regard it is applicable what is stated in point 16.
32. Details of the Members of the Audit Committee, Which are Considered to be Independent Pursuant to Art. 414/5 CSC
Each member of the Audit Committee complies with the rules of incompatibility laid down in paragraph 1 of Art. 414-A CCC, except that provided for in sub-paragraph b). Clara Christina Streit and Elizabeth Ann Bastoni comply with the independence criteria foreseen in Art. 414, number 5 CCC.
33. Professional Qualifications of each Member of the Audit Committee and Other Important Curricular Information
The professional qualifications of the members of the Audit Committee are those described in point 19. ("Professional Qualifications of the Members of the Board of Directors").
Additionally, reference should be made to the fact that the vast experience of the members of the Committee in corporate body positions, as well as to their special technical merit in this particular matter, have created particular added value for the Company.
The Chair of the Audit Committee, Clara Christina Streit holds a Masters in Business Administration from the University of St. Gallen, Switzerland, having started her career at McKinsey & Company as a consultant, having ceased her collaboration with that company in 2012 as a senior partner, after more than 20 years of experience as an adviser to financial institutions. She is currently an independent nonexecutive director of several European companies. Her academic training, her extensive professional experience, namely in matters of control and supervision, and her keen critical and analytical sense, ensure her a special competence for the assignment as Chair of the Company's supervisory body.
B. Functioning
34. Availability and Place Where the Rules On The Functioning of the Audit Committee May Be Viewed
The Regulation of the Audit Committee is available on the Company's website, through the link mentioned in point 61. ("Relevant Addresses").
35. The Number of Meetings Held and the Attendance Report for Each Member of The Audit Committee
The Audit Committee meets, at least, once every three months and is responsible for supervising Company management, carrying out the duties attributed by law and by Article Twenty of the Articles of Association.
During 2022 the Audit Committee met five times, and all meetings were duly minuted. The number of annual meetings held by this body is also disclosed on the Company's website, through the link mentioned in point 62. ("Relevant Addresses").
The attendance of each Director at the meetings during the exercise of the respective duties was as follows:
| Clara Christina Streit | 100% |
|---|---|
| Elizabeth Ann Bastoni | 100% |
| Sérgio Rebelo | 100% |
36. The Availability of Each Member of the Audit Committee, Indicating the Positions Held Simultaneously in Other Companies Inside and Outside the Group, and Other Relevant Activities Undertaken by Members of These Boards Throughout the Financial Year
The members of the Audit Committee have always been available for the Company's affairs during 2022, having participated in the same when it was necessary or when they considered to be necessary.
The positions held by the members of the Audit Committee in other companies are described in point 26.
C. Powers and Duties
37. A Description of the Procedures and Criteria Applicable to the Supervisory Body for The Purposes of Hiring Additional Services From the External Auditor
According to the provisions of Law no. 148/2015, of 9th September, the provision of services other than audit services, is subject to the verification of its adequacy (under the point of view of threats to independence and safeguard measures that eventually may be necessary) and prior approval of the Audit Committee, duly substantiated.
This Committee defined through a specific regulation the services that cannot be provided by the external auditor, following the provisions of European legislation and the Legal Regime of the Portuguese Statutory Auditors.
In order to ensure the independence of the external auditor, this regulation also provides for the responsibility of the Audit Committee to verify, follow and monitor the independence of the external auditor, having to monitor the services provided by the external auditor, ensuring that it does not provide the Company with services other than accounting that cannot be provided and are listed in said regulation, as well as to evaluate the threats to the independence of the external auditor, the applied or to be applied safeguard measures, proceeding to their discussion with the external auditor when deemed necessary. It is also up to the Audit Committee to evaluate on an annual basis the work performed by the external auditor, including on what concerns its independence and suitability for the performance of its duties and to implement any other measures deemed necessary to ensure the independence of the external auditor.
At the beginning of each year, the Audit Committee approves a list of services, in addition to the audit services, which may be provided by the external auditor during that year, which are considered to be preauthorized, as well as establishing the maximum amount for hiring the external auditor by the Company or by entities belonging to the same network to provide such services in that year. This list includes services that require certification by the Statutory Auditor, in matters of compliance with legal obligations that are based on information collected during the fieldwork of the external auditor. In addition to these, all other pre-authorized services are in no way related to matters subject to audit, being limited to ancillary work duly identified, carried out by employees who do not participate in any audit work.
If it is understood that it is the external auditor, or entities related to him, who are in the best position to carry out any additional work that is not pre-authorized, specific approval by the Audit Committee is required, upon presentation of proposal by the management bodies, justifying the reasons for such choice, as well as how the independence of the external auditor is safeguarded.
38. Other Duties of the Supervisory Body
The duties of the Audit Committee are described in point 30.
Subsection IV - Statutory Auditor
39. Details of the Statutory Auditor and the Partner That Represents the Same
The Company's Statutory Auditor is Ernst & Young Audit & Associados, SROC, S.A. (Chartered Accountant) No. 178, registered at the CMVM (Portuguese Securities Market Commission) under no. 20161480, represented by João Carlos Miguel Alves, ROC no. 896.
40. Statement on the Number of Years that the Statutory Auditor Consecutively Carries Out Duties With the Company and/or Group
The Company's Statutory Auditor has carried out its duties with the Company for about six years, as from 6 th April 2017.
41. Description of Other Services that the Statutory Auditor Provides to the Company
The Statutory Auditor also carries out the role of the Company's External Auditor, as mentioned in point 42. In point 46. reference is made to other services carried out by the Statutory Auditor for the Company.
Subsection V - External Auditor
42. Details of the External Auditor Appointed in Accordance With Art. 8 PSC and the Partner That Represents the Same in Carrying out These Duties, and the Respective Registration Number at the CMVM
The External Auditor is Ernst & Young Audit & Associados, SROC, S.A. (Chartered Accountant No. 178), registered at the CMVM (Portuguese Securities Market Commission) under no. 20161480, represented by João Carlos Miguel Alves, ROC no. 896.
During 2022, the External Auditor monitored the efficiency and functioning of the internal control mechanisms, taking part in the meetings of the Internal Control Committee, reporting any deficiencies identified in the exercise of its activity, as well as making the necessary recommendations regarding the procedures and mechanisms that were analysed.
The External Auditor was able to verify the implementation of the remuneration policies and systems by reviewing the minutes of the Remuneration Committee's meetings, the remuneration policy in force and other accounting and financial information that is essential for that purpose.
43. Statement on the Number of Years that the External Auditor and Respective Partner that Represents the Same in Carrying out These Duties Consecutively Carries Out Duties With the Company and/or Group
Ernst & Young Audit & Associados, SROC, S.A., as well as the partner that represents the External Auditor has been carrying out that role for the Company for about six years, as from 6th April 2017.
44. Rotation Policy and Schedule of the External Auditor and the Respective Partner That Represents Said Auditor in Carrying Out Such Duties
The Company did not set any specific policy regarding the rotation of the External Auditor and of the Statutory Auditor. It follows, however, the Legal Regime of Portuguese Statutory Auditors, approved by Law nr. 140/2015, of 7th September, which establishes in its article 54, no. 2, that the maximum period for carrying out the duties as partner responsible for the Statutory Audit is seven years, and the company of statutory auditors may, pursuant to no. 3 of said article, as it stood in the period under analysis, be
appointed as Statutory Auditor and External Auditor for the maximum period of two mandates of four years, or three mandates of three years.
45. Details of the Board Responsible for Assessing the External Auditor and the Regular Intervals When Said Assessment is Carried Out
The Audit Committee is the responsible body for evaluating the performance of the External Auditor, which is performed annually.
46. Details of Services, Other Than Auditing, carried out by the External Auditor for the Company and/or Companies in a Control Relationship and an Indication of the Internal Procedures for Approving the Recruitment of Such Services and a Statement on the Reasons for Said Recruitment
The non-audit services requested by Group's Companies to the External Auditor and other entities belonging to the same network in the amount of 58,749 euros, concern to support services in the field of human resources, limited assurance services on sustainability indicators and Agreed upon procedures and Reasonable and Limited Assurance services over the Recovery and Resilience Plan (PRR) Agendas application process.
All these services were necessary for the regular activity of the Companies of the Group and, after due analysis of the situation, the External Auditor and/or the entities belonging to its network were considered as those which could best perform the said services. The Agreed upon procedures and Reasonable and Limited Assurance services over the PRR Agendas application process were provided by the teams involved in the Group's audit work, since the referred work involves verification of the financial position of the Company and two subsidiaries, which are subject to regular auditing by the same teams. The remaining services were rendered by employees who do not participate in any auditing work for the Group, these services are marginal to the work of the auditors and do not affect, either by their nature or by their amount, the independence of the External Auditor in the performance of its role.
As a result of the procedure mentioned in point 37., all services to which is made reference above were subject to prior approval of the Audit Committee, duly substantiated.
47. Details of the Annual Remuneration Paid by the Company and/or Legal Entities in a Control or Group Relationship to the Auditor and Other Natural or Legal Persons Pertaining to the Same Network and Percentage Breakdown Relating to the Following Services
Annually, which also happened in the year under analysis, the Audit Committee approved, at its meeting held on 25 July 2022, the remuneration to be paid to the External Auditor in 2022.
In 2022, the total remuneration paid to the External Auditor and other individuals or companies' belonging to the same network was 949,419 euros.
| Amount | % | |
|---|---|---|
| By the Company | ||
| Amount for statutory auditing services (€) | 129,760 | 13.7% |
| Amount for audit reliability services (€) | 45,435 | 4.8% |
| Amount for tax consulting services (€) | - | - |
| Amount for other non-statutory auditing services (€) | - | - |
| By entities comprising the Group | ||
| Amount for statutory auditing services (€) | 760,910 | 80.1% |
| Amount for audit reliability services (€) | 5,070 | 0.5% |
| Amount for tax consulting services (€) | - | - |
| Amount for other non-statutory auditing services (€) | 8,244 | 0.9% |
In percentage terms, the amount referred to is divided as follows:
Section C – Internal Organisation
Subsection I - Articles of Association
48. The Rules Governing Amendment to the Articles of Association (Art. 29-H/1/h) PSC)
The Articles of Association do not define any rules applicable to the amendment of the Company's Articles of Association, therefore the terms defined by the Law apply to these matters.
Subsection II - Reporting of Irregularities
49. Reporting Means and Policy on the Reporting of Irregularities in the Company
Since 2004, the Ethics Committee of Jerónimo Martins has implemented a system of bottom-up communication that ensures that every employee, regardless of their function, to report possible irregularities occurring in the Group. They may also make any comments, particularly with respect to compliance with the Code of Conduct.
The Code of Conduct defines the principles and values of the Jerónimo Martins Group, namely, the respect for the law, honesty and integrity, and corporate social responsibility, and a set of rules of conduct such as non-discrimination and equal opportunities, loyalty in negotiating with suppliers, prevention of conflicts of interests, among other matters.
The Ethics Committee has informed all the Group employees, through internal communication channels, of its email address and the contents of the Code of Conduct, of which is delivered a copy to each employee on the moment of his admission in any of the Group's Companies. Without prejudice of resorting to the Ethics Committee's email, the employees can always resort to their hierarchy for guidance about the Code of Conduct, or should they want to report any irregularity. The employees can also use the Employee Assistance Service, which is an internal channel available in each of the countries where the Group operates.
In 2019, the Board of Directors approved an Anti-Corruption Policy, which is applicable to all Jerónimo Martins' Group Companies and all its associates – including management positions and positions based on a term of office -, and regardless of the nature of their contractual relationship, job position or working country, and which purpose is to establish the acting principles and obligations laid out in the Code of Conduct with regard to honesty and integrity. This Policy sets rules for preventing unlawful conducts that constitute acts of corruption and safeguarding against potential conflicts of interest. On what concerns conflicts of interests, the Anti-Corruption Policy foresees that the associate shall immediately report the existence of such conflict and refrain from carrying out any act or making any decision in relation to it. According to the Policy, any associate who becomes aware or has justified suspicions of breaches to the Policy should report such situations and, in case of doubt about the existence of a conflict of interest, the Ethics Committee should be consulted.
The Company has a Whistleblowing Policy, which establishes the set of rules adopted with a view to receiving, recording, and handling reports on wrongdoing by employees and other stakeholders, concerning any of the companies that are part of the Jerónimo Martins Group, in order to ensure, namely, the existence of mechanisms for detecting and preventing wrongdoing, the promotion of a culture of transparency, integrity and accountability and the consequent adoption of ethical, principled and professional behaviour by the Company's employees and managers, compliance with EU law, national law and the Jerónimo Martins Group Code of Conduct, and the effective risk management. This Policy is available on the Company's institutional website, referred to in point 59.
In light of the existing Whistleblowing Policy, face-to-face and telematic training sessions are carried out, and communication instruments containing various information in this regard are disseminated, highlighting concrete situations that may consubstantiate internal or external risks for the Company. In addition, the Company disclosed on its website, referred to above, and on its intranet a Plan for the Prevention of Corruption Risks, applicable to the Company and its subsidiaries.
The Ethics Committee safeguards the confidentiality of the contacts sent to its email address.
Subsection III - Internal Control and Risk Management
50. Individuals, Boards or Committees Responsible for the Internal Audit and/or Implementation of the Internal Control Systems
The Internal Audit department assesses the quality and effectiveness of the internal control and risk management systems that are set by the Board of Directors, namely those established in the Group's Risk Management Policy.
The internal control objectives involve the assurance of the operational efficiency, the financial and operational reporting consistency and the fulfilment of applicable laws and regulations. To assure it, the Internal Audit activity plan takes in consideration the evaluation of the operational risks and the critical processes applicable to each Company.
The results of the internal audits are made available, on a monthly basis to the Internal Control Committee – which reports to the Audit Committee - and to the Group's Managing Committee. Each quarter, these reports are presented to the Audit Committee, body which, as better described in point 52., is responsible to approve the activity plans with regard to risk management, monitoring their execution and assessing the effectiveness of the internal control, internal auditing and risk management system. With the same regularity, a report is prepared regarding the status of the recommendations agreed with the audited areas managers.
The structure of the Company's internal control system is described in point 52. comprising, among others, the functions of risk management, supervision/compliance, and internal audit.
During 2022, there were audits performed over stock management, cash collection, management of accounts payable and receivable, supplementary income, quality assurance and food safety, investments, and information systems, among others.
51. Details of Hierarchical and/or Functional Dependency in Relation to Other Boards or Committees of the Company
The head of the Internal Audit department reports hierarchically to the Chairman of the Board and CEO and, functionally, to the Audit Committee. The head of Internal Audit is also a member of the Internal Control Committee, which in turn reports to the Audit Committee.
52. Other Functional Areas Responsible for Risk Control
a) Risk Management System
The Group, and in particular its Board of Directors, dedicates a great deal of attention to the risks affecting the businesses and their objectives, and is committed to ensure that risk management is an effective and fundamental component of the corporate strategy, culture and value-creation process.
The approach to risk management is detailed in the Group's Risk Management Policy, which sets out the Group's risk management system and outlines the roles and responsibilities of the persons responsible for its execution.
a.1) Risk Management Objectives
The aim of the Group's risk management system is not to eliminate risk completely from the Group's activities, but rather to ensure that every effort is made to manage risk appropriately, maximising potential opportunities and minimising its adverse effects.
The Group's risk management system has the objectives to structure and consistently organise the way the Group identifies and evaluates risks, assuring that they are assessed broadly, considering
dependencies and correlations among various risk areas and also promoting alignment of the process across the organization. It establishes procedures for reporting that allow for an adequate monitoring of the risk mitigation and control measures.
Due to the size and geographical dispersion of Jerónimo Martins' activities, successful risk management depends on the active participation of all employees, who should assume this as an integral part of their jobs, particularly through the identification, reporting and mitigation of risks associated within their area of responsibility. Therefore, all activities must be carried out with an understanding of what the risk is, with an awareness of the potential impact of unexpected events on the Company and its reputation.
The Group is committed to ensure that all employees are provided with adequate guidance and training on the principles of risk management, on the criteria and processes set by the Risk Management Policy and on their responsibilities to manage risks effectively.
a.2). Organisation of Risk Management
The risk management governance model is defined in order to ensure the effectiveness of risk management framework and is aligned with the Three Lines Model, which distinguishes among three groups (or lines) involved in effective risk management, namely:
- First Line (Business Operations: Risk Owners) responsible for the daily risk management activities aligned with the business strategy, and also aligned with existing internal procedures and Risk Management Policy;
- Second Line (Oversight / Compliance Functions: Group and Business Unit Risk Managers) responsible for the Risk Management analysis and reporting, as well as for suggestions or policies development that improve the efficiency of Risk Management processes. This second line also includes functions such as Financial Control, Physical Security, Information Security, Data Privacy, Quality & Food Safety, amongst other corporate areas;
- Third Line (Independent Assurance: Internal Audit and External Audit) responsible for providing assurance on the effectiveness of governance, Risk Management and internal controls, including the manner in which the first and second lines perform their Risk Management and control objectives.
The Risk Management organisational structure considers the following main roles and responsibilities, which were effectively exercised over the period under review:
- the Board of Directors is responsible for establishing the Risk Management Policy and strategy, which includes the process for establishing thresholds applicable to the Group's risk exposure and for setting goals in terms of risk-taking. It is also the Board's responsibility to provide for the creation of control systems necessary to ensure that the risks effectively incurred are consistent with the goals set. These duties were carried out, namely, through the approval of the aforementioned Risk Management Policy, which foresees the referred aspects, and which application was maintained in 2022;
- the Audit Committee approves the activity plans with regard to Risk Management, monitors their execution and assesses the effectiveness of the internal control, internal auditing and risk management system. Its responsibilities include, namely, to evaluate global risk exposure levels and ensure that they are compatible with the objectives and strategies approved by the Board of Directors, to review mitigation actions defined for the most critical risks, to review the development of Risk Management initiatives and planning, to review periodically the Group's Top Risks, thus enabling the Board of Directors to make the necessary adjustment to the Risk Management Policy, as was done during 2022;
- the CEO, assisted by the Managing Committee, ensures the implementation of the Risk Management Policy and strategy as established by the Board of Directors, as well as promotes a risk awareness culture in the organisation ensuring that Risk Management is embedded in all processes and activities;
- the Risk Committee assists and advises the Managing Committee, as the CEO's assisting body, in assessing and monitoring the mitigating measures for the different types of risk, and aims at ensuring the existence of an effective Risk Management framework, that ensures a level of risk exposure compatible with the objectives and strategies approved by the Board of Directors, without prejudice to the duties of the Audit Committee;
- the Group Risk Management Division is responsible for the implementation of the Risk Management framework, coordination of all Risk Management activities and for supporting the Managing Committee and the Risk Committee in the identification of risk exposures that might compromise the Group's strategic and business goals. Its responsibilities include the identification and recognition of Risk Management best practices, recommendations from renowned organizations and/or compliance requirements. Group Risk Management Division is also responsible for the coordination and alignment of the practices adopted by the Companies in the Business Continuity Plans (BCP);
- the Business Unit Risk Managers are responsible for the implementation of Risk Management initiatives at the Company level and to support the respective Risk Owners activities;
- the Risk Owners are all employees in charge of the execution and/or control over a given process or activity, within a business unit or a corporate structure, which are responsible for managing the risks involved in those activities;
- the Internal Audit department focuses its work on the significant risks, as identified by management, and audits the controls of the most exposed processes, providing assurance regarding its effectiveness and efficiency and active support in the Risk Management process.
53. Details and Description of the Major Economic, Financial and Legal Risks to which the Company is Exposed in Pursuing Its Business Activity
The year of 2022 was particularly challenging due to several aspects: the beginning of the invasion of Ukraine by the Russian Federation, which exacerbated an energy crisis; inflation at unprecedented levels, which generated pressure on all cost lines and resulted in a decrease of consumers' purchasing power; and a series of disruptions in terms of supply chains, which led to disturbances in stock management and delays in deliveries, particularly in terms of technological equipment and construction materials.
All these factors significantly impacted the conditions in which Jerónimo Martins' Companies operated throughout the year and were reflected in the various risks to which the Group is exposed, namely in strategic and operational terms. Therefore, various measures were implemented in order to anticipate and mitigate the most relevant impacts on the execution of the strategic objectives, always prioritizing the needs of consumers and of our teams.
Strategic Risks
Strategic risk management involves monitoring factors such as social, political and macro-economic trends: the evolution of demographics, consumers' preferences, the life cycles of the businesses, the dynamics of the markets (financial, employment, natural and energy resources), geopolitical situation, the activities of competitors, technological innovation, availability of resources, legal and regulatory changes and social scrutiny of the Group's business activities.
The management team uses this information to understand market needs and attempts to identify any opportunities and threats in the industries and sectors in which it operates, namely in terms of potential profitability and growth, but also in terms of both the strategic alignment and appropriateness of its business model in light of current and future conditions.
Operating Risks
Arise from the execution of normal business functions, across the value chain, and focuses on risks generated among the processes through which the Group units operate.
The operational risks cover risks related to category management and sourcing, stock management, cash management, logistics and supply chain and the efficiency in the use of resources and assets as well as their safety and security.
Fraud, money laundering and corruption risks are also considered in the risk assessment for the most relevant operational activities. The adequacy and range of the controls and mitigation measures are also reviewed and reconsidered whenever necessary.
Food Quality and Safety7
The Group seeks to provide healthier products and food solutions, and it seeks to ensure and enforce product safety measures in strict compliance with food safety standards.
The Quality and Food Safety Departments of the Companies are responsible for the following areas:
- i. prevention, through selection, assessment, and follow-up audits on suppliers;
- ii. monitoring, by following the product throughout the whole logistics flow, to analyse compliance with best practice and certification requirements;
- iii. monitoring, by analysing the product to check its compliance with Quality and Food Safety requirements; and
- iv. training, by carrying out periodic simulations and awareness initiatives.
The Companies are monitored continuously by quality control technicians, to ensure the implementation of procedures and to assess the efficiency of training and the suitability of the facilities and equipment.
Environmental Risks8
Jerónimo Martins ensures regular assessment of the environmental risks and opportunities that may be associated with or impact its businesses. To support this exercise, the Group uses studies and audits to assess the main impacts of its activities on ecosystems and the resources they provide, in the following areas:
- i. Agricultural management practices focused on water and energy consumption, biodiversity and land management, as well as economic management of perishables suppliers;
- ii. Conservation risk analysis on Private Brand and perishables fish sold;
- iii. Analysis of risks and opportunities associated with impacts arising from climate change (following the recommendations of the methodology of the Task Force on Climate-related Financial Disclosures) and water usage;
- iv. Quantification and analysis of the materiality of the Group's direct (scope 1), indirect (scope 2) and value chain (scope 3) greenhouse gas emissions;
- v. Mapping of deforestation commodities, their origins and production methods in Private Label and perishables products;
- vi. Carrying out internal and external audits at its own facilities, on Private Brand and perishables suppliers and service providers.
Therefore, the following risk typologies were identified9 :
- Transition, which may cause an increase in costs in order to comply with environmental legislation and originated by the transition to a low-carbon economy and by promoting biodiversity;
- Physical, which may result in shortage of natural resources, such as agricultural products, or disruption of supply chain activities associated with climatic events;
- Reputational, associated with expectations of the Group's stakeholders to reduce carbon emissions and contribute to tackle deforestation.
The probability of occurrence of these situations and their level of impact, including financial risks, as well as their management, is analysed by the Group as part of the short, medium and long-term risk assessment processes. Based on these assessments, adaptation and mitigation measures are defined to maximize differentiating opportunities and improve the resiliency of our Companies and their businesses. These actions promote efficient management in the use of resources in the operations, products and services of the Group Companies, mitigate the occurrence of possible natural risks such as extreme climate events, and identify opportunities to create value from a logic of promoting environmental preservation and regeneration.
7 The actions carried out by the Group for Food Quality and Safety in 2022 are detailed in Chapter 5 ("Corporate Responsibility in Value Creation"), subchapter 2 - "Promoting Good Health through Food".
8 Actions carried out by the Group during 2022, on Environment Protection are detailed in the Chapter 5 ("Corporate Responsibility in Value Creation"), subchapters 3 - "Respecting the Environment" and 4 – "Sourcing Responsibly".
9 Every year, Jerónimo Martins Group reports its answers to the CDP Climate Change, CDP Forests and CDP Water Security questionnaires (www.cdp.net) presenting a detailed analysis of the different risks and opportunities identified with potential impact on its businesses.
Physical Security and People Risks
The Security Department is responsible for ensuring that conditions exist to guarantee the physical security of people and facilities.
Physical security and people risk management involves defining and publicising working standards and instructions, carrying out employee awareness initiatives and training, performing audits on the stores, risk assessment in all establishments and performing emergency simulations.
Information Systems Risks
The risks associated to Information Technologies are analysed considering their different components: planning and organisation, development, innovation, operations management, information security and continuity.
The risk management of Information Security in the Group is the responsibility of an exclusively dedicated Department and consists of implementing and maintaining an Information Security Management System that ensures confidentiality, integrity and availability of critical business information, performing monitoring and control activities in order to identify and mitigate potential vulnerabilities.
Regulation Risks
Compliance with legislation is provided by the legal departments of the Group´s Companies.
Regarding the Holding Company, the Legal Department guarantees the co-ordination and implementation of strategies aimed at protecting the interests of Jerónimo Martins in legal disputes, and it also manages outside advisers.
Compliance in issues related with personal data is followed by the Data Protection Officer, supported by the Data Privacy department, and in cooperation with the legal departments of the Holding Company, of the Group companies and the Information Security department.
In order to ensure the fulfilment of tax obligations, the Group Fiscal Affairs department advises the Group's companies, as well as oversees their tax proceedings.
Financial Risks
Risk Factors
Jerónimo Martins is exposed to several financial risks, namely: price risk; which includes interest and exchange rate risks: transactional risk, which includes credit and liquidity risk; and the risk arising from the Group's investments portfolio, including various risks such as interest rate, credit, foreign exchange, inflation, political and fiscal.
The management of these risks is focused on the unpredictable nature of the financial markets and aims to minimize its adverse effects on the Company's financial performance.
Certain types of exposure are managed using financial derivative instruments.
The activity in this area is carried out by the Financial Operations Department. It is responsible, with the cooperation of the financial areas of the Group´s companies, for identifying and risk assessing and for executing the hedging of financial risks, by following the guidelines set out in the Financial Risk Management Policy.
Every quarter, reports on compliance with the Financial Risk Management Policy are presented to and discussed with the Audit Committee.
The information concerning financial risks to which the Group is exposed can be found in note 28 – Financial Risks, in the Consolidated Financial Statements, of Chapter 3 of the Annual Report and Accounts.
54. Description of the Procedure for Identification, Assessment, Monitoring, Control and Risk Management
The Group's Risk Management framework assumes a continuous process of risk assessment, which is an integral part of the normal decision-making and management processes.
The Risk Management process is aligned with the ISO 31000 international standard recommendations, and seeks mainly to distinguish what is irrelevant from what is material, requiring an active management which involves the assessment of sources of risk, the probability of occurrence of a certain event, and the consequences of its occurrence within the context of the control environment.
The Group prepares and maintains an overall risk profile that lists all relevant operational and strategic risks, as well as the corresponding implemented mitigation and control mechanisms. The list is updated regularly with information from the on-going risk assessment processes.
Within the scope of the risk assessment processes, the Corporate Risk Management Department coordinates an annual global review, in which, together with the first and second lines of defense (identified in point 52), is carried out an exhaustive analysis of the internal and external conditions that influence the environment in which the Group operates. This exercise, which is part of Jerónimo Martins' strategic and operational planning processes, ensures that the main risks and respective mitigating initiatives are duly identified and considered during planning. This process triggers the development of the alternatives under analysis as well as the identification of new activities that strengthen the defense of the targeted objectives.
The criticality level of each risk is determined based on the Group's Risk Matrix which considers, at different levels, the probability of occurrence of certain events, as well as their expected impact. Risks considered to be more critical and/or that may have a more relevant impact on the Group's objectives are subject to a quarterly reassessment, in order to ensure that any relevant changes are duly considered.
The Corporate Risk Management Department also maintains permanent contact with the main elements of the different lines of defense to update its assessment of risks and monitor mitigating initiatives, and constantly follows all changes that may influence the strategic and operational environments of the Companies.
Through the Risk Commmittee, which assists and advises the Managing Committee (as per point 51), analyses are carried out on the risks that most affect the Group, in a multidisciplinary approach and through which new forms of mitigation are stimulated and other forms of action are promoted.
Throughout the entire process, open and regular communication channels are ensured between all the elements that compose the organizational structure of Risk Management (listed in point 52).
Annually, the Board of Directors approves, after a favorable opinion from the Audit Committee, the budgets and strategic plans for the following year, taking into account the opportunities and risks considered.
55. Core Details on the Internal Control and Risk Management Systems Implemented in the Company Regarding the Procedure for Reporting Financial Information (Art. 29-H/1/l) PSC)
The Board of Directors is highly committed to assuring the reliability of financial reporting and the preparation of the Group's financial statements. This is done by ensuring that the Group has in place adequate policies that provide reasonable assurance that transactions are recorded and reported in accordance with Generally Accepted Accounting Principles (GAAP), and that expenditures are made only when properly authorized.
The financial reporting risk is mitigated by enforcing segregation of duties and by setting preventive and detective controls, which involves limiting access to IT systems, and a comprehensive performance monitoring system.
Additional controls are provided by the Audit Committee oversight and Internal Control Committee reliability assessments over the preparation and disclosure of financial information and by the Group's Planning and Control department monitoring activities over the performance of each business units and in review of the deviations to the approved plans.
Subsection IV - Investor Assistance
56. Department Responsible for Investor Assistance, Composition, Functions, the Information Made Available by Said Department and Contact Details
Composition
The Investor Relations Office of Jerónimo Martins is comprised as follows: Office Manager: Cláudia Falcão Team: Ana Maria Marcão, Hugo Fernandes and Teresa Balsas
Main Roles
The Investor Relations Office of Jerónimo Martins is responsible for communication with all investors institutional and private, national and foreign - as well as the analysts who formulate opinions and recommendations regarding the Company. The Investor Relations Office is also responsible for matters related to the Comissão do Mercado de Valores Mobiliários (Portuguese Securities and Exchange Commission).
Communication Policy of Jerónimo Martins for the Capital Markets
Jerónimo Martins' policy for communicating to the capital markets aims to ensure a regular flow of relevant information - history, current performance and outlook for the future -, which respects the principles of symmetry and simultaneity and creates a faithful image of the Company's business performance and strategy for investors, shareholders, analysts and the general public.
The financial communication strategy outlined for each year is based on the principles of transparency, rigour and consistency. This ensures that all relevant information is transmitted in a non-discriminatory, clear and complete manner to stakeholders.
Information Provided
Annually, and based on the above-mentioned principles, the Office draws up a Communication Plan for the Financial Market, which is included in the global communication strategy of Jerónimo Martins.
With the objective of transmitting an updated and clear vision of the strategies of the different business areas of Jerónimo Martins to the market, in terms of operational performance and outlook, the Investor Relations Office organises and participates in a series of events so that investors can learn about Jerónimo Martins' various businesses, its strategies and prospects for the future, and simultaneously follow the progress of activities during the year, by clarifying any doubts.
The actions carried out throughout the year made it possible to maintain the level of dialogue that was the benchmark for Jerónimo Martins' stakeholders. Among the organized activities, the following are highlighted:
- virtual and face-to-face meetings with financial analysts and investors;
- responses to e-mails with questions addressed to the Investor Relations Office;
- virtual meetings hosted by the Management from the business areas, Group CFO and the Chairman;
- conference calls;
- release of announcements to the market through the CMVM (Portuguese Securities and Exchange Commission) extranet, through the Jerónimo Martins and Euronext Lisbon websites, and email messages sent to all the Company's investors and financial analysts listed in the database created and updated by the Office;
- presentations to the financial community: presentation of results, roadshows, conferences and Annual General Shareholders' Meeting;
▪ continuous update of the investor relations webpage on the Company's institutional website.
In order to make information easily accessible to all stakeholders, the communications issued regularly by the Office are available in full on the Jerónimo Martins' institutional website, at https://www.jeronimomartins.com/en/.
The site not only provides, in Portuguese and in English, mandatory information, but also general information about the Group and the Companies that form it, in addition to other information considered relevant, namely:
- announcements to the market about privileged information;
- annual accounts, including the Annual Report on the activities of the Audit Committee, six-month and quarterly reports of the Group;
- economic and financial indicators and statistical data, updated every quarter or annually, in accordance with the Company or business area;
- Jerónimo Martins' most recent presentation to the financial community, and historical collection;
- information about share performance on the stock market;
- the annual calendar of Company events, released at the year-end to the following year, including, among others, General Shareholders' Meetings, the disclosure of annual, half-yearly and quarterly results;
- information about Corporate Governance;
- Code of Conduct of Jerónimo Martins;
- Company Articles of Association;
- current Internal Regulations;
- Information regarding the General Shareholders' Meetings;
- Minutes of the General Shareholders' Meetings, or respective extracts;
- Historical agendas and decisions taken at the General Shareholders' Meetings.
Contacts
The Office may be contacted through the Market Relations Representative and the Investor Relations Office Manager, Cláudia Falcão - and via the email address: [email protected].
The main contact information for the Investor Relations Office is as follows:
Address: Rua Actor António Silva, n.º 7, 1649-033, Lisboa Telephone: +351 21 752 61 05
57. Market Liaison Officer
The Jerónimo Martins' Market Relations Representative is the Investor Relations Office Manager, Cláudia Falcão.
58. Data on the Extent and Deadline for Replying to the Requests for Information Received Throughout the Year or Pending from Preceding Years
Within the scope of issues addressed to the Investor Relations Office, during the course of 2022, 296 contacts with investors were recorded through meetings that took place almost entirely by virtual means, 169 contacts through telephone conferences with investors and 443 requests for information sent via email, or by telephone by investors, financial analysts or by other entities, to which was given a reply to, within an average period of two days.
Requests for information from the year 2021 were not carried over to 2022 nor were questions asked to this Office in 2022 left unanswered.
Subsection V - Website
59. Address(es)
The Company's institutional website is available in Portuguese and English and can be accessed using the following address:
https://www.jeronimomartins.com/pt/ https://www.jeronimomartins.com/en/
60. Place Where Information on The Firm, Headquarters and Other Details Referred to in Art. 171 CCC is Available
Information concerning Art. 171 CCC is available on the Jerónimo Martins institutional website through the following link:
https://www.jeronimomartins.com/en/contacts/
61. Place Where the Articles of Association and Regulations on the Functioning of the Boards and/or Committees are Available
The Articles of Association and regulations on the functioning of the boards and/or committees are available on the Jerónimo Martins institutional website through the following link: https://www.jeronimomartins.com/en/investors/governance/articles-of-association-and-regulations/
62. Place Where Information is Available on the Names of the Corporate Boards' Members, the Market Liaison Officer, the Investor Assistance Office or Comparable Structure, Respective Functions and Contact Details
The information in question is available on the Jerónimo Martins institutional website and may be accessed through the following links:
- Names of the Corporate Boards' Members: Board of Directors: https://www.jeronimomartins.com/en/investors/governance/corporate-bodies/board-of-directors/
Audit Committee: https://www.jeronimomartins.com/en/investors/governance/corporate-bodies/audit-committee/
General Meeting
https://www.jeronimomartins.com/en/investors/governance/corporate-bodies/shareholders-meeting/ Statutory Auditor
https://www.jeronimomartins.com/en/investors/governance/corporate-bodies/statutory-auditor-roc/
- Name of the Market Liaison Officer:
https://www.jeronimomartins.com/en/investors/investor-contacts/
- Information concerning the Investor Assistance Office, respective functions and contact details: https://www.jeronimomartins.com/en/investors/investor-contacts/
63. Place Where the Documents are Available and Relate to Financial Accounts Reporting, Which Should be Accessible For at Least Five Years and the Half-Yearly Calendar on Company Events that is Published at the Beginning of Every Six Months, Including, Inter Alia, General Meetings, Disclosure of Annual, Half-Yearly and, Where Applicable, Quarterly Financial Statements
The place where the documents in question are available is the Jerónimo Martins institutional website through the following links:
- Financial accounts reporting: https://www.jeronimomartins.com/en/investors/presentations-and-reports/
- Half-yearly calendar on Company events: https://www.jeronimomartins.com/en/investors/financial-calendar/
64. Place Where the Notice Convening the General Meeting and All the Preparatory and Subsequent Information Related Thereto is Disclosed
The place where the notice convening the General Meeting and all the preparatory and subsequent information related thereto is disclosed is the Jerónimo Martins institutional website through the following link:
https://www.jeronimomartins.com/en/investors/general-meetings/
65. Place Where the Historical Archive on the Resolutions Passed at the Company's General Meetings, Share Capital and Voting Results Relating to the Preceding Three Years are Available
The place where the historical archive on the resolutions passed at the Company's General Meetings, share capital and voting results relating to the preceding years, including the last three, is available is the Jerónimo Martins institutional website through the following link: https://www.jeronimomartins.com/en/investors/general-meetings/
Section D – Remuneration (Report For the Purposes of paragraph 8 of Article 26-G PSC)
Subsection I - Power to Establish
66. Details of the Powers for Establishing the Remuneration of Corporate Boards, Chief Executive and Directors of the Company
Within the terms of Article Twenty Nine of the Company's Articles of Association, the remuneration of the statutory bodies is set by the Shareholder's Meeting, or by a Committee nominated by the latter. Within the scope of the latter possibility, the shareholders of Jerónimo Martins decided to nominate the Remuneration Committee to set the remuneration of the members of the statutory bodies.
The Remuneration Committee is elected for a three-year term, being the present term comprised between years 2022-2024.
The remuneration of the remaining Company's management is decided by the respective Board.
Subsection II - Remuneration Committee
67. Composition of the Remuneration Committee, Including Details of Individuals or Legal Persons Recruited to Provide Services to Said Committee and a Statement on the Independence of Each Member and Advisor
At the General Shareholders' Meeting held on 21st April 2022, Jorge Ponce de Leão (Chairman), Chittaranjan Kuchinad and Erik Geilenkirchen were re-elected to this Committee, for the term in force.
None of the members of the Remuneration Committee is a member of the Board of Directors of the Company, or has a spouse, family member or relative in such a position, nor do they have relationships with the Members of the Board of Directors that may affect their impartiality in the performance of their duties.
Jorge Ponce de Leão, as acting Chair of the Remuneration Committee, was present in the Annual General Meeting of the Company held on 21st April 2022.
In May 2022, the Remuneration Committee asked the Company to request specialized consultancy services in studies of executive and directors remuneration, in order to assess the alignment of the remuneration of the Group's governing bodies with the benchmark practices in the international market, a context in which the Group operates, specifically for the roles of Chairman of the Board of Directors and Chief Executive Officer, non-executive directors and members of Specialized Committees. The independence of the contracted consultants was a necessary requirement for the provision of services and said consultants could not provide other services to the Company or to companies that, with the same, were in a control or group relationship.
68. Knowledge and Experience in Remuneration Policy Issues by Members of the Remuneration Committee
The Members of this Committee have extensive knowledge and international experience in management and remuneration policies, which gives them the necessary skills to perform their duties adequately and effectively.
Jorge Ponce de Leão has a Law degree, having worked in the Labor Law area since the beginning of the 70's as external legal advisor, as well as in-house in some Portuguese companies. He worked as Head of Legal and Tax Services (Jerónimo Martins Group – industrial area), and was appointed Member of the Board of Directors of the Company during the 1990's. He also held management duties in the HR area of
Radiotelevisão Portuguesa, was CEO of SAIP SGPS and Chairman of the Board of Directors of ANA – Aeroportos de Portugal.
Chittaranjan Kuchinad has an academic background in statistics (a degree in Statistics/Economics in the University of Bombay, India, and a Masters in Statistics in the Marquette University, United States of America). He has extensive experience in the design and funding of compensation and benefits programs in Europe, Asia/Pacific and Latin America. He started his career as a consultant at Wyatt and at Towers Perrin. He provided services to a broad spectrum of mid-size to large global companies and was the primary consultant to major clients, namely, IBM Asia / Pacific, IBM Latina America, Coca-Cola, Gillette, InchCape and Citibank. He was Director of International Compensation of McDonald's Corporation, Senior Director of Human Resources of Nike, Inc. Asia/Pacific, Executive Vice President of Human Resources and Senior Vice President of Total Pay of Starbucks Coffee Company, Chief People Officer of ASDA (Walmart), of Guess?, Inc., and of Jacobs Douwe Egberts. He has been performing the duties of Chief People Officer of Save The Children.
Erik Geilenkirchen has an academic background in Engineering, having worked for more than 30 years in both positions of responsibility in the Human Resources area and in commercial areas. In Asia Pacific, where he worked for over 15 years, he held the role of CHRO of Royal Ahold Asia and Philips Electronics Asia Pacific, as well as the role of CEO of Philips Domestic Appliances. He was Purchasing Director for Techtronics in Hong Kong before joining the Board of Directors of one of Europe's largest private familyowned companies, owned by the Brenninkmeijer family in Switzerland. He now runs his own software company, IntelligentBoardRoom, and serves on the Advisory Board of EMK Capital, a London-based midcap private equity firm.
The members of the Remuneration Committee have received during the year, and on a regular basis, information from the several Group's companies as to its businesses, allowing the Committee to assess if the remuneration policies in force and strategies defined are aligned with a competitive position in relation to the reference market, in the scope of assessing the individual performance objectives of the CEO of the Company.
Subsection III - Remuneration Structure
69. Description of the Remuneration Policy of the Board of Directors and Supervisory Boards
In the year under review, the Company's corporate bodies remuneration policy was not subject to any change, remaining in force the policy proposal presented by the Remuneration Committee, which was approved at the Company's General Meeting held on 8 April 2021.
Thus, the Company's Corporate Bodies Remuneration Policy continues to take into account the legislative and recommendatory framework, as well as the organizational model adopted by the Board of Directors and is fundamentally based on principles which reinforce and highlight those aspects of the remuneration policy that are critical to the sustainability of the Jerónimo Martins business, namely:
- the international landscape should be the foundation of the benchmark for the corporate bodies' competitive remuneration. It is essential to maintain the ability to attract and retain the best talent in a competitive international context;
- the alignment of the remuneration of the corporate bodies' members to their responsibilities, their availability and their competencies put at the service of the Company;
- the target competitiveness level, encompassing the total remuneration package (fixed remuneration and variable payments), should be aligned with the practice of the reference market (e.g., European top executives' market), and with internal remuneration policies;
- the alignment with the Company employees' remuneration policies and employment conditions is ensured by considering similar reference markets and/or strategic positioning (always comparing to equivalent jobs) that confer a substantial level of internal level of internal equity and adequate external competitiveness;
- the importance of rewarding the commitment to the Group's overall strategy and to shareholders' long-term interests, the achievement of superior results and the demonstration of appropriate attitude and behaviours, which is also taken into consideration in the rewarding policies of the Company;
• the need to safeguard the interests of the Company.
The Remuneration Committee kept and reaffirmed, at every moment, its independent nature, being composed only by non-directors appointed by the shareholders. This independence, together with the permanent monitoring of the benchmark referred to above and the resource, whenever necessary, to the best external consulting services, constitutes an effective way to avoid any possible conflicts of interest with the members of the corporate bodies at stake.
With respect to the organisation of the Board of Directors, the Remuneration Committee has specifically considered the following characteristics:
- the existence of a Chief Executive Officer with delegated duties (who since 18th December 2013, accumulates such duty with that of Chairman of the Board of Directors) regarding the day-to-day management of the Company, as well as of a director or directors to whom the Board have entrusted or may entrust special duties;
- the participation of non-executive directors in Specialised Committees, who are therefore called to devote increased time to Company's affairs.
Given the current organizational model and in accordance with the framework of the compensation principles, the Remuneration Committee considered the following measures:
- to ensure that the remuneration of directors with executive duties is aligned with international market practices, it is reinforced the importance of keeping the process for defining targets and assessing performance, which should be subject to review and/or update on a regular basis (every mandate);
- to guarantee the consistency between the quantitative key performance indicators defined for the Chief Executive Officer annual performance evaluation and those that are also considered, according to their responsibilities, in the annual performance appraisal for all Company's managers;
- the remuneration of the non-executive directors shall be a fixed amount exclusively, reviewed periodically according to international best practices and taking into consideration the specific responsibilities and availability of such directors;
- the remuneration of directors with executive duties, specifically the remuneration of the Chief Executive Officer (CEO), the Remuneration Committee decided to remain with two components, a fixed and a variable one, as described below: the remuneration of directors with executive duties, in particular with regard to that of the Chief Executive Officer, will remain with two components, a fixed and a variable one, as follows:
i) the fixed component of remuneration corresponds to a monthly remuneration paid in 14 monthly installments, the amount of which is determined taking into account the duties and responsibilities attributed to the CEO of the Company, the performance achieved and the benchmark for similar positions; also the CEO remuneration cannot or should not create an impediment to the competitiveness of the Company's remuneration policies; ii) the variable component corresponds to an annual amount determined by the Remuneration Committee and is limited to the maximum amount of twice the value of the fixed remuneration. The determination of a final amount is based on an annual individual performance evaluation. The evaluation is based on a framework of key quantitative indicators which should be in line with the Group strategic goals and business plans approved by the Board of Directors, and qualitative priorities that are key to the long term sustainability of the business;
iii) the quantitative key performance indicators account for 50% of the individual performance calculation, and reflect the financial performance related to the Company's growth and the shareholders' return. The financial performance indicators, which will be weighed according to the strategic priorities of the Company, the context of the business and the overall interests of the stakeholders, take into account the turnover growth, the earnings evolution, the return on invested capital and the robustness of the Company's capital structure;
iv) the qualitative key performance indicators account for 50% of the individual performance calculation. The Remuneration Committee evaluates real implementation of transversal projects to the Group's companies to ensure the future business competitiveness and the long-term sustainability. The individual performance indicators
are: strategic direction and allocation of resources/investments; organizational health and talent agenda, and multi-stakeholder relations. The performance and results achieved in the multi-stakeholder relations indicator are measured by Environmental Social and Governance (ESG) analysts according to the information disclosed on the policies, practices and KPI's;
These dimensions – quantitative and qualitative - are long-term by nature, critical for the future success of the businesses and, as such, can have a timeline that can exceed a year; v) the attribution of the annual variable component should consider the following criteria: a) if after review, the individual performance does not meet any of the set targets (quantitative or qualitative), there will be no annual variable remuneration payment; b) if the individual performance achieves some or all of the established objectives, the variable remuneration payment may range from 50% to 100% of the maximum variable amount; vi) the process for the CEO performance review includes an annual performance assessment with quarterly periodic reviews which are made available to the Remuneration Committee. The assessment and reviews are based on evidence, and on a regular monitoring of the degree of achievement of the targets. In accordance with the established procedure, the performance cycle is concluded with the award of the variable incentive component in the first quarter of the year following the performance period after the calculation of the full year results. The payment is made during the first semester. Together, the fixed and variable components should ensure a competitive remuneration in the international market and drive individual and collective performance, through the setting and achievement of ambitious ambitious goals of accelerated growth and appropriate shareholder return. Furthermore, the Committee considers that the Remuneration Policy of the Company is also aligned with the remuneration practices of comparable publicly traded peers, operating in the global arena. Given the pressures in the marketplace for executive capabilities, the Remuneration Committee analyzes the competitiveness of the Company in this matter from time to time based on appropriate and reliable benchmark studies provided by independent and credible entities; vii) thus, in February 2022, the Remuneration Committee analysed the performance indicators above referred, to ponder on their achievement and to decide on the CEO 2022 variable remuneration, related to 2021 performance. In spite of the 2021 set targets (either quantitative or qualitative) having been exceeded by far, the Committee scrutinized the degree of interdependence between the different indicators and the impact the achievement of a target could have on obtaining (or not) other targets, reaching a final global evaluation with a holistic perspective, without prejudice to the weighting referred in the defined policy for the different remuneration components;
viii) the conclusions on the financial (quantitative) performance indicators, which have been weighted according to the strategic priorities of the Company, the context of the business and the overall interests of the Stakeholders, considered: a) the total turnover growth, which was 80% above the target, based on reported consolidated sales increase; the real growth on a like-for-like basis, the highest on the last five years; the contribution of organic growth; the positive evolution of new businesses, the evolution of sales per square meter and per employee full-time equivalent (FTE) on most of the banners; the capital turnover achieved, also the highest in the last five years; and the small impact on gross margin for achieving the proposed targets; b) the earnings evolution based on the consolidated net results, recovering the path of growth pre-pandemic. It also took into consideration, in a context of pandemic and increased extraordinary costs, the evolution of earnings before taxes, interests, depreciations and amortizations (EBITDA), the EBITDA margin (with and without IFRS16), and mainly the impact on it of the growth of developing businesses, like ARA and HEBE; the weighting of the different markets in the sales mix, the evolution of the EBITDA margin in each business area and geography, having ARA a special impact with a positive EBITDA margin (excluding IFRS16) on the last quarter of 2021; c) the return on invested capital based on the economic value added (EVA) defined in absolute value deducted from minority interests. It was taken into account the rate of return on capital invested - a pretax ROIC of more than 42% for the whole Group - in each business and the respective cost of capital in each geography (with and without IFRS 16), and respective evolution in relation to previous years and at estimated rates; the rate of depreciation reinvestment, around 160%, to maintain the quality of the assets and sustain the path of growth; the favorable comparison with the return rates of the sector; the
impact on the achieved value of the businesses under development; and, finally, the cash flow released at the disposal of shareholders (the conversion rate of earnings into cash – almost 147% of net earnings, despite the level of investment); d) the robustness of the Company's capital structure measured by the debt ratio (a negative "gearing" of -39,4%, net financial debt after distribution of dividends, divided by equity). It was also weighted the value of the working capital – although lower than 60 days of sales -and its contribution to financing invested capital and reducing financial debt, the structure of financing obtained, currencies and maturity, its contribution to hedging exchange rate risks, and finally the interest coverage rate (34,6 against 18,6 in the previous year); ix) the qualitative key performance indicators were grounded on the evaluation, throughout 2021, of the execution of transversal projects to the Group's Companies, aligned with established priorities, to ensure the future business competitiveness and the long-term sustainability. The achievement of individual performance indicators was considered as following: a) strategic direction and allocation of resources/investments with the definition of the next investment opportunities and the role of the agribusiness within the portfolio of the Group, consistent with the Group's capabilities and resources. Considering the objective of sustained growth and the permanent transformation of the Company in order to ensure its competitiveness and success, the adoption of investment decisions and the launching of projects or initiatives, like HR new service centers, the digital transformation, and monitoring the best practices on Finance, whose execution makes possible to avoid the dilution of return on capital and guarantee the strength of the balance sheet; b) organizational health and talent agenda, having been considered, in 2021, the formulation of the Group's values; the consolidation of the core elements of its culture; the measure of the degree of engagement and satisfaction of employees; their resilience within the context of the pandemic circumstances expressed in the ever lowest rate of absenteeism; the identification and promotion of leaders who guarantee the growth of the Company; and the normal replacement of managers, linking the human resources strategy to the business strategy; it has also been monitored the implementation of salary policies suited to remunerate loyalty and merit, as well as the creation of a new department within the scope of the HR focused on people sustainability initiatives already under development; c) multi-stakeholder relations. The performance and results achieved in the multi-stakeholder relations indicators, were measured by more than 90 Environmental Social and Governance (ESG) Indexes and more than 30 analysts, according to the information disclosed on the policies, practices and KPI's. The Committee took into account, in particular, the progress shown during the year, considering the aspirations defined by the Board of Directors to the Carbon Disclosure Project – where level A or A- have been achieved for all the metrics included, ranking first among other organizations within the same sector.
Bearing in mind the contribution of the countries and business areas where the Group operates, the Remuneration Committee considers adequate that the payment of fixed and variable components of remuneration to Directors with executive duties be split between the Company and its subsidiary companies where such Directors are also members of the management body, in a portion determined by the Remuneration Committee.
The Remuneration Committee considers that the remuneration of Directors with executive duties is adequate and allows a strong alignment through the setting of appropriate targets of their interests with the interests of the Company to the long term. The alignment with the long-term interests of the Company is reinforced by the circumstance that the current Chairman of the Board of Directors and Chief Executive Officer is a member of the family who is the majority shareholder of the Company.
For this reason, the Remuneration Committee believes it is unnecessary to have a deferral on the variable remuneration. For the same reason, the Remuneration Committee deems unnecessary to determine the maximum potential amount of the remuneration, in aggregate and/or for any individual, to be paid to members of Corporate Bodies (with no prejudice to the above mentioned regarding the proportion between the fixed and the variable remuneration of the executive directors). Finally, and for these same reasons, it also finds unnecessary the inclusion of a claw back mechanism related to variable remuneration.
Additionally, the Company provides for a Retirement Pension Plan for Executive Directors which was approved by the General Meeting, which is described in point 76.
As established by the Remuneration Committee in 2010, life and health insurance fringe benefits for Directors with executive duties shall continue unchanged. These fringe benefits have no relevant weight on the remuneration of such directors, representing less than 1% of the total remuneration.
The remuneration of the members of the Audit Committee as well as the remuneration of Directors with non-executive duties shall continue to comprise a fixed component only.
The amount paid to Directors with non-executive duties may be differentiated for those who have been assigned functions in Specialized Committees or Supervisory Boards of subsidiaries. With respect to those, the Remuneration Committee considers it appropriate to award a fee per meeting, since the duties performed on behalf of these Committees and Supervisory Boards demand additional availability from the respective committee members. An additional fixed remuneration may also be paid to those non-executive directors who are in charge of specific tasks.
The Chairman and secretary of the Shareholders General meeting will keep a per meeting fee.
The Statutory Auditor will be remunerated in accordance with the auditing services agreement signed with Jerónimo Martins, which covers almost all its subsidiaries. This remuneration shall be in line with market practices and is subject to the approval of the Audit Committee.
The Company continues not to have any type of plan for the attribution of shares or share purchase options to directors, nor has there been any remuneration paid in the form of profit sharing.
The Company did not enter into any contracts with its Directors which mitigate the risk inherent to the remuneration variability set by the Company, nor is the same aware that any such contracts have been entered into between its Directors and third parties.
The absence of a deferral period for the variable component makes it unnecessary to have mechanisms to prevent the execution of contracts by Executive Directors that subvert the rationale of variable remuneration.
In accordance with the Remuneration Policy in force, the Company has not adopted and will not adopt any policy or perform any contracts or agreements with directors, members of the Audit Committee or members of the Company's Internal Committees, related to the performance of its functions, applicable notice periods, termination and payment clauses associated with the termination thereof.
70. Information on How Remuneration is Structured so as To Enable the Aligning of the Interests of the Members of the Board of Directors With the Company's Long-Term Interests And How It Is Based on the Performance Assessment and How It Discourages Excessive Risk Taking
As results from the Remuneration Policy described in point 69, remuneration is structured in a way that allows alignment between the interests of the Board Members with the long-term interests of the Company.
The existence of fixed and variable components of remuneration and the fact that the definition of the variable remuneration depends of a framework of key quantitative and qualitative business dimensions and key performance indicators (KPI's), being the definition of the variable component of the CEO remuneration based on the achievement of those KPI's foreseen in the Group's business plans approved by the Board of Directors, cause that management's evaluation is made taking into attention the interests of the Company and its shareholders not only in the short term, but also in the middle and long-term.
Within the parameters of the remuneration policy in force, and to ensure alignment with market best practices, the Remuneration Committee deemed adequate to review again the process of defining targets and assess performance for Directors with executive duties, namely the Chief Executive Officer, having
followed-up the progress in both qualitative and quantitative targets on a quarterly basis. It also defined clear and measurable qualitative targets, namely by getting access to ESG (Environmental, Social and Governance) reports.
Based on a rigorous and thorough analysis of multiple sources of evidence both internal and independent, the Remuneration Committee followed closely the progress of several performance indicators, both quantitative (sales growth, net earnings, EVA and gearing) and qualitative (strategic direction and resources allocation / investments, organizational health and talent management, and multi-stakeholder relations).
As referred in point 69., the Company did not enter into any contracts with its Directors which intend to mitigate the risk inherent to the variability of remuneration set by the Company.
71. Reference to There being a Variable Remuneration Component and Information on Any Impact of the Performance Appraisal on This Component
The remuneration of Directors with executive duties is comprised of a variable component depending, also, of a performance review depending on the effective delivery of the objectives and targets, measured by the behaviour of the quantitative and qualitative indicators. See points 69. and 70.
72. The Deferred Payment of the Remuneration's Variable Component and Specification of Relevant Deferral Period
There is no deferred payment of the remuneration's variable component. See point 69.
73. The Criteria Whereon the Allocation of Variable Remuneration on Shares is Based, and Also on Maintaining Company Shares That The Executive Directors Have Had Access To, On the Possible Share Contracts, Including Hedging or Risk Transfer Contracts, the Corresponding Limit, and Its Relation to the Total Annual Remuneration Value
The Company does not have any type of plan for attribution of shares to Directors.
74. The Criteria Whereon the Allocation of Variable Remuneration on Options is Based and details of the Deferral Period and the Exercise Price
The Company does not have any plan for the attribution of share purchase options to Directors.
75. The Key Factors and Grounds for Any Annual Bonus Scheme and Any Additional Non-Financial Benefits
See points 69. to 71. Directors with executive duties also receive life and health insurance fringe benefits.
76. Key Characteristics of the Supplementary Pensions or Early Retirement Schemes For Directors and Statement on the Date When Said Schemes Were approved at the General Meeting, on an Individual Basis
At the 2005 Annual General Meeting, a Retirement Pension Plan for Executive Directors was approved.
It is a Defined Contribution Pension Plan, in which the value of the contribution is fixed in advance – the percentage of the monthly deduction for the Fund is currently 25% - the value of the benefits varying depending on the earnings obtained. The Remuneration Committee defines the contribution rate of the Company.
Plan Participants, as defined in the respective regulation, include the Executive Directors of the Company. In the specific case of Executive Directors in office at the time of the 2005 General Meeting, those who opted for the current Pension Plan would forego eligibility for the Alternative Pension Plan, by way of expressly and irrevocably waiving it.
The retirement date coincides with the day itself or the first day of the month following the month in which the Participant reaches normal retirement age, as established into the General Social Security Scheme. A Participant will be considered to be in a state of total and permanent invalidity if recognised as such by the Portuguese Social Security.
The pensionable salary is the gross monthly salary paid by the Company and any of its direct or indirect subsidiary companies, multiplied by 14 and divided by 12. To this fixed monthly amount is added, at the end of each calendar year, a variable amount comprising all the amounts received as variable remuneration from said Company and subsidiary companies.
The Remuneration Committee may determine the Company to make extraordinary contributions on behalf of the Participants, including through the redemption of life insurance, if this proves to be appropriate in light of the reasons that led the shareholders to approve such an amendment to the Pension Plan in 2020 This possibility is in accordance with the remuneration policy in force, namely in the case of short contributory careers or misaligned with the benchmark or in the event of a mismatch between the contribution period and the career at the service of the Company.
Whenever the Participant, despite continuing to meet eligibility conditions, starts to perform a function that, under the Remuneration Policy that is in force, does not provide for the existence of variable remuneration, to the mentioned fixed amount will be added, annually, an amount corresponding to the last variable remuneration earned, updated in the same proportion as the fixed remuneration.
Additionally, concerning Directors who were in office at the date of the said 2005 General Meeting, the complementary pension or retirement system regime applies, and under the terms of the respective Regulation, Directors have the right to a Complementary Pension at retirement age, cumulatively, when they: i) are over 60 years old; ii) have performed executive functions; and iii) have performed the role of a Director for more than 10 years. This supplement was established in the 1996 Annual General Shareholders' Meeting and only those Directors that have not opted for the Retirement Pension Plan mentioned above may benefit from this supplement.
The Retirement Pension Plan revoked and substituted, as from the date of its approval, on 30th March 2005, the complementary retirement plan that already existed in the Company without prejudice to acquired rights.
Subsection IV - Remuneration Disclosure
77. Details on the Amount Relating to the Annual Remuneration Paid as a Whole and Individually to Members of the Company's Board of Directors, Including Fixed and Variable Remuneration and as Regards the Latter, Reference to the Different Components That Give Rise to Same
The gross remuneration of the members of the Board of Directors, paid by the Company during 2022, totaled 2,733,833 euros, corresponding to 1,356,000 euros of fixed remuneration, 637,000 euros of variable remuneration and 740,833 euros of ordinary contributions to the retirement pension plan.
In the chart below reference is made, pursuant to paragraph 2 of Art. 26-G PSC, to the gross remuneration paid individually to the Members of the Board of Directors:
| Remuneration Paid (euros) | |||||
|---|---|---|---|---|---|
| Director | Fixed Component |
Variable Component * |
Retirement Pension Plan |
||
| Pedro Soares dos Santos | 406,000 | 637,000 | 740,833 | ||
| Andrzej Szlęzak | 105,000 | - | - | ||
| António Viana-Baptista | 100,000 | - | - | ||
| Artur Stefan Kirsten | 100,000 | - | - | ||
| Clara Christina Streit | 100,000 | - | - | ||
| Elizabeth Ann Bastoni | 100,000 | - | - | ||
| Francisco Seixas da Costa | 100,000 | - | - | ||
| José Soares dos Santos1 | - | - | - | ||
| Maria Ángela Holguín Cuéllar | 100,000 | - | - | ||
| Natalia Anna Olynec | 105,000 | - | - | ||
| Sérgio Tavares Rebelo | 140,000 | - | - |
* Annual variable remuneration fixed and paid in 2022, following the performance assessment for the year 2021
1 Waived the remuneration for the entire term of office.
In the following charts, the provisions of Article 26-G CVM are complied with, with reference to the disclosure of the total remuneration earned by the Members of the Board of Directors, including the amounts paid by subsidiary companies referred to in point 78.
In the chart below reference is made, pursuant to paragraph 2 of Art. 26-G PSC, to the relative proportion of each of the remuneration components, considering the gross total amounts paid individually to the Members of the Board of Directors:
| Remuneration Paid (% of annual total) | ||||
|---|---|---|---|---|
| Director | Fixed Component (%) |
Variable Component* (%) |
Retirement Pension Plan (%) |
|
| Pedro Soares dos Santos | 31.18 | 48.91 | 19.91 | |
| Andrzej Szlęzak | 100 | - | - | |
| António Viana-Baptista | 100 | - | - | |
| Artur Stefan Kirsten | 100 | - | - | |
| Clara Christina Streit | 100 | - | - | |
| Elizabeth Ann Bastoni | 100 | - | - | |
| Francisco Seixas da Costa | 100 | - | - | |
| José Soares dos Santos1 | - | - | - | |
| Maria Ángela Holguín Cuéllar | 100 | - | - | |
| Natalia Anna Olynec | 100 | - | - | |
| Sérgio Tavares Rebelo | 100 | - | - |
* Annual variable remuneration fixed and paid in 2022, following the performance assessment for the year 2021
1 Waived the remuneration for the entire term of office.
In the charts below is provided the information required under the terms of paragraph 2 of Art. 26-G PSC, i.e., the annual variations of the gross remuneration amounts paid individually by the Company, and by the companies referred to in point 78., to the Members of the Board of Directors, as well as of the average remuneration paid to full-time employees of the Company in equivalent terms, in the last five years, and the performance indicators verified:
| Chairman & CEO | 2017 | 2018 | 2019 | 2020 | 2021 | 2022 | |
|---|---|---|---|---|---|---|---|
| Pedro Soares dos Santos |
Fixed Remuneration (€) |
630,000 | 630,000 | 685,000 | 700,000 | 910,000 | 1,160,000 |
| Variable Remuneration (€)1 |
1,080,000 | 990,000 | 1,080,000 | 1,400,000 | 1,550,000 | 1,820,000 | |
| Ordinary Contributions to Pension Plan (€) |
299,250 | 283,500 | 306,396 | 476,875 | 615,000 | 740,833 | |
| Total Remuneration including Ordinary Pension Plan Contributions (€) |
2,009,250 | 1,903,500 | 2,071,396 | 2,576,875 | 3,075,000 | 3,720,833 | |
| % Change | - | -5.3 | 8.8 | 24.4 | 19.3 | 21,0 | |
| Extraordinary Contribution to Pension Plan2 (€) |
- | - | - | - | 9,300,00 | - | |
| Total Remuneration including Ordinary Pension Plan Contributions and Extraordinary Contribution (€) |
2,009,250 | 1,903,500 | 2,071,396 | 2,576,875 | 12,375,00 | 3,720,833 | |
| % Change | - | -5.3 | 8.8 | 24.4 | 380.2 | -69.9 |
1 Variable Remuneration paid in a specific year is related to the previous year performance.
2 Extraordinary contribution to the Pension Plan awarded in 2021 by decision of the Remuneration Committee to correct the identified deviation.
| Non | 2017 | 2018 | 2019 | 2020 | 2021 | 2022 | |
|---|---|---|---|---|---|---|---|
| Executive | |||||||
| Directors | |||||||
| Andrzej | Fixed | 130,000 | 133,000 | 123,000 | 133,000 | 133,000 | 149,000 |
| Szlęzak | Remuneration (€) | ||||||
| % Change | - | 2.3 | -7.5 | 8.1 | 0 | 12 | |
| António | Fixed | 80,000.00 | 80,000 | 80,000 | 80,000 | 80,000 | 100,000 |
| Viana | Remuneration (€) | ||||||
| Baptista | % Change | - | 0 | 0 | 0 | 0 | 25 |
| Artur Stefan | Fixed | 80,000 | 80,000 | 80,000 | 80,000 | 80,000 | 100,000 |
| Kirsten | Remuneration (€) | ||||||
| % Change | - | 0 | 0 | 0 | 0 | 25 | |
| Clara | Fixed | 80,000 | 80,000 | 80,000 | 80,000 | 80,000 | 100,000 |
| Christina | Remuneration (€) | ||||||
| Streit | % Change | - | 0 | 0 | 0 | 0 | 25 |
| Elizabeth | Fixed | - | - | 80,000 | 80,000 | 80,000 | 100,000 |
| Ann Bastoni | Remuneration (€) | ||||||
| % Change | - | - | - | 0 | 0 | 25 | |
| Francisco | Fixed | 80,000 | 80,000 | 80,000 | 80,000 | 80,000 | 100,000 |
| Seixas da |
Remuneration (€) | ||||||
| Costa | % Change | - | 0 | 0 | 0 | 0 | 25 |
| José Soares |
Fixed | - | - | 80,000 | - | - | - |
| dos Santos | Remuneration (€) | ||||||
| % Change | - | - | - | n.a. 1 | - | - | |
| Maria Ángela | Fixed | - | - | 100,000 | 130,000 | 130,000 | 144,000 |
| Holguin | Remuneration (€) | ||||||
| Cuéllar | % Change | - | - | - | 30 | 0 | 10.8 |
| Natalia Anna | Fixed | - | - | - | - | - | 105,000 |
| Olynec | Remuneration (€) | ||||||
| % Change | - | - | - | - | - | - | |
| Sérgio | Fixed | 200,000 | 220,000 | 190,000 | 220,000 | 220,000 | 228,000 |
| Tavares | Remuneration (€) | ||||||
| Rebelo | % Change | - | 10 | -13.6 | 15.8 | 0 | 3.6 |
1 The variation from 2019 to 2020 is not applicable due to the renounce of remuneration presented by the Director.
| Company Associates |
2017 | 2018 | 2019 | 2020 | 2021 | 2022 | |
|---|---|---|---|---|---|---|---|
| Total Remuneration1 |
FTE Average Remuneration (€)2 |
99,389 | 102,140 | 102,787 | 105,857 | 106,928 | 126,211 |
| FTE Average Remuneration - % Change3 |
- | 4.8 | 4.7 | 6.5 | 5.6 | 24.5 |
1 Includes fixed and variable remuneration earned, as well as includes annual contributions to the Pension Plan.
2 For the average total remuneration are considered employees who are active, full-time and and performing duties throughout the year under review.
3 Annual variations were calculated on a constant basis of employees between year N and N-1, in order to exclude from this indicator the effects of new hires in year N.
| Jerónimo Martins Group Performance |
2017 (%) |
2018 (%) |
2019 (%) |
2020 (%) |
2021 (%) |
2022 (%) |
|
|---|---|---|---|---|---|---|---|
| Key Performance Indicators |
Sales Growth (at constant exchange rates) |
9.4 | 6.8 | 8.4 | 6.7 | 10.7 | 23.9 |
| EBITDA growth1 (at constant exchange rates) |
4.7 | 3.9 | 9.3 | 0.5 | 17.5 | 23.7 | |
| Δ Ordinary Net Earnings attributable to JM1 |
0.2 | 3.2 | 8.9 | -10.2 | 30.1 | 34.2 | |
| Pre-tax Return on Invested Capital1 |
32.3 | 28.5 | 30.5 | 29.7 | 42.6 | 57.0 |
1 The values of these indicators exclude the application of the IFRS16 accounting standard (in order to be fully comparable over the 5-year period). The ordinary net result refers to the consolidated amount attributable to Jerónimo Martins, SGPS, SA.
78. Any Amounts paid, For Any Reason Whatsoever, By Other Companies in a Control or Group Relationship, or are Subject to a Common Control
Additionally to the amounts referred to in point 77., amounts were paid by other companies in a control or group relationship or subject to a common control, according to number 1 of article 2, paragraph g), of Decree-Law no. 158/2009, of 13th July, to Directors during 2022 totalling 2,113,000 euros, being the gross individual amounts paid detailed, pursuant to paragraph 2 of article 26-G PSC, in the chart below:
| Director | Amounts Paid (euros) | ||||
|---|---|---|---|---|---|
| Fixed Component | Variable Component * | ||||
| Pedro Soares dos Santos1 | 754,000 | 1,183,000 | |||
| Andrzej Szlęzak2 | 44,000 | - | |||
| María Ángela Holguín Cuéllar2 | 44,000 | - | |||
| Sérgio Tavares Rebelo2 | 88,000 | - |
* Annual variable remuneration fixed and paid in 2022, following the performance assessment for the year 2021.
1 For exercise of management duties.
2 For exercise of functions in supervisory board
79. Remuneration Paid in the Form of Profit-Sharing and/or Bonus Payments and The Reasons For Said Bonuses or Profit Sharing Being Awarded
The Company did not pay to Directors any remuneration in the form of profit-sharing or bonuses (other than the variable remuneration referred in points 77. and 78., set according to the Remuneration Policy described in point 69.).
80. Compensation Paid or Owed to Former Executive Directors Concerning Contract Termination During the Financial Year
No payment was made, nor there is any payment obligation whatsoever, in the event of termination of functions during the term of the Board of Directors.
81. Details of the Annual Remuneration Paid, as a Whole and Individually, to the Members of the Company's Supervisory Board for the Purposes of §2 of Art. 26-G PSC
The gross remuneration paid, during 2022, to the Members of the Audit Committee, in such quality, as a whole was 75,000.00 euros, being the gross individual amounts paid detailed, pursuant to paragraph 2 of Art. 26-G PSC, in the chart below:
| Audit Committee | Remuneration Paid (euros) | ||||||
|---|---|---|---|---|---|---|---|
| Fixed Component | % | Variable Component | % | ||||
| Clara Christina Streit (President) | 25,000 | 100 | - | - | |||
| Elizabeth Ann Bastoni | 25,000 | 100 | - | - | |||
| Sérgio Tavares Rebelo | 25,000 | 100 | - | - |
In the chart below is provided the information required under the terms of paragraph 2 of Art. 26-G PSC, i.e., the annual variations of the remuneration amounts paid individually by the Company to the Members of the Audit Committee, in the last five years:
| Audit | 2017 | 2018 | 2019 | 2020 | 2021 | 2022 | |
|---|---|---|---|---|---|---|---|
| Committee | |||||||
| Clara Christina | Fixed | 20,000 | 20,000 | 20,000 | 20,000 | 20,000 | 25,000 |
| Streit | Remuneration | ||||||
| (President) | (€) | ||||||
| % Change | - | 0 | 0 | 0 | 0 | 25 | |
| Elizabeth Ann |
Fixed | - | - | 20,000 | 20,000 | 20,000 | 25,000 |
| Bastoni | Remuneration | ||||||
| (€) | |||||||
| % Change | - | - | - | 0 | 0 | 25 | |
| Sérgio Tavares | Fixed | 20,000 | 20,000 | 20,000 | 20,000 | 20,000 | 25,000 |
| Rebelo | Remuneration | ||||||
| (€) | |||||||
| % Change | - | 0 | 0 | 0 | 0 | 25 |
The information regarding the annual variations in the average remuneration paid to full-time employees of the Company in equivalent terms, in the last five years, and the performance indicators verified in the same period are referred to in point 77.
82. Details of the Remuneration in Said Year of the Chairman of the Presiding Board to the General Meeting
The remuneration paid by the Company to the Chairman of the Board of the General Shareholder's Meeting in the year was 7,500 euros.
Subsection V - Agreements with Remuneration Implications
83. The Envisaged Contractual Restraints for Compensation Payable for the Unfair Dismissal of Directors and the Relevance Thereof to the Remuneration's Variable Component
There are no contractual restraints for the compensation payable in the event of dismissal of Directors without due cause. This matter is regulated by the applicable law.
Likewise, the termination of duties of members of the Company's committees shall be governed by the provisions of the applicable legislation.
In any case, it is reaffirmed, as was already stated in Point 69., that, in accordance with the Remuneration Policy approved at the 2021 General Meeting, the Company has not and will not adopt any policy or execute any contracts or agreements with directors, members of the Audit Committee or members of the Company's Internal Committees, related to the performance of their duties, applicable notice periods, termination and payment clauses associated with the termination thereof.
84. Reference to the Existence and Description, With Details of the Sums Involved, of Agreements Between the Company and Members of the Board of Directors and Managers, Pursuant to Art. 29-R/1 of the Securities Code That Envisage Compensation in the Event of Resignation or Unfair Dismissal or Termination of Employment Following a Takeover Bid (Art. 29-H/1/k) PSC)
There are no agreements between the Company and members of the Managing bodies, officers or employees that foresee indemnity payments in the event of resignation, dismissal without due cause, or termination of the labour relationship as a consequence of change in the Company's control. See, also, Points 69. and 83.
Subsection VI - Share Allocation and/or Stock Option Plan
85. Details of the Plan and the Number of Persons Included Therein
The Company does not have any plan in force to attribute shares or options to acquire shares.
86. Characteristics of the Plan (Allocation Conditions, Non-Transfer of Share Clauses, Criteria on Share-Pricing and the Exercising Option Price, the Period During Which the Options May be Exercised, the Characteristics of the Shares or Options to be Allocated, the Existence of Incentives to Purchase and/or Exercise Options)
The Company does not have any plan in force to attribute shares or options to acquire shares.
87. Stock Option Plans for the Company Employees and Staff
The Company does not have any plan in force to attribute options to acquire shares.
88. Control Mechanisms for a Possible Employee-Shareholder System Inasmuch as the Voting Rights are not Directly Exercised by Said Employees (Art. 29-H/1/e) PSC)
There is no employee-shareholder system in the Company.
Section E – Related Party Transactions
Subsection I - Control Mechanisms and Procedures
89. Mechanisms Implemented by the Company For the Purpose of Controlling Transactions With Related Parties
Business between the Company and the Members of the Board; Conflicts of Interest
Any dealings that may exist between the Company and its Board Members are subject to the provisions of Art. 397 CCC, and may only be entered into if so authorised by a resolution of the Board of Directors, for which the interested Director cannot vote, and that authorisation must be preceded by a favourable opinion from the Audit Committee.
Taking into account the election of Andrzej Szlęzak (partner in the firm of lawyers Sołtysiński Kawecki & Szlęzak (SK&S), one of the Jerónimo Martins Group's External Legal Counsels) for the position of Director of Jerónimo Martins for the term 2013-2015, the Board of Directors authorized, since 2013, within the terms of paragraph 2 of Art. 397 CCC and following the favourable opinion of the Audit Committee, the maintenance of the contract between the Companies and its subsidiaries and the above-mentioned law firm for the provision of legal services.
In the event of a conflict of interest between a director, on his own behalf or that of a third party, and the Company, the provisions of the Anti-Corruption Policy referred above in Point 49 are applicable, without prejudice to what is said below.
In these cases, paragraph 6 of Art. 410. CSC is also applicable. Thus, this director cannot vote on the resolutions that the Board of Directors of the Company may adopt regarding any matter in which there is a divergence between the interest, direct or indirect, of the director, and the interest of the company, and such director must inform the Chairman of the Board of Directors regarding such a conflict situation.
Business between the Company and Other Related Parties
In order to allow the Audit Committee to assess whether any existing related parties transactions have been carried out in the ordinary course of business and concluded on normal market terms and also to enable the Audit Committee, whenever required, to issue their prior opinion on any related parties transactions or transactions that may lead to conflicts of interest, the Board of Directors adopted with a binding favorable opinion from the Audit Committee, the procedure described below in point 91.
90. Details of Transactions That Were Subject To Control in the Referred Year
In 2022, a sublease agreement between a subsidiary of the Company, and Sociedade Francisco Manuel dos Santos, B.V., was subject to control by the Audit Committee, under the terms of the procedure described in Point 91., which in accordance with the terms and conditions identified in the report made available to The Audit Committee, showed that it was a transaction carried out at market value and in the interest of the Company's subsidiary.
In addition to this transaction, the Audit Committee verified the half-yearly reports, which detail all transactions with related parties carried out in the last six months, which were performed within the ordinary course of business and under normal market terms, therefore not submitted to a prior opinion according to the procedure described in point 91.
91. A Description of the Procedures and Criteria Applicable to the Supervisory Body When Same Provides Preliminary Assessment of the Business Deals to be Carried Out Between the Company and the Holders of Qualifying Holdings or Entity-Relationships With the Former, as Envisaged in Art. 20 of the Securities Code
According to the procedure adopted by the Company, to which is made reference in point 89, in order to allow the Audit Committee to assess whether any existing related parties transactions have been carried out in the ordinary course of business and concluded on normal market terms and also to enable the Audit Committee, whenever required, to issue their prior opinion on any related parties transactions or transactions that may lead to conflicts of interest, the following rules shall apply.
The Group controller will keep an updated (non-exhaustive) list of the entities that may qualify as Related Parties, having the Group Controller to share every year with the competent functional divisions of the Company and with the CEOs and CFOs of the different Company's subsidiaries the updated definition of Related Parties in accordance with IAS 24, the above mentioned list, as well as a copy of the applicable procedure.
The competent functional divisions of the Company as well as the CEOs and CFOs of the different Company's subsidiaries will report to the Company's Secretary any negotiation in course with a third party (not limited to the list referred to above) that may give rise to a Related Party Transaction (i.e. a transaction between the Company and/or its subsidiaries and a Company's related party).
The report mentioned in the previous paragraph will include:
- the object, purpose and opportunity of the potential Related Party Transaction from the point of view of the Company and/or the subsidiary' business;
- the nature of the potential Related Party Transaction, with the demonstration that its terms and conditions are similar, or at least more favorable, to those that the Company and/or the subsidiary would obtain in comparison to those generally available on the market, or those offered to or by a third party in equivalent circumstances;
- the description of existing relationships with the Related Party, and the interest of the Related Party and other counterparties in the transaction;
- the financial amount involved in the Transaction with the Related Party, as well as in the set of deals eventually carried out with that Related Party in the previous 12 (twelve) months or in the same fiscal year; and
- any other information that may be relevant given the circumstances of the specific transaction.
The Company Secretary will collect all related parties transactions under negotiation and, if necessary, assess together with the Group General Counsel and the Group Controller if said transactions may be considered as carried out in the ordinary course of business of the Company and/or its subsidiaries and concluded on normal market terms.
Any Related Party Transaction that cannot be considered as carried out in the ordinary course of business of the Company and/or its subsidiaries and on normal market terms can only be concluded after being approved by a resolution of the Company's Board of Directors, preceded by an opinion of the Company's Audit Committee, having the Company's Secretary to provide for the intervention of the mentioned corporate bodies, as timely as possible.
Related Party Transactions that may be considered carried out in the ordinary course of business of the Company and/or its subsidiaries and concluded on market terms will follow the normal procedure for approval, under the applicable laws, bylaws, regulations and delegations of powers.
If the Related Party transaction is approved by the Board of Directors and its amount (or aggregated amount) is equal or greater than 2.5% of Consolidated Assets of the Company, the Company will make the public disclosure of the transaction. This disclosure should include:
- The identification of the related party;
- Information on the nature of the relationship with related parties;
- The date and amount of the transaction;
- The reasons for the fair and reasonable nature of the transaction, from the point of view of the Company and its Shareholders, that are not related parties, including minority shareholders;
• The opinion of the Company's Audit Committee.
Transactions (except for consumer transactions) between the Company and/or its subsidiaries and:
- Francisco Manuel dos Santos family members, either directly or through entities in which they hold a financial interest and/or a key management position (not including entities within the scope of the group of companies and joint ventures headed by Sociedade Francisco Manuel dos Santos, SGPS, S.E, to which, nevertheless the procedure described above will apply entirely);
- Persons discharging managerial responsibilities in the Company, either directly or through entities in which they hold a financial interest and/or a key management position,
irrespective of qualifying as Related Parties Transactions and/or despite being carried out in the ordinary course of business of the Company and/or its subsidiaries and concluded on market terms, will always have to be subject to the prior opinion of the Company's Audit Committee (being applicable with the necessary adaptations to Transactions mentioned herewith that do not qualify as Related Parties Transactions, the procedures described above involving the reporting of situations to the Company Secretary, the collection of information by the same, and its approval, except in what refers to the need of intervention of the Board of Directors, unless such intervention is required by applicable laws, bylaws, regulations and delegations of powers).
The provisions hereof are without prejudice of what is foreseen in Art. 397 of the CCC regarding transactions with Directors as referred in point 89.
Every six months, the Company's Secretary will provide the Company's Audit Committee with a detailed report identifying the related parties' transactions that have occurred in the past six months and have not been submitted to such Committee's prior opinion. Such report will include the relevant information referred above.
If the Company's Audit Committee assesses that the procedure above has not been observed, it will immediately inform the Company's Board of Directors of such situation.
Subsection II - Data on Business Deals
92. Details of the Place Where the Financial Statements Including Information on Business Dealings With Related Parties Are Available, in Accordance With IAS 24
The information concerning business dealings with related parties may be found on note 24 – Related Parties, in the Consolidated Financial Statements, of Chapter 3 of the Annual Report and Accounts.
Part II – Corporate Governance Assessment
1. Details of the Corporate Governance Code Implemented
The Company adopted IPCG's Corporate Governance Code (which is available on IPCG's website at https://cgov.pt/base-de-dados/codigos-de-governo), having considered that the same ensures an adequate level of protection of its shareholders' interests, and company governance transparency.
The Company is also governed by its Code of Conduct and other codes and policies, namely, the Anti-Corruption Policy, whose content is linked to corporate governance matters, and which may be consulted on its website. All of its corporate bodies are governed by regulations, which are documented and available on the Company's website athttps://www.jeronimomartins.com/en/ .
2. Analysis of Compliance with the Corporate Governance Code Implemented
2.1. Statement of Compliance
The Company complies in its essence with the Recommendations of IPCG in the Corporate Governance Code of 2018 (revised in 2020). It is accepted, however, that there are some recommendations that were not adopted in their entirety as it is better explained below, without prejudice to the explain presented.
The following shows the breakdown of the recommendations contained in IPCG's Code of Corporate Governance (2018 revised in 2020) that were adopted, partially adopted, not adopted and not applicable, as well as reference to the text of the Report where the compliance or justification for not adopting or partially adopting these recommendations may be found.
The Company clarifies that, with regard to the recommendations of multiple significance, referred to in the Table of Multiple Recommendations of the IPCG CGS 2018 revised in 2020, annexed to the Interpretative Note no. 3, which is available at https://cam.cgov.pt/pt/documentos/1350-nota-interpretativa-n-3 , when, in the table below it is stated that a certain recommendation has been adopted by the Company, it is to be understood that the Company considers that all "sub-recommendations" in the scope of such recommendation have been adopted, without prejudice to, in specific cases, the recommendation in question not being applicable in totum to the Company, which is identified in the table.
When the Company considers to have partially adopted a certain recommendation, reference is made in the table as to the "sub-recommendations" that the Company considers to have partially adopted and the justification concerning the "sub-recommendations" that were not adopted is disclosed in the subparagraphs of point 2.1., presented below the table.
| RECOMMENDATION | STATUS REGARDING THE ADOPTION |
REFERRAL TO THE CGR TEXT |
|
|---|---|---|---|
| Chapter I. GENERAL PROVISIONS | |||
| I.1. Company's relationship with investors and disclosure | |||
| I.1.1. The Company should establish mechanisms to ensure the timely disclosure of information to its governing bodies, shareholders, investors and other stakeholders, financial analysts, and to the markets in general. |
Adopted | Part I, Section B, Sub-section II, point 21, and Part I, Section C, Sub-section IV, points 56 and 58 |
|
| I.2. Diversity in the composition and functioning of the company's governing bodies | |||
| I.2.1. Companies should establish standards and requirements regarding the profile of new members of their governing bodies, which are suitable according to the roles to be carried out. Besides individual attributes (such as competence, independence, integrity, availability, and experience), these profiles should take into consideration general diversity requirements, with particular attention to |
Adopted | Part I, Section B, Sub-section I, point 12, Sub-section II, points 16 to 19 and 26, Sub-section III, points 31 and 33 |
| RECOMMENDATION | STATUS REGARDING THE ADOPTION |
REFERRAL TO THE CGR TEXT |
|---|---|---|
| gender diversity, which may contribute to a better performance of the governing body and to the balance of its composition. |
||
| I.2.2. The company's managing and supervisory boards, as well as their committees, should have internal regulations — namely regulating the performance of their duties, their Chairmanship, periodicity of meetings, their functioning and the duties of their members —, disclosed in full on the company's website. Minutes of the meetings of each of these bodies should be drawn out. |
Adopted | Part I, Section B, Sub-section II, points 22 and 23, 27 and 29, Sub section III, points 34 and 35, Section C, point 61 |
| I.2.3. The composition and the number of annual meetings of the managing and supervisory bodies, as well as of their committees, should be disclosed on the company's website. |
Adopted | Part I, Section B, Sub-section II, points 23 and 29, Sub-section III, point 35, Section C, Sub-section V, point 62 |
| I.2.4. A policy for the communication of irregularities (whistleblowing) should be adopted that guarantees the suitable means of communication and treatment of those irregularities, with the safeguarding of the confidentiality of the information transmitted and the identity of its provider, whenever such confidentiality is requested. |
Adopted | Part I, Section B, Sub-section II, point 29, Section C, Sub-section II, point 49 |
| I.3. Relationships between the company bodies | ||
| I.3.1. The bylaws, or other equivalent means adopted by the company, should establish mechanisms that, within the limits of applicable laws, permanently ensure the members of the managing and supervisory boards are provided with access to all the information and company's collaborators, in order to appraise the performance, current situation and perspectives for further developments of the company, namely including minutes, documents supporting decisions that have been taken, calls for meetings, and the archive of the meetings of the managing board, without impairing the access to any other documents or people that may be requested for information. |
Adopted | Part I, Section B, Sub-section II, point 21 |
| I.3.2. Each of the company's boards and committees should ensure the timely and suitable flow of information, especially regarding the respective calls for meetings and minutes, necessary for the exercise of the competences, determined by law and the bylaws, of each of the remaining boards and committees. |
Adopted | Part I, Section B, Sub-section II, points 21 and 29, Sub-section III, points 30 and 35 |
| I.4. Conflicts of interest | ||
| I.4.1. The members of the managing and supervisory boards and the internal committees are bounded, by internal regulation or equivalent, to inform the respective board or committee whenever there are facts that may constitute or give rise to a conflict between their interests and the company's interest. |
Adopted | Part I, Section B, Sub-section II, point 29, Section C, Sub-section II, point 49, Section E, Sub-section I, point 89 |
| 1.4.2. Procedures should be adopted to guarantee that the member in conflict does not interfere in the decision making process, without prejudice to the duty to provide information and other clarifications that the board, the committee or their respective members may request. |
Adopted | Part I, Section B, Sub-section II, point 29, Section C, Sub-section II, point 49, Sub-section III, point 54, Section E, Sub-section I, point 89 |
| I.5. Related party transactions | ||
| I.5.1. The managing body should disclose in the corporate governance report or by other means publicly available the internal procedure for verifying transactions with related parties. |
Adopted | Part I, Section E, Sub-section I, points 89 and 91 |
| RECOMMENDATION | STATUS REGARDING THE ADOPTION |
REFERRAL TO THE CGR TEXT |
|---|---|---|
| I.5.2. The managing body should report to the supervisory body the results of the internal procedure for verifying transactions with related parties, including the transactions under analysis, at least every six months. |
Not applicable | Part I, Section E, Sub-section I, point 90, and Part II, point 2.1., sub. a) |
| Chapter II · SHAREHOLDERS AND GENERAL MEETINGS | ||
|---|---|---|
| II.1. The company should not set an excessively high number of shares to confer voting rights, and it should make its choice clear in the corporate governance report every time its choice entails a diversion from the general rule: that each share has a corresponding vote. |
Adopted | Part I, Section B, Sub-section I, point 12 |
| II.2. The company should not adopt mechanisms that make decision making by its shareholders (resolutions) more difficult, specifically, by setting a quorum higher than that established by law. |
Adopted | Part I, Section B, Sub-section I, points 12 and 14 |
| II.3. The company should implement adequate means for the remote participation by shareholders in the general meeting, which should be proportionate to its size. |
Adopted | Part I, Section B, Sub-section I, point 12 |
| II.4. The company should also implement adequate means for the exercise of remote voting, including by correspondence and electronic means. |
Adopted | Part I, Section B, Sub-section I, point 12 |
| II.5. The bylaws, which specify the limitation of the number of votes that can be held or exercised by a sole shareholder, individually or in coordination with other shareholders, should equally provide that, at least every 5 years, the amendment or maintenance of this rule will be subject to a shareholder resolution — without increased quorum in comparison to the legally established — and in that resolution, all votes cast will be counted without observation of the imposed limits. |
Not applicable | Part I, Section B, Sub-section I, point 13 |
| II.6. The company should not adopt mechanisms that imply payments or assumption of fees in the case of the transfer of control or the change in the composition of the managing body, and which are likely to harm the free transferability of shares and a shareholder assessment of the performance of the members of the managing body. |
Adopted | Part I, Section A, Sub-section I, points 4 and 5, Section B, Sub section I, point 12 |
| Chapter III · NON-EXECUTIVE MANAGEMENT, MONITORING AND SUPERVISION | ||
|---|---|---|
| III.1. Without prejudice to question the legal powers of the chair of the managing body, if he or she is not independent, the independent directors should appoint a coordinator from amongst them, namely, to: (i) act, when necessary, as an interlocutor near the chair of the board of directors and other directors, (ii) make sure there are the necessary conditions and means to carry out their functions; and (iii) coordinate the independent directors in the assessment of the performance of the managing body, as established in recommendation V.1.1. |
Not Adopted | Part I, Section B, Sub-section II, point 21, and Part II, point 2.1., sub. b) |
| III.2. The number of non-executive members in the managing body, as well as the number of members of the supervisory body and the number of the members of the committee for financial matters should be suitable for the size of the company and the complexity of the risks intrinsic to its activity, but sufficient to ensure, with efficiency, the duties which they have been attributed. The formation of such suitability judgment should be included in the corporate governance report. |
Adopted | Part I, Section B, Sub-section II, points 17 and 18, Sub-section III, point 31 |
| Not Applicable Sub-Recommendation III.2.(3) |
||
| III.3. In any case, the number of non-executive directors should be higher than the number of executive directors. |
Adopted | Part I, Section B, Sub-section II, points 17 and 18 |
| RECOMMENDATION | STATUS REGARDING THE ADOPTION |
REFERRAL TO THE CGR TEXT |
|---|---|---|
| III.4. Each company should include a number of non executive directors that corresponds to no less than one third, but always plural, who satisfy the legal requirements of independence. For the purposes of this recommendation, an independent person is one who is not associated with any specific group of interest of the company, nor under any circumstance likely to affect his/her impartiality of analysis or decision, namely due to: i. having carried out functions in any of the company's bodies for more than twelve years, either on a consecutive or non-consecutive basis; ii. having been a prior staff member of the company or of a company which is considered to be in a controlling or group relationship with the company in the last three years; iii. having, in the last three years, provided services or established a significant business relationship with the company or a company which is considered to be in a controlling or group relationship, either directly or as a shareholder, director, manager or officer of the legal person; iv. having been a beneficiary of remuneration paid by the company or by a company which is considered to be in a controlling or group relationship other than the remuneration resulting from the exercise of a director's duties; v. having lived in a non-marital partnership or having been the spouse, relative or any first degree next of kin up to and including the third degree of collateral affinity of company directors or of natural persons who are direct or indirect holders of qualifying holdings, or vi. having been a qualified holder or representative of a shareholder of qualifying holding. |
Adopted | Part I, Section B, Sub-section II, points 17 and 18 |
| III.5. The provisions of (i) of recommendation III.4 does not inhibit the qualification of a new director as independent if, between the termination of his/her functions in any of the company's bodies and the new appointment, a period of 3 years has elapsed (cooling-off period). |
Not Applicable | |
| III.6. The supervisory body, in observance of the powers conferred to it by law, should, assess and give its opinion on the strategic lines and the risk policy prior to its final approval by the management body. |
Adopted | Part I, Section B, Sub-section II, point 29, Sub-section III, point 30, Section C, Sub-section III, points 50, 51, 52, 54 and 55 |
| III.7. Companies should have specialised committees, separately or cumulatively, on matters related to corporate governance, appointments and performance assessment. In the event that the remuneration committee provided for in article 399 of the Commercial Companies Code has been created and should this not be prohibited by law, this recommendation may be fulfilled by conferring competence on such committee in the aforementioned matters. |
Partially Adopted (Sub-Recommendation III.7. (2)) |
Part I, Section B, Sub-section II, points 24, 25, 27 and 29, and Section D, Sub-section III, point 69, and Part II, point 2.1., sub. c) |
Chapter IV . EXECUTIVE MANAGEMENT
| IV.1. The managing body should approve, by internal regulation or equivalent, the rules regarding the action of the executive directors applicable to their performance of executive functions in entities outside of the group. |
Partially Adopted (Sub-Recommendation IV.1.(1)) |
Part I, Section B, Sub-section II, point 21, and Part II, point 2.1., sub. d) |
|---|---|---|
| IV.2. The managing body should ensure that the company acts consistently with its objects and does not delegate powers, namely, in what regards: i. the definition of the strategy and main policies of the company; |
Adopted | Part I, Section B, Sub-section II, point 21 |
| RECOMMENDATION | STATUS REGARDING THE ADOPTION |
REFERRAL TO THE CGR TEXT |
|---|---|---|
| ii. the organisation and coordination of the business structure; |
||
| iii. matters that should be considered strategic in virtue of the amounts involved, the risk, or special characteristics. |
||
| IV.3. In the annual report, the managing body explains in what terms the strategy and the main policies defined seek to ensure the long-term success of the company and which are the main contributions resulting therein for the community at large. |
Adopted | Part I, Section B, Sub-section II, point 21 |
| Chapter V · EVALUATION OF PERFORMANCE, REMUNERATION AND APPOINTMENT | ||
|---|---|---|
| V.1. Annual evaluation of performance | ||
| V.1.1. The managing body should annually evaluate its performance as well as the performance of its committees and executive directors, taking into account the accomplishment of the company's strategic plans and budget plans, the risk management, the internal functioning and the contribution of each member of the body to these objectives, as well as the relationship with the company's other bodies and committees. |
Adopted | Part I, Section B, Sub-section II, points 21, 24, 25 and 27, and Section D, Sub-section III, points 69 and 70 |
| V.2. Remuneration | ||
| V.2.1. The company should create a remuneration committee, the composition of which should ensure its independence from the management, which may be the remuneration committee appointed under the terms of article 399 of the Commercial Companies Code. |
Adopted | Part I, Section D, Sub-section I, point 66 |
| V.2.2. The remuneration should be set by the remuneration committee or the general meeting, on a proposal from that committee. |
Adopted | Part I, Section D, Sub-section I, point 66, Sub-section II, point 67 |
| V.2.3. For each term of office, the remuneration committee or the general meeting, on a proposal from that committee should also approve the maximum amount of all compensations payable to any member of a board or committee of the company due to the respective termination of office. The said situation as well as the amounts should be disclosed in the corporate governance report or in the remuneration report. |
Adopted | Part I, Section D, Sub-section III, points 69 to 74, Sub-section IV, point 80, and Sub-section V, points 83 and 84 |
| V.2.4. In order to provide information or clarifications to shareholders, the chair or, in case of his/her impediment, another member of the remuneration committee should be present at the annual general meeting, as well as at any other, whenever the respective agenda includes a matter linked with the remuneration of the members of the company's boards and committees or, if such presence has been requested by the shareholders. |
Adopted | Part I, Section D, Sub-section II, point 67 |
| V.2.5. Within the company's budgetary limitations, the remuneration committee should be able to decide, freely, on the hiring, by the company, of necessary or convenient consulting services to carry out the committee's duties. |
Adopted | Part I, Section D, Sub-section II, point 67 |
| V.2.6. The remuneration committee should ensure that those services are provided independently and that the respective providers do not provide other services to the company, or to others in controlling or group relationship, without the express authorization of the committee. |
Adopted | Part I, Section D, Sub-section II, point 67 |
| V.2.7. Taking into account the alignment of interests between the company and the executive directors, a part |
Adopted | Part I, Section D, Sub-section III, points 69 to 71 |
| RECOMMENDATION | STATUS REGARDING THE ADOPTION |
REFERRAL TO THE CGR TEXT |
|---|---|---|
| of their remuneration should be of a variable nature, reflecting the sustained performance of the company, and not stimulating the assumption of excessive risks. |
||
| V.2.8. A significant part of the variable component should be partially deferred in time, for a period of no less than three years, being necessarily connected to the confirmation of the sustainability of the performance, in the terms defined by a company's internal regulation. |
Not Adopted | Part I, Section D, Sub-section III, points 69 and 72, and Part II, point 2.1.e) |
| V.2.9. When variable remuneration includes the allocation of options or other instruments directly or indirectly dependent on the value of shares, the start of the exercise period should be deferred in time for a period of no less than three years. |
Not Applicable | Part I, Section D, Sub-section III, points 69 and 74 |
| V.2.10. The remuneration of non-executive directors should not include components dependent on the performance of the company or on its value. |
Adopted | Part I, Section B, Sub-section II, points 17 and 18, Section D, Sub section III, point 69, and Sub-section IV, points 77 to 79 and 81 |
| V.3. Appointments | ||
| V.3.1. The company should, in terms that it considers suitable, but in a demonstrable form, promote that proposals for the appointment of the members of the company's governing bodies are accompanied by a justification in regard to the suitability of the profile, the skills and the curriculum vitae to the duties to be carried out. |
Adopted | Part I, Section B, Sub-section I, point 12, Sub-section II, points 16 to 19 |
| V.3.2. The overview and support to the appointment of members of senior management should be attributed to a nomination committee, unless this is not justified by the company's size. |
Not Adopted | Part II, point 2.1., sub. f) |
| V.3.3. This nomination committee includes a majority of nonexecutive, independent members. |
Not Applicable | Part II, point 2.1., sub. g) |
| V.3.4. The nomination committee should make its terms of reference available, and should foster, to the extent of its powers, transparent selection processes that include effective mechanisms of identification of potential candidates, and that those chosen for proposal are those who present a higher degree of merit, who are best suited to the demands of the functions to be carried out, and who will best promote, within the organisation, a suitable diversity, including gender diversity. |
Not Applicable | Part II, point 2.1., sub. h) |
| Chapter VI · INTERNAL CONTROL | ||
|---|---|---|
| VI.1. The managing body should debate and approve the company's strategic plan and risk policy, which should include the establishment of limits on risk-taking. |
Adopted | Part I, Section C, Sub-section III, points 50 to 52 and 54 |
| VI.2. The supervisory board should be internally organised, implementing mechanisms and procedures of periodic control that seek to guarantee that risks which are effectively incurred by the company are consistent with the company's objectives, as set by the managing body. |
Adopted | Part I, Section B, Sub-section III, point 30, and Section C, Sub-section III, points 50 and 52 |
| VI.3. The internal control systems, comprising the functions of risk management, compliance, and internal audit should be structured in terms adequate to the size of the company and the complexity of the inherent risks of the company's activity. The supervisory body should evaluate them and, within its competence to supervise the |
Adopted | Part I, Section B, Sub-section III, point 30, and Section C, Sub-section III, points 52 and 55 |
| RECOMMENDATION | STATUS REGARDING THE ADOPTION |
REFERRAL TO THE CGR TEXT |
|---|---|---|
| effectiveness of this system, propose adjustments where they are deemed to be necessary. |
||
| VI.4. The supervisory body should provide its view on the work plans and resources allocated to the services of the internal control system, including the risk management, compliance and internal audit functions, and may propose the adjustments deemed to be necessary. |
Adopted | Part I, Section B, Sub-section III, point 30, and Section C, Sub-section III, point 52 |
| VI.5. The supervisory body should be the recipient of the reports prepared by the internal control services, including the risk management functions, compliance and internal audit, at least regarding matters related to the approval of accounts, the identification and resolution of conflicts of interest, and the detection of potential irregularities. |
Adopted | Part I, Section B, Sub-section III, point 30, Section C, Sub-section III, points 50, 51, 55, and Section E, Sub section I, point 91 |
| VI.6. Based on its risk policy, the company should establish a risk management function, identifying (i) the main risks it is subject to in carrying out its activity; (ii) the probability of occurrence of those risks and their respective impact; (iii) the devices and measures to adopt towards their mitigation; (iv) the monitoring procedures, aiming at their accompaniment. |
Adopted | Part I, Section C, Sub-section III, points 50 to 54 |
| VI.7. The company should establish procedures for the supervision, periodic evaluation, and adjustment of the internal control system, including an annual evaluation of the level of internal compliance and the performance of that system, as well as the perspectives for amendments of the risk structure previously defined. |
Adopted | Part I, Section B, Sub-section III, point 30, and Section C, Sub-section III, points 50, 52 and 55 |
VII.1. Financial information
| VII.1.1. The supervisory body's internal regulation should impose the obligation to supervise the suitability of the preparation process and the disclosure of financial information by the managing body, including suitable accounting policies, estimates, judgments, relevant disclosure and its consistent application between financial years, in a duly documented and communicated form. |
Adopted | Part I, Section B, Sub-section III, point 30, and Section C, Sub-section V, point 61 |
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|---|---|---|---|---|---|---|---|
| VII.2. Statutory audit of accounts and supervision | |||||||
| VII.2.1. By internal regulations, the supervisory body should define, according to the applicable legal regime, the monitoring procedures aimed at ensuring the independence of the statutory audit; |
Adopted | Part I, Section B, Sub-section III, points 30 and 37 |
|||||
| VII.2.2. The supervisory body should be the main interlocutor of the statutory auditor in the company and the first recipient of the respective reports, having the powers, namely, to propose the respective remuneration and to ensure that adequate conditions for the provision of services are ensured within the company. |
Adopted | Part I, Section B, Sub-section III, points 30 and 37, Sub-section V, points 46 and 47 |
|||||
| VII.2.3. The supervisory body should annually assess the services provided by the statutory auditor, their independence and their suitability in carrying out their functions, and propose their dismissal or the termination of their service contract by the competent body when this is justified for due cause. |
Adopted | Part I, Section B, Sub-section III, point 30, Sub-section V, point 45 |
In light of the text of the recommendations, the following recommendations, also referenced in the table above, were not fully complied with. The corresponding explanations are detailed below.
a) With reference to Recommendation I.5.2., it is not applicable to the Company, given the wording of paragraph 1 of Art. 29-S PSC, added by Law no. 99-A/2021, of 31 December. The periodic verification of transactions with related parties is now a duty of the Company's supervisory body and not of the respective management body.
The aforementioned understanding was also accepted in Interpretative Note no. 3, of IPCG's Executive Commission for the Accompaniment and Monitoring ("CEAM") which still made reference to Art. 249.-A CVM, in force at the time, with material content equivalent to that of Art. 29.-S CVM.
b) As to Recommendation III.1, it is explained that the coordination of Non-executive Directors in the Company is made by means of a Mechanism for Coordinating the Activities of Non-Executive Directors. Without prejudice to the mandatory duty of general surveillance of such Directors, under Art. 407, paragraph 8 CCC, the Company has created a disclosure mechanism that requires that Executive Directors or the Chairman of the Executive Committee, as the case may be, disclose relevant information to Non-Executive Directors regarding the performance of the delegated powers or the special duty conferred upon them. Said Mechanism also foresees that any information request presented by any Non-Executive Director, within their respective functions, should be answered, and that Non-executive Directors may also meet in ad hoc meetings, as well as a duty over the Company Secretary, to timely provide Non-executive Directors with the definitive agenda of the meetings and respective preliminary documentation of Board Meetings and of the Specialized Committees that they are part of. The Company Secretary shall also ensure, according to such Mechanism, the delivery to Directors who so request, of a copy of the meetings of the Managing Committee or that of any other corporate bodies. The above explanation has already been accepted by IPCG's CEAM in past years.
See, point 21. of Part I, Section B, Sub-section II.
c) With reference to Recommendation III.7, the Company does not have a Nomination Committee for senior management for the reasons explained below in subparagraph f).
d) What concerns Recommendation IV.1 it is explained that the Company complies with it partially, considering that, although a Regulation of the Board of Directors exists, it is not therein regulated the performance of executive functions by executive directors in entities outside of the Group. However, the objective of the Recommendation at stake is achieved considering that the Company is a family company, being that also the case of the family holding companies Arica Holding, B.V., Sociedade Francisco Manuel dos Santos, SGPS, S.E. and Sociedade Francisco Manuel dos Santos, B.V. that the Company's Chief Executive Officer is a member of the family that holds the majority of the share capital of the Company, what is foreseen in the Company's Regulation of the Board of Directors in force, the content of the current Delegation of Powers to the Chief Executive Officer and the legal obligations that impend over directors, e.g., duties of loyalty and, in particular, the duties of care that the same have to comply with, under Art. 64 CCC.
See, point 21. of Part I, Section B, Sub-section II.
e) With reference to Recommendation V.2.8., it should be noted that the Company's Remuneration Policy does not provide for the deferred payment of all or part of the variable component of remuneration, and the Remuneration Committee believes that it has found, thusfar, the mechanisms that allow the alignment of the interests of the Executive Directors with the long-term interests of the Company and the shareholders, enabling the sustained growth of the Company's business and the corresponding value creation for the shareholders. It has to be noted that the role of executive director of the Company has been performed by members of the family that holds the majority of the share capital of the Company and, therefore, the long-term alignment of interests between the executive management and the Company is naturally ensured.
See, point 69. of Part I, Section D, Subsection III.
f) Concerning Recommendation V.3.2., it has to be said that the Jeronimo Martins Group has been through a period of high growth, currently developing operations in three countries, and employing over 100,000.00 individuals. The Company's Human Resources Division developed the necessary studies and has implemented the appropriate mechanisms in order to manage its workers, at all levels, and to make available the necessary tools to the companies of the Group, both at the initial hiring and subsequently, in
career management. Considering, additionally, the notorious family dimension of the Company, the Human Resources Policy and, the selection and hiring acquires special importance and requires special attention by the Chief Executive Officer, himself a member of the controlling family.
See, point 21 of Part I, Section B, Sub-section II ("Human Resources"), and the explanation in subparagraph d) above.
g) Concerning Recommendation V.3.3., see the explanation made in the previous subparagraph.
h) Concerning Recommendation V.3.4., see the explanation made in subparagraph g).
3. Other Information
There is no other data or additional information, which is relevant for understanding the corporate.

Jerónimo Martins | Annual Report 2022

Corporate Responsibility in Value Creation 234


Jerónimo Martins | Annual Report 2022

Corporate Responsibility in Value Creation 235
| 1. Approach to Corporate Responsibility 237 | |
|---|---|
| 2. Promoting Good Health through Food 240 | |
| 3. Respecting the Environment 254 | |
| 4. Sourcing Responsibly 277 | |
| 5. Supporting Surrounding Communities 293 | |
| 6. Being a Benchmark Employer 303 | |
| 7. 2021-2023 Commitments 324 | |
| 8. The European Union's Taxonomy 331 | |
| 9. Tables of Indicators 344 |
1. Approach to Corporate Responsibility
The conflict in Ukraine marked the year 2022 and had, for proximity reasons, a significant economic and social impact in Poland. During the first year of this conflict, 10 million Ukrainian refugees have passed through the country, 1.6 million of whom stayed in Poland. The way we reacted, especially Biedronka, reflects the fast pace we set when it comes to doing the right thing, just as it is needed. The holding Company, Biedronka and its customers, together with the other Group Companies, donated more than 8 million euros in cash and in kind to the refugees, through around 100 social institutions.
This event has not distracted us from the path we are on to achieve the ambitious and challenging sustainability goals we have set ourselves.
Food quality and safety is the most material topic for our stakeholders, as it is for us. In this area, we highlight the efforts to prevent more than 750 tonnes of sugar, 270 tonnes of fat and 120 tonnes of salt from entering the market, through reformulating 142 recipes of our Private Brand and fresh food products. Also of note is the removal of artificial colourings from all Private Brand products in Portugal. In addition to this work, the more than 15 thousand audits to our facilities and over 300 thousand food and microbiological analyses prove our commitment to the health of the around 5 million people who visit our stores every day.
In terms of environment, we have been awarded, for the second year in a row, an A in Climate and Water by CDP – Disclosure Insight Action. This double A (the highest possible score) combined with an A- in all four commodities assessed for tackling deforestation, makes us the world's leading food retailer in terms of strategy, performance, and transparency for all three areas. By the end of 2022, our carbon footprint was 41% lower than in 2017, by sales and in scopes 1 and 2 (direct emissions from our operations and indirect emissions from the energy we buy, respectively) – our target for 2023 is to reduce our carbon footprint by 40% compared to 2017.
The nature of our relationship with suppliers in terms of promoting good environmental and social practices has led to a greater number of products with sustainability certifications, without jeopardising purchases made to local suppliers – one of our principles, which has been reinforced for 91% of the food products we purchase.
In our role as major employers, we highlight the 289 million euros invested in measures to recognise employees for their performance and delivery, including an extraordinary contribution of 9 million euros to cope with the inflationary context.
In 2022 and following the success of the Centro Incluir inaugurated in Lisbon the previous year, we opened a new centre, in Porto. The investment of more than 815 thousand euros increases our capacity to respond to people who have more difficulty accessing the job market. In 2022, 379 people were impacted by the Incluir programme, out of a total of 1,033 since 2015.
And it is because of the way we achieve our results (our sales grew by 21.5% in 2022 to 25.4 billion euros) that we are recognised – by the end of 2022, we were in more than 120 international sustainability indices. Our presence in indices such as the Bloomberg Gender-Equality Index (rewards gender equality performance), the FTSE4Good series (brings together companies that best manage sustainability risks) and the Euronext Vigeo-Eiris family (recognises companies with good ESG performance) are just a few examples. The journey began more than a decade ago when we set the first sustainability targets.
1.1. 2022 Highlights
We adopt best practices and define quality standards throughout the value chain, in line with our Corporate Responsibility strategy. This strategy is based on five pillars that cut across all our businesses and are summarised below, along with some results achieved in 2022.
I – Promoting Good Health through Food
Making quality food available, safe, and accessible.
- Through the nutritional reformulation of our Private Brand and perishable products, we have prevented 753 tonnes of sugar, 271 tonnes of fat and 121 tonnes of salt from entering the market.
- We have 1,429 gluten-free and 87 lactose-free product references, increases of 26% and 40%, respectively, versus 2021.
- We achieved 100% of Private Brand products in Portugal without artificial colourings.
- We conducted 15,812 internal audits, 10% more than in 2021.
II – Respecting the Environment
Reduce the environmental impacts of our operations and supply chains.
- Our carbon footprint was 41% lower, per thousand euros of sales, compared to 2017 (scopes 1 and 2).
- In absolute terms, we increased by 7.3% the energy consumption coming from renewable sources, which corresponded to almost 40% of the total energy used by the Group.
- We increased the amount of recycled plastic content to 9.8% of the total plastic packaging under our responsibility (Private Brand, service packaging, check-out bags and wrapping film).
III – Sourcing Responsibly
Integrate social and environmental criteria throughout the supply chain.
- 91% of food purchases were sourced from local suppliers.
- 100% of the palm oil used in our Private Brands and perishables in Poland and Portugal had RSPO (Roundtable on Sustainable Palm Oil) certification. In Colombia, around 90% of the palm oil used in Ara's Private Brands and perishables was traced to the farm where it was produced.
- Private Brand products and perishables with sustainability certification represent 8.4% of sales in these categories.
- 98% of Private Brand fresh eggs came from caged hens, compared to 67% in 2021.
IV – Supporting Surrounding Communities
Fight hunger and malnutrition, particularly in the communities in which we have operations.
- Support for people fleeing the war between Ukraine and Russia amounted to 6.4 million euros, including cash and food distributed to around 100 local charities.
- Nearly 82.2 million euros were allocated to direct community support, 32% more than in 2021.
- Our direct cash and in-kind support reached more than 2 thousand charities.
V – Being a Benchmark Employer
Create jobs, ensure fair and adequate pay, and provide safe and stimulating working environments.
- Our workforce increased by 6.2% (7,636 more people).
- We invested 289 million euros in measures to recognise employees.
- Support for employees and their families, especially those in vulnerable situations, was provided by an investment of more than 35 million euros in internal social responsibility (a 38% increase compared to 2021).
1.2. Stakeholder Engagement
[GRI 2-12, GRI 2-29, GRI 3-1, GRI 3-2, GRI 3-3]
We regularly engage with our stakeholders, which enables us to identify and manage sustainability aspects with a significant impact on society and on our businesses. These stakeholders are10:
- shareholders and investors;
-
analysts;
-
official bodies, supervising entities, and local authorities;
- suppliers, business partners, and service providers;
- employees;
- customers and consumers;
- local communities;
- journalists;
- non-governmental organisations and associations.
The most relevant issues identified in the last review11 , held in 2019, were:
- food quality and safety;
- reduction of packaging materials, and the use of sustainable materials;
- ethics and transparency;
- fighting food waste;
- respect for human and labour rights;
- affordable product offering;
- respect for human and labour rights in the supply chain;
- mission, vision and strategy;
- support to social projects;
- incorporation of circular economy principles.
Our preferred interfaces are described in more detail on our corporate website, as are the organisations of which we are a member12 .
Internally, the Corporate Governance and Corporate Responsibility Committee13 is the body responsible for ensuring compliance, disclosure and reinforcement of our corporate responsibility principles. Sustainability Committees, one for each Company, manage priorities and alignment between the Group's Responsibility policies and practices. In 2022, there were 19 Sustainability Committee meetings.
10 More information on our corporate website, in the "Stakeholder Engagement" page.
11 More information on our corporate website, in the "Defining our Priorities" page.
12 For more information see the "About Us" area on our corporate website.
13 The responsibilities of the Committee are described in the "Investors" area on our corporate website.
2. Promoting Good Health through Food
2.1. Introduction
We recognise the contribution that a Group such as ours can make to adopting healthier lifestyles in society through food. That is why we endeavour to minimise the use of artificial ingredients and processing methods in the foods we produce and market. We also focus on diversifying options for consumers with specific needs or preferences, such as food intolerances and allergies.
2.2. Quality and Diversity
To guarantee the high standards of food safety and quality of the products we market, we have guidelines in place in Portugal, Poland and Colombia. They are:
- the Product Quality and Safety Policy14, as a guide for improving the development and monitoring of Private Brand products and perishables;
- the Nutritional Policy15, concerning nutrition profile, preferred ingredients to use, labelling, serving sizes, continuous improvement, and communication;
- the guidelines for the development of Private Brand products and perishables, specifying restrictions on the use of food colouring, preservatives and other artificial additives, defining the maximum quantities of ingredients such as salt, sugar and fat, including other principles of nutritional labelling.
2.2.1. Launches
We remain committed to providing products that meet the needs and preferences of consumers and expanded the offering of foods that contribute to more responsible consumption patterns.
Poland
Biedronka introduced 68 new Private Brand products on the market that encourage healthy eating habits.
The launch of products in the Go Active range is to highlight, which, as is in Portugal, offers solutions for active people seeking to recover from exercise and to prepare for training. The nine products that hit the market aim to offer a source of protein and/or vitamins and minerals that accompany energy metabolism, for instance, and that contain easily digestible carbohydrates. Noteworthy is the chicken and rice with Mexican sauce, rich in low-fat protein, low sugar content and with no added flavour enhancers, and for the peanut butter granola, rich in protein and a source of fibre containing 18.5% whole grain flakes.
On its mission to democratise access to products for specific consumer needs, diets and preferences, Biedronka launched ten gluten-free products (such as Kraina Wędlin sausages, with no added monosodium glutamate16 nor phosphates17), four lactose-free products and 36 clean label products18 . In the vegan and vegetarian product categories, produced without genetically modified organisms (GMOs) and in compliance with other legally required criteria19, 31 references were launched.
14 This policy is available on the Jerónimo Martins corporate website at www.jeronimomartins.com, "Responsibility" channel, "Promoting Good Health through Food" page.
15 This policy is available on the Jerónimo Martins corporate website at www.jeronimomartins.com, "Responsibility" channel, "Promoting Good Health through Food" page.
16 A common use additive in the food sector, glutamate enhances the taste of some foods. According to EFSA, there is currently no numerical acceptable daily intake (ADI) defined for glutamic acid and glutamates used as food additives in the EU. Some adverse reactions have been recorded in cases of average to frequent exposure. To learn more, visit https://www.efsa.europa.eu/en/press/news/170712.
17 To learn more, visit https://www.efsa.europa.eu/en/press/news/190612.
18 Without (or with a limited amount of) additives, usual in a specific category, in accordance with legal requirements.
19 The claims regarding suitability for vegan consumption must respond to certain criteria, such as compliance with the Polish Agriculture and Rural Development Regulation on food labelling, under which products whose production process does not include animal-based ingredients can be labelled " vegan food" or "suitable for vegans"; good production practices so as to minimise cross contamination with non-plant-based ingredients; and be GMO-free.
In the case of perishable foods, of note is the new Kraina Mięs Select range (Land of Meat Selection). A total of six antibiotic-free chicken meat products were launched, helping to reduce antimicrobial resistance during treatments that consumers have to undergo when ill.
Dada range for children now includes food
For the first time, Biedronka introduced pre-cooked meals and desserts in the Dada range, a Private Brand developed for younger audiences such as babies and infants. Of note is the organic fruit and vegetables purée, baby meals and fruit and vegetable juice in a total of seven launches.

As regards non-food products, Dada maintained the launch of relevant items for both children and pregnant women. 19 dermatologically-tested diapers references were placed on the Polish market.
Textile products (bodysuits, jumpsuits, cloth nappies, blankets and baby and maternity pillows) are produced in line with the guidelines for Private Brand product development and tested by parents' consumer panels. These products are OEKO-TEX® Standard 100 certified, are certified by Intertek and, in the case of bedsheets, in addition to being antibacterial, are also OEKO-TEX® Made in Green certified.
These products were also assessed by and received a "Positive Opinion" from the Instytut Matki i Dziecka (Institute of Mother and Child), the details of which are available to consumers in the https://epozytywnaopinia.pl/ database.
Portugal
The launches of the year included the Pingo Doce Super Breakfast products – cocoa and cinnamon, and dried fruit – both made with a mixture of whole oats and buckwheat, organic, with no added sugar, gluten free and high in fibre, being a source of protein, phosphorus and magnesium. Four references of Dairy Free ice-cream, lactose free and suitable for vegans, and the gluten free Fusilli were also launched. Veggie vegetable juices also reached the market without added sugars, made with apples from the Portuguese region of Alcobaça, and other vegetables and fruit, such as lemon.

For children, the animal-shaped pasta aims to encourage, in a fun way, the consumption of spinach and tomato, the ingredients from which they are made.
As part of the Go Active range, launched in 2021, seven articles have enriched the range of solutions available for consumers who want to have diets rich in protein and low in sugar and fat. Highlights include the protein puddings, with no preservatives or added sugars, and the dried fruit spread with cocoa, glutenfree, with no sweeteners or preservatives, and a source of protein and vitamin E.
In the perishable foods category, the Sporty Pingo Doce sliced bread in the Go Active range (source of fibre and high protein content), carrot and gingerbread, six Pingo Doce Angus meat and six Iberico pork products were also launched. The highlight also goes to the Frango da Quinta, an innovation considering its certified, antibiotic-free chicken production. In the fruit and vegetable category, of note are the cherry tomato mix and mini plum tomatoes, as well as three references of items for children, in practical individualised packages of peeled and cut "ugly fruit".
In meal solutions and takeaway has been expanded with 47 alternatives. Pingo Doce stores now offer options such as soy and leek gratin, soy vegetable paella, and Maghreb style quinoa.
For HoReCa professionals, MasterChef (Recheio's Private Brand) launched 25 new products to increase preparation efficiency, including peeled and cut potatoes for frying or oven-baking, chopped onion and carrots, and already sliced pork (steaks, chops, loin and pork belly).
Colombia
Ara launched Heil gluten-free quinoa and rice tortitas and two Bubu breakfast cereal references, one with seven cereals and the other a wheat and vanilla cereal. These two cereals are enriched with vitamins that help the human body function well, such as A, E and vitamins B6 and B12, among others, and also with pantothenic acid, folic acid, biotin and niacin. The seven cereal reference has the particularity of containing two more cereals than the benchmark, as well as lower sodium content, high protein content, fibre and vitamin K.
The Solei 100% natural orange and carrot juice was also launched, a source of vitamin C and with no added sugars.
| Launches | Poland20 | Portugal21 | Colombia22 | Total |
|---|---|---|---|---|
| Gluten-free | 10 | 4 | 1 | 15 |
| Lactose-free | 4 | 5 | - | 9 |
| Vegan and vegetarian | 31 | 11 | - | 42 |
| Organic | 11 | 13 | - | 24 |
* References bearing a label that guarantees a gluten-free composition.
| Total | Poland23 | Portugal24 | Colombia25 | Total | |||||
|---|---|---|---|---|---|---|---|---|---|
| 2022 | 2021 | 2022 | 2021 | 2022 | 2021 | 2022 | 2021 | Δ2022/2021 | |
| Gluten-free | *110 | *94 | 1,316 | 1,038 | 3 | 2 | 1,429 | 1,134 | +26.0% |
| Lactose-free | 29 | 20 | 49 | 40 | 9 | 2 | 87 | 62 | +40.3% |
| Vegan and vegetarian | 181 | 146 | 46 | 55 | - | - | 227 | 201 | +12.9% |
| Organic | 68 | 95 | 98 | 100 | - | - | 166 | 195 | -14.9% |
* References bearing a label that guarantees a gluten-free composition.
2.2.2. Reformulations
[GRI 416-1]
The reformulation strategy focuses foremost on foods that:
- are consumed mostly by children;
- contain high levels of salt, sugar, fat, saturated fat, and/or unnecessary additives;
- are highly consumed and, as such, their reformulation might have a wider positive impact on public health;
- although they might be perceived as being healthy by the consumers, their nutrition profile needs to be adjusted;
20 Biedronka Private Brands and perishables.
21 Pingo Doce and Recheio Private Brands and perishables.
22 Ara Private Brands.
23 Biedronka Private Brands and perishables.
24 Pingo Doce and Recheio Private Brands and perishables.
25 Ara Private Brands.
- are low in fibre, vitamins and minerals;
- have ingredients that could potentially cause allergic reactions.
In 2022, the recipes of 142 food products were reformulated26. As a result of this process of continuous improvement, we prevented more than 750 tonnes of sugar, over 180 tonnes of fat, approximately 90 tonnes of saturated fat, and more than 120 tonnes of salt from entering the market.
| Biedronka | Pingo Doce27 | Recheio | Ara | Total | ||||
|---|---|---|---|---|---|---|---|---|
| Reformulated products* | 47 | 48 | 22 | 25 | 142 | |||
| Salt (references) | 13 | 10 | 6 | 17 | 46 | |||
| Sugar (references) | 36 | 39 | 19 | 6 | 100 | |||
| Fat (references) | 9 | 1 | - | - | 10 | |||
| Saturated fat (references) | 8 | 6 | - | - | 14 | |||
| Quantities avoided (tonnes)** | ||||||||
| Salt | 45.3 | 14.9 | 1.9 | 58.6 | 120.7 | |||
| Sugar | 549.8 | 181.5 | 18.6 | 2.6 | 752.5 | |||
| Fat | 181.2 | 1.8 | - | - | 183.0 | |||
| Saturated fat | 28.1 | 60.2 | - | - | 88.3 |
* A product may have its recipe reformulated in terms of more than one ingredient. The single counting method, as opposed to reference counting, is used with the purpose of providing transparency about the number of interventions.
** The number of tonnes removed is obtained using the following calculation method: the quantities of these ingredients present in the formula of the references covered multiplied by the number of units bought or sold in the year.
Poland
Of the 26 reformulated Private Brand products, most noteworthy are the Culineo instant beef soups and Tutti quark cheeses as regards sugar content (reduction of 57% and 5%, respectively) and, in the case of salt, the Światowid28 sliced cheese (reduction of 19%) – this range of sliced cheese, a source of protein and calcium, is composed mostly of milk of Polish origin and does not contain preservatives. Also of note is the 7% reduction in saturated fat in the Madero garlic sauce, and in the fat content of Kraina Wędlin sausages, which was reduced 10%.
In terms of the "clean label" concept, product ingredients considered unnecessary, such as flavour enhancers and artificial colours, were removed or replaced with natural ingredients in 34 products, such as Marletto and Diuna ice creams, and Bonitki biscuits, from which soy lecithin was removed. Glucosefructose syrup was removed from most products.
In 2022 a programme was implemented to enrich foods containing fibre, including six breakfast cereals, and Vitanella cereal bars, resulting in a total of 22.6 tonnes of added fibre.
In perishables, the recipes of 21 bakery references were revised regarding sugar, avoiding the introduction in the market of around 328 tonnes.
The report on progress on 2021-2023 and other commitments made by the Group can be found on the Jerónimo Martins corporate website29 .
Portugal
The recipes of 70 products were reformulated. Of note is the range of Pingo Doce and Amanhecer Private Brand yoghurts, with 37 reformulated references to reduce sugar content (reductions of between 3% and 28%), resulting in a total 114.7 tonnes less sugar. The recipes of 14 breakfast cereals, particularly popular among children and which have also been reformulated over the years, saw a new reduction in sugar content. Cereals such as Chocolocos, Cookie Bitz and Estrelinhas saw reductions of between 5% and 23%, avoiding the consumption of 56.9 tonnes of sugar.
26 Includes perishables.
27 Includes perishables.
28 More information available at https://www.biedronka.pl/pl/sery-swiatowid
29 https://www.jeronimomartins.com/en/responsibility/our-commitments-and-progress/
With regard to saturated fat, we paid special attention to crisps, biscuits and sauces (reductions of between 29% and 84%). As regards salt, and among the 16 recipes reformulated (reductions of between 10% and 48%), most noteworthy are the shrimp broths and rissole that resulted in 16.9 tonnes that were not consumed by customers.
The Zoo Pingo Doce biscuits, another favourite among children, saw 1.5 tonnes of fibre added and 1.8 tonnes of fat removed.
Progress on the commitments made by Pingo Doce under the Portuguese government's Estratégia Integrada para a Promoção da Alimentação Saudável (EIPAS – Integrated Strategy for the Promotion of Healthy Eating) can be found on the Jerónimo Martins corporate website30 .
Colombia
The recipes of 25 Ara Private Brand products were reformulated, including the De La Cuesta quark yoghurt cheese for children from three years old, and the kumis milk (similar to kefir), to reduce sugar content. Eight Kai, Barbacon and El Cuteador brands sausage products were also reformulated to cut salt. Six products also saw the flavour enhancer monosodium glutamate (used in béchamel and carbonara sauces Minotto and in the mushroom and chicken soup A La Mesa) removed. Artificial colours were also removed from the Aveia instant strawberry oatmeal.
2.2.3. Promoting Healthier Choices
Among the priorities set in this regard are the product format, the voluntary indication of the number of servings in each package, information on the average time within which the product must be consumed once opened (e.g. mayonnaise, milk and fruit jams), and to mention, where possible, only one expiry date to avoid confusing consumers over other printed dates (such as production batches). For example, in 2022 the meal solutions and takeaway areas continued to make smaller portions of soups available, offering 400 grams references as alternatives to the 900 grams packages.
Product Information
In addition to the technical and legal information on packaging, such as composition and full nutrition tables with values per 100 grams and per serving, we also voluntarily disclosed more straightforward nutritional information on the front of packages. This voluntary disclosure enables consumers to make more informed purchasing decisions.
In Portugal, we use:
- a Non-GMO label on products consisting of corn and/or soy, two ingredients likely to be genetically modified – at the end of 2022, 14% of the 180 eligible products31 bore this label. If we refer to products containing corn and/or soy in more than 50% of the net weight, the ratio is fixed at 25%32;
- symbols on alcoholic beverages to indicate calorie count (92% of references, the same as in 2021), pregnancy warnings (100% of references), and responsible driving (71% of references, 32 p.p. more than in 2021);
- icons for products that are a source of omega-3, sugar added-free, lactose-free, fat-free, and gluten-free;
- identification of Pingo Doce cold meat products that have less fat and salt according to the requirements of the Escolha Saudável (Healthy Choice) programme, in collaboration with the Portuguese Heart Foundation.
31 Considering 85 Pingo Doce products (Pingo Doce, Go Bio and Pura Vida ranges) and 95 Recheio products (Amanhecer, Gourmês and Masterchef ranges). Non-GMO label: 22 Pingo Doce and three Recheio products marketed in 2022.
30 https://www.jeronimomartins.com/en/responsibility/our-commitments-and-progress/
32 Considering 20 Pingo Doce products (Pingo Doce, Go Bio and Pura Vida) and 20 Recheio products (Masterchef and Amanhecer) on sale in 2022. Non-GMO label: ten Pingo Doce articles.
In Poland, we place:
- a Non-GMO label on plant-based products33 consisting mostly (above 50% of the net weight) of corn and/or soy – in 2022, this label was placed on 91% (7 p.p. more than in 2021) of the 32 eligible products34;
- the indication of fibre content in the nutrition table;
- specific symbols based on own and other criteria required under Polish law on vegan and vegetarian products (31 products were labelled Suitable for Vegans);
- icons on products that are a source of omega-3, lactose-free and gluten-free; in the latter case, we maintained our partnership with the Polish Association of Celiac Disease Sufferers and Gluten-Free Diet, ensuring the absence of cross-contamination and obtaining the certification of ten new products. In the case of lactose-free products, four new products bore this label;
- the No Added Sugar label, highlighting the three new Fruvita yoghurt for children;
- use of symbols on alcoholic beverages to indicate calorie count (97% of references, 5 p.p. more compared to 2021), pregnancy warnings (95%, 8 p.p. more than in 2021), and responsible driving (95%, 11 p.p. more than in 2021);
- in the case of non-food products, of note is the use of the "Vegan Friendly" label on 15% of the cosmetic product portfolio. Nonetheless, 65% of these ranges are made without any animal-origin ingredients.
New labels at Biedronka
Committed to helping consumers in search of a more active lifestyle and to providing increasingly more information about the Private Brand products it develops, Biedronka has implemented innovative labels in the sector in Poland.
The first was the "Pace – Physical Activity Equivalent" label, aimed at simulating the physical effort needed to digest the calories in snacks, such as crisps, in the Top brand. Fourteen products bore this label in 2022, which recommended physical activity aligned with the needs of each consumer.
The second was the "1 of Your 5 a Day" label, in reference to the daily recommended amount of fruit and vegetables. Seven products of the Vital Fresh brand had this label.
Finally, "A Handful of Nuts", aimed to encourage the consumption of these products, important for maintaining a balanced diet, as three Bakka D'Or products bore such label.
In 2021, Pingo Doce and Biedronka adopted the Nutri-Score label, a more intuitive symbol on the front of packaging about the nutritional quality of pre-packaged foods. Nutri-Score establishes a nutritional classification ranging from A (high nutritional quality) to E (products that should be consumed less frequently), and a corresponding colour code.
In 2022, Biedronka added Nutri-Score to 11 more product categories, with the label now displayed on a total of 20 categories. At the end of the year, 253 (+329% versus 2021) Biedronka, 302 Pingo Doce (+193%) and 10 (+100%) Recheio products bore this label35 .
In Colombia, we adapted the nutritional information to show it per portion and per 100g or 100ml of product, on the back, as required by law36. On the front of the packaging we continued the process, initiated in 2021, of repackaging food products with levels of sodium, saturated fat and sugar above those recommended by the health authorities, reaching 100% of the 495 products in our portfolio for sale. This process also included the application of recommendation symbols on products with low levels of the ingredients in question, in accordance with the targets set by these authorities for December 2022.
Ara's 20 de Julio beer reference bears the responsible driving and pregnancy warning symbols.
33 Labelling applies to two dimensions, in compliance with Polish law: "non-GMO" (for foods of plant origin and foods composed of more than one ingredient, excluding products of animal origin and feed, free from genetically modified organisms) and "Produced without the use of GMOs" (for products of animal origin and foods composed of more than one ingredient, free from genetically modified organisms). 34 Includes Biedronka's Private Brands. With symbol: 29 articles.
35 More information can be found at www.pingodoce.pt/responsabilidade/nutri-score and at www.biedronka.pl/nutri-score.
36 Colombian Law 2120 and Resolution No. 810, both of 2021.
Information in other media
Besides product packaging, which includes cooking advice and suggestions for side dishes with fruit and vegetables, Pingo Doce uses its website37, social media, and Sabe Bem (Tastes Good) magazine (bimonthly average print-run of 150 thousand copies) to promote the Mediterranean diet. Recipes that encourage the reuse of leftover food are also published.
Pingo Doce and CUF (business group specialised in health care) kept the programme A Saúde Alimenta-se (Feeding Health) active, to provide insight into the role of a diverse and balanced diet on health. The goal is to help and encourage consumers to select those that best suit their needs and lifestyle38 .
Biedronka publishes magazine Czas Na… (Time For…), focused on healthier eating habits and lifestyles. Each issue contains recipes and has an average print-run of 200 thousand copies.
Dada magazine, in reference to Private Brand products designed for babies and children, saw six issues published in the year. The magazine is aimed at parents, contains articles on nutrition and healthy lifestyles, and is produced in collaboration between Instytut Matki i Dziecka (Institute of Mother and Child) and Biedronka's Quality Department.
The characteristics of food products and their health benefits were presented in 146 external publications, including themed leaflets, newspaper inserts, and publications on Biedronka's website and social media (Facebook, TikTok, Instagram, LinkedIn and YouTube). The Company's employees also had access to 15 internal publications, through the Intranet.
Czas na Małych Kucharzy (Time for Little Chefs) was also published, a book that promotes the preparation of meals as a family. 300 thousand copies were printed and the book was available for purchase in stores at an affordable price.
2.2.4. Partnerships and Support
We continued to hold regular talks with public and private benchmark institutions in the three countries where we do business to learn and share knowledge about food, nutrition and health.
In Portugal, Pingo Doce is an active member of APED (the Portuguese Association of Retailing Companies), participating in technical committees, including those dedicated to food quality, among others. Partnerships were maintained with organisations that aim at contributing to healthy eating, as a pillar of public health, such as the Portuguese Directorate-General for Health (DGS) – within the framework of the National Programme for the Promotion of Healthy Eating39 , the Portuguese Celiac Association, and the Portuguese Association of Nutritionists.
In Poland, besides the agreements previously established for publishing information on healthy diets and the more straightforward identification of food products, two other noteworthy initiatives were carried out in 2022. The first was the VII Narodowy Kongres Żywieniowy (7 th Nutrition Conference) – of which Biedronka was a partner40 –, hosted by the Narodowy Instytut Zdrowia Publicznego PZH (National Institute of Public Health), and the Państwowy Instytut Badawczy (National Investigation Institute). Under the theme "Vegetables and Fruit for Health", Biedronka led a debate on "How to increase the consumption of fruit and vegetables? The role of public health policies, industry and education institutions, and of health care" and also on "The Nutri-Score labelling system perceived by Polish consumers." This event was attended by over 700 people, with Biedronka's support amounting to over 13,000 euros in cash and food donations. The second was the collaboration with Stowarzyszenie Edukacji Diabetologicznej (Association for Diabetes Education) as part of a series of educational articles on healthy eating for diabetics. Six communication materials were produced, some of which for World Diabetes Day.
Details about other partnerships involving Pingo Doce can be found on the Jerónimo Martins website41 .
37 The website also includes a list of lactose-free and gluten-free products to help consumers in their purchases. The list is updated every month by Pingo Doce's nutrition team, based on the analytical control of its Private Brand products.
38 To learn more, visit www.pingodoce.pt/responsabilidade/a-saude-alimenta-se/ e www.cuf.pt/saude-alimenta-se
39 Available at www.alimentacaosaudavel.dgs.pt/
40 https://kongres-zywinięgo.waw.pl/retacja-2022/
41 Available at www.jeronimomartins.com/pt/responsabilidade/promover-saude-pela-alimentacao/comunicacao/
In Colombia, Ara continued to participate in the ICONTEC (Colombian Institute of Technical Standards) working committees for the standardisation of technical quality parameters as well as pesticide residues in fruit and vegetable production for fruit and vegetables.
2.3. Food Safety and Quality
Continued investment in the certification and monitoring of our processes, facilities and equipment is the foundation of our banners and business's reputation capital. We rely on our food safety and quality technicians, work with external auditors and independent and accredited laboratories, and have our own molecular biology laboratory, which verifies the authenticity of ingredients to prevent food fraud.
In 2022, we carried out 15,812 internal audits of our infrastructures (10% more than in 2021), 225,272 work surfaces, product manipulators and other analyses (24% more) and 81,393 food product analyses (22% more).
Internal and follow-up audits42 and the analyses of marketed products take into account the level of risk associated with criteria such as hygiene, food safety, and other quality aspects43 .
2.3.1. Certification
The following certifications were renewed or extended to new facilities during the year:
- ISO 22000:2018 related to the storage and distribution of animal-based and plant-based food products at the 16 distribution centres in Poland, and with regard to the development of Private Brand food products at Biedronka's head office;
- FSSC 22000 v.5 (which includes ISO 22000:2018) for the soup factory in Poland, with regard to ready-to-eat after heating and individualised packaging;
- ISO 9001 for the development of Private Brands in Portugal and post-launch product/supplier follow-up;
- HACCP44 in accordance with the Codex Alimentarius45 for the two Pingo Doce central kitchens (with regard to food safety), 13 Recheio stores, a Recheio Masterchef food service platform in Lisbon, and four distribution centres in Portugal (with regard to food safety);
- Food Safety Management System, according to the EN ISO 22000:2018 Portuguese Standard, in 25 Recheio stores and two Recheio Masterchef food service platforms;
- Organic product handling in accordance with Council Regulation (EC) No 834/2007 renewed in 2021 for the 17 distribution centres in Poland and for the four in Portugal.
2.3.2. Audits
[GRI 416-1]
In addition to internal audits, we also audit the suppliers of Private Brand and perishable products, the results of which are available in subchapter 4. "Sourcing Responsibly".
Poland
Audits were conducted at Biedronka stores and at the distribution centres by both internal and external auditors to check facilities, equipment and procedures.
42 Conducted in accordance with the business unit and infrastructure to be assessed, internal audits take into account criteria arranged into dimensions, such as basic hygiene conditions, cleanliness and disinfection, facility and equipment maintenance, good production practices, product handling, water availability, metrology, pest control, waste management, records, traceability, and procedure review. These audits assign scores with specific levels according to the business units: 'Unacceptable', 'Basic', 'Satisfactory', 'Good', 'Very Good' and 'Excellent', and the potential corrective actions to be taken are defined based on the severity of any non-conformities identified. The time frame allowed to remedy the identified issues may also vary from immediately to by the subsequent audit.
43 These include, inter alia: laws in force and the technical specifications of the official authorities; the recommendations of the European Union and/or other official bodies; the Rapid Alert System for Food and Feed (RASFF) urgent notifications and known food fraud incidents; the physical characteristics of products (such as perishability) and organoleptic properties (such as colour, texture, taste or smell); the country of origin of production and/or supply of the products and the track record of trade partners; marketing expansion (stores and distribution centres); the surrounding conditions (sanitation or weather conditions related to humidity and average temperatures); opting for facility certification schemes; and the results of past assessments.
44 The Hazard Analysis and Critical Control Points (HACCP) system is designed to prevent potential risks that cause harm to consumers, by eliminating or reducing hazards and thereby ensuring food is safe to eat.
45 A set of international standards aimed at promoting food safety and consumer protection. The Codex Alimentarius is available at https://www.fao.org/fao-who-codexalimentarius/home/en/
| Biedronka stores and distribution | Biedronka stores | Distribution centres | |||||
|---|---|---|---|---|---|---|---|
| centres | 2022 | 2021 | Δ 2022/2021 | 2022 | 2021 | Δ 2022/2021 | |
| Internal audits | 7,842 | 7,021 | +11.7% | 32 | 32 | - | |
| Follow-up audits | 156 | 243 | -35.8% | 0 | 0 | - | |
| External audits | 28 | 145 | -80.7% | 28 | 20 | +40.0% | |
| HACCP Performance* | 85% | 84% | +1 p.p. | 88% | 89% | -1 p.p. |
* HACCP implementation at Biedronka is evaluated based on requirements which, in turn, are based on the Codex Alimentarius and European Union regulatory framework (Regulation (EC) No 852/2004 on the hygiene of foodstuffs). At the distribution centres, the compliance rate refers to ISO 22000 – Food Safety Management System certification, which is based on the HACCP principles of the Codex Alimentarius.
More internal audits to the stores were carried out as a result of Biedronka's expansion (an additional 145 stores compared to 2021), the increase in the number of meat counters (52% more compared to 2021)46 , the increase in the number of micro-fulfillment centres for the Biek operation47, the number of juicers, and annual planning (which takes into account the results obtained in previous years).
Conversely, the decrease in follow-up audits is a positive consequence of initial audits, which resulted in fewer stores requiring corrective measures.
Although five new stores offering an organic bread assortment were included (1.1% more than the 470 in 2021)48 , which could justify an increase in the number of audits, the external control of stores decreased due to scheduling by the competent authorities.
At distribution centres, the number of internal audits remained the same, whereas external audits increased, justified by the need for recertification according to the ISO 22000 standard.
We carried out 68.8% more analyses than in 2021, which is explained by the increase in the number of Biedronka stores with meat counters. In the case of raw materials/products finished in-store, the decrease is due to the availability of the product at the time the controls were carried out.
| Number of analyses/samples collected | 2022 | 2021 | Δ 2022/2021 |
|---|---|---|---|
| Work surfaces | 91,804 | 53,972 | +70.1% |
| Manipulators | 7,115 | 4,234 | +68.0% |
| Raw materials/Finished product | 501 | 617 | -18.8% |
| Water | 1,377 | 886 | +55.4% |
| Total | 100,797 | 59,709 | +68.8% |
Portugal
Audits of Pingo Doce, Recheio and distribution centres:
| Pingo Doce stores | Recheio stores | Distribution centres** | |||||||
|---|---|---|---|---|---|---|---|---|---|
| 2022 | 2021 | Δ 2022/2021 | 2022 | 2021 | Δ 2022/2021 | 2022 | 2021 | Δ 2022/2021 | |
| Internal audits | 488 | 608 | -19.7% | 84 | 81 | +3.7% | 15 | 26 | -42.3% |
| Follow-up audits | 3,027 | 3,104 | -2.5% | 229 | 202 | +13.4% | 181 | 173 | +4.6% |
| External audits | 76 | 47 | +61.7% | 19 | 16 | +18.8% | 10 | 4 | +150.0% |
| HACCP Performance* | 82% | 81% | +1 p.p. | 84% | 86% | -2 p.p. | 95% | 92% | +3 p.p. |
* At Pingo Doce and Recheio, HACCP implementation is assessed using own reference standards, based on the Codex Alimentarius and which are appropriate for the operating realities of the Companies.
** Also includes central kitchens and on-site canteens.
46 There were 762 counters in 2022, whereas in 2021 there were 500. In Poland, internal audits, including follow-up audits, of stores are outsourced to independent entities such as Diversey, Det Norske Veritas (DNV-GL), and Lloyd's Register. At the distribution centres, internal audits are carried out by food safety and quality technicians, while external audits, within the scope of ISO22000 certification, are carried out by DNV-GL.
47 This programme, which was implemented in 2021, consists of micro-fulfilment centres (MFC) operated by employees to handle orders placed by consumers through the Glovo fast distribution partner app. By the end of 2022 we covered 15 locations in the cities Warsaw, Łódź, Krakow, Gdańsk, Poznań and Wrocław. More information available at https://www.biek.pl/
48 External controls relating to organic certification were carried out by BIOCERT, an independent entity duly authorised by official bodies for such purpose.
In the case of Pingo Doce stores, the decrease of internal audits is due to the fact that one general assessment audit per shop was carried out, as opposed to 2021 when second assessments were carried out in shops with lower performance. There was also a reduction in follow-up audits as a methodological adjustment was made, prioritising stores with the greatest need for correction instead of a generalised follow-up auditing to all the stores' chain. This change allowed the Company to improve its HACCP performance by 1 p.p..
At Recheio stores, the opening of a new unit contributed to an increase in the number of external and follow-up audits, the latter having occurred with the objective of improving the Company's HACCP performance.
The increase of external audits in both Companies is justified by the return to a higher frequency of official entities in stores, after a more critical period in terms of managing the 2021 pandemic.
In the distribution centres, which started to include the central kitchens and internal canteens in 2021, the increase in monitoring audits was due to greater priority being given to these units, namely through audits carried out by a more dedicated team. The increase in external audits was due to the inspection to the central kitchen in Aveiro and the audits to the restaurant and cafeteria of the CUF Descobertas Hospital, with which Pingo Doce has a partnership.
A total of 115,303 food safety and quality analyses (3.2% more than in 2021) were also performed at the Pingo Doce and Recheio stores, distribution centres and other structures, such as the fresh dough factory and the kitchen facilities. For most headings, the decrease is mainly related to the opening of new stores (Pingo Doce with seven more compared to 2021, and Recheio with one more). The decrease in the number of raw material/finished product controls follows the inclusion of operational changes (e.g. product with less handling at stores) and the associated risk management history that, as it is very positive, made it unnecessary to maintain the frequency of the analytical controls.
| Number of analyses/samples collected | 2022 | 2021 | Δ 2022/2021 |
|---|---|---|---|
| Work surfaces | 50,609 | 46,276 | +9.4% |
| Manipulators | 19,540 | 17,764 | +10.0% |
| Raw materials/Finished product | 38,560 | 41,203 | -6.4% |
| Water | 6,594 | 6,431 | +2.5% |
| Total | 115,303 | 111,674 | +3.2% |
Colombia
The audits of Ara stores were carried out by Diversey (an external and independent entity) and quality internal teams carried out the audits of the distribution centres.
| Ara | Stores | Distribution centres | ||||||
|---|---|---|---|---|---|---|---|---|
| 2022 | 2021 | Δ 2022/2021 | 2022 | 2021 | Δ 2022/2021 | |||
| Internal audits | 2,634 | 2,157 | +22.1% | 14 | 6 | +133.3% | ||
| Follow-up audits | 1,092 | 723 | +51.0% | 11 | 4 | +175.0% | ||
| Good hygiene and quality practices* | 89% | 88% | +1 p.p. | 94% | 93% | +1 p.p. |
* The compliance rate shown refers to the score obtained on good practices, in line with criteria aimed at guaranteeing the quality and safety of the products according to the law, evaluating the operation itself and the control system and procedures. The criteria include, among others, hygiene and quality control aspects of the facility's conditions for handling the product and aspects related to product temperature, type of packaging, and also to organic waste management procedures.
The increase in audits was due to the expansion of the store network, which grew 33.5% (from 819 to 1,093). Follow-up audits are conducted by internal and external audit teams, depending on previous results and based on internal risk metrics and incident frequency – priority corrective measures are, therefore, subsequently evaluated. Additionally, the internal teams carried out 1,092 (21.2% more compared to 2021) unplanned follow-up audits to stores, seeking to respond to the results of audits, health inspections, non-conformity in analytical controls and customer complaints.
The improvement in performance is mainly due to the result of training courses to strengthen the food safety and quality culture and procedures and the presence of a "delegate" for these areas in each store.
Regarding distribution centres, the increases are justified by three new infrastructures in Cali, Cartagena and Cúcuta, bringing to eight the number of distribution centres in the country, and by corrective measures taken in response to the results of the initial audits.
| Number of analyses/samples collected | 2022 | 2021 | Δ 2022/2021 |
|---|---|---|---|
| Work surfaces | 2,125 | 3,098 | -31.4% |
| Manipulators | 1,698 | 1,398 | +21.5% |
| Raw materials/Finished product | 1,711 | 1,369 | +25.0% |
| Water | 3,638 | 3,792 | -4.1% |
| Total | 9,172 | 9,657 | -5.0% |
In 2022, 5% fewer analyses were performed year-on-year, due mainly to the decrease in the analyses carried out to work surfaces. In this case, sampling was reduced by 31.4% due to a methodological change: samples were reduced by half in each store as a result of the associated risk analysis. Nevertheless, and due to the expansion of Ara's store network, there was an increase in the collection of samples from product manipulators and marketed products.
2.3.3. Analyses
[GRI 416-1]
Marketed products are assessed as to their quality and safety at external, accredited laboratories. In total, 54,245 analyses were carried out of Private Brand food products (8.9% more than in 2021) and 16,799 of perishables (1.5% less).
Poland
| Number of analyses/samples collected | 2022 | 2021 | Δ 2022/2021 |
|---|---|---|---|
| Private Brand – Food | 18,361 | 14,981 | +22.6% |
| Private Brand – Non-food | 1,164 | 1,007 | +15.6% |
| Private Brand | 19,525 | 15,988 | +22.1% |
| Fruit and vegetables | 4,231 | 4,085 | +3.6% |
| Meat and fish | 1,433 | 1,128 | +27.0% |
| Bakery | 315 | 257 | +22.6% |
| Eggs | 376 | 213 | +76.5% |
| Perishables | 6,355 | 5,683 | +11.8% |
| Total | 25,880 | 21,671 | +19.4% |
In the case of the Biedronka Private Brands, and as a result of its expansion, the increases are due to the broadening of the product portfolio and an increase in the volume of products analysed.
The increase in the perishables categories is explained by the following:
- Fruit and vegetables usual risk analysis procedure, a wider assortment and more suppliers, and the seasonality associated with products in the category;
- Meat and fish more meat counters, increased testing over and above those planned, and greater product assortment;
- Bakery number of in-store references increased and additional analyses were carried out relating to non-conformities identified;
- Eggs is due to the consolidation of the analyses of associated methodology.
Portugal
| Number of analyses/samples collected | 2022 | 2021 | Δ 2022/2021 |
|---|---|---|---|
| Private Brand – Food* | 17,798 | 17,815 | -0.1% |
| Private Brand – Non-food | 4,192 | 4,452 | -5.8% |
| Private Brand | 21,990 | 22,267 | -1.2% |
| Fruit and vegetables | 2,597 | 1,827 | +42.1% |
| Meat | 1,291 | 1,466 | -11.9% |
| Fish | 1,339 | 1,820 | -26.4% |
| Bakery | 565 | 596 | -5.2% |
| Meal solutions | 4,349 | 5,558 | -21.8% |
| Perishables | 10,141 | 11,267 | -10.0% |
| Total | 32,131 | 33,534 | -4.2% |
* Including routine analyses on the presence of gluten, genetically modified organisms, lactose, denomination of species, control analyses, and extra analyses.
The decrease in the analysis of Private Brand products is due to a reduction in the number of items for sale, due to assortment rationalization and raw materials ruptures, during 2022.
In the case of perishables, only the fruit and vegetables category had more analyses, justified by the existence of new origins of some products and new suppliers, and the reinforcement of pesticide control, among others. In the case of bakery, meat and fish, the compliance history and the review of the analytical control plan, led to a lower need to perform the same number of analyses.
In the meal solutions area, the decrease is due to a lower need – due to the associated risk history and previous results of the products – to perform validations during the year 2022, when compared to 2021.
| Number of Analyses/samples collected | 2022 | 2021 | Δ 2022/2021 |
|---|---|---|---|
| Private Brand – Food | 18,086 | 17,017 | +6.3% |
| Private Brand – Non-food | 4,993 | 4,475 | +11.6% |
| Private Brand | 23,079 | 21,492 | +7.4% |
| Fruit and vegetables | 100 | 46 | +117.4% |
| Meat | 165 | 61 | +170.5% |
| Bakery | 38 | 4 | +850.0% |
| Perishables | 303 | 111 | +173.0% |
| Total | 23,382 | 21,603 | +8.2% |
Colombia
The increase in the analysis of Private Brand products is in line with the expansion of the regular assortment (55 more products than in 2021), the expansion of the store network and the usual product risk analysis.
In the case of perishables, the increase in the number of samples takes into account the risk assessment of suppliers and products, the number of products for sale, and the expansion of stores. As regards the bakery heading, the increase is the result of compliance with the nutrition labelling requirements of products finished in store (Resolución 810/2022).
2.3.4. Food Recalls and Withdrawals
[GRI 416-2]
One of the actions to protect public health and safeguard the reputation and credibility of our Companies is the removal of products that are unsafe for consumers and society. Continuous monitoring,
communication with the official health authorities, and the traceability of products and suppliers enable a fast and effective prevention of and/or reaction to any incidents.
There are two types of food product removal, which address specific risks to the health and safety of consumers, whether in stores or in distribution centres: recall49 (removal from sale of products with potential health risks) and withdrawal50 (removal from sale of products that do not pose a health risk). In both cases, internal investigations are carried out and, where necessary, also at suppliers, to identify the causes and implement the appropriate corrective measures with a prevention goal.
The severity of the risks to consumer health and safety are classified as:
- Level I critical (recall): aspects that may affect food safety and, consequently, public health;
- Level II food safety and quality (withdrawal): aspects that may affect the consumer experience and food safety of the product;
| Food recalls/withdrawals | Level I (Recall) |
Level II (Withdrawal) |
Level III (Withdrawal) |
Total incidents | |||||
|---|---|---|---|---|---|---|---|---|---|
| 2022 | 2021 | 2022 | 2021 | 2022 | 2021 | 2022 | 2021 | ||
| Group | 13 | 29 | 261 | 243 | 90 | 43 | 364 | 315 | |
| Portugal51 | Private Brands | 7 | 10 | 60 | 74 | 7 | 11 | 74 | 95 |
| Perishables | 1 | 0 | 44 | 49 | 20 | 17 | 65 | 66 | |
| Poland52 | Private Brands | 4 | 3 | 59 | 54 | 52 | 7 | 115 | 64 |
| Perishables | 1 | 4 | 1 | 2 | 0 | 0 | 2 | 6 | |
| Colombia53 | Private Brands | 0 | 12 | 81 | 59 | 9 | 0 | 90 | 71 |
| Perishables | 0 | 0 | 16 | 5 | 2 | 8 | 18 | 13 |
▪ Level III – labelling (withdrawal): aspects related to labelling requirements.
In 2022, a total of 364 incidents that prompted the withdrawal of food products was recorded, 15.6% more than in 2021. Of these incidents, 96.4% were classified as Level II and Level III. Level I recalls decreased 55.2% (from 29 in 2021 to 13).
The control and monitoring of suppliers and products, including the implementation of action plans, maintenance and packaging changes, the most common, are the measures we take to prevent product non-conformities and thus the need for withdrawals/recalls. We monitor corrective measures in order to resume product marketing and minimise the risk to consumer health.
2.3.5. Training
In 2022, the number of people trained in food safety and hygiene increased 24%. In the same period, training hours decreased 2% (as a result of a reduction of about one hour of training per employee relating to these topics, amounting to an average of four hours/person trained, that is, 21% less than 2021). The number of training courses increased by 4%.
49 Recall: an action taken by the Group Companies in response to inspections carried out by local authorities, the results of laboratory analyses or internal audits, or complaints/reports from different stakeholders (producers, retailers, government agencies, or consumers). Such action is mandatory and notices are published using the appropriate medium for consumers to return or destroy the product concerned.
50 Withdrawal: a voluntary or mandatory action that can be taken on two occasions based on the risk analysis of the Companies or inspection by a local authority: (a) when quality defects (e.g. colour or texture), weight defects or irregularities are detected in the labelling (which does not pose a potential risk to the health or safety of consumers); or (b) as a precaution pending investigation into a potential risk to public health and safety. If a credible risk is identified, the food is removed from sale and it is categorised as a recall.
51 Pingo Doce and Recheio.
52 Biedronka.
| Food safety and | Training volume54 | Training courses | Employees trained | ||||
|---|---|---|---|---|---|---|---|
| hygiene training | 2022 | 2021 | 2022 | 2021 | 2022 | 2021 | |
| Group | 208,544 | 213,186 | 10,646 | 10,208 | 54,169 | 43,663 | |
| Portugal55 | 48,266 | 35,027 | 5,258 | 4,781 | 15,492 | 10,931 | |
| Poland56 | 32,323 | 32,026 | 5,358 | 4,911 | 22,746 | 21,762 | |
| Colombia57 | 127,955 | 146,133 | 30 | 516 | 15,931 | 10,970 |
Training in Poland encompassed 22,746 employees, 5% more than in 2021. Similar to the aggregated data, there was an increase in training courses (9% more) and in training hours (1% more). Some of the topics covered included:
- food safety systems, as per international HACCP standards;
-
product conformity criteria;
-
good food defense practices, to prevent and fight the intentional adulteration of food;
- waste separation, environmental management, washing and cleaning activities, to ensure good food production and hygiene practices;
- FIFO (first in, first out) management of marketed products.
In Portugal, the number of employees trained (42% more), training courses (10% more) and training hours (38% more) increased compared to 2021. This increase is justified by the implementation of the Livre Serviço (Free Service) programme at Pingo Doce, which encompassed all stores and provided training in good hygiene and food safety practices to employees allocated to the programme. Training topics included:
- requirements associated with the food safety management system, under the international HACCP risk control standard;
- good food hygiene, food safety and food defense practices;
- requirements in specific processes such as washing and disinfection of vegetables, quality control of oil and frying, mincing, display of fish, and the maturing of cheese, sausages and hams;
- microbiology in food products.
In Colombia, the majority of training courses took place in an e-learning format, impacting the number of initiatives held in the country – the decrease in training initiatives, of around 94%, is related to the calculation method (under the in-person model, courses are counted based on attendance, whereas online courses, irrespective of the number of times they are viewed/taken, are only counted once). Training volume also decreased 12%, with shorter e-learning training courses. However, the number of employees covered increased 45% due to Ara's expansion. The training included topics such as:
- good food defense practices;
- requirements in specific processes such as oven-finished products, bulk product management, frozen product management, and quality in perishables logistics;
- quality audits and control visits;
- pest control and prevention.
54 Training volume = number of people trained x number of Hygiene and Food Safety training hours.
55 Pingo Doce, Recheio, Jerónimo Martins Agro-Alimentar, Hussel and Jerónimo Martins Restauração e Serviços.
56 Biedronka.
57 Ara.
3. Respecting the Environment
3.1. Introduction
Today we face two major and interlinked environmental challenges: the effects of climate change and the loss of biodiversity. Governments, businesses, organisations and civil society are challenged to establish science-based policies that include making every effort to limit the rise in global average temperature to 1.5°C above pre-industrial level, and preserving and restoring biodiversity. These policies should include, for instance, increasing aid and incentive mechanisms, adopting best agricultural and production practices, reducing food waste, and promoting healthier and more sustainable diets.
At the Jerónimo Martins Group, we share these concerns and our Environmental Policy58 sets out the priorities for action, aimed at reducing the environmental impacts of our operations and supply chains: preserving biodiversity, fighting climate change, and promoting a more circular economy, also through responsible waste management.
3.2. Preserving biodiversity
[GRI 304-1; GRI 304-2; GRI 304-3; GRI 304-4]
Food sector activities are closely linked to biodiversity issues. As experts in the sale of perishable products – such as meat, fish, fruit and vegetables – we know we depend on biodiversity and ecosystem services, as well as impact them. We are, therefore, naturally committed to preserving ecosystems and working to reverse biodiversity loss. This commitment which begins upstream of our operations (in collaboration with our perishables and Private Brand suppliers), is top of mind in our operations, and also downstream, ensured by providing support for ecosystem conservation and restoration projects, as well as raising employee and consumer awareness on these topics.
Our greatest opportunity for positive action is the way we source the products we sell. Given that the main impact on biodiversity occurs in the primary production stages, we have cross-cutting programmes in place to help us follow best practices when selecting and monitoring suppliers, fighting deforestation, promoting sustainable agriculture, in implementing a sustainable fishing strategy, and selling sustainable products, certified by external and independent entities59 .
We have also established policies and targets in our operations to reduce environmental impacts and that allow us to lower our ecological footprint by cutting energy and water consumption, reducing greenhouse gas (GHG) emissions, and promoting a circular economy.
We also carry out awareness-raising campaigns to encourage the civil society to protect biodiversity. In 2022, we invested more than 1.1 million euros to support projects focused on restoring natural habitats, protecting biodiversity and raising environmental awareness. With regard to the initiatives featured in the table below, we also use the IBAT Alliance tool to assess proximity to protected areas and key biodiversity areas, as well as the conservation risk60 of species that live near them. This assessment complements our monitoring of the progress of these projects.
58 Available under the "Responsibility" area at https://www.jeronimomartins.com/en/.
59 These initiatives are described in more detail in subchapter 4. "Sourcing Responsibly", in this chapter.
60 This risk is assessed according to the IUCN – International Union for Conservation of Nature and Natural Resources.
Institution Project Description Associação Floresta da Serra do Açor Reforestation of the Açor mountain range Project launched in 2020 by the Jeronimo Martins Group, in partnership with the Arganil Town Council, the Coimbra School of Agriculture and the common landowners' associations, to preserve and enhance the landscape devastated by the forest fires of 2017. It involves the reforestation of an area spanning 2,500 hectares over a 40-year period. The project is implemented in the protected landscape area of the Açor mountain range and is close to the Lousã mountain range, a protected area part of the Natura 2000 network. In March 2022, a volunteer initiative was carried out to prune some of the trees already planted and to clean the rings around them, as well as to control invasive vegetation. A total of 445 thousand trees have been planted since the beginning of the project. Fundabejaz Protection of bees Project started in 2021, supported by Ara, for the protection and conservation of bees and raising awareness of their importance in ecosystems. During 2022, the Fundabejaz Foundation held 76 awareness-raising campaigns on the importance of pollinators for ecosystems, involving 1,249 participants. A total of 54 swarms were rescued and, in order to be protected, 23 hives were sent to different nature reserves. Ara also donates sugar as a food source for rescued swarms. Salamander – Polish Society for Nature Conservation Support for endangered species in Poland Project started in 2021, supported by Biedronka, and implemented in cooperation with environmental organisations specialised in the protection of six endangered species: wolf, lynx, European bison, dolphin, Eurasian pygmy owl, and European hedgehog. Two initiatives were of particular note in 2022, (i) the start of the work to identify the habitats of the pygmy owl, so that they are protected by law, and to preserve coniferous and old mixed forests, and (ii) the acquisition, in collaboration with the University of Gdansk, of safe exploratory fishing gear that is not harmful to dolphins for the Hel Marine Station.
Biodiversity protection and ecosystem regeneration projects of note61
3.3. Fighting climate change
Our strategy for the transition to a low-carbon economy encompasses our entire value chain. It includes measures to identify and manage risks and opportunities associated with climate change, mitigation measures (such as reducing energy consumption in operations) and intervention with suppliers. In supplier relationships, we implement measures to promote a circular economy62, good agricultural practices and/or commitments to fighting deforestation63 .
Jerónimo Martins is the food retailer with the best CDP score worldwide
We were again awarded a double 'A', the highest score, from CDP in the "Climate change" and "Water security" categories.
As regards fighting deforestation, we are the only food retailer in the world to achieve the leadership level (A-) in the management of the commodities linked to deforestation: palm oil, beef, soy, and paper/wood.
These assessments by CDP – Disclosure Insight Action (formerly the Carbon Disclosure Project) position us as the food retailer with the best score in the world.
3.3.1. Managing climate-related risks and opportunities
[GRI 201-2]
Since 2020 we have invested in identifying, assessing and managing the risks and financial opportunities associated with climate change, a practice based on recommendations from the Task Force on Climaterelated Financial Disclosures (TCFD64). This work, which included an assessment of our entire value chain, led to the definition, in 2021, of a roadmap that includes the identification of mitigation and adaptation measures to better manage the identified risks and opportunities. In 2022 we took a step further with our
61 More information is available at www.jeronimomartins.com/en/ (Responsibility > Respecting the Environment > Biodiversity).
62 To learn more, see subsection 3.4. "Promoting a Circular Economy", in this subchapter.
63 To learn more about these initiatives, see subchapter 4. "Sourcing Responsibly", section 4.3. "Promoting More
Sustainable Production Practices", in this chapter.
64 TCFD is an initiative promoted by the financial sector that helps businesses quantify and disclose climate-related financial risks and opportunities, and their respective action plans.
perishables and Private Brand suppliers to increase supply chain resilience and assess business opportunities, in particular those related to the production of new crops or to increasing yield. As regards climate risks in logistics processes, a stage in our value chain that has the highest exposure risk, we also focused on (i) mapping planned measures to adapt to the risk of extreme cold or those already implemented by Biedronka, the Company with the greatest exposure in this regard, and (ii) assessing plans for the adaptation of the seaports that supply the chains of our Food Distribution Companies.
Governance
As a Group, and with the sponsorship and commitment of our Board of Directors, we are devoted to ensuring that risk management, including the management of climate risks, is an integrated component of our corporate strategy, culture and value creation process65, particularly with regard to the Sustainability Strategy, both in terms of own operations and in the supply chain. These issues are followed up on in regular meetings (19 in 2022) held by the Sustainability Committees of each Company and by the Committee on Corporate Governance and Corporate Responsibility66, which works with the Board of Directors by assessing and submitting proposals on the corporate responsibility strategy that include climate mitigation and adaptation.
Strategy
When assessing climate-related risks and opportunities we selected a sample of 30 food product groups relevant to our business in the three countries in which we operate: Poland, Portugal and Colombia. These product groups were assessed at four stages of the value chain where several categories of physical and transition risks for time horizons up to 2030 and 2050 were considered, based on two scenarios67:
- average temperature increase between 4.0°C and 6.1°C (scenario RCP 8.5), meaning that the efforts to limit average warming fail;
- average temperature increase below 2.0°C (scenario RCP 2.6), in line with the Paris Agreement.
| Value chain stage | Climate risk |
|---|---|
| Production | • Temperature variation • Change in precipitation patterns and water scarcity • Extreme heat • Extreme cold |
| • Extreme heat • Processing Extreme cold • Energy transition |
|
| Logistics | • Rising mean sea level • Extreme heat • Extreme cold • Extreme winds |
| Establishments | • Energy transition • Extreme heat • Rising mean sea level |
Climate risks relevant to the Group
The main risks and opportunities identified for the Group's businesses are related to the origin of the ingredients used and exposure to physical climate risks, such as extreme short-term phenomena characterised by increased frequency and severity (e.g. heat waves, forest fires or floods), and to chronic climate risks, characterised by long-term changes in climate patterns, such as rising average temperature, changing precipitation patterns and rising mean sea level. The risks and opportunities linked to the transition to a low-carbon economy were also assessed, which, among the risks associated with energy transition, include, for example, increased energy costs related to meeting the targets of the Paris
65 To learn more, see chapter 4 "Corporate Governance", section C"Internal Organisation", subsection III "Internal Control and Risk Management". 66 More information is available on our corporate website under "Specialised Committees".
67 The Representative Concentration Pathways (RCP) scenarios were developed by the Intergovernmental Panel on Climate change (IPCC) and are projections of emission trajectories based on the concentration of human-caused greenhouse gases.
Agreement. We report in detail the climate risks and opportunities in our responses to the CDP - Disclosure Insight Action.
In the particular case of establishments68, around 4,200 facilities were analysed to assess the risks and opportunities associated with the energy transition, refrigerant gases and extreme weather events. As regards the extreme weather events to which the establishments are exposed, only extreme heat was considered relevant, mainly because the rise in temperatures put increased pressure on the functioning of cooling and refrigeration systems in stores in some geographical areas of Colombia. These risks were quantified for each of the countries and determined as not being material. Nevertheless, we are making several investments to replace this equipment with technologies that use natural refrigerant gases or with low global warming potential to reduce greenhouse gas emissions associated with the operation of the equipment69 .
The outcomes of this assessment are in the form of actions that give continuity to activities already underway, such as the acquisition of renewable energy certificates in Portugal and long-term renewable energy procurement contracts in Poland, installation of photovoltaic power production systems for selfconsumption, the installation of equipment with natural refrigerant gases or with lower global warming potential. As regards ongoing initiatives in the supply chain, of note are those focused on fighting deforestation, the sustainable agriculture programme, and the implementation of plans with mitigation and adaptation measures for ingredients exposed to climate risks. Accordingly, regular mapping of climate-related risks and opportunities in the value chain and strengthening cooperation with the Group's perishables and Private Brand suppliers is essential.
In order to improve on the first assessment, in which mitigation or adaptation measures already implemented or planned were not considered, in 2022 we continued to promote multi-stakeholder dialogue that enabled us to identify climate mitigation and adaptation measures that ensure supply chain stability. Moreover, the climate impacts identified could lead to both a decrease in productivity affecting the immediate availability of some ingredients and, at the same time and in some cases, an increase in productivity. In this regard, and within the framework of the strategy established in our climate risk management roadmap, we focused our action on the following activities:
- identifying and assessing the maturity level of mitigation and adaptation measures implemented by Private Brand suppliers of specific ingredients, such as sugar, wheat flour and chocolate;
- identifying climate risks and business opportunities for perishable products, in particular for the production of fruit, vegetables, meat, and fish from aquaculture;
- identifying and assessing the maturity level of 17 mitigation and adaptation measures to extreme cold in Poland implemented by Biedronka logistics;
- identifying and assessing climate action plans for countries with seaports at risk from rising sea levels.
The assessment carried out in 2022 allowed us to identify opportunities for action in our supply chain. The main opportunities are indicated in the table below.
| Ingredients | Country | Activity | Business opportunity |
|---|---|---|---|
| Various (e.g. wheat flour and sugar) |
Global | Production | Investment in renewable energy sources, such as installing photovoltaic panels, which help mitigate climate change and reduce the risks associated with rising energy prices. |
| Various (e.g. meat, fruit and vegetables) |
Colombia Poland Portugal |
Logistics | Increasing demand for local production to mitigate logistic risks that extreme cold and rising sea levels pose to some current sources. |
| Various (e.g. rice, maize flour) |
Colombia | Logistics | Identifying alternative routes and seaports. |
Business opportunities identified in 2022
68 Stores, distribution centres, head office buildings and industrial facilities (central kitchens, soup factory and fresh dough factory) are considered establishments.
69 For more information, see the subsection 3.3.5. "Management of Refrigerant Gases" in this subchapter.
| Ingredients | Country | Activity | Business opportunity |
|---|---|---|---|
| Fruit and vegetables |
Global | Production | Producing fruit and vegetables in places with favourable changes in climate to increased yield and/or the introduction of crops that were not produced in those locations (e.g. increased number of raspberry crops in Poland due to less harsher winters). |
| Fruit | Global | Retail | Raising customer awareness of the impacts of climate change on the availability of some products and/or on the properties thereof, encouraging the purchase of "ugly" fruit and vegetables and reducing waste. |
| Milk | Poland | Logistics | Developing products that facilitate storage and transportation, especially in periods of extreme cold (e.g. powdered ingredients and concentrated products). |
| Fish | Portugal | Production | Increasing the productivity of some fish species in aquaculture, due to the increase in sea temperature. |
In 2021 and 2022, a total of 170 strategic Biedronka, Pingo Doce, Recheio and Ara perishables and Private Brand suppliers were involved, resulting in the identification of different climate risk mitigation and adaptation measures. Some of these measures are described in the table below.
| Ingredients | Company | Value chain stage |
Climate risk | Examples of adaptation measures implemented |
|---|---|---|---|---|
| Wheat | Ara | Logistics | Rising sea levels |
• Identification of alternative production sources. |
| flour | Pingo Doce Recheio |
Processing | Energy transition |
• Installation of photovoltaic power production systems for self-consumption. |
| Cocoa | Biedronka | Processing | Energy transition |
• Implementation of energy efficiency measures in cocoa processing. |
| Sugar | Pingo Doce Recheio Biedronka |
Production | Extreme heat | • Diversification of sources; • Exploratory visits to assess the cultivation practices of the main sugar cane producers; • Development of a good practice handbook for sugar cane producers; • Replacement with other types of sugar (e.g. beet sugar). |
Climate risk: Mitigation and adaptation measures implemented and identified in 2022
In the case of the Companies' establishments, risks and opportunities are mainly related to the energy transition. The main mitigation measures implemented in Group operations are detailed in sections 3.3.3. to 3.3.5.
Risk Management
Despite the associated degree of uncertainty, the most relevant climate risks identified in the supply chain are physical risks, particularly with regard to the occasional shortage of some products due to a reduction in yield or extreme weather events in some source regions. However, because we are a food retail group with a varied offering in many product categories and a mature logistics chain, this risk is largely mitigated by our ability to replace them with similar or alternative products in the event of occasional supply disruptions. Furthermore, we believe that the implementation of mitigation and adaptation measures by the agricultural sector and industry, such as those identified above, will contribute to the management of the identified risks. At the same time, some of the identified risks may also present opportunities in some regions of the world. This is the case of a rise in average atmospheric temperature that could lead to an increase in food production, with the implementation of mitigation and adaptation measures by the agribusiness sector and industry.
The actions identified for the management of periods of extreme cold implemented or in the process of being implemented by Biedronka logistics and local authorities, coupled with extensive experience in managing periods of low temperatures with ice and snow, ensure a significant reduction of the impact of this risk on access to stores and the transportation of products. Moreover, the latest climate data indicates a trend of less severe winters in Poland, which has helped increase agricultural productivity.
In the medium and long terms, the rise in mean sea level will pose a high risk to supply chain logistics processes, should national adaptation plans not be implemented. Identifying alternative routes and diversifying sources are adaptation measures included in our risk management plans and which have been implemented or are in the process of being implemented by a large number of suppliers.
Although transition risk does not pose a risk of disruption in the supply chain, energy costs and investment in new technologies as part of the shift to a low-carbon economy may result in an increase in the production costs of our suppliers and an increase in the cost of our operations (Opex and Capex).
Reputational risk is related mainly to stakeholder expectations with regard to reducing carbon emissions, preserving biodiversity, and fighting deforestation. These are also cross-cutting concerns within the scope of our Corporate Responsibility Strategy and which are embodied in the design of action plans with defined goals, alongside participation in national and international coalitions, such as joining the Science Based Targets Initiative (SBTi) and The Consumer Goods Forum Forest Positive Coalition of Action. Also of note in this regard is our disclosure to and the scores awarded by the CDP in the "Climate change", "Water security" and "Forests" categories, in which we achieved an "A" (highest score) in the first two and "A-" in fighting deforestation.
The likelihood of any of the situations mentioned above occurring and the level and management of the respective impact, including financial, are analysed as a regular part of our short, medium and long-term risk assessment procedures70 .
Metrics and targets
Every three years we set corporate responsibility goals and define related management metrics71. For the three-year period 2021-2023, we have made commitments to reduce by the end of 2023:
- carbon emissions resulting from transporting goods to stores by 5% (in tonnes of CO2e per thousand pallets transported), compared to 2020;
- • energy consumption by 10% per thousand euros in sales, compared to 2017;
- our carbon footprint (scopes 1 and 2) 72 by at least 40% per thousand euros in sales, compared to 2017.
We also made other commitments under our strategy to fight climate change (scopes 2 and 3 emissions)72 , such as fighting deforestation, the sustainable use of energy and water, fighting food waste, encouraging the adoption of good agricultural practices, improving the efficiency of our logistic operations, the ecodesign of packaging, and fighting plastic pollution.
In 2021 we joined the SBTi73, pledging to set a science-based emissions reduction target by the end of 2023. In 2022, we began the process of improving carbon footprint quantification, assessing materiality and defining the calculation method for all categories of scope 3 emissions to complete the Group's emissions inventory.
Progress
Implementing TCFD recommendations and defining GHG emission reduction targets using SBTi criteria will strengthen our climate change strategy and performance.
70 To learn more, see chapter 4 "Corporate Governance", section C "Internal Organisation", subsection III "Internal Control and Risk Management". 71 For more information, see subchapter 7. "2021-2023 Commitments", in this chapter.
72 The sources of emission considered in each of the scopes are defined under subsection 3.3.2. "Carbon Footprint" of this subchapter.
73 The Science Based Targets initiative (SBTi) allows companies to set science-based emission reduction targets, encouraging them to halve emissions before 2030 and achieve carbon neutrality by 2050.
In the next climate risk assessment, more Private Brand and perishable product groups will be considered and we will also analyse new ingredients and raw materials relevant to the portfolio of our Companies. In addition to the negative impacts of climate change on production, the potential of identified opportunities, such as the increase in yield of some crops, must also be quantified in future assessments. In 2023, the following activities will be continued:
- identification of regions with the highest risk of coastal flooding due to rising sea levels to assess the impact on establishments operated by Group Companies;
- setting of climate science-based carbon footprint reduction targets for the Group, in keeping with our pledge to the SBTi.
In 2023 we will also define the commitments for 2024-2027, based on our stakeholder survey and a double materiality assessment.
3.3.2. Carbon Footprint
[GRI 302-2; GRI 305-1; GRI 305-2; GRI 305-3; GRI 305-4; GRI 305-5]
Our scope 1 and 2 GHG emissions accounted for 1,119 thousand tonnes of carbon dioxide equivalent (CO2e) in 2022, 2.2% more than in 2021. This increase is mainly due to the growth of our activities in Colombia and Poland, and to the increase in energy consumption, heating services and fuel.
The specific value of scope 1 and 2 emissions decreased from 0.0524 to 0.0441 tonnes of CO2e per thousand euros in sales, reflecting the increase in operational efficiency. Our goal is to reduce carbon emissions by at least 40% per thousand euros in sales, compared to 2017. In 2022, we reduced emissions by 41%. This reduction was 8.7% in absolute terms, less than that calculated in 2021 due to a review of several emission factors (e.g. electricity in Poland) and the inclusion of emissions from franchising stores and other similar models relating to scope 1 and 2 emissions.
A generalised increase in scope 3 emissions was recorded, in line with the growth of our business, with the exception of category C11 emissions, due mainly to a reduction in the sale of small appliances and electrical equipment.
| Carbon Footprint (t CO2e/thousand euros in sales) | 2022 | 2021* | Δ 2022/2021 |
|---|---|---|---|
| Specific value (scopes 1 and 2) | 0.0441 | 0.0524 | -15.8% |
| Carbon Footprint (t CO2e) | 2022 | 2021* | Δ 2022/2021 |
| Overall Carbon Footprint (scopes 1 and 2)74 by GHG | 1,119,135 | 1,095,467 | +2.2% |
| Carbon dioxide (CO2) | 986,815 | 962,105 | +2.6% |
| Methane (CH4) | 17,123 | 14,973 | +14.4% |
| Hydrofluorocarbons (HFC) | 111,508 | 114,807 | -2.9% |
| Perfluorocarbons (PFC) | 0 | 0 | - |
| Nitrous oxide (N2O) | 3,689 | 3,582 | +3.0% |
| Sulphur hexafluoride (SF6) | 0 | 0 | - |
| Overall Carbon Footprint (scopes 1 and 2) | |||
| Biedronka | 970,631 | 948,377 | +2.3% |
| Hebe | 20,583 | 20,214 | +1.8% |
| Pingo Doce75 | 42,745 | 33,228 | +28.6% |
| Recheio | 3,688 | 4,781 | -22.9% |
| Ara | 60,115 | 69,612 | -13.6% |
| JMA76 | 21,372 | 19,256 | +11.0% |
| Carbon Footprint (scope 1 – direct impacts) | 222,921 | 219,653 | +1.5% |
| Leakage of refrigerant gases | 111,573 | 115,005 | -3.0% |
| CO2 usage | 25,755 | 27,498 | -6.3% |
| Fuel consumption | 52,858 | 48,195 | +9.7% |
| Light vehicle fleet | 16,308 | 14,645 | +11.4% |
| Enteric methane emissions | 16,427 | 14,310 | +14.8% |
74 Scope 2 emissions concern location-based (heating) and market-based (electricity) type emission factors.
76 JMA: Jerónimo Martins Agro-Alimentar.
75 To measure the environmental indicators reported in this subchapter, the distribution centres, central buildings, and trucks used to distribute goods were accounted for under Pingo Doce.
| Carbon Footprint (t CO2e) | 2022 | 2021* | Δ 2022/2021 |
|---|---|---|---|
| Carbon Footprint (scope 2 – indirect impacts) | 896,214 | 875,814 | +2.3% |
| Electricity consumption (location-based) | 754,877 | 792,432 | -4.7% |
| Electricity consumption (market-based) | 876,676 | 859,958 | +1.9% |
| Heating (location-based) | 19,538 | 15,856 | +23.2% |
| Carbon Footprint (scope 3 – other indirect impacts) | 28,582,290 | 27,776,610 | +2.9% |
| C1. Purchased products and services | 24,694,613 | 23,747,272 | +4.0% |
| C2. Capital goods | 131,506 | 111,989 | +17.4% |
| C3. Fuel and energy related activities | 309,982 | 301,594 | +2.8% |
| C4. Upstream transport and distribution | 255,851 | 251,983 | +1.5% |
| C5. Waste produced in operations | 49,268 | 46,907 | +5.0% |
| C6. Work travel | 3,359 | 1,586 | +111.8% |
| C7. Commuting | 20,392 | 18,739 | +8.8% |
| C8. Assets rented upstream | - | - | - |
| C9. Downstream transport and distribution | 4,644 | 3,610 | +28.6% |
| C10. Transformation of products sold | 780 | 620 | +25.8% |
| C11. Use of products sold | 1,822,447 | 2,123,072 | -14.2% |
| C12. End of life of products sold | 1,276,387 | 1,156,116 | +10.4% |
| C13. Assets rented downstream | - | - | - |
| C14. Franchises77 | - | - | - |
| C15. Investments | 13,061 | 12,492 | +4.6% |
* Values corrected to improve alignment with the Greenhouse Gas Protocol methodology.
Note 1: The carbon footprint of the different activities (under the Group's operational control and which account for 100% of turnover) is calculated using the three levels of the World Business Council for Sustainable Development (WBCSD) Greenhouse Gases Protocol and the World Resources Institute (WRI) method: direct, indirect, and third party impacts. The values shown took the following into account: (i) refrigerant gases and enteric methane emissions from livestock – emission factors defined by the IPCC; (ii) enteric methane emissions from sheep – emission factors defined by Agência Portuguesa do Ambiente (Portuguese Environmental Agency); (iii) fuel and heating – defined by Direção-Geral de Energia e Geologia (Portuguese Directorate-General for Energy and Geology), by Unidad de Planación Minero Energética (Colombian Unit of Mining and Energy Planning) and by Krajowy Ośrodek Bilansowania i Zarządzania Emisjami (Polish Centre for Emission Balance and Management); (iv) electricity – defined by the International Energy Agency (location-based electricity), by suppliers (market-based electricity in Portugal), by the Association of Issuing Bodies (market-based electricity in Poland), and by Unidad de Planeación Minero Energética (marketbased electricity in Colombia); (v) fuel used in the light vehicle fleet – defined by the Greenhouse Gas Protocol. The emission factors defined by IPCC for stationary combustion, refrigerant gases and enteric methane emissions those defined by the Greenhouse Gas Protocol for fuel used in the light vehicle fleet were used to calculate the scope 1 carbon footprint by GHG. As regards the breakdown of scope 2 emissions, the percentages of each GHG were considered in the emission factors defined by the International Energy Agency.
Note 2: The scope 3 values shown took the following into account: C1 – includes emissions associated with the transport of goods between suppliers and distribution centres; C4 – includes emissions associated with the transport of goods between distribution centres and stores and between the Group's operational units; C8 and C13 – emissions of these categories are being reported under scopes 1 and 2; C9 – considers the emissions of delivery services to Pingo Doce, Recheio and Hebe customers; C14 – emissions of franchising stores and similar models are being reported under scopes 1 and 2 for financial control; C15 – considers emissions of Hussel and Jeronymo stores, in addition to the investments made by the Group Companies. Detailed information on the calculation of scope 3 emissions is available at www.jeronimomartins.com/en/ (Responsibility > Respecting the Environment > Climate Change).
3.3.3. Water and Energy Consumption Management
In a business in constant expansion it is important to find solutions that counteract the trend of the inherent increase in water and energy consumption, which involves combining construction techniques, technology and the adoption of behaviours aligned with good environmental practices.
With regard to the first two actions, we seek to include a set of solutions in refurbishment projects and the construction of new infrastructures78 that involve the use of renewable energy79, energy control and management systems, efficient refrigeration technologies, freezers and lighting, and water saving systems, such as flow regulators, taps with timers, and rainwater harvesting for use in irrigation systems and to wash equipment.
To contribute to the more sustainable mobility of our customers, in 2022, 54 stores provided charging stations for electric vehicles (52 at Pingo Doce, 1 at Recheio and 1 at Biedronka), supplying more than 2,500 gigajoules (GJ). In our fleet of light vehicles, 10% of the vehicles in Portugal and 3% in Poland were electric or plug-in hybrid vehicles. The investment associated with these measures (249 million euros since 2017) was recovered in less than four years and has prevented the emission of more than 531 thousandtonnes of CO2e.
77 This parameter includes franchising and similar models.
78 For more information on this topic and how these solutions substantially contribute to the European Commission's carbon neutrality goals, see subchapter 8. "The European Union's Taxonomy" in this chapter.
79 See "Renewable Energy" table in this subchapter.
The adoption of good practices by raising awareness among employees also plays an important role in optimising water and energy use and in recycling the waste generated in our operations. With the "Water and Energy Consumption Management Teams" project, launched in 2011 in the Pingo Doce and Recheio stores, we were able to reduce water consumption by 424 thousand m3 and energy consumption by 14.5 million kWh, corresponding to a savings of over 3.1 million euros80 . In 2022, the actions of these teams were included in the "United for the Environment" initiative, launched by Pingo Doce. Biedronka launched the initiative "Dobra energia" (Good Energy) to raise awareness among store employees and included the development of a good practice handbook to save energy in stores, interactive training for all store employees, the provision of an energy monitoring report, and the creation of a dedicated chatbot to facilitate daily store operations. The "Let's Go Green" project, implemented in 2015 with the same goal, encompasses office buildings in Portugal, Poland and Colombia.
New Pingo Doce and Recheio stores
In September, we opened a new Recheio store in Cascais, designed to optimise water and energy consumption and waste management. This store is equipped with LED lights and more than 70 skylights with an automated lighting adjustment system, temperature control and adjustment systems, and a charging station for electric vehicles. Rainwater is harvested to fill the fire water tank and for irrigation. Specific recycling bins are also available to Recheio customers.
The Pingo Doce store in Abóboda, which opened in November, also stands out for the investment made in digitalisation and efficiency. The parking area has a bike rack and bollards and a charging station for electric vehicles. To encourage a reduction in the use of paper, digital leaflets and passwords are provided. This store was also chosen for the new employee environmental awareness signage, developed under the "Let's Go Green" programme.
Water withdrawal and reuse [GRI 303-1; GRI 303-3]
| Total withdrawal (megalitres/million euros in sales) | 2022 | 2021 | Δ 2022/2021 |
|---|---|---|---|
| Overall specific value | 0.245 | 0.248 | -1.2% |
| Specific value (Distribution) | 0.123 | 0.136 | -9.6% |
| Specific value (Agribusiness) | 34.632 | 34.868 | -0.7% |
| Total withdrawal (megalitres) | 2022 | 2021 | Δ 2022/2021 |
| Water withdrawal by source* | 6,220.0 | 5,172.5 | +20.3% |
| Municipal and private supply system | 5,928.9 | 4,898.9 | +21.0% |
| Groundwater | 272.8 | 256.4 | +6.4% |
| Surface water (including rainwater) | 18.3 | 17.2 | +6.4% |
| Water withdrawal by business unit | |||
| Pingo Doce | 1,666.5 | **1,526.6 | +9.2% |
| Recheio | 93.2 | 83.8 | +11.2% |
| Biedronka | 956.3 | **910.9 | +5.0% |
| Hebe | 17.8 | 17.7 | +0.6% |
| Ara | 385.1 | 282.9 | +36.1% |
| JMA76 | 3,101.1 | 2,350.6 | +31.9% |
* Total withdrawal volume corresponds to freshwater.
** Values corrected to include franchising stores and similar models to improve alignment with the GRI methodology used to measure this indicator.
| Recycled water (megalitres) | 2022 | 2021 | Δ 2022/2021 |
|---|---|---|---|
| Total recycled water* | 2.6 | 1.7 | +52.9% |
* Only at Ara.
Our goal is to reduce, by the end of 2023, the volume of water withdrawal in distribution by 10% per million euros in sales, compared to 2017. In 2022, and compared to 2017, water withdrawal was reduced by 28% per million euros in sales.
In absolute terms, water withdrawal increased 20.3% compared to 2021, due mainly to the growth of the agri-food business and the increase in the number of Ara and Biedronka stores. The increase in water consumption at JMA is due to the increase in temperature and periods of drought in mainland Portugal, as
80 Amount calculated based on regular reporting and internal benchmarking.
well as a larger area for the cultivation of cereals and pastures at Best Farmer, an increase in the number of animals and grazing area at Ovinos da Tapada, and the start of the reporting of environmental indicators by Outro Chão.
Water withdrawal in distribution increased 11%, in absolute terms, compared to 2021, due mainly to the expansion of the store networks (451 more compared to 2021), the marked increase in business at Recheio, and the growth of the food business at Pingo Doce. Indeed, the two central kitchens produced more, restaurant activity increased and the fresh food area was expanded, resulting in increased water consumption for preparing meals and washing tools and equipment.
More than 95% of the water we use for our activities came from municipal or private supply systems. Groundwater and surface water withdrawal accounts for the remaining 5%, for which we hold the required licences and is used for less demanding operations, such as irrigation and cooling systems.
In 2022, the specific value continued to decrease in distribution activities, falling from 0.136 to 0.123 megalitres per million euros in sales.
As regards water reuse at four distribution centres (one in Portugal and three in Colombia) and at the two JMA farms, 18.3 megalitres of rainwater were harvested, 6% more than in 2021. The harvested water was used for cooling systems, irrigation, external truck washing, and livestock watering systems.
In Colombia, the increase in recycled water (52.9% more than in 2021) is due to the operational optimisation of the water collection and treatment system at one of Ara's distribution centres.
| Total wastewater (megalitres) | 2022 | 2021 | 2022/2021 |
|---|---|---|---|
| Wastewater disposal by type of destination* | 2,702.5 | 2,473.3 | +9.3% |
| Municipal sewage | 2,641.7 | 2,417.8 | +9.3% |
| Environment | 60.8 | 55.5 | +9.5% |
| Wastewater disposal by business unit | |||
| Pingo Doce | 1,333.2 | **1,221.2 | +9.2% |
| Recheio | 74.6 | 67.1 | +11.2% |
| Biedronka | 765.1 | **728.7 | +5.0% |
| Hebe | 14.2 | 14.2 | - |
| Ara | 308.1 | 226.3 | +36.1% |
| JMA | 207.3 | 215.8 | -3.9% |
Water disposal [GRI 303-2; GRI 303-4]
* It is estimated that the volume discharged corresponds to less than 0.5% of freshwater.
** Values corrected to include franchising stores and similar models to improve alignment with the GRI methodology used to measure this indicator.
Wastewater discharged directly into the natural environment is licensed in accordance with local laws and is properly treated in the places where it is generated before being discharged, accounting for 2.3% of the total volume of wastewater we generated (0.1 p.p. more compared to 2021).
Water consumption [GRI 303-1; GRI 303-5]
| Total water consumed (megalitres) | 2022 | 2021 | 2022/2021 |
|---|---|---|---|
| Water consumption by business unit | 3,517.6 | 2,699.2 | +30.3% |
| Pingo Doce | 333.3 | *305.3 | +9.2% |
| Recheio | 18.6 | 16.8 | +10.7% |
| Biedronka | 191.3 | *182.2 | +5.0% |
| Hebe | 3.6 | 3.5 | +2.9% |
| Ara | 77.0 | 56.6 | +36.0% |
| JMA | 2,893.8 | 2,134.8 | +35.6% |
* Values corrected to include franchising stores and similar models to improve alignment with the GRI methodology used to measure this indicator.
Note: According to the Global Reporting Initiative (GRI) formula, water consumption is the difference between water withdrawal and water discharge.
Water stress [GRI 303-1, GRI 303-2]
To determine the exposure of our activities to the risk of a shortage of drinking water, a water stress test by level is conducted every year associated with water withdrawal. To this end, the physical locations of the establishments of the Companies are mapped and the World Resources Institute (WRI) "Aqueduct: Baseline Water Stress Class" model is followed.
| Water withdrawal (megalitres) | Water disposal (megalitres) | |||
|---|---|---|---|---|
| Water stress class | Municipal and private supply system |
Groundwater and surface water |
Municipal sanitation |
Environment |
| Total | 5,928.9 | 291.1 | 2,641.7 | 60.8 |
| Low | 676.6 | 37.9 | 551.8 | 19.7 |
| Low to medium | 338.4 | 0.0 | 270.7 | 0.0 |
| Medium to high | 1,471.2 | 186.9 | 1,253.8 | 36.9 |
| High | 2,149.7 | 47.2 | 116.3 | 0.0 |
| Extremely high | 1,292.0 | 19.1 | 448.3 | 4.2 |
| Drought | 0.0 | 0.0 | 0.0 | 0.0 |
| No data | 1.0 | 0.0 | 0.8 | 0.0 |
This analysis shows that, in 2022, 56% of total water withdrawal (3,508 megalitres, 773 megalitres more than in 2021) has an "extremely high" or "high" water stress level. In terms of water disposal, the volume for both risk levels is of 569 megalitres (21% of the total, 15 megalitres more than in 2021). In both situations there is an increase in risk exposure compared to 2021. To mitigate these risks, we have been:
- installing smart irrigation systems that adjust the amount of water based on soil water needs;
- harvesting rainwater for later use;
- using regenerative agriculture techniques applied to the cultivation of cereal crops for cattle feed;
- incorporating non-graded products or by-products of the food industry81 into animal feed (because they have a high moisture content, these products reduce the animals' need for water and their dependence on cereals);
- preventing deterioration of water quality by treating waste water.
Energy consumption [GRI 302-1; GRI 302-2; GRI 302-3; GRI 302-4; GRI 302-5]
| Total consumption (GJ/thousand euros in sales) | 2022 | 2021 | 2022/2021 |
|---|---|---|---|
| Specific value | 0.295 | **0.340 | -13.2% |
| Total consumption (GJ) | 2022 | 2021 | 2022/2021 |
| Energy consumption by type | 7,490,850 | **7,108,202 | +5.4% |
| Electricity* | 6,223,282 | **5,957,994 | +4.5% |
| Fuel | 1,068,654 | **985,904 | +8.4% |
| Heating* | 198,914 | **164,304 | +21.1% |
| Renewable energy | 2,857,075 | **2,662,525 | +7.3% |
| Electricity | 2,837,383 | **2,645,930 | +7.2% |
| Heating | 19,692 | **16,595 | +18.7% |
| Energy consumption by business unit | |||
| Biedronka | 4,359,429 | **4,243,237 | +2.7% |
| Hebe | 96,081 | **94,071 | +2.1% |
| Pingo Doce82 | 1,917,536 | **1,788,249 | +7.2% |
| Recheio | 194,827 | **185,142 | +5.2% |
| Ara | 815,281 | 687,438 | +18.6% |
| JMA | 107,696 | 110,065 | -2.2% |
* Includes 100% renewable sources and the percentage of renewable energy for each source.
** Values corrected to include franchising stores and similar models and to improve alignment with the Greenhouse Gas Protocol methodology.
We pledged to reduce, by 2023, energy consumption by 10% per thousand euros in sales, compared to 2017. At the end of 2022, energy consumption, compared to 2017, had been reduced by 28% per thousand euros in sales.
81 For more information, see subsection 3.4.3 "Waste Management" in this section.
82 To measure the environmental indicators reported in this subchapter, the distribution centres, central buildings, and trucks used to distribute goods were accounted for under Pingo Doce.
Absolute energy consumption increased 5.4% year-on-year. This increase at Biedronka and Hebe is mainly due to the expansion of the number of stores, the increase in energy consumption in the light vehicle fleet, and heating, since most of the refurbished stores replaced old oil heating systems with heat distribution systems. Ara recorded the biggest increase in energy consumption among our Companies, due to the significant growth in the number of stores, in particular in regions with disruptions in electricity supply, which justifies the high fuel consumption for generators. The increase in energy consumption at Pingo Doce is mainly due to the growth of the food business (increased production of central kitchens, increased restaurant activity and larger sales area, and more equipment for food preparation, storage of ingredients and display of meals). In the case of Recheio, the increase in energy consumption is in line with the growth of activity in the year. JMA reduced energy consumption by 2.2% as a result of greater efficiency at the Terra Alegre factory.
Renewable Energy
| Technology | No. buildings |
Energy (GJ/year) | Saving* (t CO2e/year) |
|---|---|---|---|
| Photovoltaic cells for self-consumption**** | 139 | 41,748 | 4,512 |
| Pingo Doce82 | 19 | 24,562 | 1,691 |
| Recheio | 1 | 2,135 | 147 |
| Biedronka | **118 | 9,786 | 2,311 |
| JMA | 1 | 5,265 | 363 |
| Lamp posts and security system powered by photovoltaic | 16 | 719 | 52 |
| panels and/or wind turbines | |||
| Pingo Doce82 | 1 | 1 | 0.1 |
| Recheio | ***3 | 572 | 40 |
| Biedronka | ***10 | 10 | 2 |
| JMA | ***2 | 136 | 10 |
| Solar collectors to produce hot water used for heating water | 14 | 3,888 | 268 |
| and/or in the air conditioning system | |||
| Pingo Doce82 | 7 | 3,399 | 234 |
| Recheio | 7 | 489 | 34 |
| Geothermal heat pumps (Biedronka) | 16 | 6,311 | 1490 |
* These values reflect the update in the electricity emission factor (market-based).
** At the end of 2022, 500 new photovoltaic power production units were under construction at Biedronka establishments.
*** Values corrected to improve alignment with the GRI methodology used to measure this indicator.
**** At the end of 2022, solar photovoltaic energy production units were installed in two Ara stores and one distribution centre in Colombia, with commissioning planned for early 2023.
With more photovoltaic infrastructures, the investment in renewable energy led to the generation of around 52 thousand GJ, 43% more than in 2021. Since July 2018, we have been investing in electricity from renewable energy sources to power the operations of our banners in Portugal, by acquiring RECS certificates (Renewable Energy Certificate System). In 2022, the purchase of these certificates helped avoid the emission of 128 thousand tonnes of carbon dioxide equivalent. In total, 38% of the energy we use comes from renewable sources (1 p.p. more than in 2021). The absolute value of consumption increased 7.3% compared to 2021, mainly due to the increase in the purchase and production capacity of photovoltaic energy at Biedronka stores.
Investment in renewable energy
Biedronka increased the number of establishments with solar photovoltaic power production units from 8 to 118, which generated 2.7 million kWh (9,786 GJ) and avoided the emission of 2,311 tonnes of carbon dioxide equivalent. Five hundred new solar photovoltaic production units are expected to be commissioned by the end of Q1 2023, reinforcing investment in renewable energy sources for self-consumption.
In 2022 Biedronka also secured the supply of 78 GWh/year (280,800 GJ) of renewable energy through a 15-year virtual power purchase agreement (VPPA) with GoldenPeaks Capital. This investment will avoid the emission of 800 thousandtonnes of carbon dioxide equivalent.
3.3.4. Reduction of environmental impacts from logistics processes
To improve the efficiency of logistics processes, we continued efforts to optimise distribution routes and

Backhauling operations83
increased investment in more efficient goods transport vehicles.
In 2022, backhauling operations shaved off 24.3 million kilometres, 883 thousand more than in 2021, with the respective reduction in emissions (21.3 thousand tonnes of carbon dioxide equivalent). This improvement was achieved despite the reduction in Poland, due to the use of trucks exclusively for transportation between Biedronka distribution centres. Route optimisation has led to a reduction in demand for long-distance backhauling, since routes between distribution centres include passing by suppliers' facilities. In Colombia, backhauling is practically non-existent due to the lack of space on trucks to increase reverse logistics, and because suppliers are not close to return routes.
The fronthauling project84 shaved off 153,170 km (9.4% more than in 2021) and avoided the emission of 135 tonnes of carbon dioxide equivalent at Pingo Doce and Recheio.
At Ara, the project to transport non-palletised goods to optimise transport loads between our suppliers' facilities and our distribution centres shaved off 947,000 km (18% less than in 2021) and avoided the emission of 1,548 tonnes of carbon dioxide equivalent. The by-truck project (trailers for the transportation of goods between distribution centres and the farthest stores) was extended to all regions and shaved off 3 million kilometres, 15.3% more than in 2021, and avoided the emission of 2,365 tonnes of carbon dioxide equivalent.
83 After delivering products to our stores, the return route includes stopping by the facilities of the Group's suppliers to pick up goods and take them to the distribution centre.
84 After delivering products to our distribution centres, our suppliers' return route to their facilities includes stopping by the Group's stores to deliver goods. This project is only implemented in Portugal.


* Amounts adjusted based on updated calculations as a result of external verification processes.
As regards goods transport vehicles, in 2022 there was an increase in the total Euro VI trucks (364 more than in 2021) and a reduction in Euro IV and Euro V trucks (208 fewer compared to 2021), despite the increase in Euro V trucks in Colombia.
In 2022, carbon emissions associated with transporting goods to stores per thousand pallets decreased 2.6%, compared to 2020. Our goal is to reduce carbon dioxide equivalent by 5% per thousand pallets transported by 2023, compared to 2020.
Decarbonising logistics
Biedronka achieved its first Lean & Green star after reducing carbon emissions by 20% in its logistics activities in the 2017-2020 period. Pingo Doce's performance had already been distinguished with the award of three stars in 2021, as a result of a 46% reduction in emissions from logistics activities between 2018 and 2020.
Lean & Green is a European initiative that aims to achieve carbon neutrality in logistics activities by 2050.
3.3.5. Management of Refrigerant Gases
Cold chains and air conditioning play a vital role in the quality, safety and preservation of food products, and is essential in combating food waste. We have two strategies to reduce carbon emissions associated with the refrigerants used in these systems: leak control technologies and, where possible, we voluntarily opt for natural refrigerant gases (in industrial refrigeration installations) or with low global warming potential (in heating, ventilation and air conditioning installations)85 .
Establishments using natural refrigerant gases in their cooling systems
| Type of establishment | Number | Progress* | ||
|---|---|---|---|---|
| 2022 | 2021 | 2022 | 2021 | |
| Stores | 1,948 | 1,914 | 37% | 39% |
| Distribution centres and manufacturing units | 23 | 21 | 61% | 58% |
*Degree of progress compared to total establishments.
85 These actions are in line with the commitments to reduce GHG emissions that we have made voluntarily, including The Consumer Goods Forum's resolution to promote the use of natural refrigerant gases.
In 2022, more than 60% of our distribution centres and manufacturing units used these types of gases. In stores, we are registering equipment (which is expected to be completed by 2024) and standardising progress reporting practices. In addition to these measures, also of note is the use of freezers running solely on propane in 1,706 Biedronka stores, 682 Ara stores, 296 Pingo Doce stores and 39 Recheio stores and platforms.
3.4. Promoting a Circular Economy
Along with cold chains, packaging also plays an important role in preserving the food we sell. We understand the importance of guaranteeing both the integrity and shelf life of the food, and the most circular development possible of the materials. In the particular case of packaging components comprising vegetable fibres, such as paper and wood, further measures must also be adopted, so that natural systems may regenerate86 .
Our strategy is based on accounting for and monitoring the use of the different materials that go into our packaging, in order to identify any opportunities for improvement, to reinforce the incorporation of recycled materials and reusable solutions, and to foster recyclability.
3.4.1. Materials used and initiatives to reduce consumption
[GRI 301-1; GRI 301-2]
Main Materials Used
| Total consumption (tonnes/million euros in sales) | 2022 | 2021 | 2022/2021 |
|---|---|---|---|
| Specific value | 19.17 | *24,04 | -20.3% |
| Total consumption (tonnes) | 2022 | 2021 | 2022/2021 |
| Consumption by business unit | 486,684 | *502,191 | -3.1% |
| Biedronka | 373,840 | *391,619 | -4.5% |
| Hebe | 949 | 830 | +14.3% |
| Pingo Doce87 | 62,121 | 66,000 | -5.9% |
| Recheio | 12,800 | 11,257 | +13.7% |
| Ara | 36,974 | 32,486 | +13.8% |
| Private Brand product packaging (by type) | 456,885 | 473,464 | -3.5% |
| Paper and cardboard | 188,976 | 193,474 | -2.3% |
| Cardboard packaging for liquid products88 | 16,551 | 15,741 | +5.1% |
| Plastic | 142,872 | 137,927 | +3.6% |
| Glass | 79,083 | 95,176 | -16.9% |
| Steel | 20,711 | 21,905 | -5.5% |
| Other materials** | 8,692 | 9,241 | -5.9% |
| Service packaging (by type) | 12,841 | *11,878 | +8.1% |
| Plastic | 8,861 | 8,567 | +3.4% |
| Paper and cardboard | 3,490 | 2,799 | +24.7% |
| Other materials** | 490 | *512 | -4.3% |
| Other consumption | 16,957 | 16,849 | +0.6% |
| Office paper | 976 | 839 | +16.3% |
| Promotional leaflets | 15,981 | 16,010 | -0.2% |
| Recycled materials (tonnes) | 2022 | 2021 | 2022/2021 |
| By business unit*** | 199,366 | 193,181 | +3.2% |
| Biedronka | 163,414 | 155,238 | +5.3% |
| Hebe | 49 | 25 | +96.0% |
| Pingo Doce87 | 19,804 | 21,946 | -9.8% |
| Recheio | 4,142 | 3,616 | +14.5% |
| Ara | 11,957 | 12,355 | -3.2% |
86 For more information, please refer to chapter 5 "Corporate Responsibility in Value Creation, subchapter 4. "Sourcing Responsibly", section 4.3. Promoting More Sustainable Production Practices", subsection 4.3.1. "Fighting Deforestation".
87 To measure the environmental indicators reported in this subchapter, the distribution centres, central buildings, and trucks used to distribute goods were accounted for under Pingo Doce.
88 Correspond to composite packaging used to package products such as juices, milks and creams, among others.
| Recycled materials (tonnes) | 2022 | 2021 | 2022/2021 |
|---|---|---|---|
| By type*** | |||
| Paper and cardboard | 164,715 | 166,596 | -1.1% |
| Plastic | 8,678 | 4,291 | +102.2% |
| Glass | 25,973 | 22,294 | +16.5% |
* Values corrected due to updated calculations at Biedronka.
** Includes aluminium, wood and other materials.
*** Includes private brand product packaging and service packaging.
Total material consumption dropped 3.1% in 2022, mostly due to the decrease in Private Brand products in the beverage and preserved food categories, where glass is used for the packaging. With regard to the intensity indicator (tonnes of materials per million euros in sales), there was a 20.3% reduction, from 24.0 to 19.2 tonnes.
Also in 2022, service and Private Brand product packaging incorporated 42.4% of recycled materials (2.6 p.p. more than in 2021), particularly paper and cardboard, plastic and glass. The paper and cardboard packaging contains 81% recycled materials. In total, around 199 thousand tonnes of recycled materials were used, 3.2% more than in the previous year.
Single-Use Plastics (SUP)
| Total consumption (tonnes/million euros in sales) | 2022 | 2021 | 2022/2021 |
|---|---|---|---|
| Specific value | 7.01 | 8.21 | -14.6% |
| Total consumption (tonnes) | 2022 | 2021 | 2022/2021 |
| SUP use by business unit | 177,893 | 171,571 | +3.7% |
| Biedronka | 126,666 | 124,475 | +1.8% |
| Hebe | 169 | 170 | -0.6% |
| Pingo Doce | 24,962 | 25,697 | -2.9% |
| Recheio | 5,383 | 4,771 | +12.8% |
| Ara | 20,713 | 16,458 | +25.9% |
| SUP use by category | |||
| Private Brand packaging | 142,872 | 137,927 | +3.6% |
| Service packaging | 8,861 | 8,567 | +3.4% |
| Check-out bags | 9,726 | 9,428 | +3.2% |
| Pallet wrapping film | 3,280 | 3,125 | +5.0% |
| Rubbish bags | 12,791 | 12,138 | +5.4% |
| Other SUP* | 363 | 386 | -6.0% |
* Includes cutlery and stirrers for drinks, plates and bowls, cups, straws, and cotton buds (all SUP includes Private Brand, exclusive brands and own consumption, with the exception of cotton buds).
| Incorporation of recycled plastic in SUP (tonnes) | 2022 | 2021 | 2022/2021 |
|---|---|---|---|
| By business unit | 21,879 | 15,535 | +40.8% |
| Biedronka | 14,704 | 9,117 | +61.3% |
| Hebe | 5 | 4 | +25.0% |
| Pingo Doce | 5,070 | 4,730 | +7.2% |
| Recheio | 1,444 | 921 | +56.8% |
| Ara | 656 | 763 | -13.9% |
| By category | |||
| Packaging* | 8,678 | 4,291 | +102.2% |
| Check-out bags and wrapping film | 7,463 | 7,058 | +5.7% |
| Rubbish bags and other SUP | 5,739 | 4,186 | +37.1% |
* Includes Private Brand packaging and service packaging.
| Use of virgin plastic in plastic packaging (tonnes) | 2022 | 2021 | 2022/2021 |
|---|---|---|---|
| By business unit | 148,599 | 147,698 | +0.6% |
| Biedronka | 105,666 | 108,156 | -2.3% |
| Hebe | 164 | 166 | -1.2% |
| Pingo Doce | 19,433 | 20,341 | -4.5% |
| Recheio | 3,469 | 3,553 | -2.4% |
| Ara | 19,867 | 15,482 | +28.3% |
| By category | |||
| Packaging* | 143,056 | 142,203 | +0.6% |
| Check-out bags and wrapping film | 5,543 | 5,495 | +0.9% |
* Includes Private Brand packaging and service packaging.
Specifically as regards plastic, we have made several commitments as a result of our participation in the Portuguese Plastics Pact, the Polish Plastics Pact (through Biedronka), the Colombian Plastics Pact (through Ara), The Consumer Goods Forum's Plastic Waste Coalition of Action, and our pledge to the New Plastics Economy Global Commitment.
Accordingly, by 2025 we undertake to:
- ensure that all Private Brand plastic packaging is reusable or recyclable;
- incorporate at least 25% of recycled content in Private Brand plastic packaging;
- reduce specific plastic consumption by 10%, compared to 2018, measured in tonnes of plastic packaging per million euros of turnover;
- reduce virgin plastic used in Private Brand packaging by 15%, compared to 2018.
With regard to single-use plastics (SUP), there was an increase, compared to 2021, in almost all categories, with the exception of the "other SUP" category, which decreased once again as a result of replacing used plastic for paper, such as in disposable tableware, for example. In 2022, plastic made up 34% of the materials used in the four packaging categories (Private Brand, service, check-out bags and pallet wrapping film89). Of the total plastic used, 16,140 tonnes were from recycled plastic, representing 9.8% of the SUP in these categories, very close to another commitment made: to increase the recycled plastic content of all the plastic packaging under our responsibility to 10% by 2023.
Concerning our commitment to achieve a 5% reduction, compared to 2018, in plastic consumption (measured in tonnes per million euros in sales) by 2023, the value calculated in 2022 indicates a 27% reduction – also better than the target of a 10% reduction, compared to 2018, by 2025.
The use of virgin plastic increased by 0.6% compared to 2021; however, this percentage is currently 4.6% lower than the reference year (2018). Our goal is to achieve a reduction of 15% by 2025.
With regard to the recyclability of plastic packaging, using the Ellen MacArthur Foundation's Recyclability Assessment Tool, in 2022 we ascertained that 41.8% was recyclable (1.7 p.p. more than in 2021). The percentage indicated takes into account the different polymers in plastic packaging and the various formats, as well as the existence and effectiveness of the sorting and recycling systems in the countries where we operate. Although our Companies have fulfilled numerous mono-material packaging projects, there are still no sorting solutions for some flows (e.g., multi-layer polypropylene flexible plastics and hard polystyrene packages), even where a recycling industry has been set up. Due to this fact, some plastic packaging formats are still classified as "non-recyclable" according to the aforementioned methodology, even when sorting and downcycling90 circuits exist locally, as is the case in Poland and in Portugal. To help increase the recyclability of our Private Brand plastic product packaging, we have been removing problem components (e.g., PVC and EPS polymers) from packaging, that is to say those that jeopardise recycling or decrease the quality and value of the recycled product. At present, 90.6% of our packaging meets that commitment, an increase of 1.6 p.p. compared to 2021.
89 Excluding rubbish bags and other SUP that are not packages.
90 Recycling process whereby the resulting materials are of an inferior quality to the original ones, so that the same products with the same quality cannot be manufactured, only those that require lower quality material.
Fighting plastic pollution – highlights from 2022
- Recheio launched 11 plastic-free disposable tableware items (plates, bowls and cutlery) made from forest fibres, in the Amanhecer, Masterchef and Gourmês brands. These articles are sold in packages certified as being sourced from responsibly managed forests.
- Pingo Doce launched the "Eco mesh bags" collection. These mesh bags come in various colours and sizes and are made in Portugal from cotton. They are a practical, versatile and appealing alternative for carrying shopping and other day-to-day objects. To promote the reduction in the use of disposable packaging in the customer service sections (meat, fish, takeaway, cold meats, bakery and coffee shop), a set of different sized reusable boxes was introduced, for the customer to carry their purchases.
- The PET plastic bottle and cap collection system launched at the end of 2021 in five distribution centres in Colombia was extended to six distribution centres and Ara's head office. A total of 1,550 kg have been collected since the beginning of the initiative.
- To reduce the quantity of plastic used in the fresh meat and fish trays and make them easier to recycle, Biedronka removed the plastic materials used to absorb the fluids from those products and replaced them with cellulose alternatives.
See also the feature box about the "Packaging Ecodesign – highlights from 2022"
3.4.2. Promoting the Sustainable Use of Materials
Ecodesign of packaging
The ecodesign packaging project, created more than ten years ago, seeks to reduce the environmental impact and optimise the costs of production, transport and waste management of Private Brand product packaging. Since its launch, the initiative has helped to change 1,156 product references, thus avoiding the
use of 36,247 tonnes of materials. An additional 341 FSC® certified packages were also introduced. The optimisation of packaging, in terms of shape and/or reducing its weight, also helped avoid the emission of 5,712 tonnes of carbon dioxide as a result of increased efficiency in the transport of products.
In 2022, we implemented 413 of these projects (146 at Biedronka, 130 at Pingo Doce, 92 at Recheio, 35 at Hebe, and 10 at Ara), increasing the percentage of ecodesigned Private Brand product packaging to 18% since 2011, exceeding our target of 12% by the end of 2023. Besides this commitment, in the period 2021-2022 Hussel implemented its first 31 ecodesign packaging projects.

As regards the reusability of plastic packages, in 2022 we determined that 1.5% of plastic packages were reusable (0.3% p.p. more than in 2021), according to the Ellen MacArthur Foundation proposed method for reporting this indicator to the Global Commitment.
Packaging ecodesign – highlights from 2022
- Biedronka reduced the weight of nine water bottles from the Oaza and Polaris brands, resulting in an annual saving of 238 tonnes of plastic. In addition, the bottles of two Wyborny cooking oil products began to be produced using 51% recycled PET, avoiding the use of 374 tonnes of virgin plastic per year.
- The hard plastic cap was removed from 12 soup products produced in Biedronka's factory and another 12 produced in Pingo Doce kitchens. Pingo Doce also removed the lid from 20 desserts. In total, an annual saving of more than 80 tonnes is estimated.
- At Recheio, the bottles of ten Amanhecer bleach products were changed to incorporate 55% recycled plastic. The packaging film of five Amanhecer toilet paper products started to be produced using 50% recycled plastic. These measures avoid the use of around 12 tonnes of virgin plastic per year.
- Ara replaced the bags of three rubbish bag references with a paper label and swapped the film joining the hand dishwashing liquid pack for tape, avoiding the use of 70 tonnes of plastic per year.
- The paper used in the packaging of 35 of Hebe's Private Brand references is now FSC® certified, thereby ensuring that it is sourced from responsibly managed forests.
- Hussel began removing the black trays from 31 articles, making them easier to separate and generating recycled material of greater value, in other words, more circular material.
Reusable Packaging
The use of reusable packaging in our operations enabled us to avoid over 47 thousand tonnes of disposable packaging in 2022, an increase of 27% compared to 2021. Pingo Doce and Recheio accounted for the reuse of 61.9 million reusable boxes in the perishables areas (40% more than in 2021, mostly due to the central kitchens and Pingo stores pooling used boxes), whilst at Biedronka that figure was 22.9 million for bakery products (17% less than in 2021, due to changes in the mix of items sold in this category). Ara used over 10 million reusable boxes to transport bottled water, milk, meat and fruit and vegetables, representing an increase of 80% compared to the previous year, mostly due to having introduced this solution in the meat product category.
The ECO plastic bottle refilling solution, available at Pingo Doce, was extended to 233 stores, 91 more than in 2021. This solution avoided the use of 96 tonnes of SUP, 39% more than in 2021.
| Material used by type of solution | 2022 | 2021 | 2022/2021 |
|---|---|---|---|
| Reusable paper check-out bags (tonnes) | 2,445 | 1,893 | +29.2% |
| Biedronka | 2,319 | 1,780 | +30.3% |
| Hebe | 10 | 0 | - |
| Pingo Doce | 111 | 112 | -0.9% |
| Recheio | 0 | 0 | - |
| Ara | 5 | 1 | +400% |
| Reusable plastic bags* (tonnes) | 9,187 | 8,951 | +2.6% |
| Biedronka | 6,606 | 6,152 | +7.4% |
| Hebe | 35 | 44 | -20.5% |
| Pingo Doce | 2,153 | 2,164 | -0.5% |
| Recheio | 7 | 6 | +16.7% |
| Ara | 386 | 585 | -34.0% |
| Trolleys (units) | 28,650 | 28,500 | +0.5% |
| Biedronka | 0 | 0 | - |
| Hebe | 0 | 0 | - |
| Pingo Doce | 28,287 | 28,093 | +0.7% |
| Recheio | 353 | 353 | 0.0% |
| Ara | 10 | 54 | -81.5% |
Reusable Solutions for Transporting Customers' Shopping
* Includes different sized resistant bags and materials that can be used multiple times.
In 2022, there was a general increase in the use of check-out bags, despite the fact that our Companies stopped providing plastic check-out bags free of charge in 2017. This rise is essentially due to the increase in the number of stores and convenience solutions we provide to our customers, such as reusable paper and plastic bags. The reusable plastic bags (polyethylene) available at Biedronka and Pingo Doce are Blue Angel91 certified and contain 85% of post-consumer recycled plastic. Also noteworthy is the increased use of post-consumer recycled plastic in reusable bags (polypropylene), from around 60% in 2019 to 80% in 2022, representing around 7,400 tonnes. As regards paper bags, at Biedronka, bags contain 70% recycled material and at Pingo Doce they contain 76%, corresponding to 1,700 tonnes.
System for returning reusable glass bottles
In March 2022, Biedronka launched a system for returning half-litre glass beer bottles from five leading brands. Customers can drop off empty bottles in 3,150 stores and receive back the deposit paid on the purchase. The bottles are then returned to the beer producer, to be refilled. This initiative avoided the use of 6 million disposable bottles (1,750 tonnes of glass).
Promoting bulk sales
At Ara, bulk sales accounted for over 37 thousand tonnes of food products, being available in 55% of stores (605 establishments), where at least one of the products covered are sold (rice, sugar, lentils and beans). There was a reduction of stores with bulk sales, compared to 2021, due to significant losses in the products covered.
At Biedronka, 27.3 thousand tonnes of dried fruits and sweets were sold in bulk, an option that is available in 97% of the stores. At Pingo Doce, this bulk sales model is available in 51% of the stores and amounted to 262 tonnes.
3.4.3. Waste Management
[GRI 306-3; GRI 306-4; GRI 306-5]
In 2022 our businesses generated almost 578 thousand tonnes of waste, 3.4% more than in 2021, an increase that is due to the growth of our Companies' operations. The sharp rise in the amount of waste is related to the growth of sales in the e-commerce area in the case of Hebe, and in the case of JMA, to the increase in organic waste resulting from increased production at Terra Alegre.
The increase in the amount of hazardous waste, compared to 2021, is related to the write-off of Pingo Doce cold storage equipment that contained fluorinated gases. Organic, plastic and unsorted waste recorded the main increases due to higher sales.
| Waste produced (tonnes/million euros in sales) | 2022 | 2021 | 2022/2021 |
|---|---|---|---|
| Specific value | 22.75 | 26.74 | -14.9% |
| Waste produced (tonnes) | 2022 | 2021 | 2022/2021 |
| By type of waste | 577,538 | 558,625 | +3.4% |
| Cardboard and paper | 344,172 | 341,713 | +0.7% |
| Plastic | 15,224 | 13,926 | +9.3% |
| Wood | 2,049 | 2,055 | -0.3% |
| Organic | 109,460 | 103,586 | +5.7% |
| Unsorted | 90,642 | 83,343 | +8.8% |
| Cooking oil and fats | 211 | 222 | -5.0% |
| Effluent's treatment waste | 9,704 | 8,505 | +14.1% |
| Hazardous waste | 307 | 138 | +122.5% |
| Other waste | 5,769 | 5,137 | +12.3% |
| Per business unit | |||
| Biedronka | 438,763 | 426,753 | +2.8% |
| Hebe | 1,197 | 924 | +29.7% |
| Pingo Doce | 93,855 | 92,168 | +1.8% |
| Recheio | 6,455 | 6,399 | +0.9% |
| Ara | 34,643 | 30,155 | +14.9% |
| JMA | 2,625 | 2,226 | +17.9% |
91 Blue Angel certification is awarded to products that have a better environmental profile.
Waste recovery and destination in operations
The waste recovery rate in 2022 was 85.5%, similar to recent years. Waste quantity sent to landfill was 14.1%.
| Waste recovery rate | 2022 | 2021 | 2022/2021 (p.p.) |
|---|---|---|---|
| Overall value | 85.5% | 85.8% | -0.3 |
| Biedronka | 90.8% | 91.5% | -0.7 |
| Hebe | 81.4% | 77.4% | +4.0 |
| Pingo Doce | 65.3% | 64.8% | +0.5 |
| Recheio | 70.3% | 69.5% | +0.8 |
| Ara | 75.3% | 72.8% | +2.5 |
| JMA | 87.5% | 94.8% | -7.3 |
| Waste management methods | 2022 | 2021 | 2022/2021 (p.p.) |
|---|---|---|---|
| Recovery* | 85.5% | 85.8% | -0.3 |
| Landfill | 14.1% | 13.8% | +0.3 |
| Incineration (without energy recovery) | 0.0% | 0.0% | 0.0 |
| Other destinations without recovery | 0.4% | 0.4% | 0.0 |
*Includes sending waste for recycling, organic recovery, and incineration with energy recovery.
Fighting food waste92
The Group is committed to halving the food waste93 generated by our activities by 2030, in line with target 12.3 of goal 12 – Responsible Consumption and Production defined in the United Nations Sustainable Development Goals. The goal for the 2021-2023 period is to limit the amount of food waste to 16.1 kg per tonne of food sold.
In 2022, food waste increased 0.6% compared to 2021, to 17.7 kg per tonne of food products sold. The perishables categories represent around 70% of the food waste generated by our operations. Pingo Doce recorded the greatest absolute increase (0.7 kg of food waste per tonne sold) in food waste due to the downturn in fresh fish consumption, with a decrease in waste in the majority of product categories. At Biedronka, investment in perishables (43% more stores with a meat counter) drove the increase in food waste.
| Kg of food lost or wasted/tonne of food sold | 2022 | 2021 | 2022/2021 |
|---|---|---|---|
| Food waste* | 17.7 | 17.6 | +0.6% |
| Destination | |||
| Animal feed and bioprocessing | 1.1 | 2.2 | -50.0% |
| Anaerobic digestion, composting and controlled combustion | 11.9 | 10.8 | +10.2% |
| Landfill, incineration, and wastewater treatment systems | 4.7 | 4.6 | +2.2% |
| Quantity per business unit | |||
| Biedronka | 18.7 | 18.5 | +1.1% |
| Pingo Doce** | 22.0 | 21.3 | +3.3% |
| Recheio | 5.1 | 4.7 | +8.5% |
| Ara | 11.7 | 11.4 | +2.6% |
* According to the FLWP, food not used for human consumption is considered food waste.
** The food waste from distribution centres was accounted for under Pingo Doce, although the structures are shared with Recheio.
The halving of the amount of food sent for use in animal feed and bioprocessing is justified by the large amount of animal by-products sent for anaerobic digestion, composting and controlled incineration in Poland.
Our actions to fight food waste are carried out throughout the value chain. As such, upstream and downstream of our operations, non-graded food is incorporated into the soups we produce in Portugal and Poland or in 4th range products (washed and pre-cut ready-to-use vegetables) sold at Pingo Doce and Recheio stores. Non-graded foods, also known as "ugly" vegetables, have the same nutritional profile as that of graded produce. JMA also sources by-products from the food industry and non-graded
92 We were the first retailer in Portugal to calculate and publicly disclose our food waste footprint, in line with the methodology of the World Resources Institute's Food Loss and Waste Protocol (FLWP), enabling us to ensure that these objectives are accounted for and monitored. 93 The calculation assumptions are available under "Responsibility" at www.jeronimomartins.com/en/.
vegetables for incorporation into livestock feed. Since 2015, this better use of non-graded vegetables has prevented the waste of almost 160 thousand tonnes of food94 .
We have implemented the markdown project in our operations, which consists of selling products that are nearing their expiration date at discounted prices. This initiative began in 2019 at Pingo Doce and in 2020 at Biedronka, and prevented the waste of 6 thousand tonnes of food in 2022, 25% less than in 2021. The decrease in 2022 is linked to the temporary interruption of the project in over 90% of Biedronka stores, due to the technological upgrade that began in the last quarter of 2022 to increase operational efficiency.
Use of leftover roast chicken and roast suckling pig to make various products (e.g. pizzas, salads and sandwiches) available at the Pingo Doce takeaway prevented the waste of 262 tonnes of such food. The sale of salmon heads at discounted prices at the Pingo Doce fish counters also avoided 138 tonnes being wasted. Larger fruits (such as melons, watermelons, cantaloupe melons, papayas and pineapples) are cut into halves to avoid waste in stores and in consumers' homes, as it encourages customers to purchase less quantity.
We also donate food to charities through the stores and distribution centres95. In 2022, we donated 21,900 tonnes, 2.3% more than in 2021. Employees are trained96 in order to ensure that safe food for donation is identified, selected and separated. Along with these measures, we also promote campaigns to raise consumer awareness through social media, leaflets, in-store communications and initiatives such as the publication of recipe books to make use of leftover food97 .
Customer waste recovery
[GRI 301-3; GRI 306-2; GRI 306-3; GRI 306-4]
To promote waste sorting and recovery, we provide recycling bins and other systems98:
- in 98% of the Pingo Doce store network;
- for the collection of small electrical appliances and used batteries in 87% of Biedronka stores; the reduction compared to the previous year (-12 p.p.) was due to the recycling bin renovation project, aimed at better adapting them to customer needs. At the end of the year, the process was still in progress, justifying the reduction in the universe of stores with such equipment;
- for collection of used battery collection bins at 79% of Ara stores and at all Pingo Doce and Recheio stores;
- for collecting and recycling coffee pods at Pingo Doce stores, which helped raise 5,771 euros for charity;
- such as pilot projects, of which Pingo Doce is a partner, to encourage consumers to return beverage packaging (since the project began in 2019, 84 tonnes of materials such as PET, glass and aluminium have been collected).
| Waste collected in stores (tonnes) | 2022 | 2021 | 2022/2021 |
|---|---|---|---|
| Pingo Doce | 607.91 | 716.67 | -15.2% |
| Used batteries | 7.51 | 8.77 | -14.4% |
| WEEE99 (including fluorescent light bulbs) | 57.22 | 105.21 | -45.6% |
| Used cooking oil | 65.27 | 121.19 | -46.1% |
| Coffee pods | 477.91 | 481.50 | -0.7% |
| Recheio | 1.22 | 0.00 | - |
| Used batteries | 1.22 | 0.00 | - |
| Biedronka | 296.24 | 336.56 | -12.0% |
Waste dropped off by customers in recycling bins at stores
94 More information at www.jeronimomartins.com/en/ (Responsibility > Respect the Environment > Waste Management).
95 For more information, see subchapter 5. "Supporting Surrounding Communities" , section 5.3. "Direct Support", in this chapter.
96 Refers to hygiene and food safety training. For more detailed information, please refer to subchapter 2. "Promoting Good Health through Food", section 2.23 "Food Safety and Quality", subsection 2.3.5. "Training".
97 For more information, please refer to section 3.5. "Awareness Campaigns", in this subchapter and in the "Responsibility" area at www.jeronimomartins.com/en/.
98 For more detailed information on the number and type of recycling bins available to customers, please refer to the "Responsibility" area at www.jeronimomartins.com/en/.
99 WEEE – Waste Electrical and Electronic Equipment.
| Waste collected in stores (tonnes) | 2022 | 2021 | 2022/2021 |
|---|---|---|---|
| Used batteries | 237.77 | 263.75 | -9.9% |
| WEEE | 58.48 | 72.81 | -19.7% |
| Ara | 2.09 | 0.98 | +133.3% |
| Used batteries | 1.96 | 0.96 | +104.2% |
| Used cooking oil | 0.13 | 0.02 | +550.0% |
In 2022, customer waste collection levels decreased at Pingo Doce and Biedronka stores. In the case of Pingo Doce, the sharp decrease in the quantities of WEEE and used cooking oil is related to a decrease in sales of small electrical appliances and cooking oil, although the Company continues to invest in increasing the number of recycling bins for this type of waste. As regards Biedronka, the decrease in the amounts collected is justified by the renewal of the recycling bins, which began in 2022 and will only be concluded in 2023. At Ara, the figure increased with the effort to provide recycling bins to collect used batteries (in 197 more stores than in 2021) and used cooking oil (9 more stores).
New recycling bins at Ara and Recheio
Ara extended the pilot project for collecting used cooking oil to 12 stores, compared to 3 in 2021, enabling 6.5 times more volume to be collected. The used cooking oil is sent to be incorporated into the production of biodiesel.
With regard to Recheio, the Company installed its first recycling bins for customers to drop off their waste (used cooking oil, used batteries, electrical and electronic equipment) at the Braga and Cascais stores. At the latter, there are also containers for collecting used coffee pods and lightbulbs.
3.5. Awareness Campaigns
We hold various campaigns to raise awareness among our employees, customers and surrounding communities on the importance of individual and collective behaviours in protecting the environment. The following table highlights some of these projects implemented in 2022.
| Awareness Campaigns of Note | |||||
|---|---|---|---|---|---|
| -- | ----------------------------- | -- | -- | -- | -- |
| Campaign | Company | Description |
|---|---|---|
| "Vecino, ¿sabes | Ara | In March 2022, Ara's social media100 stressed the importance of the proper sorting, |
| cómo desechar | deposit and treatment of used batteries, reminding customers that there are 674 | |
| tus pilas usadas?" | recycling bins in stores, and of the 2021 results. | |
| (Neighbour, do | ||
| you know how to | ||
| dispose of your | ||
| used batteries?) | ||
| "Smart people | Biedronka | This campaign101 was launched in September and included the characters from Gang |
| don't waste, they | Bystrzaki (Smart Cookie Gang) to share best practices for reducing food waste at | |
| save food!" | home. The campaign ran for two weeks on Biedronka's social media pages and in the | |
| newspaper Fakt (print and digital edition), and posters were displayed in all the stores. | ||
| Biedronka also has an eBook102 dedicated to fighting food waste with 22 recipes from | ||
| renowned chefs and charities. | ||
| "Recicla o | Pingo Doce | Launch of the Recicla o Plástico103 campaign from the Portuguese Plastics Pact in May, |
| Plástico" (Recycle | and Recheio | aimed at raising awareness of best practices for separating plastic packaging. The |
| your Plastic) | initiative was publicised on the Pingo Doce and Recheio digital channels and in stores. |
For more detailed information, see the "Responsibility" page at www.jeronimomartins.com/en/.
100 https://www.instagram.com/p/CboAXN\_LAiS/?igshid=Zjc2ZTc4Nzk%3D
101 https://gangbystrzakow.pl/pl/gang-bystrzakow?page=niemarnujemyzywnosci
102 https://www.biedronka.pl/pl/press,id,5we1htobh,title,czas-na-niemarnowanie-ywnociC
103 https://www.recicla.pactoplasticos.pt/
4. Sourcing Responsibly
4.1. Introduction
Every day we seek to ensure access to quality products at affordable prices and to encourage healthy eating habits based on a sustainable development model. These are the foundations on which our strategy and sourcing activities are built, which are dependent on the close relationships we establish with our suppliers.
4.2. Relationship with suppliers
4.2.1. Selection and Monitoring of Suppliers
[GRI 308-1; GRI 308-2; GRI 407-1; GRI 408-1; GRI 409-1; GRI 412-3; GRI 414-1; GRI 414-2; GRI 416-1]
Our business relationships with suppliers and service providers are based on compliance with ethical, social and environmental principles104. We seek out partners who share with us the values inherent in these principles and who, like us, have the ambition to contribute to the achievement of the United Nations' 2030 Agenda.
To ensure compliance with these principles, set out in our Corporate Responsibility policies105, and to monitor process management, systems management and product formulation, regular audits are carried out to our perishables and Private Brand suppliers106. Three types of audits are conducted: food safety and quality, environmental and social audits.
Measures are taken when suppliers fail to comply with and/or when they are unwilling to implement a corrective action plan, such as suspending the partnership until confirmation that the identified noncompliance has been remedied or even terminating business relations between the parties.
Food safety and quality audits
These audits are the basis for selecting and monitoring new perishable and Private Brand suppliers and allow us to monitor development and production of our current suppliers. Several aspects are assessed, such as hygiene and food safety conditions, traceability and labour-related aspects107 . In the case of new suppliers with food safety certification systems approved by the Global Food Safety Initiative108, a selection audit109 is not required. These suppliers are subsequently monitored through the follow-up audits described below.
Audit frequency is defined based on criteria that determine the performance of the supplier, taking into account:
- the level of perishability of the product and/or the history of risk evaluations per supplier;
- the results of analytical checks, rejections and complaints;
- the previous audits results;
- the existence of food safety system certification, under the schemes approved by the Global Food Safety Initiative.
Based on the outcome of this assessment, suppliers are monitored, in the form of a new audit or visit, with a frequency that usually varies between 6 and 12 months. Accordingly, suppliers with a 'Basic' score are audited/visited every 6 months, those evaluated with a 'High' score are audited/visited every 12 months,
104 These principles are set out in the Jerónimo Martins Group's Sustainable Sourcing Policy, Supplier Code of Conduct, Code of Conduct and Anti-Corruption Policy, available on our corporate website www.jeronimomartins.com.
105 The Group's Corporate Responsibility policies, in particular our Nutrition Policy, Product Quality and Safety Policy, Environmental Policy, Sustainable Sourcing Policy and Supplier Code of Conduct, are available on our corporate website in the "Responsibility" area.
106 Environmental audits also include our service providers.
107 Labour-related aspects, which account for 10% of the assessment, are related to the quality and safety of products, and the audits assess elements such as health and safety working conditions, training, the use of appropriate clothing, hand washing equipment, rules of conduct and personal hygiene, the existence of adequate social areas, changing rooms, and employee bathrooms.
108 The Global Food Safety Initiative is a coalition of The Consumer Goods Forum that assesses food safety management systems in supply chains with the aim of ensuring a reliable supply of safe food products to consumers. A set of schemes such as the British Retail Consortium (BRC), Global Good Agricultural Practices (Global G.A.P.), HACCP/Codex Alimentarius, International Featured Standards (IFS), Food Safety System Certification (FSSC) 22000 and ISO 22000 are recognised by this initiative.
109 In the case of Private Brand product suppliers with a risk rating higher than "low", a selection audit is carried out.
and those that achieve a score of 'Excellent', a longer monitoring window is allowed. Whenever necessary, corrective action plans are drawn up, the progress of which we monitor together with the suppliers.
In the case of slaughterhouses110 and meat suppliers with farms, animal welfare criteria are also assessed. This process, which was implemented in 2016, was designed based on the Global G.A.P. (Global Good Agricultural Practices) framework and on laws in force. General aspects are assessed and adapted for different meat categories111 , such as conditions on the farm, feed, transport and stunning. In 2022, these audits were carried out in Portugal (primary production and slaughterhouses) and, for the first time, in Poland (slaughterhouses). A total of 97 audits were carried out (94% more than in 2021), in line with our commitment to progressively extend these audits to primary production and slaughterhouses in the three countries where we operate.

Animal welfare assessment checklist wins award
In December 2022, the checklist defined by the Group Companies to assess animal welfare among suppliers with primary agricultural holdings and slaughterhouses won the Platinum Award in the Governance – ESG Innovator category presented by Polskie Stowarzyszenie ESG (Polish ESG Association). This methodology is used in Portugal for primary agricultural holdings and slaughterhouses, and in Poland for slaughterhouses.
| Food Safety and Quality Audits of Perishables and Private Brand Suppliers* | |
|---|---|
| ---------------------------------------------------------------------------- | -- |
| Portugal | 2022 | 2021 | 2022/2021 |
|---|---|---|---|
| Perishables | 1,045 | 1,011 | +3% |
| Private Brand – Food and Non-Food | 244 | 258 | -5% |
| Poland | |||
| Perishables | 218 | 299 | -27% |
| Private Brand – Food and Non-Food | 390 | 516 | -24% |
| Colombia | |||
| Perishables | 204 | 51 | +300% |
| Private Brand – Food and Non-Food | 182 | 166 | +10% |
*The audits include the following topics: selection, control and follow-up.
There was a slight reduction in the total number of audits (-1% compared to 2021) mainly due to the positive assessment of the Group's suppliers, resulting in a lower frequency of new follow-up audits, especially with regard to Private Brand suppliers. There was also an increase in the number of audits for selecting new perishable suppliers. In Poland, the good ratings obtained, which determined a lower frequency of follow-up audits, explain the decrease in the number of audits to perishable and Private Brand suppliers. In Colombia the increase in the number of audits is associated to a rise in the number of new potential perishables' suppliers.
Environmental Audits
We also assess the environmental performance112 of our perishables and Private Brand suppliers as well as of our service providers. This assessment is carried out at the time of selection and is also an integral part of the monitoring of our business partners' activity.
At the time of selection, the environmental criteria are given the same weight as the audit components of food safety and quality, which are decisive at the time of approval. In 2022, all approved suppliers were included in this assessment, corresponding to a total of 111 new approved suppliers.
110 Audits cover the slaughterhouses with which the Group Companies and their suppliers work.
111 Specific criteria are defined for beef, poultry, pork, rabbit, and sheep/goat meat.
112 We assess requirements related to environmental certification and environmental management aspects, such as water, packaging, effluents, waste, emissions, and hazardous substances, among other aspects.
The environmental audits for monitoring our perishables and Private Brand suppliers and service providers are conducted by an external entity, which assesses around 100 requirements. The performance113 of suppliers is scored using four levels: Excellent, Good, Satisfactory and Inadequate. The suppliers and service providers to be audited are selected based on our purchasing volume and on the relevance of the environmental impacts of their business.
In 2022, a total of 75 perishables and Private Brand suppliers were audited (8 more than in the last year). In 2021 and 2022, a total of 142 suppliers were audited, corresponding to 16% of perishables and Private Brand suppliers from whom we purchase over 1.1 million euros – which brings us very close (4 p.p.) to achieving our goal: ensure that at least 20% of these suppliers are audited in the 2021-2023 period.
We also audited 56 service providers (21 in Portugal, 27 in Poland, and 8 in Colombia, where audits were conducted for the first time) whose activities have relevant environmental impacts114 .

Suppliers and service providers with an Inadequate score are given a corrective action plan that requires a response within a maximum of six months and the status of implementation is measured in a second audit carried out the following year. We reserve the right to suspend cooperation in cases where the corrective action plan is not complied with. Improvement plans are presented in cases where there are nonconformities or partial conformities.
Social Audits
We are committed to eradicating forced labour115 from supply chains and promoting dignified working conditions, in line with the Priority Principles of The Consumer Goods Forum (an organisation of which we are members): "Every worker should have freedom of movement, no worker should pay for a job and/or be indebted or coerced to work".
Therefore, since 2019 we have fully supported a programme of social audits. This is how we carry out due diligence on our perishables and Private Brand business partners from whom we purchase more than 1.1 million euros, aiming to get to know them in order to assess their procedures and prevent and mitigate potential human and labour rights risks, in line with the principles of our Sustainable Sourcing Policy. We believe this programme can improve our partners' knowledge on social issues, minimise potential risks and leverage their ability to grow in countries with stricter labour requirements.
113 Assessment scores are determined as followed: (i) Excellent: compliance with 100% of the critical requirements and compliance with more than 94% of the Satisfactory level requirements, plus a compliance of between 71% and 85% with the Good level requirements and at least 70% of the Excellent level requirements, or compliance with 100% of the critical requirements and the existence of a certified environmental management system; (ii) Good: compliance with 100% of the critical requirements and compliance with between 85% and 94% of the Satisfactory level requirements, plus compliance with 70% of the Good level requirements; (iii) Satisfactory: compliance with 100% of the critical requirements and compliance with between 70% and 84% of the Satisfactory level requirements and; (iv) Inadequate: non-compliance with one or more critical requirements and/or compliance with less than 70% of the Satisfactory level requirements.
114 Production and supply of equipment, transportation, refrigeration and HVAC (heating, ventilation and air conditioning), waste management operators, installation and maintenance of treatment systems, and printer facilities.
115 As defined by the International Labour Organization, available at www.ilo.org.
These audits, carried out by an external and independent entity and which are preceded by an explanatory session with our partners, analyse compliance with national and international laws and take into account the best practices shared by The Consumer Goods Forum's Sustainable Supply Chain Initiative. In 2022 two audit schemes were created to incorporate issues related to high-risk sectors: primary production and at-sea operations, which complement the existing scheme focusing on manufacturing activities.
The audits assess over 125 requirements across 12 dimensions – preventing child labour; preventing forced labour; preventing discrimination; safeguarding the right of association; contractual terms; working hours; salaries and benefits; health and safety at work; emergency preparedness; compliance monitoring; business ethics; protecting human rights – including criteria we consider to be of "zero tolerance". We have defined five levels of compliance116 on the basis of the overall score obtained: Excellent, Very Good, Good, Satisfactory and Inadequate.
In-person and remote audits of 67 direct suppliers were carried out based on their turnover associated with our purchases, specifically on production units of perishables and Private Brand food and non-food products. Local suppliers were audited in Portugal, Poland and Colombia and we also audited suppliers located in Spain, Turkey and Vietnam. Four suppliers classified as Inadequate in previous cycles were audited again. Three remained Inadequate and one progressed to Excellent.

A personalized corrective action plan was presented to and discussed with all
suppliers, irrespective of whether no critical non-conformities were identified in the assessment, requiring a mandatory response within 12 months at the most, depending on the level of severity. During this period, additional contact is established with the supplier to ascertain progress in the implementation of the plan and, when needed, to carry out subsequent audits. Suppliers classified as Inadequate are regularly contacted for up to six months to confirm implementation of the corrective action plan. An in loco or a remote assessment is performed the following year for further evaluation. In the absence of evidence of progress, we reserve the right to suspend the business relationship, as defined in our Sustainable Sourcing Policy.
4.2.2. Supplier Awareness and Training
Close cooperation with our suppliers is instrumental for sharing and defining good practices, common goals and identifying opportunities for product and process improvement. Alongside the visits and audits we carry out, awareness-raising and training also play an important role.
In 2022, several training sessions were held focusing on topics such as food safety and quality, reformulations, the development of new products (in particular vegetarian and vegan products), food defense and animal welfare. Awareness-raising workshops and/or training sessions on sustainability were also held, covering topics such as agricultural practices, environmental and social audits and packaging ecodesign. In total, more than 2,500 representatives from perishables and Private Brand suppliers participated in these sessions in Portugal, Poland and Colombia.
116 The results of each supplier are measured based on full or partial compliance or non-compliance with critical requirements, general-level requirements and, where applicable, good practice requirements. The five levels of compliance are: (i) Excellent: compliance with 100% of the critical requirements and compliance with at least 95% of the general-level and good practice requirements; (ii) Very Good: 100% compliance with the critical requirements and compliance with between 85% and 94% of the general-level and good practice requirements; (iii) Good: Compliance with 100% of the critical requirements and compliance with between 75% and 84% of the general-level and good practice requirements; (iv) Satisfactory: Compliance with 100% of the critical requirements and compliance with between 65% and 74% of the generallevel and good practice requirements; (iv) Inadequate: non-compliance, albeit partial, with at least one critical requirement and/or compliance with less than 65% of the general-level and good practice requirements.
4.2.3. Local Supplier Engagement
[GRI 2-6; GRI 204-1]
We prioritise relationships with local suppliers, a strategy that promotes the local economy of the regions where we do business and that allows us to shorten the distances between our suppliers and our distribution centres. This proximity enables products to reach our stores faster, delivering the freshest food
and extending the shelf life for consumption – which contributes to prevent food waste. With shorter distances to travel, emissions associated with transportation are also reduced, including air and sea transport.
To continue building local relationships, our target is to ensure that at least 80% of the food we sell, in each of the countries where we have operations, is sourced from local suppliers. This target was met again in 2022, both for food products and for perishable and Private Brand products117 .
Proximity relationships facilitate the development of our assortment, while stimulating the economic growth of local suppliers and small-scale producers.



At the same time, we also seek to raise awareness among our consumers about local and seasonal products available in-store. We do this by using stickers bearing the colours of the national flags on perishables such as fruit and vegetables, placing labels on all products incorporating raw materials and/or 100% Portuguese production at Recheio and, in Private Brands, the identification with labels reading 100% Nacional (100% National) at Pingo Doce, Polski Produkt (Polish Product) at Biedronka, and Hecho en Colombia (Made in Colombia) at Ara. In-store communication, leaflets, television campaigns and digital channels also promote regional products and producers, as well as seasonal products.
117 More information on purchases from local suppliers in the meat, fish, fruit and vegetables, bakery/pastry and flowers categories is available on the Group's corporate website on the "Local Suppliers and Innovation" page.
Products sourced from local farmers – Biedronka and Pingo Doce
Biedronka expanded the programme for local fruit and vegetable producers so they could deliver their products to stores or distribution centres located close to the production area. In 2022, this programme covered around 160 suppliers (97 more than in 2021), who delivered about 87 thousand tonnes of fruit and vegetables, 77 thousand more than in 2021. In Portugal, Pingo Doce increased its volume of locally grown cherries, apples and kiwi, purchasing one thousand tonnes more than in the previous year, which corresponds to an 8% increase.
More information is available on the Group's corporate website on the "Local Suppliers and Innovation" page.
We have also implemented other measures that strengthen our relationships with local suppliers, such as support for small and medium-sized producers of perishable produce that are members of Confederação dos Agricultores de Portugal (Confederation of Portuguese Farmers). This measure is unique in Portuguese retail and consists of bringing forward payment to an average of 10 days, instead of the 30 days established by law, without any financial costs to the producer. Since 2012, more than 370 suppliers have benefited from this initiative. In Poland, and since 2020, we have reduced the payment period to a maximum of 21 days for producers with a turnover of less than 100 million złoty (21.3 million euros). Around 160 suppliers benefited from this initiative, 60 more than in 2020.
We also bolstered arrangements to improve the liquidity of suppliers. In Colombia, we enable suppliers to receive early payment on their invoices at more favourable rates and without affecting their debt rating. An additional 57 new suppliers benefited from this initiative in 2022, which ensured early payment to a total of 400 suppliers. This type of programme is also implemented in Portugal and Poland, covering more than 230 and 440 suppliers, respectively.
4.3. Promoting More Sustainable Production Practices
We promote the adoption of good environmental and social practices in the production of our Private Brands and perishables, with the aim of reducing the consumption of natural resources, minimising the impact on ecosystems and ensuring the social and economic development of the regions where we have a direct or indirect influence.
4.3.1. Fighting Deforestation
The expansion of agricultural areas is one of the main causes of deforestation and conversion of High Conservation Value (HCV) ecosystems. Increasing agricultural productivity, adopting best practices, as well as reconverting deteriorated areas are measures that can contribute to the protection of forests and other biodiversity-rich ecosystems, as well as ensure compliance with global targets for greenhouse gas (GHG) reduction and biodiversity regeneration.
With the aim of ensuring the responsible incorporation of key raw materials linked to deforestation into our Private Brand and perishable products and packaging, we work with the Forest Positive Coalition of Action (FP CoA) of The Consumer Goods Forum, in four areas of action:
- ensure that Private Brand and perishable products meet environmental and social sustainability criteria118;
- encourage the main traders of these raw materials and Private Brand and perishables suppliers to make a commitment to fighting deforestation;
- promote, through multi-stakeholder initiatives, the conservation of ecosystems in the major areas in which these ingredients are produced;
- define specific progress indicators and publicly disclose 119 our performance.
118 These criteria include support for activities that do not contribute to deforestation or the loss of high conservation value ecosystems and/or contribute to their regeneration, as well as the efforts to eliminate human, child and/or workers' rights violations.
119 The strategy that shapes our action is publicly disclosed and our progress updated, as part of our participation in the CDP Forests programme, being available at www.cdp.net, and also at our corporate website, under "Fighting Deforestation".
Committed to fighting deforestation recognised in 2022
We were acknowledged in the CDP Forests as the best food retailer worldwide in the managing commodities associated with deforestation. We were rated with an A- (leadership level) in all four commodities assessed by CDP - Disclosure Insight Action: palm oil, soy, beef and paper/timber.
To monitor our progress and identify improvement opportunities, we map the presence of ingredients linked to deforestation in our Private Brand products and perishables, collecting information on their origin and sustainability certification from suppliers, as well as their respective policies to fight deforestation.
Main agricultural commodities with deforestation risk in Private Brand and perishables
| Total quantity (tonnes) | ||||
|---|---|---|---|---|
| Commodity | 2022 | 2021 | 2022/2021 | |
| Palm oil | 60,430 | *40,013 | +51% | |
| Colombia (Ara) | 33,764 | 19,870 | +70% | |
| Poland (Biedronka and Hebe) | 20,454 | *14,514 | +41% | |
| Portugal (Pingo Doce and Recheio) | 6,212 | 5,629 | +10% | |
| Soy | 506,263 | 485,675 | +4% | |
| Soy (direct) | 20,409 | 11,052 | +85% | |
| Colombia (Ara) | 16,837 | 7,937 | +112% | |
| Poland (Biedronka and Hebe) | 2,769 | 2,266 | +22% | |
| Portugal (Pingo Doce and Recheio) | 804 | 849 | -5% | |
| Soy (indirect)** | 485,854 | 474,622 | +2% | |
| Colombia (Ara) | 3,950 | 5,225 | -24% | |
| Poland (Biedronka and Hebe) | 362,859 | 348,074 | +4% | |
| Portugal (Pingo Doce and Recheio) | 119,045 | 121,323 | -2% | |
| Paper and timber | 178,110 | 182,848 | -3% | |
| Paper and timber (product)*** | 139,492 | 144,138 | -3% | |
| Colombia (Ara) | 5,363 | 3,539 | +52% | |
| Poland (Biedronka and Hebe) | 111,962 | 122,812 | -9% | |
| Portugal (Pingo Doce and Recheio) | 22,167 | 17,787 | +25% | |
| Paper and timber (packaging)*** | 38,618 | 38,710 | 0% | |
| Colombia (Ara) | 3,957 | 3,381 | +17% | |
| Poland (Biedronka and Hebe) | 26,246 | 28,408 | -8% | |
| Portugal (Pingo Doce and Recheio) | 8,415 | 6,921 | +22% | |
| Beef | 46,186 | 42,922 | +8% | |
| Colombia (Ara) | 88 | 183 | -52% | |
| Poland (Biedronka and Hebe) | 10,862 | 13,059 | -17% | |
| Portugal (Pingo Doce and Recheio) | 35,236 | 29,680 | +19% |
* Revised values as a result of improvement opportunities identified when verifying the previous year's data.
** Soy used in animal feed for the production of animal protein contained in products.
*** Only virgin fibres. Recycled fibres are excluded.
Palm oil
The global increase in the amount of palm oil used was caused by the growing reliance on this ingredient in the Private Brand products of Ara and Biedronka. At Ara, around 90% of the palm oil was incorporated into vegetable oils used for cooking. At Biedronka, in addition to the increase in the Company's sales, new pastry and snack products containing this ingredient were launched. In 2022, 100% of the palm oil used in our Private Brands and perishables in Poland and Portugal was RSPO (Roundtable on Sustainable Palm Oil) certified, with the vast majority certified according to the "Mass Balance" and "Segregated" schemes120 .
Colombia is one of the world's five largest palm oil producers, but RSPO certification levels in the

country are still relatively low compared to the total produced. This reality, combined with our strategy of promoting local sourcing in the countries where we are present, results in a significant reduction in the global RSPO certification level. At Ara, 99% of the palm oil used in our Private Brand and perishables was produced in Colombia. Of this, less than 5% was RSPO certified.
Since 2021, Ara has been part of the "Acuerdo de Voluntades para la Deforestación Cero en la Cadena de Aceite de Palma en Colombia" (Voluntary Agreement for Zero Deforestation in the Palm Oil Chain in Colombia), with the aim of ensuring that the palm oil used in the Private Brand and perishable products does not induce deforestation. The Agreement is an initiative of the Colombian government and is supported by civil society organisations such as RSPO, Proforest, Tropical Forest Alliance and WWF. In Colombia, less than 0.5% of deforestation in the 2011-2017 period and 0.1% in 2018 was associated with palm oil production121. In 2022, we were able to trace the origin of 90% of the palm oil present in Ara's Private Brand and perishable products back to the farm where it was produced, in line with our commitment. This mapping allowed us to understand that the palm oil present in our products comes from three of the four production areas in the country and from 14 (out of 68) processing plants operating in Colombia. Of the 0.1% deforestation associated with palm oil detected by public entities in 2018, less than 10% occurred in these three production zones. In 2023 we will continue our collaboration with this Colombian government's multi-stakeholder initiative to identify opportunities for improvement in our supply chains.
74% of the palm oil used in Ara's Private Brand and perishable products that did not come from Colombia was RSPO certified in 2022 (54 p.p. more than in 2021).
Soy
The increase in the use of soy is aligned with the growth of our operations. More than 95% of the total consumption is related to its use in animal feed (tiers 2 to 4b122), with further impacts on products that are rich in animal protein. In 2022, the representativity of sales of this type of products continued, specifically in meat and fish from aquaculture (tier 2), and also eggs and dairy products (tier 3). As in 2021, over 50% of the soy in our chain was associated to poultry feed and over 20% to pig feed.
There was also an increase in direct soy consumption (tiers 1 and 5). In Ara's case, it was mainly related to the growth in sales of vegetable cooking oils containing soy, as a result of the launch of new Private Brand products. In Poland, the increase in consumption was once again linked to the introduction of new food products rich in plant-based protein.
121 Data disclosed in the analysis of the level of deforestation linked to palm oil production, carried out in 2019 by IDEAM - Instituto de Hidrología Meterorología y Estudios Ambientales and the Colombian Ministry of the Environment.
120 Information on these certification schemes is available in RSPO's website.
122 The five tiers of soy quantification in the supply chain are taken into account, according to the CGF's "Calculation guidelines for the measurement of embedded soy usage in consumer goods businesses" methodology, available at www.theconsumergoodsforum.com.

In 2022, it was possible to determine the origin of 86% (+1 p.p. compared to 2021) of all soy in our supply chains as a result of our efforts, with suppliers, to map soy to its country of origin. Soy of unknown origin thus represents 14% of the total soy present in our supply chains (vs. 15% in 2021). In 2023, we will continue to reinforce this work with our suppliers, with a special focus on poultry and pork meats, categories in which most of the soy materiality in our supply chain resides.
Around 55% of the soy used in the Private Brand and perishable products comes from countries with deforestation risk123, of which 14% (3 p.p. less than in 2021) had sustainability certification - such as Round Table on Responsible Soy (RTRS) or ProTerra.
Paper and timber
Regarding virgin paper and timber fibres present in our Private Brand products, consumption was similar to that recorded in 2021. Only 0.4% of these fibres are from countries with deforestation risk124, of which 75% come from sustainably managed forests, as they are FSC PEFC or SFI certified. Unknown origins represented 0.4% of the total. Nonetheless, 100% of the fibres with unknown origin are from sustainably managed forests.
For paper and timber used in packaging, more than 80% of the fibres are recycled. With regards to the use of virgin fibres in packaging, a reduction of those coming from countries with deforestation risk was recorded, representing 9% of the total (-5 p.p. than in 2021). Of these, more than 70% are FSC or PEFC certified.
90% of the virgin fibres used in our Private Brand products had sustainability certification (FSC®, PEFC or SFI). In the case of packaging, the proportion is over 70%. It is our goal to reach 100% paper and timber certification for our Private Brand products and packaging by 2030.
Around 2% of the total virgin paper and timber fibres present in perishable and Private Brand products and packaging comes from countries with deforestation risk, of which more than 70% is FSC®, PEFC or SFI certified. Also in this context, it was possible to trace the origin to, at least, the country level in more than 90% of the virgin fibres used. In cases where it was not possible to trace the origin (9% of the total), around 65% hold sustainability certification, such as FSC®, PEFC or SFI.
Beef
As in 2021, we were able to map and trace all beef used in our Private Brand and perishable products back to at least the country of origin. Based on this work it was possible to conclude that 0.5% of the total beef was sourced from Brazil, a country associated with deforestation risk for cattle production. Despite the reduced exposure we have for this ingredient, we continued our participation in the beef working group under the CGF's Forest Positive Coalition of Action.
123 The following countries are considered to pose a deforestation risk associated with soy production: Argentina, Brazil, Bolivia, Paraguay and Uruguay.
124 The countries identified as bearing a deforestation risk associated with agricultural production of paper and timber correspond to those defined in the CGF guidelines.
In 2022, we continued our investments in multi-stakeholder initiatives aimed at contributing to the preservation and regeneration of ecosystems, in line with the ten principles defined by CGF's FP CoA125 .
4.3.2. Promoting Sustainable Agricultural Practices
In addition to our commitments to fight deforestation and the conversion of high conservation value ecosystems associated with commodity production, we also encourage our fruit and vegetable suppliers to adopt good agricultural practices. To this end, we developed the Sustainable Agriculture Handbook that helps farmers calculate the sustainability index value of their farms, making it easier to identify opportunities for improvement in strategic areas, such as land use, biodiversity preservation, water and energy efficiency, and the proper use of fertilizers and plant protection products. We also provide training for farms that are part of the programme, aligning the methodology used in the manual with the objectives of the EU's Farm to Fork strategy.
Our goal in the 2021-2023 period is to have 70 or more new farms following these practices, ensuring an average sustainability index value of at least 3.7 (on a scale of 1 to 5, where 5 is the highest score) for farms that have already undergone two or more assessments. In 2022, the sustainability index value was calculated at 23 new farms in Portugal, bringing the total number of farms assessed in 2021 and 2022 to 44. A total of 160 farms have now been assessed under the programme since it was launched. The 77 suppliers involved in this initiative account for about 61% of the total volume of fruit and vegetables purchased by our Companies in Portugal, in line with the previous year126. The average sustainability index value of the 18 farms reassessed in 2022 was 3.8. The index value recorded in 2022 for the new farms was 3.6.
Reassessments are usually carried out every two years and, in general, the items with the highest score (more than 4) are those related to waste management, production factors (e.g. phytopharmaceuticals and fertilizers) and soil. The items that present the greatest opportunities for improvement are those related to energy management and consumption.
4.3.3. Practices to Promote Animal Welfare
[GRI 304-2; GRI 304-4; GRI 417-1]
As a food retailer and food producer, we recognise animals as sentient beings and encourage our perishables and Private Brand suppliers to follow principles and practices aligned with the five freedoms of animal welfare: (i) freedom from hunger and thirst; (ii) freedom from discomfort; (iii) freedom from pain, injury or disease; (iv) freedom to express normal behaviour; and (v) freedom from fear and distress.
Based on these five premises, we have established a set of operating principles and standards, applicable to all species of animals we market and that can also be implemented for our perishable and Private Brand products in the three countries where we operate, most notably:
- prohibiting the use of growth promoters (growth hormones and beta-agonists);
- only using antibiotics for therapeutic purposes, never preventively or to promote growth;
- mandatory stunning of all animals before slaughter127;
- prohibiting animal testing in the development of our products128;
- banning the use of genetically modified or transgenic additives or ingredients, including cloning techniques, whether plant or animal-based.
Our Policy on Genetically Modified Organisms129 (GMO) states that companies must:
- cooperate with suppliers to understand the production processes and assess the safety and quality standards implemented;
- regularly carry out laboratory analyses, using independent and accredited entities;
125 For detailed information, please see the "Fighting Deforestation" page in the "Responsibility" area at www.jeronimomartins.com and our response to 2022 CDP Forests: Question F6.12.
126 The total universe of fruit and vegetable suppliers in Portugal in 2021 was corrected to 60% as a result of the inclusion of this indicator in the external verification processes.
127 Except for certified religious rituals such as halal or kosher (which account for less than 5% of total sales).
128 Except for animal food products (for which sensory tests are performed to assess the level of satisfaction of a specific target population) and also products for controlling or eliminating parasites and/or super-populations that might be sources of contamination or disease (e.g., insects). 129 Part of our Product Quality and Safety Policy and available on our corporate website under the "Responsibility" area.
- ensure that suppliers can identify and trace GMO in the cases where it is not at all possible to replace them;
- • guarantee the consumers' right to information about the presence of GMO through product labelling130 .
We regularly carry out laboratory tests131 and conduct food safety and quality audits132 of suppliers and the slaughterhouses used by our Companies in Portugal, Poland and Colombia to ensure compliance with these principles, complemented by training and awareness-raising initiatives133. Animal welfare issues are also included on the agenda of each of the Companies' Sustainability Committees so as to define action strategies, monitor performance indicators, and identify opportunities for continuous improvement. Of note is the review of food safety and quality audit criteria in the perishable meat category, to include animal welfare criteria132 .
Livestock transport and slaughter practices
We invest in the implementation of measures to monitor perishables suppliers in Portugal by assessing critical indicators to ensure animal welfare, such as the average transportation time of animals and the mortality rate during transportation, as a way of assessing transport conditions.

In both 2022 and 2021 average transport time in Portugal was less than 4.5 hours, below the 8 hours stipulated in the law as a recommended maximum limit. With regard to transport conditions, the reduced mortality rate (less than 0.25% in all animals) suggest that the animals are not subjected to excessive levels of discomfort, pain or injury. Our goal is to progressively extend this assessment to the other countries where we have operations.
As regards the slaughterhouse practices of perishables suppliers in Portugal, all the animals were stunned before slaughter and more than 98% of stunning was effective at the first attempt (0.6 p.p. less compared to 2021).
Dairy, fresh egg and meat production practices
We have gradually been incorporating products of animal origin produced in line with animal welfare practices into our Private Brand and perishables assortment. We also hold campaigns to raise customer
130 Disclosure is carried out in strict compliance with the limit applied by the Group of a maximum of 0.1% (within the method's quantification limit). The limit allowed under European law is 0.9%.
131 In 2022, the Group conducted over 1,670 GMO analyses in its Molecular Biology laboratory. For more information on these audits see section 2.3. "Food Quality and Safety" in the subchapter 2. "Promoting Good Health through Food".
132 For more information about these audits, see section 4.2 "Relationship with Suppliers", subsection 4.2.1. "Selection and Monitoring of Suppliers" of this subchapter.
133 For more information about these audits, see section 4.2 "Relationship with Suppliers", subsection 4.2.2. "Supplier Awareness and Training" of this subchapter.
awareness of product labels and promote communication campaigns on the websites, social media pages and leaflets of our Companies. Some of the main initiatives carried out are described below134 .
Chicken
Biedronka, Pingo Doce and Recheio sell national-raised Private Brand free-range chicken.
In the case of Biedronka, chickens are raised without the use of antibiotics and are given non-GMO feed. They have a minimum slaughter age of 70 days (higher than the market average of 14 days) and access to the outdoors with a density below 30kg/m2 , providing up to ten times more area than that of conventional chickens.
At Pingo Doce and Recheio, chickens have a minimum slaughter age of 81 days and are raised outdoors with a maximum density of 25 kg/m2 . In 2022 we launched the Best Farmer's free-range chicken, sold in Pingo Doce stores, raised mostly outdoors and with an area per animal 30% larger than conventional methods (equivalent to a maximum density of 25 kg/m2 ). Production is antibiotic-free and animal-welfare certified, approved according to the WelfairTM protocol for welfare assessment (based on the international benchmarks Welfare Quality and Awin® ).
The sale of free-range chicken and animal welfare certified chicken at Biedronka, Pingo Doce and Recheio accounts for a 5% weight on the total sales of this perishable category, almost identical to that recorded in 2021. In 2022 Biedronka also launched six references of antibiotic-free chicken meat of 100% national production.
Beef
In our operations in Portugal, specific animal welfare criteria135 are accessed, such as the absence of wounds and signs of thirst/malnutrition, as well as the ban of transporting cattle for more than eight hours and the use of tranquillisers. For organic beef it is also ensured that certification criteria such as outdoor access, GMO-free feed and grazing are met.
At Pingo Doce, Private Brand Angus beef maintained in 2022 the double antibiotic-free production and animal welfare certification (obtained according to the international benchmarks Welfare Quality and Awin® , and holding the WelfairTM label). Together, Angus beef and organic beef accounted for an 8% weight on sales in the beef perishable category.
Dairy products
The Pingo Doce fresh milk range upheld the Welfair® label, which attests animal welfare certification according to the Welfare Quality protocol, issued by AENOR. The protocol is built on four basic principles: good feed, good shelter, good health and proper animal behaviour. More than 90% of the producers that supply the Terra Alegre dairy factory maintained this certification, enabling the use of the label on Pingo Doce fresh milk packaging. This certification also ensures that dairy cows are free of chains and their tails aren't docked, accounting for about 88% of the total litres of milk marketed under the Pingo Doce Private Brand.
Cage-free chicken eggs
In 2022, our Food Distribution Companies made significant progress in their commitment to ensure that all fresh eggs in their Private Brand ranges will be cage-free by 2025. Three chicken production systems will thus be accepted: barn, free-range and organic. These three systems follow a set of animal welfare criteria and require, for instance, a larger area available per hen, straw bales for the animals to peck at, greater freedom of movement, and perches.
At the end of 2022, 98% of fresh Private Brand fresh eggs came from cage-free hens, compared to 67% in 2021. This 31 p.p. increase is due to efforts made by Pingo Doce and Biedronka136, which stopped selling fresh eggs from caged hens in 2019 and 2022, respectively. In the case of Recheio, greater progress can
135 For more information on these audits see section 4.2 "Relationship with Suppliers", subsection 4.2.1. " Selection and Monitoring of Suppliers " in this subchapter.
134 More information is available on our corporate website on the "Animal Welfare" page.
136 Biedronka has extended this goal to its entire fresh egg assortment, which now includes its Private Brand and supplier brand eggs.

still be made to ensure the transition to fresh cage-free eggs. Ara does not offer Private Brand fresh eggs in its assortment.
Whenever possible, we also use cage-free eggs as an ingredient in our Private Brand products. In the case of Biedronka, cage-free eggs are used in the entire Private Brand assortment containing egg as an ingredient. Pingo Doce and Recheio have also focused on eliminating the use of eggs from caged hens in their Private Brand assortment. By the end of the year, cage-free eggs were used in 51% and 35% of the Private Brand products containing this ingredient, respectively.
To achieve these results, the Companies have been working with suppliers to help them adapt to this transition. In the case of Private Brand eggs, changes include, for example, identifying new production sites and visits by food safety and quality teams to ensure that producers adapt to better meet the required criteria. In the case of eggs used as ingredients in Private Brand products, collaboration with suppliers focused mainly on raising awareness of the importance of adapting their processes for selecting eggs from alternative production systems or finding alternatives to using this ingredient.
Practices at Jerónimo Martins Agro-Alimentar (JMA)
JMA is a Group Company specialised in food production, which also supplies our distribution operations. The Company has four business areas: (i) dairy; (ii) livestock farming (production and fattening of Angus cattle, sheep production, and milk production); (iii) aquaculture (sea bass and sea bream); and (iv) fruit and vegetables (seedless grapes and organic oranges).
Angus cattle are reared by JMA in an area of 6.5 m2 or more per animal, with grooved concrete or rubber flooring to prevent the animals from slipping and getting hurt. We also replace straw used for bedding every day to ensure their comfort and well-being.
At the dairy farm, we provide at least one bed per cow and 0.6 m of feeding space. All animals have access to automatic massage brushes and ambient music is played to reduce stress. Barns also have automatic cooling systems that activate fans and sprinklers to cool the animals, that have collars to monitor activity that enable early detection of pathologies through behavioural changes, thus contributing towards a reduction in the use of drugs.
At our dairy farms and Angus production units, we also ensure:
- vaccination and de-worming of 100% of the animals;
- that 100% of animals are not subjected to mutilation (e.g., tail docking and dehorning) and that they all have free movement (they are free from chains);
- automatic cooling systems that activate fans for ventilation and to reduce the amount of ammonia in the air;
- mandatory training in animal welfare for all employees in contact with the animals;
- that no electronic shocks, sticks or any system that may hurt the animals are used when moving or handling them.
In sheep production we ensure a minimum area of 0.6 m2 per animal, more than the recommended good practice of 0.5 m2 , and feed based on fodder (source of fibre) and concentrate. None of the animals are castrated and they all have freedom of movement.
JMA maintained its certification in the responsible use of antibiotics in its beef production, and dairy farm operations, having obtained an overall score of 100%. This certification guarantees that antibiotics are used for therapeutic purposes only. These units also saw renewed its Animal Welfare certification (Welfair™) in accordance with the European benchmarks Welfare Quality and AWIN®. The production of sheep is also animal welfare certified (Welfair™) based on the AWIN® standard.
In the aquaculture of sea bass and sea bream, we guarantee the vaccination of all fish that we grow in open sea while ensuring a density of 15 kg/m3 or less. None of the fish are subject to mutilation practices (e.g., cutting of fins) in our aquaculture operations, and we use ice-cold water for rapid cooling of body temperature to desensitize the animals.
In 2022, JMA also made an investment in a company that developed an innovative system for sustainable salmon production in Norway.
More information is available on our corporate website, under "Animal Welfare".
4.3.4. Sustainable Fishing
[GRI 304-2; GRI 304-4]
Our commitment to responsible sourcing also applies to the aquatic environment. To this end, we ensure that Private Brand and perishable fish products do not contribute to the over-exploitation, depletion or extinction of species137. In 2022, and in accordance with our Sustainable Fishing Strategy, we again assessed the assortment of our Companies and the conservation status of all the fish species we sell.
Over 240 species of fish have been bought and sold through our Companies' perishables and Private Brand assortments, which clearly shows our strong commitment to diversify the assortment so as to reduce the pressure on the most consumed species.
Around 35% of fish are sourced from aquaculture, a system that helps to prevent the reduction of wild fish stocks, particularly in species most sought after by consumers (and therefore under greater pressure), such as salmon, sea bream, shrimp and sea bass.
137 This commitment is also set out in the Jerónimo Martins Sustainable Sourcing Policy, available on our corporate website on the "Sourcing Responsibly" and "Sustainable Fishing" pages.

The conservation status of each of these species was also assessed according to the IUCN 2022 red list for wild fish138, considering the following threat categories: Vulnerable (low risk), Endangered (medium risk) and Critically Endangered (high risk). For the purposes of this analysis, the Extinct in the Wild level is not considered since the species analysed are caught in the wild. The Not Evaluated, Data Deficient, Least Concern or Near Threatened categories are not considered threatened categories.
In 2022, 34% of the wild fish included in our perishables and Private Brands were classified as Vulnerable, representing the lowest level of risk. No purchases of species included in the other risk categories (Endangered or Critically Endangered) were made.
The table below depicts the level of compliance with the commitments at each of the three levels of conservation risk139 .
| IUCN Red List category |
Commitment | Compliance in 2022 |
|---|---|---|
| Critically Endangered |
Ban the purchase and sale of species classified at this level of risk and for which there are no specific extraordinary permits or whose aquaculture production is not ensured across all stages of its life cycle. Only the European eel (Anguilla 140 falls into this risk category. It has not been marketed since 2016. In the anguilla) assessment carried out in 2022, two other commercial species were identified under this level of risk: the Siberian sturgeon (Acipenser baerii) and the school shark (Galeorhinus galeus). Neither of these species was marketed in 2022. |
100% |
| Endangered | Ban the marketing of species classified at this level of risk whenever they are not 100% obtained from aquaculture and/or from sustainably managed stocks and/or that do not have a sustainability certificate (e.g. MSC or ASC). During the 2022 assessment we identified six species, which we banned from marketing: Madagascar meagre (Argyrosomus hololepidotus); striped catfish (Pangasianodon 141; smooth-hound (Mustelus mustelus); black hake (Merluccius hypophthalmus) senegalensis); undulate ray (Raja undulata), and sandy ray (Raja Circularis). |
100% |
| Vulnerable | Limit promotional activities with species that are classified as 'Vulnerable' whenever they are not obtained from aquaculture and/or from sustainably managed stocks and/or that do not have a certificate of sustainability (e.g. MSC or ASC). During the 2022 assessment we identified 20 species for which we limited promotional activities. |
100% |
138 Assessment is carried out using 2022 data from the IUCN Red List of Threatened Species, accessed through the Integrated Biodiversity Assessment Tool (IBAT). This is provided by BirdLife International, Conservation International, IUCN and UNEP-WCMC. 139 More information at https://www.iucn.org/.
141 100% from aquaculture.
140 Although the European eel is produced from aquaculture, these production systems rely on the collection of "young" specimens (glass eels) from natural environments, which puts pressure on wild populations.
In 2022 we also identified the need for further monitoring of the changes in cod stocks in the coastal area of the Norwegian Sea, Spitzbergen and Bear Island (FAO 27.2), and the need for closer monitoring of changes in Atlantic tuna stocks to ensure that the management plan is complied with and that stock integrity is maintained in the coming years.
In 2022, we reviewed our Sustainable Fishing Strategy and decided to carry out an annual assessment of the level of risk of all species in the Group's perishables and Private Brand assortment, as opposed to the previous frequency of every three years.
4.3.5. Certified Products
In addition to the initiatives we carry out with our suppliers to promote best production practices, we also encourage them to implement a sustainability certification system. These systems follow a benchmark with environmental and/or social requirements that are verified by external entities and can cover one or more ingredients, the product itself and/or the packaging thereof. Specific symbols and labelling that can be used at the point of sale also facilitate the communication of these attributes to consumers, raising their awareness and encouraging them to opt for certified products.
We are committed to ensuring that at least 7% of sales of perishables and Private Brand products and/or packaging is sustainably certified and that such certification is communicated at the point of sale. In 2022, this percentage stood at 8.4% (0.6 p.p. more compared to 2021, maintaining the trend observed), with 906 certified sustainable references142 being marketed at year-end (up 16% year-on-year). Many certification systems are associated with paper fibres from sustainably managed forests (FSC® , PEFC or SFI), the organic production of food products and the Rainforest Alliance certification of food products, all of which are related to the adoption of good agricultural practices.

142 Detailed information about sustainable certified products by certification type and Company is available on our corporate website on the "Certified Products" page.
5. Supporting Surrounding Communities
5.1. Introduction
With a network of more than 5,000 proximity stores in Portugal, Poland and Colombia, we are committed to being an active agent in building fair societies. Our intervention, as a member of our surrounding communities, is mostly focused on supporting society's more vulnerable groups: the elderly, as well as the underprivileged children and young people. We do so, in accordance with our Policy on Supporting Surrounding Communities143, by helping institutions and projects that fight hunger and malnutrition, and that work towards breaking cycles of poverty and social exclusion.
We also support projects that promote healthy eating and lifestyles. Encouraging consolidation of reading habits, which enhance cognitive, social and cultural development, and the creation of projects for environmental preservation, entrepreneurship and citizenship are other relevant areas of our social intervention.
5.2. Managing the Policy on Supporting Surrounding Communities
[GRI 413-1]
The initiatives we support and/or promote are monitored and assessed as to their impact, with a view to an efficient allocation of resources to projects covering the largest possible number of people and/or generating the highest and best outcomes.
Besides carrying out follow-up visits to the institutions with which we have cooperation agreements, to perform in loco checks of the quality of the infrastructures and service provided to the people supported, we measure whether and how the desired social changes have occurred by applying the criteria of the Business for Societal Impact (B4SI) methodology144. Based on these criteria, we estimate that the almost 61.2 million euros145 allocated in 2022 to 412 organisations positively impacted around 4.5 million people. Support was mostly in the form of in-kind donations and focused on improving social well-being.

Social Impacts' Measurement
The total percentage may not correspond to 100% due to the rounding up of each item.
143 The Policy on Supporting Surrounding Communities is available on our corporate website on the "Supporting Surrounding Communities" page. 144 The global report on the key indicators relating to community support, based on the B4SI model, is available on our corporate website on the "Supporting Surrounding Communities" page, and is verified by an external and independent entity.
145 Including social internships. This value refers to the activities/projects measured with the institutions and beneficiaries thereof supported by the various Group Companies and which have a minimum level from which significant social impact data can be considered. It does not, therefore, correspond to the total amount of support offered by Jerónimo Martins.

As in previous years, the majority of beneficiaries surveyed by the institutions that support people in need every day (90%) reported positive impacts in their quality of life. The institutions also report that the support provided by the Jerónimo Martins Group has allowed greater availability for the beneficiaries, improving the fulfilment of their mission.
We also seek to provide training for people who are in a situation of social vulnerability, with the aim of giving them professional qualifications. Throughout 2022, 417 employees in Portugal and Poland took part in professional on-the-job training programmes. Around 8.7 million hours of training were completed, an amount equivalent to more than 2.3 million euros146 .
Support for Ukrainian refugees
The armed conflict between Russia and Ukraine has mobilised resources from all our Companies to support people who have fled the war, especially those on the front line of refugee support.
The Group's holding company donated five million euros in cash, which was distributed equally among five Polish organisations working on the ground supporting people in Ukraine and Ukrainian refugees in Poland, that is, the Red Cross, Caritas, Humanitarian Action, Medical Mission and SOS Children's Villages in Poland. The amount was used to distribute foods with a longer shelf life, personal hygiene products, tents and hot meals, and to provide care and health supplies to new-borns and children.
Biedronka made cash and in-kind donations to 94 entities, including Caritas and the Red Cross, corresponding to an amount of around 1.2 million euros. The more than 900 pallets of basic foodstuffs, hygiene and cleaning products, and useful items (torches, sleeping bags and batteries) reached over 700 thousand Ukrainian refugees. In early March, a few days after Russia invaded Ukraine, Biedronka held a fundraising campaign with its customers that saw over 1.7 million euros raised and donated to institutions such as the Polish Humanitarian Action, the Polish Medical Mission and SOS Children's Villages, among other organisations.
In stores near the border with Ukraine, the Company lowered the price of some basic food items, such as bread. 650 tonnes of food with a long shelf life and hygiene products were also collected, donated by Biedronka customers in stores.
Of the annual amount donated by the Jerónimo Martins Group to the Biedronka Foundation, this entity has channelled more than 2.4 million euros to support the victims of the conflict.
Hebe donated nearly 17 thousand cosmetic and personal hygiene products (corresponding to over 12 thousand euros) to Ukrainian refugees in Poland.
Pingo Doce financed the journey of 22 trucks carrying food products, personal hygiene products, nappies, clothes and blankets. This operation was coordinated with Associação dos Ucranianos em Portugal (Association of Ukrainians in Portugal), SOS Army and the I Help Ukraine movement, which centralised the donations raised by many parish councils, churches, schools, fire departments, and families. The Company also supported the organisation of two concerts to show solidarity and helped welcome refugees in 20 municipalities, distributing 1,500 kits with over 9 tonnes of food and personal hygiene products and with food products for the preparation of more than 17,500 meals, in collaboration with Recheio. More than 150 Jerónimo Martins employees helped prepare some of the kits under an internal volunteering initiative. Food baskets were also supplied to charity stores and reception centres in some municipalities that enabled helping over 4,800 people.
In partnership with Weat Hubs, Recheio hosted a solidarity lunch serving traditional Ukrainian dishes, the proceeds of which were donated to SIC Esperança, which, in coordination with the Ukrainian Refugee Association's reception centre, supported Ukrainians recently arrived in Portugal. In addition to donating nearly half a tonne of ingredients, Recheio volunteers also took part in the event by helping to cook and serve meals.
146 In 2022 we reviewed the methodology associated with the internship programmes considered in the social impact assessment.
5.3. Direct support
[GRI 203-1]
In 2022, around 82.2 million euros were allocated in direct support to over 2 thousand organisations. The 32% increase in support, compared to 2021, follows the trend of increased support in recent years and is justified by the need to respond to the situation caused by the conflict in Ukraine and to the economic and social difficulties exacerbated by the pandemic.
| Direct Support (euros) | 2022 | 2021 | Δ 2022/2021 |
|---|---|---|---|
| Biedronka | 55,558,681 | 45,965,888147 | +21% |
| Hebe | 54,209 | 7,667 | +607% |
| Holding (JMH) | 10,671,257 | 1,866,063 | +472% |
| Pingo Doce | 13,489,858 | 12,617,663 | +7% |
| Lidosol | 709,008 | 691,047 | +3% |
| Recheio Cash & Carry | 532,014 | 483,773 | +10% |
| Recheio Masterchef | 238,493 | 169,253 | +41% |
| João Gomes Camacho | 2,555 | 7,920 | -68% |
| Jeronymo and Hussel | 14,562 | 123,700 | -88% |
| Jerónimo Martins Agro-Alimentar | 118,659 | 24,483 | +385% |
| Ara | 801,876 | 493,934 | +62% |
| Total | 82,191,172 | 62,451,389 | +32% |
The Group donates food surplus that meets food safety standards, but which cannot be sold, to social welfare institutions, who then ensure that it reaches people in situations of social and economic vulnerability. This practice, by all Group Companies, enables products to fulfil their primary mission: to feed people.
Nearly 22 thousand tonnes148 of food were donated, 2% more than in 2021.
| Food donations (tonnes) | 2022 | 2021 | Δ 2022/2021 |
|---|---|---|---|
| Biedronka | 15,299 | 14,714 | +4% |
| Pingo Doce | 5,879 | 6,239 | -6% |
| Recheio | 290 | 272 | +7% |
| Ara | 472 | 223 | +112% |
| Total | 21,940 | 21,448 | +2% |
Corporate
Jerónimo Martins, as the Group's holding company, supported 70 entities, three more than in 2021, corresponding to over 10.7 million euros. Most (60%) of these entities focus on social work. Other projects, including education and environmental initiatives, were also supported149. We provide regular support to 20 of the charities we work with, most of which have been helped for more than a decade.
The monetary value of support increased more than five times compared to 2021, due mainly to the extra support of 5 million euros in response to the war in Ukraine.
147 Corrected value due to the inclusion of the monetary contribution to the Biedronka Foundation, which derives from the application of results of the Founder, Jeronimo Martins Polska, SA (Biedronka), upon approval in the General Meeting. The activities and financial reporting of the Biedronka Foundation are independent from Biedronka.
148 Amounts calculated internally based on proxies resulting from applying the Food Loss & Waste Protocol, a methodology developed by the World Resources Institute and several stakeholders to consistently quantify and report food loss and waste in the supply chain. 149 For more information, please refer to subchapter 3. "Respecting the Environment"n in this chapter.
Most notably among the continued support provided is the investment of 40 thousand euros in 20 social scholarships to students among all Portuguese schools from disadvantaged socioeconomic backgrounds, backed by EPIS – Empresários pela Inclusão Social (Businessmen for Social Inclusion), an organisation we have supported since its establishment in 2006. In the "Sustainability & Active Citizenship" category, six scholarships were awarded to students and their secondary schools with projects for raising awareness, mobilisation and changing behaviours and practices, in school and/or in educational communities, aligned with the United Nations Sustainable Development Goals and with the Group's strategic Corporate Responsibility pillars. Another 14 scholarships were awarded, in the first edition of the "Academic Merit" category, aimed at providing continuous and guided support to students who have obtained good results and wish to pursue their studies to high school education, undergraduate and Master's degree courses.
Pingo Doce
The Company responded to the appeal of more than 1,190 charities150 operating in the surrounding areas of its stores. Food donations, accounted for at cost price, and money contributions amounted to 14.2 million euros151, 7% more than in 2021. Nearly 5,900 tonnes of surplus food from stores were donated, 5.8% less than in 2021, explained by the increase in markdown sales152. Financial support includes steady support, gift cards and the sponsorship of environmental conservation projects.
Bairro Feliz (Happy Neighbourhood) is a programme that provides financial support to the causes put forward by the entities and residents of the neighbourhoods where Pingo Doce stores are located, and donates up to one thousand euros to the causes most voted by customers. In the 2022 edition, the second held nationwide and extended to the Azores for the first time, the Company received more than three thousand entries (22% more than in the previous edition) from mostly local institutions (85%153). The proposed projects focused mostly on health, well-being and sports, social support and citizenship, as well as education.
Recheio
Around 773 thousand euros were donated154 (including in-kind and monetary support), 17% more than in 2021. Recheio supported 202 organisations (60 more than in the previous year) dedicated to causes such as fighting hunger among people in extreme vulnerability. A total of 290 tonnes of food were donated155 , 7% more than in the previous year.
The S. Nicolau Parish Social Centre, in Lisbon, is the entity that has benefited the most from the support provided by Recheio, in particular with the award of scholarships to six young students who wish to continue their education but do not have the financial capacity to do so. These scholarships corresponded to an investment of 22,500 euros.
At Christmas, and to celebrate Recheio's 50th anniversary, the Company held the initiative Juntos Vamos Rechear o Natal de Quem Mais Precisa (This Christmas, Recheio Is Here for Those in Need). For each of the 39 stores in which the campaign to support the Portuguese Food Bank took place, the Company added 50 boxes of essential products, corresponding to an investment of more than 34 thousand euros.
Jerónimo Martins Agro-Alimentar
Our various agri-food companies allocated more than 118 thousand euros in support to seven charities located in areas surrounding the production units. Of note is the 100 thousand euros donated to Santa Casa da Misericordia de Ferreira do Alentejo, which were invested in equipment for a long-term care facility with a capacity of 48 beds.
150 Pingo Doce's Responsibility Policy is available at www.pingodoce.pt/responsabilidade.
151 Includes Lidosol.
152 For more information, please refer to subchapter 3. "Respecting the Environment", in this chapter.
153 The remaining 15% were received from residents.
154 Includes Recheio Masterchef and João Gomes Camacho.
155 Amounts calculated internally based on proxies resulting from applying the Food Loss & Waste Protocol, a methodology developed by the World Resources Institute and several stakeholders to consistently quantify and report food loss and waste in the supply chain.
Biedronka
Biedronka channelled almost 55.6 million euros to support social campaigns and projects156, 21%157 more than in 2021. This increase is explained through the donations made by the head offices and distribution centres to support Ukrainian refugees. More than 600 institutions benefited from in-kind donations and monetary support.
Food surplus donations exceeded 15,200 tonnes158 (4% more than in 2021) and were implemented through over 2,550 stores. This represents 75% of Biedronka's chain of stores and exceeds the goal of involving 70% of stores in food donations during the three-year period 2021-2023. 155 institutions received food donations, most notably the Federation of Polish Food Banks.
At the end of 2021, after Biedronka became one of the official sponsors of the 30th final of Wielka Orkiestra Świątecznej Pomocy – WOŚP (Great Orchestra of Christmas Charity), the biggest charity event in Poland, and raising more than 1.7 million euros through the sale of official merchandise and the collection of the customers' donations, Biedronka also held an auction with a Gang Swojakow (Sweeties Gang) mascot, as well as 30 baskets with Private and Exclusive Brand products. The amount raised was used to purchase equipment for the diagnosis and treatment of eye diseases in children, namely a biplane angiography device used to treat retinoblastoma, the most common type of eye cancer in children.
To celebrate World Children's Day, and in partnership with Caritas Polska, Biedronka offered 20 thousand happiness boxes to children from economically vulnerable families, with more than half having benefitted Ukrainian refugee children. These boxes included Private Brand food products, Sweeties Gang mascots and books, toys and other educational games. Around 29 thousand euros were invested in this initiative and a cash donation of around 49 thousand euros was also made towards the initiative.
In 2022, the monetary contribution to the Biedronka Foundation exceeded 10.6 million euros, which were essentially applied to food support to vulnerable senior citizens.
Hebe
Hebe's corporate responsibility strategy focuses on three main areas: promoting women's entrepreneurship, supporting single mothers in shelters, and helping girls and young women living in orphanages. In 2022, the Company provided more than 54 thousand euros in support to nine organisations, mainly through the donation of cosmetic and personal hygiene products.
Ara
In the year, the Company invested around 802 thousand euros in social support projects, 62% more than in the previous year, renewing its commitment to support Colombian families with lower income. The 23 organisations that benefited from the investment estimate that over 38 thousand people received support as a result thereof.
Institutions such as Asociación de Bancos de Alimentos de Colombia – ABACO, which brings together 22 food banks and which Ara has been supporting since 2013, and Fundación Alimentar Colombia, aiming at eliminating child malnutrition in the country, received most of the store surpluses, surpassing 470 tonnes (more than double that in 2021). Support was also provided to institutions that help young single mothers and their children, very low-income families, and homeless young people, such as Fundación A La Rueda Rueda and Fundación Malabareando las Calles.
The partnership between Jerónimo Martins Colombia, Caritas Polska and Caritas Colombia to provide humanitarian aid to vulnerable populations in Villa del Rosario and Cúcuta, two villages bordering
157 Amount corrected due to the inclusion of the amount allocated by Jeronimo Martins Polska (Biedronka) to the Biedronka Foundation, whose activities and financial reporting are independent from those of Biedronka.
156 Biedronka's Responsibility Policy and Annual Report is available at csr.biedronka.pl.
158 Amounts calculated internally based on proxies resulting from applying the Food Loss & Waste Protocol, a methodology developed by the World Resources Institute and several stakeholders to consistently quantify and report food loss and waste in the supply chain.
Venezuela159 in the northern region of Santander, continued for the third consecutive year. More than 3,200 baskets containing basic food products (tuna, sugar, rice and other cereals) and non-food products (soap and household cleaning products) were delivered and reached about 11 thousand people. Vouchers for food and hygiene products were also offered to 1,096 families in Bogotá and Soacha, cities where a large number of Venezuelan migrants in vulnerable situations were also identified. Over the course of this three years of partnership, nearly 300 thousand euros have been invested and more than 20 thousand people have received supported.
5.4. Other Direct Support
We establish various partnerships with institutions to identify and respond to social cohesion challenges in areas such as healthy eating, promoting reading habits, and social inclusion160 .
Volunteering and Internal Campaigns
A total of 584 employees participated in volunteer initiatives, donating around 675 hours of their time161 .
One such initiative was the Clientes 70+ (70+ Customers) programme, created in 2020 during the COVID-19 pandemic, through which office employees help elderly customers do their shopping. Since the programme was launched, 233 volunteers have done shopping for more than 370 customers, making over 3,700 deliveries. Another initiative was the preparation, by a group of 32 trainees and participants of our young talent programmes (Retail Dive In), of food baskets for 150 families in need supported by the S. Nicolau parish church in Portugal.
In 2022 we welcomed another four trainees from the Girl Move Association, an initiative aimed at training and empowering young Mozambican women to become agents of development in their communities. Training was conducted in a hybrid format - four weeks at a distance through digital platforms, from Mozambique, and two weeks in Portugal, with four days of intensive visits to various sites of the Group. The trainees were supported by eight tutors and more than 80 volunteers, totalling 370 hours of training.
The 189% increase in the number of employees and 158% in volunteer hours recorded in 2022 is due to an improvement in measuring the indicators and the lifting of most of the restrictions related to the pandemic management in force during 2021 and which prevented physical presence of employees in voluntary initiatives.
The Group and its Companies in Portugal once again joined the Portugal Chama campaign led by Agência para a Gestão Integrada dos Fogos Florestais (AGIF – Portuguese Agency for Integrated Rural Fire Management), designed to help raise awareness among people for the need of prevention in the hottest and driest months of the year. Similarly, Pingo Doce and Recheio promoted the campaign O Melhor Presente É Estar Presente (The Best Gift Is to Be Present), held by ANRS - Autoridade Nacional de Segurança Rodoviária (National Road Safety Authority), through store communication, leaflets and social media, calling for safer behaviour on the road, such as driving within speed limits, no drinking and driving, and not using mobile phones while driving.
Promoting Healthy Eating and Lifestyles
Since 2016, and in Portugal, we have sponsored the Alimentação Saudável e Sustentável (Healthy and Sustainable Food) programme from Eco-Escolas, promoted by ABAE – European Blue Flag Association. The programme raises awareness among students on issues such as eating habits, nutrition, and the sustainability of agri-food production. In the 2021/2022 edition, 402 works were submitted (58% more
159 In June 2022, the Statistics Office of Colombia published the results of the "Pulse of Migration" study on Venezuelan migration in Colombia. The results revealed that 7% of the population experienced violent events crossing the border, such as theft, bribery, abuse by representatives of Venezuelan and Colombian institutions, and physical assault.
160 To learn about other direct support initiatives carried out by the Group, visit the "Supporting Surrounding Communities" page on our corporate website.
161 Only volunteer hours during working hours are considered. To learn more about these and other volunteer initiatives and internal campaigns held by the Group, visit the "Supporting Surrounding Communities" page on our corporate website.
than in the previous academic year) from 440 schools across the country. The works submitted tackled challenges such as:
- making people aware of the importance of making more sustainable food choices, prioritising the consumption of seasonal and, where possible, organically grown local fruit and vegetables;
- involving families and guardians in the preparation of healthy, sustainable, nutritious and varied lunch boxes;
- reusing the usually discarded edible parts of food, sharing recipes that make use of leftover food;
- creating complete menus, using local and seasonal ingredients, that can be implemented in school canteens;
- promoting the Mediterranean Diet through artistic and digital expression.
Promoting Literature and Reading Habits
We promote children's literature as a way to foster family reading habits from an early age, to develop child literacy, and to contribute to more informed societies.
Besides selling books at affordable prices, Pingo Doce and Biedronka hold children's literature competitions that encourage the emergence of new authors and illustrators. The winners of the two stages of the competition – writing and illustration – are guaranteed publication of their work and that the book is sold exclusively in the banners' stores. Each winner, both in Portugal and in Poland, receives a monetary prize of 25 thousand euros.
In 2022, a total of 2,936 entries for the text stage and 998 for the illustration stage were received for the Pingo Doce Children's Literature Prize. O Avô Minguante, by Daniela Leitão (text) and Catarina Pinto (illustration), won the ninth edition and sold over 5,100 copies. The Polish Children's Ombudsman has sponsored Piórko (Biedronka Children's Literature Prize) since the first edition. The eighth edition received over 2,500 stories, with Brerep, by Sonia Minewicz, serving as an inspiration to the almost 780 illustrators that applied for the second stage of the prize, the winner of which was Silvia Pizzati. In 2022, more than 45 thousand copies of all winning books were sold.
Pingo Doce stands were once again present at the Lisbon and Porto Book Fairs, where exclusive children's books were sold and reading sessions, book presentations and autograph sessions were held for the general public and also for children supported by charities.
Pingo Doce also donated 70 winning-book collections from the Children's Literature Prize to the Santa Maria Hospital's Paediatric Education Department (in Lisbon), for distribution among hospitalised children, and offered 300 tickets to the Lisbon Oceanarium to the children who visit the hospital as outpatients or for an emergency.
Another project related to children's literature is the donation of all or of part of the proceeds from the sale of children's books to specific initiatives. Pingo Doce's Frumania collection included an album of collectable cards and soft toys alluding to the Minions characters and aimed at teaching children the health benefits of eating fruit and vegetables. Interesting facts about more than 80 fruits and vegetables, as well as healthy recipes were shared on the cards and in the album. The free app created for the campaign also aimed at answering questions about healthy eating. For each album sold, 20 cents were donated to projects promoting children's rights, in partnership with the National Commission for the Promotion of the Rights and the Protection of Children and Young People (CNPDPCJ). More than 53 thousand euros were donated.
In 2021, when Biedronka launched the new Gang Swojakow (Sweeties Gang) book entitled Protecting Endangered Species and dedicated to endangered native species in Poland, the Company donated more than 328 thousand euros to Polskie Towarzystwo Ochrony Przyrody "Salamandra" (Polish Society for Nature Conservation "Salamandra"), an organisation that focuses its efforts on the conservation of species such as European bison, the wolf, the lynx, the hedgehog, the pygmy owl and the Amazon river dolphin – the heroes of this story. In 2022, the organisation began working on identifying the habitats of the pygmy owl and, as a result, the habitats were classified as protected. Part of Biedronka's donation was also channelled to the Hel Marine Station and the acquisition of safe fishing materials that are not harmful to the dolphins that live there.
Promoting Social Inclusion and Entrepreneurship
Biedronka has been the main sponsor of the Nadzieja Na Mundial (Hope for Mundial) Association since 2018. The association supports the development of children in institutions, helping them to socialise through sport and holding football tournaments with children and young people from Poland, other European countries and the rest of the world. In 2022, the 13th edition included the Ukrainian championship and saw 38 teams from Poland and 27 from Ukraine compete in the tournament. Over 600 children and young people, between the ages 4 and 17, took part. In addition of over 101 thousand euros in financial support, Biedronka also offered drinks and snacks to the children, sports gear and electronic equipment, and awarded the Biedronka Hope Prize to the best player in the tournament.
To celebrate birth in Poland, Biedronka offered more than 57 thousand baskets of products to children born in the country and registered on the Dada Club website (the Company's Private Brand range of hygiene and child care products that is market leader in the diapers segment).
In 2021, Biedronka was the first retailer in Poland to launch a programme dedicated to fighting period poverty: Together We'll Start a Period of Change. As part of its role in the Menstruation Coalition, an initiative spearheaded by the Kulczyk Foundation, Biedronka has committed to supporting the project for another two years and will provide more than 3.5 million Private Brand Femina tampons and pads. In 2022, over 60 thousand euros worth of products were donated.
According to the Kulczyk Foundation, one out of five women in Poland have difficulty buying suitable hygiene products and 40% of women with financial difficulties were forced to stop buying hygiene products162. The strengthening of the partnership also addresses the needs of refugee women and, in addition to schools, orphanages and homeless shelters, the products have been distributed in train stations serving as entry points to Poland and in refugee reception centres.
Hebe has been consistent in supporting institutions that promote female entrepreneurship. Most noteworthy is the initiative "Find yourself with Hebe", in partnership with the One Day Foundation, aimed at promoting the social and professional inclusion of young adults who end their stay in orphanages and enter working life. The 16 participants worked at Hebe stores for three months and three were hired at the end of the programme. A second edition will be held in 2023. Hebe also donated around 7,400 euros to the second edition of the "TOP Women in e-business" programme created by Fundacja Kobiety E-Biznesu (Foundation for Women in E-Business).
Ara continued the support programme for low-income mothers with the distribution of welcome kits for their newborns. With the initial goal of supporting 1,500 families per year, the project was implemented in hospitals with the highest number of deliveries in six Colombian cities. More than 5,100 kits were offered containing nappies, soaps and other essential products from the Bubu Private Brand range, specialising in baby care, and also a micellar water for the mothers.
5.5. Indirect support
[GRI 203-2]
We regularly take part in campaigns for collecting food and other items, and in fundraising initiatives to support the work carried out by charities.
Portugal
In the year, Pingo Doce held 14 campaigns to sell vouchers that could be redeemed for food and other products to help 10 organisations supporting people in different social emergency situations and also those working with animals. These organisations included the Portuguese Red Cross, AIA – Association for the Inclusion and Support of People with Autism, and Animas – Portuguese Association for Intervention with Social Support Animals (an institution that provides service, therapy and assistance dogs). Of particular note is the Portuguese Food Bank and CASA – Support Centre for the Homeless, which collected vouchers equivalent to around 39 tonnes of food.
162 According to the study conducted by the Kulczyk Foundation.
Two campaigns were also held to sell items from Operação Nariz Vermelho (Red Nose Operation) and Portuguese Caritas, as well as the campaign Pinheiro Bombeiro (Firefighter Pine Tree), during which 5 euros were donated to the Portuguese Association of Volunteer Firefighters for each pine tree sold. This initiative was extended to the whole country through Pingo Doce's distribution and transport network, with over 500 Christmas pine trees sold.
In all, Pingo Doce's customers donated more than 550 thousand euros (11% less than in 2021163).
In-store collection campaigns were also carried out, most notably the usual national campaigns by volunteers from Liga Portuguesa Contra o Cancro (Portuguese Cancer Association) and from Fenacerci Pirilampo Mágico (Magic Firefly) campaign, as well as the Portuguese Food Bank and CASA campaigns which, together, collected over 2,100 tonnes of food, donated by Pingo Doce customers164 .
Recheio's customers also participated in a Christmas food donation campaign, having contributed through store collection, with nearly one tonne of essential goods which were delivered to the Portuguese Food Bank165 .
To support the financial sustainability of third sector organisations and to foster social entrepreneurship, Pingo Doce sold products produced by institutions that are dedicated to fighting social exclusion in Portuguese society. Since 2011, the Company has actively supported CEERDL – Centro de Educação Especial Rainha Dona Leonor, a cooperative that helps over 500 people with a disability or mental illness. In 2022, Pingo Doce bought about 40 thousand mono-lily bouquets from CEERDL, which accounts for about 25% of the cooperative's flower farming revenue. This successful partnership has led to increased production which, in turn, has helped to improve social services and the integration of people with disabilities in the job market. At the end of the year, CEERDL had 15 employees with disabilities.
Hussel held a campaign to sell vouchers to benefit the 120 children supported by Fundação Liga and the SOS Children's Villages Foundation.
Poland
Biedronka stores once again mobilised customers to collect food for people in need, focusing particularly on helping Ukrainian refugees arriving in Poland. During 2022, around 361 tonnes166 of products were collected through different initiatives, 92% more than in 2021.
At the end of March, Caritas Polska was present in nearly 700 stores for the 20th food collection for people in situations of vulnerability. The campaign saw the collection of more than 87 tonnes of foods with a longer shelf life, which was used to offer Easter meals to families in greater need. Caritas also held the campaign Tak. Pomagam! (Yes, I help!), that asked Biedronka customers to donate food with a longer shelf life. More than 132 tonnes of food were collected in almost 800 stores.
The collection campaign by the Federation of Polish Food Banks, held at 420 Biedronka stores in April, resulted in the collection of 43 tonnes of food. The Federation also received over 99 tonnes of food collected during the 26th Święta godne, a nie głodne (A decent Christmas, without hunger) campaign held at 797 stores. In 2022, customers were also able to support the Federation through the charity online store.
The Wiosna Association launched a special edition of its Szlachetna Paczka (Noble Gift), named Solidarna Paczka (Charity Gift), specifically for Ukrainian refugees in Poland. The baskets prepared by nearly a thousand volunteers provided more than 1,300 families with food, clothing and toys. At Christmas, the association held its usual campaign with the help of 12 thousand volunteers, with the proceeds from the sale of Private Brand Magnetic chocolates to be donated to about 15,500 families in situations of economic vulnerability. Support from Biedronka's customers in both initiatives enabled the donation of more than 175 thousand euros to the Association.
163 The amount calculated in 2021 was corrected to around 619 thousand euros raised.
164 Organisation's estimate.
165 This initiative took place in parallel with the "This Christmas, Recheio Is Here for Those in Need" campaign, referred to in the section about direct support by Recheio.
166 Organisation's estimate. Does not include the weight of products collected under the dedicated campaign to support Ukrainian refugees referred to in the feature box at the beginning of this subchapter.
In total, Biedronka collected more than 3.4 million euros in indirect support.
Hebe provided more than 27 thousand euros in indirect support, in partnership with make-up and cosmetic products suppliers, that were donated to institutions that support women and teens, orphans and single mothers.
Colombia
The Ara customer food collection programme, through the rounding up of the value of their purchases involved in 2022 over one thousand Ara stores and allowed Aldeas Infantiles SOS Colombia (SOS Children's Villages Colombia) to receive around 505 thousand euros, 23% more than in 2021.
The amount raised was distributed between the Acogimiento Familiar (Foster Family) programme, for families at risk of separation, and the Fortalecimiento de Familias de Origen (Strengthen Families of Origin) programme, for children and young people taken away from their families. Aldeas Infantiles SOS also work with families in situations of violence and in emergency situations. The funds raised helped give over 14 thousand children and young people access to education programmes, healthcare, food, and housing.
6. Being a Benchmark Employer
Every day our more than 131 thousand employees contribute to the growth and valuation of our Companies. It is our duty to make a positive impact in their lives and, therefore, we are committed to continuously improving our ability to respond to the needs of an increasingly diverse workforce, contributing to the future of younger generations.
6.1. Introduction
Our dimension as a Group and the ambition for growth expose us to labour market challenges. In our particular case, these challenges include talent shortage (rooted in the low unemployment rates of the countries where we do business), increased labour costs (with pressure from governments to raise national minimum wages in the short term and the consequent widespread impact on other wages), and the changing expectations and needs of employees (following two years of a pandemic, they are now trying to navigate the uncertainties of a war in Europe and a financial crisis).
As large private employers, in 2022 we strengthened our commitment to ensuring decent working and living conditions for our employees, closely monitoring the impacts of these aspects on their daily lives.
In 2022, our global people management priorities were also strengthened. With the ambition of maximising our medium-term impact, we endeavoured to improve the well-being of our people, and also to anticipate their future needs, in keeping with trends in new ways of working. In uncertain times, we remain committed to preparing employees to manage change, providing them with tools to help them grow and thrive in their careers, and shaping today's and tomorrow's leaders.
At the same time, our human resources team remains focused on understanding and assessing the risks to which we are exposed and the impact of our current initiatives, monitoring critical indicators and ensuring the appropriate action plans to each situation. We also remain committed to implementing a global technological approach that facilitates people management within the organisation.
As a result of our efforts, in 2022 we were included in the Forbes World's Best Employer 2022 list and distinguished as one of the employers with best reputation in Portugal by the consulting firm OnStrategy.
6.2. Our People
6.2.1. Employee Distribution
At the end of 2022, the Group employed 131,094 people, 6.2% more than in the previous year.
Total number of employees and by country167

167 Includes the employees of all the companies controlled by Jerónimo Martins, and there are Group companies with employees spread throughout the three countries.
| Age | Gender | ||||||||
|---|---|---|---|---|---|---|---|---|---|
| ≤ 24 | 25-34 | 35-44 | 45-54 | ≥ 55 | Women | Men | Total | ||
| Group | 17,215 | 42,116 | 41,557 | 23,161 | 7,045 | 99,576 | 31,518 | 131,094 | |
| Portugal | 5,782 | 9,356 | 9,135 | 7,321 | 3,271 | 22,561 | 12,304 | 34,865 | |
| Poland | 9,026 | 25,310 | 29,970 | 15,685 | 3,763 | 71,078 | 12,676 | 83,754 | |
| Colombia | 2,407 | 7,450 | 2,452 | 155 | 11 | 5,937 | 6,538 | 12,475 | |
| Hierarchical segmentation | |||||||||
| Members of executive committees | 0 | 1 | 15 | 42 | 8 | 18 | 48 | 66 | |
| Top and middle managers | 1 | 729 | 1,205 | 738 | 180 | 1,435 | 1,418 | 2,853 | |
| Store, distribution centre and office employees |
17,214 | 41,386 | 40,337 | 22,381 | 6,857 | 98,123 | 30,052 | 128,175 |
Age groups, genders, employee categories and nationalities [GRI 405-1]

Employment Contract and Workload [GRI 2-7]

72 Nationalities
The most common foreign nationalities are Brazilian in Portugal, Ukrainian in Poland, and Venezuelan in Colombia.

Note: The SENA – Servicio Nacional de Aprendizaje (National Learning Service) internships in Colombia were included under the "fixed-term" contract type.
Compared to 2021, permanent employment contracts increased their relative weight by 12.2 p.p., justified by the conversion of fixed-term contracts into permanent contracts in Colombia. The number of full-time employees increased 6.6 p.p.
Turnover, hires, retention and seniority [GRI 401-1]
| 30.8% | 36.7% | 80.2% | 6 years |
|---|---|---|---|
| Turnover* | Hires** | 12-month retention rate*** | Average seniority |
* Ratio between employee exits during 2022 and the total number of employees at the end of the period.
** Ratio between employee hires during 2022 and the total number of employees at the end of the period.
*** Percentage of employees who were still with the Group in December 2022, based on December 2021.
In 2022, we recorded a 3.1 p.p. increase in employee turnover and a 4.5 p.p. increase in hires compared to 2021. As with other retailers, increased turnover is concentrated in store operators and distribution centres. The change in these indicators reflects the reopening of the labour market and a greater wave of job-switching. As such, the 12-month retention rate decreased 1.4 p.p..
6.3. Our Intervention Areas
6.3.1. Key Indicators
The main indicators for each of the intervention areas are indicated below.

* Includes all platforms available to the entire workforce in each country: Por Nós (Portugal), DlaNas (Poland) and Hablando Naranja (Colombia). ** Includes Covid-19 tests, occupational health and safety initiatives, personal protective equipment, and occupational health provider fees. *** In Portugal.
6.3.2. Live Diversity
Diversity is inherent in our business and a competitive advantage in the way we operate and in our relationship with each of our stakeholders. People management is guided by our conviction that success can only be achieved by respecting and valuing individual differences and embracing the wide-reaching benefits of diversity.
In 2022, we employed over 131 thousand people, across three countries, with a total of 72 nationalities, making Jerónimo Martins a multicultural and multi-generational employer.
Given that we are present in labour markets with low unemployment levels, and in which there is a greater predisposition to switch jobs and/or to changes in the employment relationship, employee turnover rates are back to pre-pandemic levels, requiring an increased effort to attract and retain talent. The teams responsible for recruitment and selection have been diversifying their talent sources among less represented age groups and, in 2022, we hired 48,063 people, 21.2% more than in 2021.
The Corporate Recruitment and Selection Policy establishes the guidelines to follow in attracting and selecting talent, complementing the Code of Conduct168. In the recruitment and selection process, we use mechanisms and criteria that ensure the fair assessment of candidates, observing the principles of nondiscrimination and equal opportunity. As a way of reinforcing these principles, the teams ensure an unbiased analysis of profiles, ensuring the compliance with the law, regulations, and risk and privacy management rules throughout the process, observing the requirements of each country, in particular with regard to the minimum working age. With a view to continuous improvement, at the end of each process feedback is gathered from hires and internal candidates.
Generational diversity
We promote generational diversity in our workforce, recruiting people of different ages and, consequently, with different skills and experiences. Today, we have five generations working together and have several programmes that encourage the sharing of knowledge and experience about the business.
Over the years, our focus has been on remunerated programmes to attract young talent as a way to keep pace with business growth and respond to succession needs. In 2022 we felt the need to rework some of these programmes to maintain their appeal and relevance to their participants.
One of the most significant programmes in this regard is Retail Dive In. Based on an approach of continued proximity to the academic world, master's degree holders are offered the opportunity to join us and pursue a long-term development path. Retail Dive In includes allocation to two functional areas, tutors responsible for daily monitoring, and several opportunities for professional development. The top candidates are recommended for the Trainee Programme. In 2022, the Retail Dive In involved 21 participants.
The Trainee Programme was reformulated in 2022 taking into account business needs and feedback from previous participants. This one-year programme provides learning experiences about the retail sector, consumers and partners, while developing technical and behavioural skills. The programme is unique in that it offers an immersive experience in the operational areas and a career panel at the end of the programme, allowing participants to share their career expectations and shape their path in the organisation from the start. In 2022, 38 people participated in this programme Group-wide.
Proximity to the academic world is further enhanced through programmes such as the Summer Internship Programme (Group-wide) and the Campus Ambassador Programme (Portugal), giving young people the opportunity to experience a real-world business environment and to build networks of professional contacts. A total of 160 people participated in these programmes in 2022.
To meet business needs in more intense periods of work and as a way to introduce young people between 16 and 25 years old to the working world, Pingo Doce implemented the Summer Academy and Christmas at Pingo Doce programmes. As part of these programmes, participants are given access to several training activities that allow them to develop their communication and customer service skills. These initiatives saw 569 participants in the year.
At Ara, young people are integrated in the labour market primarily through our partnership with SENA – Servico Nacional de Aprendizaje (National Learning Service), which saw 510 participants, and the government programme encouraging the hiring of young people between the ages of 18 and 28, through which 7,096 people were impacted in 2022.
With a focus on bringing generations closer together and ensuring job opportunities for all, the Easter at Pingo Doce initiative was launched in Portugal, giving family members of employees over the age of 55 the opportunity to embrace a new professional experience for a short period of time. A total of 34 people participated in this initiative, who worked in sections such as the store front, coffee shop and patisserie counter, and restocking.
Gender diversity
Our commitment to gender equality is a fundamental principle lived by all. At the Group, gender diversity is encouraged through the establishment of policies, implementation of internal improvements and active
168 The Code of Conduct is available at the Group's corporate website.
participation in promoting gender diversity, reinforcing the importance of professional experiences based on merit.
Our strategy is set out in the Gender Equality Plan 2022-2023169 and is based on:
-
- Formalising gender equality in people management policies and procedures throughout their career paths
-
- Monitoring gender indicators with a view to continuous improvement and monitoring of current internal practices
-
- Facilitating a work, personal and family life integration
-
- Empowerment and raising awareness of gender equality within and outside the organisation.
The primary objective of this plan is to guide functional areas in adopting measures and in adapting policies and procedures that promote gender equality across all levels of the organisation. In order to eliminate possible imbalances and promote equal opportunity, in 2022 we performed a comprehensive review of the eligibility criteria for the award of annual bonuses, eliminating absenteeism as a criterion associated with the enjoyment of parental leave. We also developed training modules to eliminate unconscious bias and facilitate leadership for making a difference, which are expected to be implemented in 2023.
With regard to monitoring internal practices, over the past few years we have sought to find more effective methodologies to monitor the development of gender equality indicators, in order to understand the main challenges and act on them.
Key gender indicators [GRI 405-2]
| Representation | 2020 | 2021 | 2022 | |||
|---|---|---|---|---|---|---|
| % Management positions held by women (i) | 67.9% | 68.1% | 66.9% | |||
| % Entry-level positions held by women (ii) | 76.9% | 77.0% | 74.2% | |||
| % Revenue-generating functions carried out by women (iii) |
73.5% | 73.8% | 72.6% | |||
| % Promotions given to women (iv) | 70.4% | 75.6% | 77.7% | |||
| Compensation | 2020 | 2021 | 2022 | |||
| 96.5% | Group | 97.6% | Group | 97.8% | ||
| Portugal | 99.5% | Portugal | 100.1% | |||
| Gender pay ratio (v) | Poland | 96.7% | Poland | 96.5% | ||
| Colombia | 99.9% | Colombia | 99.7% |
Notes: i) Taking into account women who are part of the employee categories "Members of executive committees" and "Top and middle managers", as well as women who manage teams of "Store, distribution centre and office employees" (n= 6,398); (ii) Bloomberg methodology: Percentage of functions that do not require previous experience in the field or profession that are carried out by women working full-time; iii) Bloomberg methodology: Percentage of functions responsible for core business objectives, profit or loss that are carried out by women working full-time; iv) Bloomberg methodology: Percentage of promotions or career advancements (includes change of function or significant increase in compensation) of women working full-time; v) Salary difference between women and men in the Jerónimo Martins Group employee universe, based on comparable realities. It is expressed considering women's average salary as a percentage of men's average salary, where 100% is the pay ratio that represents full equality among genders. Measurement of this indicator is in line with the GRI methodology and includes partial ratios by country, considering the heterogeneity between them. The Group's functional and salary structure is currently being reviewed and, once implemented, will be considered as a calculation variable. Based on this assumption and since 97.8% of employees are allocated to the category "Store, distribution centre and office employees", which means that the results are mostly illustrative of this segment, the Group does not consider partial reporting based on this variable relevant.
As a result of our efforts in promoting gender equality, we were again included in the Bloomberg Gender-Equality Index with a performance score relating to 2021 of 75.2%, an improvement of 3.6 p.p. versus the previous year (71.6%).
We also continue to actively participate in external initiatives that promote gender equality. Among the various initiatives, of note is our participation in the GRACE working group – "SDG 5 Gender Equality", of which more than 30 organisations take part in Portugal, working together to meet these challenges. We also integrated the iGen – Business Forum for Equality in Portugal, an initiative of the CITE – Comissão para a Igualdade no Trabalho e no Emprego (Commission for Equality in Labour and Employment)) aimed at becoming a specialised skills centre and a plenary for the dissemination of good practices.
169 The Gender Equality Plan 2022-2023 is available at the Group's corporate website.
6.3.3. Prepare for the Future
A key focus area in the management of our people is continuous lifelong learning. Accordingly, we invest in training employees to be successful in performing their functions, and also in offering them the tools they need to respond to an increasingly demanding environment in the multiple dimensions of their lives.
In 2022 investment in training increased 47.4% compared to 2021, exceeding 18 million euros. This investment resulted in more than 7 million hours of training, 30.9% more than in 2021, and 56 hours of training per employee. This increase is explained by our constant commitment to developing e-learning content, which supports our hybrid training model, and by the relaunch of some programmes.
| Training volume* | Training hours per employee** | Total no. of training courses | |||||||
|---|---|---|---|---|---|---|---|---|---|
| 2020 | 2021 | 2022 | 2020 | 2021 | 2022 | 2020 | 2021 | 2022 | |
| Group | 3,874,271 | 5,596,592 | 7,325,452 | 33 | 45 | 56 | 87,215 | 165,840 | 211,438 |
| Portugal | 1,048,521 | 1,213,357 | 1,450,067 | 31 | 35 | 42 | 29,741 | 39,468 | 48,869 |
| Poland | 2,277,230 | 3,474,071 | 4,605,471 | 30 | 43 | 55 | 54,326 | 124,126 | 160,320 |
| Colombia | 548,519 | 909,164 | 1,269,915 | 67 | 106 | 102 | 3,148 | 2,246 | 2,249 |
Training hours per year and per employee [GRI 404-1]
* Training volume – the number of training hours provided multiplied by the number of participants.
** Training hours per employee – the quotient of the training volume over the total number of employees.
[GRI 404-2]
During 2022, the digital platform EducAction, available in the three countries where we are present, providing access to content at any time and from any device, consolidated itself as the primary global learning tool, offering around 2,900 content materials. Since its launch, the platform has been used at least once by more than 122 thousand employees.
As an innovative and autonomous way of sharing knowledge tailored to the needs of each individual and to encourage self-development, we also count with the Knowledge Share platform, which, in 2022, offered more than 2,500 content materials (five times more than in 2021).
Leadership
Our leadership culture is anchored in a set of values that challenge us to raise the bar, count on each other and believe in doing the right thing.
We are committed to training and preparing leaders to ensure that they develop, guide and strengthen their teams to achieve their professional and personal goals. The individual development of leaders is therefore critical and, as such, since 2018 we have worked in partnership with the Center for Creative Leadership (CCL) in implementing a fully customised leadership programme. As part of this partnership, and by the end of 2022, the Be a Leader programme had already trained 1,246 managers Group-wide, with a value proposition based on differentiated training paths that include in-room sessions, individual coaching sessions, and participation in working groups focused on networking and sharing experiences. Specifically in Colombia, where the programme targets operational leaders, 137 employees have participated in the programme since its launch.
In 2022, our various Companies also enhance leader development. In Portugal, Pingo Doce launched the refresher modules of the programme De Bom a Excelente! (From Good to Great!), in partnership with CCL and focused on communication between leaders and teams, training 300 people. The Company also invested in initiatives such as the Programa Geral de Gestão de Loja (General Store Management Programme), for deputy managers, and the Ingredientes de Liderança (Leadership Ingredients) programme, equipping 140 managers and operational supervisors with critical team and business management skills. In Poland, Biedronka promoted Akademia Zarządzania dla SOM (Management Academy for Senior Operations Managers), responsible for a group of ten stores, and Biedronkowa
Akademia Zarządzania 2.0 (Biedronka 2.0 Management Academy) for store managers, which saw 1,087 participants.
Business
The specialisation of employees in the area of perishable goods is one of our major focus areas. The Escola de Frescos (Perishables School), focused on meat, fish, bakery and fresh food, and other perishablesrelated programmes in Portugal trained 17,700 people at Pingo Doce and Recheio and, at Biedronka, the programme Zostań Świeżoznawcą (Become a Perishables Expert) trained 20,575 employees. At Ara, 11,587 people were trained in perishables.
As regards store transformation and efficiency processes, which are being implemented by Pingo Doce and Biedronka, 42,608 people were trained.
Because of their impact on the business, business skills are also a priority. A total of 11 new Group-wide courses were launched, specifically designed for commercial teams and which include a simulation of realworld situations in category management. In Portugal, we also ensure training in competition law and negotiation techniques, which was attended by more than 150 employees. Also of note is the new model of employee onboarding in the commercial area that includes essential knowledge for the role, in particular related to the Anti-Corruption Policy.
The year 2022 was also marked by the creation of the first fully online degree course in Commercial and Retail Management, in partnership with Católica University, in response to the need to prepare future professionals for the distribution sector and with a special focus on food distribution. A pilot programme was conducted with 29 Group employees and the course is now accredited and will be made available to the general public in the 2023/24 academic year.
6.3.4. Empower the Individual Path
We are committed to providing our employees with tools and opportunities that enable them to shape their career path autonomously. As such, we focus on mechanisms such as feedback, self-knowledge and internal mobility in order to encourage individual development and the achievement of goals. Employees are encouraged to take responsibility for their career paths and actively participate in building the organisation we aspire to be in the future.
Potential and performance appraisal
[GRI 404-3]
As in previous years, employees have played an active role in the annual performance appraisal process, in accordance with corporate and local performance management policies, which follow the principles of meritocracy, non-discrimination and equal opportunity. By assessing objectives and competencies, team leaders share regular and individual feedback with their teams. In 2022, 99.9% of eligible employees underwent performance appraisal170 .
To follow and monitor talent within the organisation and anticipate next steps, potential assessment processes have been consolidated and included managers and critical business roles. At Biedronka, for example, store managers and employees in the commercial, marketing and other departments were assessed. In this process, we mapped 8,081 employees, identifying people with the potential to take up new roles within the organisation.
As a result of both processes, the Companies ensured the design of individual development plans as a way to prepare employees for new functions, increase their commitment and, thus, ensure business continuity. In this regard, of note is the talent programme Sukces(i)ja (You are Success), which saw the voluntary participation of 148 Biedronka employees identified as having progression potential, focusing on the selfdevelopment of learning agility, reinforcing self-knowledge, adaptation to change and networking.
170 Considering only employees eligible for performance appraisal, in accordance with the performance appraisal policies in force at corporate level and in each of the Companies.
Internal mobility
Our strong commitment in providing tools to employees to grow and achieve their goals goes hand in hand with the promotion of internal growth opportunities that challenge them to embrace new roles within the Group in different areas, Companies and/or countries. Internal mobility is implemented in our Group as a means of professional and personal growth, and disclosure of internal job vacancies puts decisions about employees' journey in their hands.
In 2022:
| 62,109 (47.4% of total employees) people changed roles, workplace or Company |
21,286 (16.2% of total employees) people were promoted |
48 employees in international mobility |
|---|---|---|
| --------------------------------------------------------------------------------------- | -------------------------------------------------------------- | ---------------------------------------------- |
In Portugal, Pingo Doce invested in a digital tool that enables employees to submit transfer requests between stores through the Sou Pingo Doce (I am Pingo Doce) app. The digitalisation of this process ensures greater transparency and traceability of requests, as well as a swift response to the needs of employees. In 2022, 352 transfer requests were made using the app.
Active participation
We also invest in initiatives that give employees a voice, either through organisational climate surveys or through initiatives that encourage them to play an active role in building solutions for the business and/or reputation of the organisation. With regard to the former, 2022 saw the implementation of another edition of the Group-wide employee satisfaction survey.
Group-wide employee satisfaction survey 2022
In September 2022, we launched a Group-wide employee satisfaction survey to gauge their perception of critical dimensions. The online survey was responded to by 84% of employees.
The employees were asked about: engagement, empowerment and efficiency, diversity, equity and inclusion, manager relationship, communication, performance management, teamwork, growth and development, trust, vision and direction, and well-being. In addition to a common core of questions, the Companies were also given the flexibility to add questions regarding the challenges related specifically to their reality.
We worked with a new partner who ensured confidentiality in data collection, through the encryption of responses, and the subsequent processing of the information collected. It should also be noted that managers with at least six people on their team were given access to their results, enabling them to analyse the data autonomously and compare it with previous periods to inform the design of future action plans.
Also of note is that Biedronka, in parallel to this survey to employees, carried out a survey of the workers who are not employees of its distribution centres, which received of 943 responses.
To promote a culture of continuous improvement within the organisation, Biedronka and Ara launched internal competitions to identify innovative ideas to tackle operational challenges or those related to the Company as a whole. A total of 403 people participated in these competitions in 2022, and their ideas were later evaluated by a jury or the relevant department. Of the 378 proposals submitted, 45 have been or will be implemented.
Biedronka, Hebe and Ara maintained their ambassador programmes, allowing employees to play an active role in building the reputation of their Companies. In the case of Biedronka and Hebe, the 70 ambassadors represent the brand on social networks such as LinkedIn and Instagram. At Ara, 84 employees and their families are ambassadors of the Company's products, promoting them through YouTube videos.
Biedronka and Ara employees were again challenged to recommend candidates based on their knowledge of the culture and functions of their Companies and, in 2022, as a result of 6,678 recommendations, 941 employees were hired under these programmes.
6.3.5. Recognise with Fairness and Competitiveness
One of our main ambitions as a benchmark employer is to have a positive impact on employees, their families and communities by promoting a balanced and dignified standard of living. To this end, we are focused on ensuring that remuneration policies are aligned with the principles of fairness, internal equity and meritocracy, taking into account, among other factors, the functional content of their responsibilities, and the contexts and needs of employees. We also consider external competitiveness in comparison with reference markets.
| Portugal Minimum monthly income* between 21% and 61% above the national minimum wage |
Poland Minimum monthly income* between 15% and 26% above the national minimum wage |
Colombia Minimum monthly income* 39% above the national minimum wage |
|---|---|---|
*In Portugal, the minimum monthly income includes the entry base salary and meal subsidy, in Poland it includes the entry base salary and presence subsidy, and in Colombia it includes entry base salary, meal subsidy and transport subsidy. The values presented are for full-time working hours in the three countries under analysis.
Acting in a work-intensive sector, our pay strategy involves establishing entry-level salaries above the national minimum wage in the three countries where we are present. As such, at the beginning of 2022 we secured increases of between 7% and 25% in the entry-level salaries of the Group banners, compared to 2021.
On the other hand, other monthly supplements are added to the basic entry level wages, which result in a minimum monthly income substantially above the national minimum wages. In Portugal, at entry level, this is between 21% and 61% above the national minimum wage, in Poland this difference is between 15% and 26%, while in Colombia it reaches 39%, thus demonstrating the wage competitiveness of our banners.
These changes in entry-level wages also imply a review of higher levels in order to maintain wage differentiation for the different types of functions. Accordingly, it is important to note that these pay policies envisage pay increases immediately after an employee completes one year of service, as a means to promote retention and recognise greater autonomy of employees in the performance of their duties.
In 2022, average fixed remuneration increased between 4.5% and 12.2% in the different Companies, with Ara (11.2%) and Hebe (9.9%) standing out with increases above that of their respective countries' minimum wages.
In recognition of the performance and contribution of employees, we increased investment in variable remuneration and other recognition mechanisms. In 2022, we reviewed the management performance bonus bands and the widespread and transparent communication thereof to increase even more their external competitiveness. The total amount invested in recognition measures (bonuses and others) to the employees in 2022 of approximately 289 million euros, 33% more than in 2021:
- 93 million euros in performance bonuses paid to managers and extraordinary awards paid to operational teams (around 82 thousand employees);
- over 5 million euros in seniority awards (Group-wide scheme with several levels of seniority);
- 146 million euros allocated to sales performance bonuses, non-absence awards, and other bonuses and awards;
- 36 million euros in the payment of extraordinary bonuses in September and December in Poland, tripling investment made in 2021;
- 8.5 million euros invested in an extraordinary support measure for store, distribution centre and office employees, considering the challenges associated with inflationary pressure and the rising cost of living.
To consolidate a Group-wide culture of recognition, Ara, which until the beginning of 2022 did not have a performance-related incentive scheme tailored to its business, created a gamification system and implemented a pilot in the western part of the country. The game rewards the generation and sharing of good business ideas in an integrated manner, together with the achievement of quantitative goals in store and logistics operations.
[GRI 401-2]
Benefits are a strategic pillar in our pay policy. Employees are offered a package based on their function, irrespective of their work schedule, which may include, for example, life insurance, health insurance, personal accident insurance, and a pension plan. These benefits are complemented with a package of work tools that aim to facilitate the performance of employees' functions.
In 2022, the flexible social benefits plan, Bolsa Flex, under which an amount is given for each employee to select, from amongst the available options, the ones that best suit their needs and personal preferences, was extended to other Companies in Portugal, covering 2,652 employees.
At Hebe, in addition to the plan that allows the use of funds from the Social Fund (mechanism legally required in Poland) for more than 4 thousand options available, in 2022 the Company began to share the investment made in each of the individually allocated benefits transparently with employees, thus ensuring that each employee is aware of their total remuneration package.
6.3.6. Innovate in the Way of Working
In a business that is spread across three countries, it is imperative to keep track of the workforce remotely, enable quick responses, and provide tools that facilitate interaction. As such, this year we strengthened our commitment to making workplaces more innovative and digital.
People management solutions
In 2022, we took significant steps in the Group-wide digital transformation of HR processes as part of the ambition to equip teams with tools that enable them to manage the workforce increasingly more efficiently and to hold employees accountable, in particular, in managing their information. In this regard, and through the GPS (Global People Solution) project, the first phase of implementation of the SAP SuccessFactors solution began with the launch of the project in Colombia.
In addition, solutions such as the Sou Pingo Doce (I am Pingo Doce) app and the implementation of gamification dynamics help facilitate the management of HR processes and employee interactions. At Biedronka, recruitment is supported by a recruitment call centre that answers candidates' questions in real time. In 2022, this call centre handled more than 57 thousand calls.
Hebe recruitment awarded
Hebe has revolutionised its recruitment process with a digital solution that allows candidates for sales consultant positions to be selected. The application process involves playing an online game that, through videos, depicts realworld situations in the stores, to align expectations regarding the function and assess behavioural skills. Personalised feedback can also be given to all candidates about the status of their application based on the results obtained in the game. The tool had a positive impact and helped reduce the average process time by 15 days. This initiative received an award from Pracuj.pl (a recruitment website) in Recruitment and Onboarding category.
At Recheio, in order to promote the understanding and adoption of digital tools it was created an initiative called Digital Influencers with 42 employees in stores and platforms helping colleagues to use the tools and apps. At Hebe, webinars were hosted, and meetings organised to generate greater knowledge about digitalisation and its impact on the business.
Communication channels
Biedronka created three online programmes with the motto Biedronka to My (Biedronka is Us), using videos in which employees talk about their passions and skills and share stories about challenges they have overcome as a team. Each programme had an average of 10 thousand views. The Company also hosted three live-stream meetings between employees and the Executive Committee. On average, 1,220 employees attended each of these meetings.
Radio Pingo Doce continued to share information about the business, interviews, competitions, and other topics, with novelties being the transmission of music selected by employees one day a month and throughout the day and also a 15-minute radio broadcast in stores before opening time.
Ara's Hablando Naranja (Talking Orange) radio station shared the most relevant information about the Company in 23 radio talk shows periodically broadcast in all stores. Ara is strengthening its digital channel by working towards having more employees connected to the website and improving the forum participation feature.
Finally, in 2022 the HR2HR tool was awarded in Intranet, Apps and Social Media category at the APCE – Associação Portuguesa de Comunicação de Empresa (Portuguese Association of Corporate Communication Awards). This tool serves to connect our human resource professionals anywhere in the world and to give information about teams, the strategic HR agenda, articles, events, and other information.
6.3.7. Protect through the Best Work Conditions
The return to post-pandemic normalcy, with the presence of more people in workplaces and more customers in stores, also brought a small increase in the number of workplace accidents compared to the pandemic period. Anyway, and comparing to 2021, due to the growth of our operation, we had less workplace accidents per hour worked by our employees. In 2022 we had five more accidents with serious consequences than the year before.
Incident indicators

Rate of workplace accidents of mandatory reporting = (Number of workplace accidents that must be reported / Total hours worked) x 106 . Does not include workers who are not employees of the Group.

Rate of workplace accidents with serious consequences (except deaths) = [Number of workplace accidents with serious consequences (except deaths) / Total Hours Worked] x 106 . Accidents with serious consequences are those that result in an employee being absent for more than 180 days. Workers that are not employees of the Group are not included.
In this context, we have strengthened our commitment to implementing initiatives that promote safe working conditions and prevent potential accidents and occupational diseases, in accordance with local laws and good practices in risk assessment and management, workplace accident and occupational disease management, monitoring, information and training, and also in the consultation of workers. We have policies, processes and procedures in place to guide the team's activities, most notably the Occupational Health and Safety Policy applicable to all Companies in Portugal.
Risk identification and assessment
[GRI 403-2]
Local health and safety at work (HSW) teams identify and assess existing risks in workplaces in order to mitigate or eliminate them. Assessment is carried out using a method that enables us to quantify the magnitude of the existing risks and thus prioritise them. To this end, the teams use matrices that cover all areas and processes assessed, collecting information about the situation, causes, effects, levels of exposure, severity and risk, and also the most appropriate remedy/recommendation.
Risk assessment includes the identification of environmental, chemical, biological, mechanical, electrical, ergonomic, psychosocial, and organisational risks, and also the risk of fire and explosion. Given that food distribution is our most relevant area, there are activities that could pose risks to employees who, in warehouses, industrial kitchens and stores, load/unload and store products and process them (e.g., fish and meat cutting, bread making, and meal preparation). Jerónimo Martins Agro-Alimentar employees work in the primary and secondary sectors and are also exposed to risk factors171 .
Risk assessment is considered as a source of information for equipment selection, preparation of work instructions and content for employee training, and the design of individual protection measures, as well as for developing health initiatives. In accordance with the law, the health and safety at work technicians, safety delegates, and doctors and nurses are responsible for identifying and eliminating hazards and minimising risks.
Risk control measures
[GRI 403-3, 403-4 and 403-5]
As regards risk control, from a prevention point of view, besides investment in work equipment and personal protection and self-protection measures, of note in 2022 is our commitment to raising awareness about safety hazards and safe practices through training and communication for employees, as well as programmes to promote their health.
The training of employees in occupational health and safety, both in in-person sessions and via e-learning, covered 76,875 employees. Based on their function and the risks associated with it, employees are given access to pre-defined training courses. Employees also have access to specific training related to the processes of each business and focused on the equipment they handle.
In Portugal, most noteworthy is the implementation of a programme to enhance the safety culture in the Companies and which is embodied in Pingo Doce and Recheio's Maximum Security and Safety in Action initiatives, respectively. This programme was created out of the need to improve the main types of behaviours that could potentially result in a workplace accident, through employee awareness-raising initiatives involving the store teams in the observation and assessment of unsafe behaviours. Two Safety Lab classes were also created. This initiative, targeting safety technicians and other professionals who work directly with the HSW department, was designed to share with them methodologies for promoting safe behaviours in the workplace. The programme as a whole benefited 716 people in 2022.
At Recheio, Safety Brigades meetings were resumed. Besides safety technicians and delegates, between two and three employees per store are also trained and participate in activities that raise awareness of HSW-related topics. The employees who are part of these brigades are rotated every two years so as to cover as many store employees as possible. Among other responsibilities, the Safety Brigades are in charge of welcoming new employees, ensuring that they attend HSW training and report workplace accidents. A total of 170 people collaborated in this initiative.
In Poland, of note are the Prevention Programmes and also the Biedronkowa Akademia Zdrowia (Biedronka Health Academy), that trained more than 90 thousand people in 2022. The former involves the implementation of educational programmes and training sessions focusing on the most common causes of workplace accidents and ways to reduce them. The Academy focuses on preventing occupational diseases, where physiotherapists hold health and safety training sessions to teach employees how to prevent musculoskeletal problems. This initiative includes daily warm-up exercises and massages for employees. A total of 55 live streams were broadcast and more than 26 thousand appointments were carried out.
At Hebe, monthly information is shared with store and distribution centre employees on workplace health and safety indicators, aimed at informing them about accident-related issues and raising awareness about good health and safety practices.
171 The occupational hazards at these workplaces and of the tasks performed there include, among others, exposure to extreme temperatures, with possible vascular injuries, physical exertion, with possible musculoskeletal injuries, and contact with machinery, with possible traumas, wounds and electrocution.
In Colombia, the initiative Mi CEDI Seguro (My Safe Distribution Centre) includes, in the first quarter of the year, HSW training and consolidation for all employees, as well as the training of leaders to identify behaviours that can "save lives". In the year, 137 employees completed training. Ara also began assessing the HSW skills of distribution centre employees in 2022 to inform the design of work plans and a learning path. So far, 46 employees have been assessed. This Ara safety and self-care culture has had a direct impact on the outcome of workplace accidents in distribution centres. For example, during 2022 the distribution centre of Cúcuta reached 621 accident-free days.
In the three countries where we operate, regular medical examinations are carried out as a preventive measure throughout the working life of employees and to confirm their fitness to work. These assessments are carried out at the time of onboarding, periodically, and whenever necessary to assess individual physical and mental fitness.
With the lifting of the legal requirement to wear masks due to Covid-19, and with the resulting proliferation of other viruses such as flu, we have made optional and free vaccination available to our employees. In all 5,697 people were vaccinated.
| HSW* training hours | Medical examinations | ||||||
|---|---|---|---|---|---|---|---|
| 2020 | 2021 | 2022 | 2020 | 2021 | 2022 | ||
| Group | 185,581 | 337,079 | 444,494 | 98,580 | 125,769 | 141,451 | |
| Portugal | 36,624 | 62,034 | 74,902 | 21,871 | 30,878 | 33,914 | |
| Poland | 118,852 | 240,266 | 335,216 | 70,533 | 86,302 | 92,782 | |
| Colombia | 30,105 | 34,779 | 34,376 | 6,176 | 8,589 | 14,755 |
* Training volume - the number of training hours provided multiplied by the number of participants.
Occupational health and safety management system
[GRI 403-1, 403-2 and 403-4]
With a view to the continuous improvement of the occupational health and safety management system, we ensure audits and drills, incidents/accidents investigation, consults and the involvement of employees.
Audits and drills – the former intend to identify and analyse the factors that can lead to
incidents/accidents, defining and monitoring remedial measures and action plans. Drills are held to verify the implementation of self-protection measures for the management of emergency situations. Corrective measures are identified as necessary.
| Audits | Drills | ||||||
|---|---|---|---|---|---|---|---|
| 2020 | 2021 | 2022 | 2020 | 2021 | 2022 | ||
| Group | 14,534 | 9,625 | 9,661 | 3,257 | 3,330 | 4,129 | |
| Portugal | 561 | 567 | 570 | 298 | 265 | 277 | |
| Poland | 13,301 | 8,297 | 8,127 | 2,203 | 2,231 | 2,908 | |
| Colombia | 672 | 761 | 964 | 756 | 834 | 944 |
Investigation of incidents/accidents – the process begins when an incident/accident is reported, which is then analysed and investigated to determine the facts, circumstances and possible causes and to identify the respective corrective measures to help prevent it from happening again.
Employee consultation and involvement – the Group's Companies promote this measure through different mechanisms. In Portugal, employees are invited to give their opinion in an annual HSW survey. In Poland, Biedronka has 17 regional health and safety teams comprising workers' representatives responsible for the implementation and maintenance of the HSW system, and Hebe holds a quarterly Health and Safety Committee meeting comprising representatives of the Company's leaders and employees. In Colombia, the HSW Committee (Copasst) raises awareness about situations that may harm the health and safety of employees.
The certification of occupational health and safety systems promotes workforce protection and compliance with legal requirements through the continuous improvement of procedures and processes. At Biedronka, HSW efforts are underpinned by an ISO 45001:2018 certified occupational health and safety system. This certification is valid for all workplaces (stores, distribution centres, the soup factory, and offices). In 2022, 1,505 new instructions were implemented to improve team protection. In Portugal, the Terra Alegre dairy farm (Jerónimo Martins Agro-Alimentar) was also certified to this standard. In both cases, the certified system includes employees and workers who are not employees.
6.3.8. Integrate Work and Personal Context
We seek to ensure the reconciliation of the personal and work life of our employees, promoting their wellbeing beyond legal requirements and a healthy work environment. These factors, which positively impact our people and communities to which they belong, also have an impact on the business and the ability to attract and retain talent.
[GRI 403-6]
In 2022, we embarked on a project to create a unique culture of well-being in all the countries where we are present. Through the Engagement & Well-being area we have strengthened the programmes and created initiatives that enable us to inform, benefit and encourage increasingly more employees to activate their physical, mental and social well-being.
In Portugal, we have been investing in structures that give office and distribution centre employees convenient access to well-being services. In 2022, a total of 2,865 people benefited from the JM Clinic and the Well-being Center, where central office employees may schedule general medicine appointments, sleep consultations, smart ageing, nutrition, screening, a gym, and other services. The Prevention and Physical Rehabilitation Centre, housed in the Azambuja distribution centre and which helps prevent, assess and treat physical illnesses and musculoskeletal injuries through physiotherapy, gym and nutrition services, benefited 852 people.
A telemedicine service was also implemented to meet the health needs of employees across the country. This free service is available from 8 am to midnight every day, including weekends and holidays. Employees are assisted by a nurse, who screens them and, where necessary, refers the case to the most appropriate service/speciality. During the year, a total of 873 people used this service.
In Portugal, we invested in multidisciplinary assessment and intervention (nutrition, mental health, respiratory physiotherapy and vascular rehabilitation, foot health and osteopathy) with Meal Solutions employees, which has benefited 391 employees. This initiative included an assessment and the design of a specific action plan, based on the level of risk identified.
We also launched the Clinical Nutrition Programme, with a pilot test involving nutritional status surveys and, later, the carrying out of consultations (in person and via telemedicine). This pilot benefited 1,809 employees.
At Biedronka, employees were given free access to several preventive examinations and medical consultations under the programme Razem zadbajmy o zdrowie (Let's Take Care of Health Together). In the 2022 edition, around 3,200 employees participated in the initiative, with approximately 17 thousand check-ups and consultations provided by specialists in medical centres.
The mental health care of employees is a constant concern and that's why:
- in Portugal, the Mental Health programme, for employees and their children, provided free psychology consultations to 2,354 people (including telemedicine);
- in Poland, in addition to the programme Spokojna Głowa (Calm your Mind) and dissemination of digital content on mental and physical resilience (16,820 views), Biedronka also has a mental health helpline available for employees. At Hebe, webinars were held on topics such as sleep and mental health during Well-being Week;
- in Colombia, Ara maintains a mental health helpline for employees.
As a way of combining team spirit with the well-being and recognition of employees, several initiatives have been extended or launched promoting communities, competitions and challenges, and events.
Communities – In Portugal, in addition to the Loucos por Corrida (Crazy about Running) initiative, employees were able to join the Loucos por Padel (Crazy about Padel) and Loucos por Criar (Crazy about Creating) initiatives. In Colombia, the Crazy about Running community was created in four cities in the country. A total of more than 11 thousand people participated in these communities.
Competitions and Challenges – In Portugal, employees were able to participate in the Jampions League, a national mixed football championship that saw the participation of 1,207 people. In Poland, Biedronka employees were invited to run and cycle to support the Biedronka Foundation. A total of 193,203 kms were travelled, resulting in an equivalent contribution in złoty to the Foundation. This initiative involved 424 participants from 16 regions who competed against each other to win prizes.
Events – Teams at the central offices in Portugal and at Hebe organised Well-being Weeks. Pingo Doce and Recheio also arranged trips to the Azores aboard the Santa Maria Manuela, a Portuguese ship owned by the Group. At Biedronka, an amount was earmarked for the organisation of recreational meetings within small work teams. In total, more than 922 thousand euros were invested in these meetings.
In 2022, and in Portugal alone, we invested over 2 million euros in well-being initiatives. As a result of efforts made to improve employee well-being, we were distinguished by RH Magazine in the Prémios RH (HR Awards), where we won in the category Health and Well-being, by the Ordem dos Psicólogos (Portuguese Psychologists Association) and by Workwell at the Well-being Awards.
Recognising the demand of our business, we are committed to finding solutions that enable our people to have greater flexibility and harmony in managing their lives. Moreover, for office workers, the Flexible Work Policy approved by the Group's Executive Committee in 2021, which includes flexible entrance and exit schedules and remote work, was officially implemented in all our Companies in Portugal. The Companies in Poland and Colombia are working on the rules for implementing remote work.
For store employees, Pingo Doce has an hours bank system in place and a solution to support work schedule planning. The former allows operations employees to have additional rest days as compensation for overtime worked. More than 27,307 employees made use of this measure. The latter initiative is a tool that promotes the better organisation of work schedules and greater equity in the distribution of work hours. This solution considers not only legal requirements, but also a set of internal principles aimed at giving greater stability to employees' lives, for example, encouraging a greater number of consecutive days off.
In 2022, we continued to facilitate the family management of employees through three day care centres (in Braga, Azambuja and Alfena), which took in 208 children. Paediatric support was provided to children of distribution centre employees and those of neighbouring stores. It should also be noted that in Portugal we decided to give at least two additional holiday days to all employees, which take effect in 2023, following the negotiations of collective bargaining agreements.
6.3.9. Support Employees and their Families
Through our continued commitment to Internal Social Responsibility (ISR), we seek to support our employees and families in situations of vulnerability. In 2022 alone, we invested more than 35 million euros172 (37.9% more than in 2021) in health, education and family well-being in Portugal and Poland.
| Investment in ISR by pillars of action (in million euros) | |||||
|---|---|---|---|---|---|
| ISR pillars of action | 2020 | 2021 | 2022 | ||
| Group | 19,9 | 25,6 | 35,4 | ||
| Health | 1,2 | 1,7 | 2,1 | ||
| Education | 1,0 | 3,8 | 3,2 | ||
| Family well-being | 17,7 | 20,1 | 30,1 |
Investment in Internal Social Responsibility
172 In Poland, 99% of the amount invested in these programmes was supported by the Social Fund, provided for under local law and which stipulates a per capita amount to be allocated to employees by employers.
Health
In Portugal, the Mais Vida (More Life) programme to support cancer patients was extended and now includes, in addition to the second opinion consultation, transportation and home care services, the holistic monitoring of a patient's health status by a multidisciplinary team, from nutrition to psychological support. The protocols of this programme have been extended to ensure support at all stages of the disease. In 2022, 27 people received support, corresponding to an investment of 96 thousand euros.
The year 2022 also marked the tenth anniversary of the SOS Dentist programme, which was improved in the year. In partnership with a new provider that ensures greater geographical coverage and response capacity, we offered 1,171 oral health treatments to employees and their children who could not cover these expenses, in a total investment of more than 702 thousand euros.
In Poland, the Group invested around 413 thousand euros in the programme Mali Bohaterowie (Little Heroes), which benefited 613 children by offering psychomotor rehabilitation programmes and equipment and financial support to cover medical service fees. Rehabilitation initiatives were also held for 92 children with physical disabilities and on the autism spectrum.
As part of a new health programme called Sprawni z Biedronką (Fully abled with Biedronka), employees with disabilities received financial support to purchase medicines and/or rehabilitation equipment and to pay for consultations and treatments. In total, 151 employees received financial support, in an investment corresponding to around 64 thousand euros.
Education
In Portugal, registration reopened for the Online Study Hall programme in 2022, to help improve the school, social and emotional skills of children and young people until the third cycle of education. The initiative benefited 925 children of employees nationwide, in an investment of 160 thousand euros. This initiative set several challenges throughout the year, where topics such as sustainability, physical exercise, healthy eating habits and positive education were addressed.
In an investment corresponding to more than one million euros, 1,721 children and young people between the ages of 6 and 17 took part in the annual holiday camps organised for the children of employees in Portugal. We also launched the first monitors course for children of employees between 18 and 25 years old, training 56 young people, 48 of which participated in the holiday camps and received certification for other work opportunities in the future. Activities relating to healthy eating habits, sustainability and social inclusion were also held during the holiday camps. In Poland, 1,424 children and teenagers participated in the holiday camps organised by Biedronka, corresponding to an investment of around 600 thousand euros.
We have been supporting the school-age children of employees in Portugal and Poland, in particular, to purchase school supplies. In Portugal, the Regresso às Aulas (Back to School) initiative provides support in three ways: vouchers for the purchase of school supplies, support in ordering books and textbooks, and special support for large families. A total of 20,089 vouchers were distributed and more than 203 thousand euros were invested in this initiative in 2022. In Poland, employees were able to apply for a computer for their children between the ages of 7 and 18. In the third edition of the programme, 1,200 computers were distributed, in an investment of around 750 thousand euros.
In Portugal, also of note is the Aprender e Evoluir (Learn and Grow) programme and the granting of scholarships to employees and the children/dependents of employees. The Learn and Grow programme, held in partnership with the network of Qualifica173 centres, enables employees to complete compulsory education, while the scholarships provide the necessary financial support so that they can attend a bachelor's or master's degree course. A total of 105 people received scholarships, corresponding to an investment of 122 thousand euros.
173Qualifica Centres specialise in the professional qualification of adults, offering guidance and referral to education and professional training offers for adults aged 18 or older seeking education or vocational training certification, and are responsible for the development of the recognition, validation and certification of skills acquired by adults throughout their life.
Family Well-being
Created in Portugal in 2011, the Social Emergency Fund (SEF) ensures a response to urgent situations of food shortages, domestic violence, the need for legal support and healthcare, among other situations. With a comprehensive social diagnosis and a customised response, social workers working at the SEF design specific plans together with each employee and their family. In 2022, SEF supported 1,579 employees, in an investment of around 1.3 million euros. Given the current macroeconomic climate and to assist employees in managing their personal finances, we launched the Personal Finance Protection Guide, which has useful tips, tools and information to improve the financial literacy of employees and families, to help them to better manage and control their daily expenses.
In Poland, the programme Możesz Liczyć (You Can Count on Biedronka) provides financial support to current and former employees in a vulnerable situation. A total of 8,572 subsidies were granted under this programme, corresponding to an investment of more than 2 million euros. Financial support was also provided to employees in the form of electronic cards that allow the Companies to allocate a specified amount to each person. A total of 3.4 million euros were distributed among 72,787 people.
Support for Ukrainian employees
The year was marked by the need to support the Ukrainian population after the invasion of their country by the military forces of the Russian Federation. We focused our efforts on providing assistance to overcome the severe humanitarian crisis, monitoring the situation daily and adjusting this assistance to needs on the ground.
Under the programme Możesz Liczyć (You can count on Biedronka), an extraordinary payment of 1,000 złoty (circa 213 euros) was ensured to 1,377 Ukrainian employees, in an investment of approximately 300 thousand euros. Also of note was the establishment of a mental health helpline in Poland, available in the Ukrainian and Polish languages.
In Portugal, a dedicated helpline was created to support workers affected by the war. By contacting this helpline, employees could obtain information and assistance on issues related to: i) the measures created to support Ukrainian employees; ii) special arrangements for the entry and stay in Portugal of displaced persons from Ukraine; iii) volunteer initiatives; and iv) support for Ukrainian people arriving in Portugal.
A direct communication channel was also established through the SEF for Ukrainian and Portuguese employees with Ukrainian family, who were being accompanied by a social worker, to help identify the needs of each family and trigger the support proposed for each community. A total of 105 people were identified and 36 were being monitored through the SEF.
Support for large families was provided in Poland to 7,382 employees with three or more children up to the age of 26. This aid, which also takes the form of electronic cards, corresponded to an investment of more than 757 thousand euros.
In 2022, we increased investment in welcome kits for the newborn babies of employees. In Portugal, the O Meu Primeiro Kit (My First Kit) includes a 150-euros gift card and a backpack with several gifts for the baby and mom. In Poland, the kit also includes other essential items for the first months of life. We distributed a total of 4,238 kits in both countries, in an investment of 285 thousand euros.
Social support in Colombia is provided through the Fiado (Cash Advance) programme, through which employees have access to a credit facility to buy essential goods at Ara stores, with the corresponding amount then being discounted from their monthly pay. In 2022, 5,753 people used this facility.
The year was also marked by our decision to finance the Fundo del Empleado (Employee Fund) from 2023, and the launch of the Internal Social Responsibility area in Colombia, with the implementation of the SEF. These initiatives are aimed at helping employees cope with the difficult economic climate looming on the horizon.
6.3.10. Promote Inclusion
The employability of people who are at a disadvantage in accessing the labour market is a strategic priority, contributing to the eradication of poverty and social exclusion. In this regard, we have been
investing in the creation of training and employment opportunities that allow access to the labour market through innovative programmes, methodologies and infrastructures.
Implemented in Portugal in 2015, the Incluir (Include) programme aims at creating training and employment opportunities for people with disabilities and/or an impairment, migrants and refugees, and people at social risk. Since it was implemented, the programme has benefited 1,033 people, 379 of which in 2022 alone.
Given the overwhelming success of the Incluir Centre in Lisbon, in 2022 we decided to move forward with the establishment of a new centre in Porto, in an investment of more than 815 thousand euros. These innovative centres specialise in the employability of people with difficulty in accessing the labour market, are fully inclusive and at the service of the community, where candidates are provided training and develop skills and are recruited.
Incluir Centre
Incluir Centres follow an innovative training and development methodology, tailored to each trainee and adapted to the functions available within each of the Group's business areas.
The first phase of training lasts two weeks and takes place in the classroom, focusing on behaviour and relationship skills and practical training in the centres' simulation stores. This is followed by the second phase, where trainees receive on-the-job training over the course of ten weeks and are accompanied by tutors – employees charged with monitoring and training each trainee in the workplace – and the Inclusion team, made up of social reintegration experts specialising in the preparation and integration of such people. After completing these two phases, trainees are ready to be employed by our Companies.
The Incluir Centres were constructed from scratch and designed taking different disabilities into account: signage and fonts that make it easier for people with low vision or dyslexia to read them, touch screens and texts in Braille for the blind and partially sighted persons, colour codes for people who are colour-blind, and noise cancelling headphones for autistic people.
To reinforce an inclusive culture in society, the Incluir Centres are open to the community and are free to visit, and also host conferences, debates and rotating exhibitions of artwork created by people with disabilities.
Also of note in 2022 is the launch of a beginner's course in Portuguese Sign Language on the EducAction platform.
As a result of the work carried out, the holding and Recheio have held the Inclusive Employer Brand seal174 since 2021 from Instituto de Emprego e Formação Profissional (Employment and Professional Training Institute).
To introduce young people from orphanages to the labour market, in 2022 Hebe implemented the initiative Odkryj Siebie Z Hebe (Discover Yourself with Hebe). The Company cooperated with the One Day Foundation in creating a programme that provides a three-month internship and the possibility of a permanent employment contract in the future. This initiative ensures the training of young people so that they are able to work in-store, in particular in customer service, and monitoring by Company mentors. 16 young people participated in the first edition of the programme.
With millions of people fleeing Ukraine, our European Companies have welcomed new Ukrainian employees into their workforce. A total of 1,884 people of Ukrainian nationality were hired since the beginning of the war, 98.2% of which in Poland. Biedronka has been working in a structured way to integrate Ukrainians in order to facilitate their journey within the organisation. As such, the Company has a team responsible for the recruitment and integration of migrants, which has been contributing to the creation of:
- content and recruitment channels for the Ukrainian population;
- onboarding materials, communication and operation processes, such as store checkout, in Ukrainian;
- internal channels with useful information in Ukrainian, including a chatbot to assist employees.
174 Criteria: i) recruitment, professional development and advancement; ii) job retention and return to work; iii) accessibility (employees); iv) services and relationships with the outside world (community and customers).
6.3.11. Act Ethically
Respect for the law and human rights, honesty and integrity, diversity and inclusion are fundamental principles in the way we operate in the different countries where we are present, as set out in our Code of Conduct.175
[GRI 406-1, 407-1 and 409-1]
We have 84 Group-wide and local policies that accompany the entire career path of employees within the organisation and that safeguard ethical and responsible conduct in each of the human resources processes, in accordance with the guidelines of the International Bill of Human Rights: Universal Declaration of Human Rights, the fundamental conventions of the International Labour Organization and other applicable conventions.
Our global Labour Fundamentals Guidelines serve to guide our Companies in respecting and promoting their people's human and labour rights, promoting a healthy, safe and balanced workplace environment. With these guidelines, we ensure compliance with the following principles and rights:
- principle of equality and non-discrimination
- right to work
- right to rest
- right to equal pay and just remuneration
- right of association and collective bargaining
- right to a safe workplace
- right to parenting
- right to employee privacy and private life
- right to remedy
The Labour Fundamentals define what is expected in terms of human resources policies and procedures and promote the existence of monitoring and reporting mechanisms. In Portugal are also defined the Prevention and combat to Harassment and Discrimination guidelines focused on managing and combating such situations in the workplace.
[GRI 408-1, 409-1 and 411-1]
We respect the rights of indigenous peoples and ensure the prevention of the risks of forced and child labour, in particular through mechanisms that prohibit the hiring of persons under the legally permitted employment age. In this regard, most noteworthy is our leadership position in the Global Child Forum's The State of Children's Rights and Business report (score of 7.6/10). In 2022, we became members of The Consumer Goods Forum Human Rights Coalition – Working to End Forced Labour, aimed at ensuring that by the end of 2025 its members have 100% of their own operations covered by due diligence systems, as a way to identify, remedy and prevent human rights risks.
Given the commitment to the expansion of Ara's business, and to ensure that human and labour rights are respected in all situations, the Company has implemented ten fundamental people management rules which have been communicated to the operations team. Control is carried out through audits (for example, of the duration of working hours) and the monitoring of some critical indicators.
[GRI 2-30, 407-1]
Pursuant to applicable laws, and with regard to freedom of association, trade union activity and collective bargaining, employees are free to establish and join organisations without prior authorisation and may be represented by them in negotiating agreements with their employer. In this context, Biedronka has a Trade Union Policy in place that sets out the main rules and guidelines for conducting effective and efficient social dialogue in line with the law. Collective bargaining, for now only applicable to Portugal, covers 98.8% of employees176 .
175 Code of Conduct available at the Group's corporate website.
176 Only in Portugal, since there are no collective labour regulation instruments in Poland or Colombia applicable to the Group's Companies, thus corresponding to 26.3% of the Group's total employees.
Resolution mechanisms
The Ethics Committee177 is an independent body tasked with monitoring disclosure of and compliance with the standards and principles of the Code of Conduct and Anti-Corruption Policy178. These two documents set out the ethical principles and conduct which employees must follow, no matter their position, function or the country where they work. The Ethics Committee has its own channel that allows employees to confidentially report issues related to aggression, harassment, conflicts of interest, corruption, discrimination, fraud, improper business practices, misuse of information or any other violation of the Code of Conduct or Anti-Corruption Policy.
Following the approval of the new framework for the protection of whistle-blowers, four Ethics Boards were established179 in Portugal. These are independent reporting channels which, together with the Ethics Committee, are responsible for ensuring the receipt and follow-up of reports of any wrongdoing related to the Companies, consistent with the violation of European Union law, national law and the Code of Conduct. The Ethics Committee and Ethics Boards act in accordance with principles of independence, impartiality, integrity, confidentiality and absence of conflicts of interest.
To support the activity of the Ethics Committee and Boards, in 2022 we implemented a report management platform in compliance with applicable law.
In Poland and Colombia there are also other bodies that receive and investigate reports about specific issues: the Anti-Mobbing, Anti-Discrimination and Sexual Harassment Committee, formed specifically to investigate each case in these matters in Poland, and, in Colombia, the Committee for Labour Coexistence, which investigates reports relating to working conditions or other labour issues.
In each of the countries where we are present, the Employee Assistance Service is available to employees to report, ask questions about and resolve labour-related issues, and to receive and forward requests for social support. This channel ensures confidentiality, independence and impartiality, thereby safeguarding employees against any retaliation, discrimination or loss of rights.
| Employee Assistance Service |
Contacts/procedures initiated |
% of contacts/procedures completed |
||||
|---|---|---|---|---|---|---|
| 2020 | 2021 | 2022 | 2020 | 2021 | 2022 | |
| Group | 60,724 | 64,385 | 88,982 | 96% | 98% | 98% |
| Portugal | 34,575 | 39,845 | 37,926 | 97% | 99% | 100% |
| Poland* | 11,804 | 8,995 | 22.280 | 97% | 92% | 97% |
| Colombia | 14,345 | 15,545 | 28,776 | 93% | 98% | 97% |
*Does not include contacts related to payroll/administrative issues and requests for Social Fund support.
All situations reported via any of the channels are investigated, and, if necessary, subsequent action plans are drawn up for the resolution thereof. In 2022 we received 3,057 labour-related complaints, of which 100% were investigated, 83.3% were closed and 43.2% needed remedy actions.
177 The Ethics Committee web page explaining the composition, regulation and responsibilities of this body is available on the Group's corporate website.
178TheAnti-Corruption Policy is available on the Group's corporate website.
179 According to Directive (EU) 2019/1937 and the transposition thereof into Portuguese Law No. 93/2021, companies that have 50 or more workers must establish internal reporting channels, and those that employ between 50 and 249 workers may share resources as regards the receipt of reports and follow-up, which resulted in the establishment of four Ethics Boards in our context in Portugal. We are currently preparing to implement these reporting mechanisms in Poland.
| Labour-related Complaints180 | ||
|---|---|---|
| Total | % of total complaints received |
|
| Complaints investigated* | 3,057 | 100% |
| Complaints with the need of remedy actions** | 1,321 | 43.2% |
| Complaints closed (investigation conclusion without need for action or investigation conclusion with the implementation of the needed actions)*** |
2,547 | 83.3% |
*Number of complaints investigated by the resolution mechanisms, out of the total complaints received.
**Number of complaints which conclusion resulted in the implementation of remedy actions out of the total complaints received. ***Number of complaints considered closed by 31/12/2022 after the given investigation, out of the total complaints received.
Communication and training
[GRI 205-2]
In addition to the resolution mechanisms, we ensure regular communication and training of our employees in the Code of Conduct, Anti-Corruption Policy, reporting channels, and human and labour rights.
When new employees join the Group, they are provided with a copy of the Code of Conduct and the Anti-Corruption Policy, and requested to acknowledge receipt, to raise awareness about the principles they must follow. Employees are also regularly reminded of the information on conduct rules contained in these documents and of the reporting channels available through the internal communication channels. In 2022, we held communication campaigns on the Anti-Corruption Policy that reached 38,878 employees181 .
As regards training, we hold in-person and e-learning sessions, which cover different employees on a cyclical basis, on the following topics:
| Employees trained | Code of Conduct | Anti-Corruption Policy |
Labour law |
|---|---|---|---|
| Group | 7,696 | 8,930 | 2,660 |
| Portugal | 1,882 | 1,144 | 301 |
| Poland | - | 364 | 2,359 |
| Colombia | 5,814 | 7,422 | - |
Although no Code of Conduct training has been provided in Poland, all new employees receive an explanatory booklet, and the Companies periodically provide information on the content thereof.
In Colombia employees were also trained in policies related to the anti-money laundering, counterterrorism financing, and data processing self-monitoring and risk management system. A total of 8,740 employees were covered by this training programme.
180The figures shown represent reports made by employees through the Ethics Committee, Ethics Boards, local commissions, and the Employee Assistance Service in the management of labour-related issues.
181 Includes three communication campaigns via email on integrity and whistleblowing channels (target audience: all employees in Portugal), supplier visits (employees with institutional email in Portugal and Poland) and business courtesies (employees with institutional email in Portugal, Poland and Colombia).
| Action Pillar | 2021-2023 Commitment | 2022 Progress |
|---|---|---|
| Promoting Good Health Through Food |
In all countries develop food alternatives such as vegan, lactose-free and/or gluten-free solutions that are aimed at consumers with specific dietary needs/preferences. |
Achieved. In 2022, the Group Companies had on sale 1,429 gluten-free products (15 of which new), 87 lactose-free (9 of which new), and 227 for vegans/vegetarians (including perishables, 42 of which new). There are no products in Colombia for vegans/vegetarians. |
| Ensure that products targeted for children have a higher nutritional profile than the benchmark (or best in class), according to the country of operation. In Colombia, ensure that products targeted for children have a higher nutritional profile than this benchmark until 2025. |
In progress. At the time of product launch, many may have a nutritional profile considered by the Companies to be better than the benchmark (or best in class) and, for reasons of competitive dynamics, progressively (in the same year or in subsequent years) adjusted by competitors. In 2022, and in: • Private Brand Poland, 30% of the products with an established benchmark had a higher profile than the market, 21% had the same profile, and 4% had a worse profile. In addition, 69 products had no benchmark on the market for comparison; • Private Brand Portugal, 80% of the Pingo Doce and Amanhecer articles on sale most consumed by children had profiles similar to the benchmark and 20% had a better profile; • Private Brand Colombia, it was not possible to establish benchmarks, moving such an objective to 2023. * from 3 years of age, with appropriate formats and pictograms on the packaging for these ages. |
|
| In Portugal and in Poland, ensure the use of voluntary "Without GMO" labelling for 75% of Private Brand food references containing mostly (>50%/net weight) potentially modified ingredients (soy and corn), thus helping consumers in their decision-making process (55% year 1, 65% year 2, 75% year 3). |
Not achieved. • Private Brand Poland: 91% (7 p.p. more versus 2021) of 32 eligible products; • Private Brand Portugal: 25% of the 40 eligible products had this symbol. This ratio reaches 14% if we consider the products containing soy/corn, regardless of their proportion in the net weight of the product; • the total number of eligible products was 72, with 39 products bearing the GMO-free symbol, i.e. 54%. |
|
| In Portugal and Poland, continue to develop programmes promoting the Mediterranean diet principles and healthy nutritional habits, based on recommendations by local experts, and raise consumer awareness on reading food labels. |
Achieved. In both countries, the adoption of the Nutri-Score symbol was a decision aimed at offering consumers more intuitive information on the nutritional profiles of pre-packaged Private Brand products. In Portugal and Poland, 565 articles (+249% compared to 2021) already displayed this symbol on the front of the packaging. In Portugal, the "Juliana da Semana" campaign was maintained, based on the weekly recommendation of a soup in line with the principles of the Mediterranean diet, and also the partnership with CUF to promote health through food with the programme A Saúde Alimenta-se (Feeding Health), which raises awareness of the role that a diversified and balanced diet can play in health, and encourages consumers to select the foods that best suit their needs and lifestyle. |
7. 2021-2023 Commitments
| Action Pillar | 2021-2023 Commitment | 2022 Progress |
|---|---|---|
| Biedronka maintained its Czas Na magazines, containing recipes, with average print runs of 200 thousand copies, dedicated to nutrition and healthier lifestyles. |
||
| In Portugal and in Poland, ensure that 90% of Private Brand products do not contain, in their direct ingredients, artificial colorants until 2023. |
Achieved. Private Brand Portugal: 100%. Private Brand Poland: 98%. Perishables Portugal: • raw materials used in central kitchens: 100%; • raw materials used in restaurants, takeaway and sushi: 100%; • bakery products sold under Pingo Doce label: 100%; • raw materials for manufacture (store and factory): 99.5%; • bakery products sold under the Pingo Doce label: 97%. Perishables Poland: in bakery, 100%. Additionally, in Colombia, 92% of specialised perishable products, for example in bakery, do not contain artificial colorants. |
|
| In Portugal and in Poland, ensure that 90% of Private Brand products do not contain, in their direct ingredients, artificial flavour enhancers until 2023. |
Achieved. Private Brand Portugal: 99%. Private Brand Poland: 97%. Perishables Portugal: • raw materials used in central kitchens: 100%; • raw materials used in restaurants, takeaway and sushi: 100%; • bakery products sold under Pingo Doce label: 100%; • raw materials used in manufacturing (store and factory): 100%; • pastry products sold under Pingo Doce label: 100%. Perishables Poland: • bakery raw materials: 100%; • meat: 100%; • fruit and vegetables: 100%; • fish: 100%. Additionally, in Colombia, 56% of specialised perishable products, for example in bakery, do not contain artificial flavour enhancers. |
|
| In Portugal and in Poland, position the Companies as healthy ageing promoters, through democratising the access to Private Brand food products that meet internationally recognised nutritional and dietary needs for the +50 age groups. |
In progress. In 2022, specific products were launched for these age groups, namely in the Go Active range in Portugal and in Poland, whose targets includes seniors. Eight products were launched in Portugal and nine in Poland. |
|
| In Hebe, in the scope of promoting health through cosmetic products' formulation, develop Private Brand alternatives without ingredients of animal origin, aimed at consumers with specific needs/preferences. |
Achieved. In 2022, 13 products were launched without animal ingredients and suitable for vegans. The total of this range amounted to 40 references (+48% vs 2021) in compliance with the European Regulation (EU) for Cosmetics no. 1223/2009 (product safety and labelling) as well as the European Regulation (EU) no. 655/2013 for the common criteria for claims on cosmetic products. |
|
| In Hebe, in the scope of promoting health through cosmetic products' formulation, ensure that Hebe Naturals products have at least 90% natural |
Achieved. In a total of six references on sale in the Hebe Naturals range in 2022, 100% had ≥90% natural ingredients on their composition (in line with ISO16128). Additionally, the production |
| Action Pillar | 2021-2023 Commitment | 2022 Progress | ||||
|---|---|---|---|---|---|---|
| ingredients in their composition (according to ISO 16128). |
of these items follows the ISO 22716 standard on Good Manufacturing Practices for Cosmetics. In 2022 there were no new products launched from this range, maintaining the 2021 references. |
|||||
| Respecting the Environment |
In progress. In 2022, 66% of all distribution centres and production units had environmental certification: |
|||||
| 2022 2021 |
||||||
| Units | ISO 14001 |
Total | ISO 14001 |
Total | ||
| Distribution centres (#) |
22 | 32 | 20 | 30 | ||
| Ara | 0 | 6 | 0 | 5 | ||
| Biedronka | 16 | 17 | 16 | 16 | ||
| Hebe | 0 | 1 | 0 | 1 | ||
| Pingo Doce and Recheio |
6 | 8 | 4 | 8 | ||
| JMA | 0 | 0 | 0 | 0 | ||
| Increase the number of locations with | Production units (#) |
3 | 6 | 2 | 6 | |
| environmental certification to at least 60% of the total distribution centres and industrial units* by |
Ara | 0 | 0 | 0 | 0 | |
| 2023. | Biedronka | 1 | 1 | 0 | 1 | |
| *Fresh dough factory, central kitchens, soup factory and Terra Alegre dairy factory. |
Hebe | 0 | 0 | 0 | 0 | |
| Pingo Doce and Recheio |
1 | 4 | 1 | 4 | ||
| JMA | 1 | 1 | 1 | 1 | ||
| Total Certified (%) |
66% | --- | 61% | --- | ||
| Reduce the carbon footprint (scopes 1 and 2) by at | To ensure that environmental management procedures are followed and opportunities for improvement are identified, we conduct audits to stores, warehouses, distribution centres and other operational units. In 2022, 7,648 environmental audits were carried out (6,496 at Biedronka, 825 at Ara, 276 at Pingo Doce, 41 at Recheio and 10 at JMA), 18% more than in 2021. The average score was 93%, the same as in 2021. Corrective actions are defined for all cases in which the score does not reach 100%. In progress. In 2022, a 41% reduction in the |
|||||
| least 40% by 2023 (per thousand euros of sales), compared to 2017. |
Group's carbon footprint per 1,000 euros of sales was achieved in relation to 2017. In progress. In 2022, the reduction in energy consumption per 1,000 euros of sales stood at 28%, compared to 2017. |
|||||
| Reduce energy consumption by 10% (per thousand euros of sales) by 2023, compared to 2017. |
||||||
| Reduce water withdrawal measured in megalitres In progress. In 2022, the volume of water in distribution activities by 10% by 2023 (per withdrawn in Distribution activities per million million euros of sales), compared to 2017. euros of sales was 28% less compared to 2017. |
||||||
| Limit food waste to 16.1 kg for each tonne of food sold by 2023. |
above the defined limit. | In progress. In 2022, food waste in the Group grew to 17.7 kg for every tonne of food sold, 10% |
||||
| Ensure that at least 12% of the packaging in Private Brand products are included in the Ecodesign project by 2023, comparing to the 2020 assortment. |
Achieved. In 2022, 413 packaging ecodesign projects for Private Brand products were completed. Since 2011, 1,156 packages were developed according to ecodesign strategies, which corresponds to 18% of the assortment in |
2020.
| Action Pillar | 2021-2023 Commitment | 2022 Progress |
|---|---|---|
| Ensure an annual waste recovery rate of at least 85% of the volume of waste generated by 2023. |
In progress. In 2022, waste recovery rate was 85.5%, that is, 0.5 p.p. above the defined target for the three-year period 2021-2023. |
|
| Support at least one nature conservation project in each of the countries where we have operations and disclose its results annually. Reduce by 5% by 2023, the specific consumption of plastic (measured in tonnes of plastic packaging per million euros of turnover), compared to 2018. |
Achieved. In total, the Group supported 15 nature conservation projects in 2022 (10 in Portugal, 2 in Colombia and 3 in Poland). In progress. In 2022, there was a 27% reduction in the specific consumption of plastic (t/million euros in sales) compared to 2018. |
|
| Increase the content of recycled plastic to 10% of the total amount of plastic packaging under our responsibility (Private Brand, service packaging, check-out bags and wrapping film) by 2023. |
In progress. In 2022, the amount of recycled plastic in our directly managed packaging was 9.8%, an increase of 2.8 p.p. compared to 2021. |
|
| Reduce carbon emissions resulting from transporting goods to stores by 5% (in tonnes of CO2e per thousand pallets transported), by 2023, compared to 2020. |
In progress. In 2022, a total of 5.29 tonnes of carbon emissions per thousand pallets were recorded in the transport of goods between distribution centres and stores, a reduction of 2.6% compared to 2020. |
|
| Sourcing Responsibly |
Guarantee that at least 80% of the Jerónimo Martins Group's purchases of food products are sourced from local suppliers. |
Achieved. In 2022, 91% of the food products sold by the Group were purchased from local suppliers. |
| Increase sales of Private Brand and/or perishable products and packaging with sustainability certification to at least 7% of the total sales of these product categories by 2023. |
In progress. In 2022, sales of Private Brand and/or perishable products and packaging with sustainability certification accounted for 8.4% of total sales. |
|
| Carry out environmental audits to at least 20% of Private Brand and perishable suppliers, with a purchase volume greater than 1.1 million euros in the 2021-2023 period. |
In progress. In 2022, 75 suppliers were audited. Since 2021, all audited suppliers represented 16% of total Private Brand and perishable suppliers with a purchase volume greater than 1.1 million euros. |
|
| Contribute to The Consumer Goods Forum's (CGF) Forest Positive Coalition of Action commitments. Within the scope of our Private Brand and perishable products and for each of the commodities considered, the following goals were defined: • Palm Oil: continue to ensure 100% RSPO certification in Portugal and Poland. In Colombia, ensure compliance with the "Acuerdo de Voluntades para la Deforestación Cero en la Cadena de Palma en Colombia" (Voluntary Agreement for Zero Deforestation in the Colombian Palm Oil Chain) from the Colombian government. • Soy: reduce by 50% soy from unknown origins to 16% of total direct and indirect soy. Reduce soy from countries with risk of deforestation to 25% and/or ensure they are sustainably sourced (e.g. RTRS or ProTerra certified or other multi stakeholder schemes that promote the preservation of ecosystems in the main production areas of this ingredient). • Beef: reduce unknown origins to 2.5% of total beef purchases. If sourcing from Brazil, engage with suppliers to ensure the adoption of deforestation policies and actions. • Paper and timber: work with suppliers to achieve sustainable certification (e.g., FSC® or PEFC) in 80% of virgin fibres used in products and in 70% of virgin fibres used in our packaging. |
In progress. In 2022, the Group had the following performance in its Private Brands and perishables: • Palm oil: the Companies in Portugal and Poland maintained the RSPO certification for 100% of the palm oil used. In Colombia, Ara traced the origin of 90% of the palm oil to the farm where it was produced. The palm oil in our products comes from three of the four production areas in the country and 14 (out of 68) processing plants operating in Colombia. Of the 0.1% deforestation detected by public bodies in 2019, less than 10% occurred in these three production zones. In Ara, 99% of the palm oil used in Private Brand and perishable products was produced in Colombia. Of the remaining 1%, 74% had RSPO certification. • Soy: soy (direct and indirect) sourced from unknown origin represented 14% (-1 p.p. compared to 2021) of the total. 55% of the total soy from known origins comes from countries with risk of deforestation (+3 p.p. compared to 2021), of which 14% have sustainability certification (e.g., RTRS). We kept our support to the project in partnership with Nestlé and IPAM to develop a governance model for low-carbon agricultural production and the conservation of natural ecosystems among smallholder farmers and indigenous populations in the |
state of Mato Grosso (Brazil).
| Action Pillar | 2021-2023 Commitment | 2022 Progress |
|---|---|---|
| • Beef: it was possible to map all the beef used to at least the country of origin. Based on this work, it was possible to confirm that 0.5% of the total originated from Brazil. Despite the reduced exposure for this ingredient, we maintain our participation in the beef working group under the CGF's Forest Positive Coalition of Action. • Paper and timber: 90% of the virgin fibres used in our Private Brand products had sustainability certification (FSC® or PEFC). In the case of packaging, the proportion reaches 70%. |
||
| Ensure the annual application of the Sustainable Agriculture Handbook in at least 70 new farms in Portugal and Poland, ensuring a minimum average sustainability index of 3.7 points (on a scale from 1 to 5, in which 5 is the maximum score) for farms with at least two assessments in the 2021-2023 period. |
In progress. In 2022, the Sustainable Agriculture Handbook methodology was applied in 23 new farms in Portugal. Regarding farms with two or more assessments, the average sustainability index was 3.7 (on a scale of 1 to 5, where 5 is the maximum score). |
|
| Supporting Surrounding Communities |
Monitor and disclose at least 70% (in value) of the social impacts resulting from the annual support offered, according to the Business for Societal Impact (B4SI) model. |
Achieved. In 2022, 73% of the support offered by the Group was monitored. The monitoring and disclosure of the impacts resulting from the support offered by the Group, according to this model, is published in this document – sub chapter 5. "Supporting Surrounding Communities", section 5.2. "Managing the Policy on Supporting Surrounding Communities" – and in the corporate website. |
| Strengthen the involvement in social projects in all geographies, targeted to children, youngsters and elderly people from vulnerable environments, focusing on aspects of health and healthy eating, aiming to directly impact one million people until 2023. |
In progress. In 2022, the Group Companies supported more than 29 thousand people from vulnerable contexts about their health and healthy eating. Based on the B4SI methodology, it is estimated that the Group's support (essentially focused on responding to social emergencies and social well-being) have impacted around 4.5 million people. |
|
| In Poland, expand the food donations programme for local non-governmental organizations to 70% of stores. |
Achieved. The number of stores with a protocol established with local institutions to deliver food totalled 2,551 at the end of 2022. This value represents 75% of the Company's stores. |
|
| Being a Benchmark Employer |
Promote the integration of personal and professional life and a flexible and healthy work environment across the Group, by implementing the flexibility policy and providing mental health services to more than 90% of employees. Additionally, the Group aims to achieve a wellbeing index and an engagement index equal to or greater than 75%. Global wellbeing index and global engagement index: measured through the group-wide employee satisfaction survey, considering the result of the "wellbeing" and "engagement" sections, respectively. |
In progress. Since 2021, we adopted a Flexible Work Policy approved by the Executive Committee, which includes flexible entrance and exit schedules and remote work. This policy was officially implemented in all Companies in Portugal in 2022. The Polish and Colombian Companies are currently developing the rules for implementation of remote work adjusted to their context. 100% of our employees have access to mental health services. In Portugal, through the Mental |
| Health programme, aimed at employees and their children, we provide free psychological appointments. In Poland, employees have access to relevant digital content through Biedronka's Spokojna Głowa (Calm Your Mind) programme and the Hebe Wellbeing Week. Since 2022, Biedronka has provided a helpline for psychological support. A line for this purpose also exists in Colombia. In 2022 we conducted a group-wide employee satisfaction survey. The |
| Action Pillar | 2021-2023 Commitment | 2022 Progress |
|---|---|---|
| results are being analysed and based on them, we will define the appropriate actions. |
||
| Reinforce the support given to employees in situations of vulnerability due to social and/or family emergencies across the Group, ensuring that more than 90% of emergency requests have a response and, depending on their nature, an action plan. |
In progress. In Portugal and Poland, 100% of the social and/or family emergency requests are answered through our Employee Assistance Service. We are improving our systems to ensure the traceability of requests in Poland as only those within the scope of the Internal Social Responsibility area are recorded. In Colombia we do not yet have structures in place to manage these requests. |
|
| Promote the respect for human and labour rights across the Group, through regular awareness raising and communication actions, ensuring: i. a training module on Code of Conduct for all employees; ii. a global training programme on human and labour rights for employees in management positions; iii. that 100% of new employees receive the Code of Conduct and the Anti-Corruption Policy, and that they sign their acknowledgement. |
In progress. i. and ii. The training module on the Code of Conduct and the global training programme on human and labour rights are under development. iii. By 2022, 100% of the employees joining the Group have received the Code of Conduct and signed the written confirmation of knowledge. 97% of the employees joining the Group have received and signed the written acknowledgement confirmation of the Anti Corruption Policy. |
|
| Prepare the Group for the future of work in the age of digitalization, ensuring the development of employees and leaders, through: i. a minimum number of hours of global training of 50 hours/employee, which include training in leadership programmes and also training courses carried out through the Group's self-development platform; ii. the creation of development plans for 80% of the managers. |
In progress. i. In 2022, we exceeded the defined commitment by reaching an average of 56 hours of training per employee, in a hybrid training model consisting of face-to-face training and e-learning through the EducAction platform. ii. Development plans for managers were prepared in 2022 for implementation in the following year. |
|
| Create opportunities for people at a disadvantage in accessing the labour market, namely people with disabilities, ensuring that more than 2% of people hired in Portugal have a disability or an incapacity. |
In progress. At the end of 2022, some of the Group Companies in Portugal already had more than 2% of their employees with disability and/or incapacity. Overall, in Portugal, this number stood at 1.8%. We continue to work, namely through the "Incluir" Programme and Centres, to create training and employment opportunities for people who are disadvantaged in accessing the job market. We also highlight that both the holding and Recheio hold the Inclusive Employer Brand seal from the Instituto de Emprego e Formação Profissional (Employment and Professional Institute) since 2021. |
| Action Pillar | 2021-2023 Commitment | 2022 Progress |
|---|---|---|
| Strengthen the promotion of gender equality across the Group through: i. improving methodologies for determining and monitoring disparities between men and women; i. the reduction in wage inequality between men and women, measured by the gender pay ratio and based on the year 2021 (97.6%), reporting this indicator also by the most representative Companies of the Group in terms of the number of employees (Biedronka, Pingo Doce and Ara); ii. training at least 50% of managers in relevant content such as unconscious bias. The salary difference between women and men in the universe of employees of the Jerónimo Martins Group, based on comparable realities. It is expressed by considering the average salary of women as a percentage of the average salary of men, with 100% being the |
In progress. We remained focused on promoting gender equality in 2022. i. The teams of the various functional areas of human resources worked to gain in-depth knowledge of the indicators and possible disparities, namely in terms of the number of training hours per employee and the gender pay ratio. ii. The overall gender pay ratio increased by 0.2 p.p. to 97.8%, moving closer to full equality. iii. The unconscious bias training module is under development. |
|
| salary ratio that represents total gender equity. Strengthen workplace safety across the Group to prevent fatalities and accidents at work, reaching, by 2023 and globally, a reduction in the frequency index to 12.50 and the severity index to 0.30, based respectively on 13.26 and 0.31 in 2021. Number of accidents with loss of working days/total hours worked ** Number of days lost/total hours worked |
In progress. We achieved a frequency index of 12.03 in 2022, a decrease of 1.23 compared to 2021. There was a 4% decrease in the number of accidents with days lost. This value means that the increase in our activity is not accompanied by a higher rate of accidents at work. The severity index remained stable in 2022, with a score of 0.31. Although the number of accidents with days lost has decreased, the number of days lost per accident has increased. We therefore remain committed to analysing accidents and taking concrete action to reduce their severity. |
|
| Foster a culture of recognition across the Group, ensuring: i. salaries' competitiveness through annual internal, and external diagnostics every two years; ii. at minimum, 85% of the Group's employees benefit from at least one recognition programme. |
In progress. i. During 2021, we conducted a salary benchmarking across the three countries in which we operate to assess whether our remuneration policies remain competitive comparing to the respective reference markets. From the analysis performed, we concluded that fixed remuneration, variable remuneration and benefits were (and remain) globally aligned with benchmark practice, highlighting the competitiveness of our salary bands in Colombia. At the beginning of 2022, we also carried out an external competitiveness and internal equity analysis for the information technology functional areas to correct situations that were uncompetitive or did not meet the established equity criteria. ii. By 2022, 89% of our employees were covered by at least one recognition programme in the form of an annual bonus and/or incentive scheme. |
8. The European Union's Taxonomy
8.1. Background
The aim of the European Union's (EU) Taxonomy182 is to encourage public and private investment to be allocated into sustainable activities, thereby contributing towards the European Commission's carbonneutral targets by 2050. The Taxonomy recognises environmentally sustainable economic activities to be those that:
- make a substantial contribution to at least one of the six environmental objectives: (i) climate change mitigation; (ii) climate change adaptation; (iii) the sustainable use and protection of water and marine resources; (iv) the transition to a circular economy; (v) pollution prevention and control and (vi) the protection and restoration of biodiversity and ecosystems;
- do no significant harm to any of the other environmental objectives;
- meet minimum social safeguards.
Of the six environmental objectives, only the ones related to climate change mitigation and adaptation are regulated in the Climate Delegated Act183, a document that sets out a list of eligible economic activities, as well as the technical screening criteria to assess whether certain economic activities make a "substantial contribution" and, simultaneously, "do no significant harm" to the other environmental objectives. Activities that comply with these criteria and those related to the minimum safeguards are considered to be taxonomy-aligned.
Our main activity, food distribution, is not, yet, included in the activities listed in the Taxonomy. Therefore, only the activities supporting our operations are itemised as eligible and not necessarily the main activities that we carry out, which could make a greater contribution towards the EU's carbon-neutral targets.
8.2. Our Contribution
Fighting climate change is one of the three priorities defined in our Environmental Policy184. The commitments and actions we have undertaken and implemented in this regard are detailed in chapter 5 "Corporate Responsibility in Value Creation", subchapter 3. "Respecting the Environment" and subchapter 4. "Sourcing Responsibly".
In December 2021, we undertook to adopt, by the end of 2023, science-based targets in accordance with the methodology of the Science Based Targets Initiative (SBTi). This new target will ensure that we are aligned with the EU 2030 for emissions reduction targets and with the science-based carbon reduction pathways for compliance with the Paris Agreement. Until then, we shall maintain our commitment to the carbon reduction targets already set:
- 40% reduction in greenhouse gas (GHG) emissions, scopes 1 and 2, per one thousand euros in sales by 2023, compared to 2017;
- 5% reduction in carbon emissions resulting from transporting goods to stores (in tonnes of CO2 and per one thousand pallets transported) by 2023, compared to 2020.
In 2022, we reduced GHG emissions (scopes 1 and 2) by 41% per one thousand euros in sales compared to 2017, and decreased emissions linked to transport by 2.6% per one thousand pallets transported, compared to 2020. We also reduced total scopes 1 and 2 emissions by 8.7%, compared to 2017.
The implementation of our commitments is underpinned by continuous investment, with execution cycles aligned with the business plan timetable, through which we promote the adoption of carbon-reduction technologies that will enable us to transition our activities to a low-carbon economy. The majority of this expenditure is allocated to the acquisition of goods and services from economic activities related to energy efficiency and renewable energy technologies.
Energy efficiency is an integral part of the activities involved in building and refurbishing our facilities, especially stores and distribution centres in the three countries in which we operate. The measures
182 The European Union's Taxonomy is defined through Regulation (EU) 852/2020 of the European Parliament and the Council, of 18 June 2020. 183 Commission Delegated Regulation (EU) 2021/2139, of 4 June 2021.
184 Available for consultation under "Responsibility" at www.jeronimomartins.com.
implemented include the installation of highly energy-efficient equipment, heat recovery and cold conservation systems for refrigeration appliances, speed controllers for the motors of the refrigeration equipment and LED lighting.
We have also invested in installing photovoltaic solar panels to generate renewable electricity that powers our stores and distribution centres. At the end of 2022, such technology was installed at 139 sites in Poland and Portugal and, as a general rule, supplied between 8% and 46% of those sites' consumption. Also in 2022, Biedronka ensured the annual supply of 78 GWh (280,800 GJ) of renewable energy through a 15-year Virtual Power Purchase Agreement (VPPA), thus avoiding the emission of 800 thousand tonnes of CO2e in that period. At the same time, and since June 2018, we have been purchasing 100% certified renewable electricity to power the needs of our operations in Portugal.
Although the Taxonomy does not yet identify them as being eligible, nor does it define technical screening criteria for these technologies, reducing refrigerant gas leaks from our heating, ventilation, air conditioning units and industrial cooling equipment are important activities for us to reduce our carbon footprint. In 2022, emissions from this type of equipment accounted for around 12% of scopes 1 and 2 emissions.
Starting in 2015, we established a Group-wide plan to replace high global warming potential (GWP) refrigerant gases with natural refrigerant gases (e.g. carbon dioxide, ammonia or propane) or those with low GWP (e.g. R407f). At the end of 2022, 2,723 of our stores and platforms had freezers running solely on propane. In addition, 1,948 stores and 23 distribution centres and industrial units used natural refrigerant gases in their cooling systems.
Along with managing refrigerant gases in such equipment, we implemented other energy efficiency measures that are not yet considered in the Climate Delegated Act, but which also constitute an important contribution towards the European Commission's targets, namely:
- installation of equipment with improved energy performance (e.g. fridges and freezers with doors and lids that prevent energy loss);
- sale of products and packages with sustainability certification, that guarantees the implementation of good agricultural and production practices and/or those not linked to deforestation or the conversion of high conservation value ecosystems;
- the work we have carried out with our suppliers to promote sustainable agricultural practices and the eradication of deforestation from our supply chains185 .
8.3. Eligibility Analysis
We examined the eligible economic activities identified in the Climate Delegated Act and identified four eligible activities related to the acquisition of goods or services that support our main activity:
| Activity | Description |
|---|---|
| 7.2. Renovation of existing buildings |
We have made significant investments in the refurbishment of our stores (Portugal, Poland and Colombia). Only major renovation works are considered in this activity186 |
| 7.3. Installation, maintenance and repair of energy efficiency equipment |
This activity includes measures such as envelope and roof insulation and replacement of windows, doors, light sources and HVAC systems with more efficient technologies. There is other equipment that helps to improve the energy efficiency of our stores and operations that is not included in the Taxonomy but enables us to reduce our carbon footprint and increase our energy efficiency, namely chillers and autonomous cooling equipment. |
| 7.6. Installation, maintenance and repair of renewable energy technologies |
We have invested in the installation of photovoltaic solar energy equipment187 |
| 7.7. Acquisition and ownership of buildings |
This activity includes the acquisition of buildings, new leases/rentals of buildings (right-of-use) and refurbishments and other renovations of existing buildings not included in other activities. Refurbishments are outsourced to third parties in the civil engineering sector who carry out the building/refurbishment works. Jerónimo Martins only acquires the result of those services and |
185 According to the EU regulation on deforestation-free supply chains, it is estimated that deforestation is responsible for around 11% of total global carbon emissions and that around half of these are linked to agricultural production.
186 As set out in the Portuguese national and regional regulation transposed from Implementing Directive 2010/31/EU for "major renovations". 187 More information in subchapter 3. "Respecting the Environment", section 3.3. "Fighting Climate Change", subsection 3.3.3. "Water and Energy Consumption Management", in this chapter.
| Activity | Description |
|---|---|
| does not carry out any actual construction. As such, considering (i) the similarity to the situations in which we acquire a building that has been built by third parties and (ii) the absence, at this stage, of another activity in the Taxonomy where they would be more suitably classified, we have considered it appropriate to classify these situations as exercising the right of ownership over the refurbished buildings. |
These activities are allocated to the objective of climate change mitigation, as the contribution to the objective of climate change adaptation is of lower importance, thus avoid double counting.
Some additional activities were identified as possibly fitting within the terms of eligible Capital Expenditures (CapEx). However, they were considered not eligible as they were not relevant for the 2022 CapEx total. Those activities were:
- 5.1. Construction, extension and operation of water collection, treatment and supply;
- 5.2. Renewal of water collection, treatment and supply systems;
- 5.3. Construction, extension and operation of wastewater collection and treatment;
- 5.4. Renewal of wastewater collection and treatment;
- 5.5. Collection and transport of non-hazardous waste in source-segregated fractions;
- 6.5. Transport by motorbikes, passenger cars and light commercial vehicles;
- 7.4. Installation, maintenance and repair of charging stations for electric vehicles in buildings (and parking spaces attached to buildings);
- 7.5. Installation, maintenance and repair of instruments and devices for measuring, regulating and controlling energy performance of buildings;
- 8.1. Data processing, hosting and related activities.
With regard to activity 6.6. "Freight transport services by road", as this is outsourced to third-party service providers who do not represent our assets, it was excluded from the calculation of the indicators. However, considering its relevance to our operations, it is an integral part of our strategy to reduce greenhouse gases188 .
We also examined the Commission's Delegated Regulation (EU) 2022/1214, which adds a set of economic activities to the Climate Delegated Act in certain energy sectors (nuclear energy and fossil gas). We do not carry out, fund or have exposure in the construction, renewal or operation of such activities.
8.4. Alignment Analysis
8.4.1. Substantial Contribution (SC) and Do No Significant Harm (DNSH)
Once the eligible activities had been identified, the technical screening criteria were analysed in order to ascertain whether those activities substantially contribute (SC) to the objective of Climate Change Mitigation, and simultaneously, the technical screening criteria were also analysed to certify that they do no significant harm (DNSH) to any of the other five environmental objectives.
This analysis was performed for the three countries where we operate. It is important to stress that the majority of our investments in Colombia are not taxonomy aligned due to the absence of guidance from the European Commission on how to transpose the technical requirements linked to European Directives and Regulations to non-European countries. In addition, we also found that the technical criteria defined for some activities (e.g. 7.7. Acquisition and ownership of buildings) may not be applicable to the weather conditions in some regions of that country. The combination of these two factors prevents the assessment of a potential alignment of around 15% of the Group's CapEx.
Some of the criteria analysed for the three activities identified as eligible are highlighted below.
188 More information in subchapter 3. "Respecting the Environment", section 3.3. "Fighting Climate Change", in this chapter.
| Criteria | Description (non-exhaustive) | Alignment analysis |
|---|---|---|
| SC | Complies with the applicable requirements for major renovations or leads to a reduction of PED189 of at least 30%. |
In 2022, we carried out some major renovations on our stores in Portugal and in Poland. These comply with the major renovations classification criteria in these countries. |
| DNSH | Climate change adaptation: • Appendix A. |
See Appendix A application analysis below. |
| DNSH | The sustainable use and protection of water and marine resources: • Appendix E. |
The data collected to check compliance with the requirements linked to Appendix E are still insufficient to guarantee alignment. |
| DNSH | Transition to a circular economy: • At least 70% (by weight) of the non hazardous construction and demolition waste generated on the construction site is prepared for reuse, recycling and other material recovery; • Building designs and construction techniques support circularity (ISO 20887). |
Notwithstanding the commitments we have undertaken to promote a circular economy and waste management, we were not able to collect the necessary evidence to guarantee that 70% of non-hazardous construction and demolition waste on the construction sites is prepared for reuse, recycling or other material recovery. As such, we chose to adopt a conservative approach and acknowledged that we are not aligned with these DNSH criteria. |
| DNSH | Pollution prevention and control: • Appendix C; • Building components and materials used in the construction that may come into contact with occupiers190 emit less than 0.06 mg of formaldehyde per m3 of material or components. |
We regularly carry out indoor air quality assessments, namely for major retail and services buildings. In addition, during construction or maintenance works, we adopt appropriate measures to reduce noise, dust and pollutant emissions. However, the assessment carried out does not allow us to validate all the requirements set out in these criteria, namely those indicated in Appendix C. As such, we have chosen to consider that there is no alignment. |
Activity 7.2. Renovation of existing buildings
Activity 7.3. Installation, maintenance and repair of energy efficiency equipment
| Criteria | Description (non-exhaustive) | Alignment analysis |
|---|---|---|
| SC | Complies with minimum requirements set for individual components and systems in the national measures and, where applicable, are rated in the highest two populated product classes of energy efficiency. |
For those energy efficiency equipment measures where it was possible to collect all the necessary information on their technical characteristics, we assessed and validated their alignment with the technical criteria. For the cases where it was not possible to obtain all the information regarding their characteristics, we have chosen to consider these investments as not being aligned. |
| DNSH | Climate change adaptation: • Appendix A. |
See Appendix A application analysis below. |
| DNSH | Pollution prevention and control: • Appendix C; • In case of addition of thermal insulation to an existing building envelope, a building survey is carried out in accordance with national law. |
In 2022, no investments were made related to thermal insulation. |
Activity 7.6. Installation, maintenance and repair of renewable energy technologies
| Criteria | Description (non-exhaustive) | Alignment analysis |
|---|---|---|
| SC | It consists in the installation of solar photovoltaic systems and ancillary technical systems. |
In 2022, we carried out investments in the installation of photovoltaic solar energy equipment on our buildings191 |
| DNSH | Climate change adaptation: • Appendix A. |
See Appendix A application analysis below. |
189 Quantity of energy calculated as necessary to meet the energy demand linked to the typical consumptions of a building (in kWh/m²).
190 Applicable to paints and varnishes, ceiling tiles, floor coverings, including associated adhesives and sealants, internal insulation and interior surface treatments (namely those to treat damp and mould).
191 More information in subchapter 3. "Respecting the Environment", section 3.3. "Fighting Climate Change", subsection 3.3.3. "Water and Energy Consumption Management", in this chapter.
| Criteria | Description (non-exhaustive) | Alignment analysis |
|---|---|---|
| SC | For buildings built after 31/12/2020, the buildings meet the SC of activity 7.1.: • The primary energy demand (PED) is at least 10% lower than the threshold set in the requirements for nZEB192 For buildings built before 31/12/2020, the buildings have at least an EPC193 class A or are within the top 15% of buildings of the national or regional building stock expressed as operational PED percentage, comparing the performance of the relevant asset with the performance of the national or regional building stock built until 31 December 2020. |
For buildings built after 31 of December 2020: • In Portugal, within our exercise of ownership rights, we made investments in 2022 that comply with the SC requirements (validated by the existence of type A+, A and B energy certificates); • In Poland, the criteria are certified using a methodology equivalent to the energy certificate, based on the energy performance of the stores; • In Colombia, we were unable to validate alignment due to the absence of guidance for transposing the technical criteria required by the applicable European Directives and Regulations. For buildings built before 31 of December 2020: • In Portugal, according to official databases, the top 15% of buildings in the national building stock built until 31 December 2020 have an EPC of B or higher, and so we have considered that the investments in buildings built until 2020 with an EPC of at least B, comply with the substantial contribution criterion; • In Poland, according to the Polish Central Energy Performance Register, the value of the PED of the top 15% of non residential buildings corresponds to 118.26 kWh (m2 /year), and so we have considered that the investment in buildings built until 2020 with an EPC below that value, comply with the substantial contribution criterion. • In Colombia, we were unable to validate alignment due to the absence of guidance for transposing the technical criteria required by the applicable European Directives and Regulations. |
| DNSH | Climate change adaptation: • Appendix A. |
See Appendix A application analysis below. |
Activity 7.7. Acquisition and ownership of buildings
Application of Appendix A "Climate change adaptation"
In 2020, we began implementing the recommendations of the Task Force on Climate-related Financial Disclosures (TCFD) to improve the identification and quantification of the financial opportunities linked to climate change. This work, which analysed our entire value chain, led to a roadmap being defined in 2021, which included the identification of mitigation and adaptation measures to better manage the identified risks and opportunities. In 2022 we took a step further with our perishables and private brand suppliers to increase supply chain resilience and assess business opportunities, in particular those related to the production of new crops or to increasing yield.
The main risks and opportunities identified for our businesses are related to the origin of the ingredients used, as well as exposure to physical climate risks, namely changes in temperature, increased precipitation, extreme climate events and a rise in sea level. The risks and opportunities of transitioning to a low carbon economy were also assessed, which, among the risks of energy transition, contemplates an increase in the costs of energy linked to the targets of the Paris Agreement. In our particular case, around 4,200 establishments194 were analysed, where the risks and opportunities linked to energy transition, refrigerant gases and extreme climate events were assessed. With regard to the extreme climate events to which the establishments are exposed, only extreme heat was considered to be relevant, essentially because the increase in temperatures puts additional pressure on the operation of the cooling and refrigeration systems. These risks were duly quantified for each of the countries and for the Jerónimo Martins Group, having ascertained that they are not material. In any case, we are making a series of investments to replace this type of equipment with technologies using natural refrigerant gases, with the objective of reducing the potential of global warming linked to the operation of such equipment in the case of any leaks. In 2022, 37% of our stores and 61% of our distribution centres and manufacturing units already had that technology.
192 Standard building used by countries of the European Union as the value for the minimum construction requirements
193 Energy performance certificate or equivalent.
194Establishments are considered to be stores, distribution centres, head office buildings and manufacturing units (central kitchens and soup or fresh dough factories).
The conclusions of the TCFD work will enable us to adjust the mitigation and adaptation strategy of our businesses and will be considered when defining the plans for the transition to a low carbon economy. In sub-section 3.3.1. "Climate-Related Risks and Opportunities", section 3.3. "Fighting Climate Change", in subchapter 3. "Respecting the Environment", we provide detailed information on the application of the TCFD recommendations, namely climate scenarios used, and time horizons considered.
8.4.2. Minimum Safeguards
The analysis of Jerónimo Martins' compliance with Minimum Safeguards is essential to ensure that the due diligence implemented by the Group Companies enables environmentally-sustainable activities to be carried out without negative impacts on people, including human and labour rights, and other social aspects.
The EU Taxonomy establishes Minimum Safeguards such as "alignment with the Organisation for Economic Co-operation and Development (OECD) Guidelines for Multinational Enterprises, the UN Guiding Principles on Business and Human Rights, including the principles and rights set out in the eight fundamental conventions identified in the Declaration of the International Labour Organization on Fundamental Principles and Rights at Work, and the International Bill of Human Rights"195 .
To help undertakings assess compliance with these requirements, in October 2022 the European Commission's Platform on Sustainable Finance published the Final Report on Minimum Safeguards196 , identifying four core topics that businesses must address: human rights, corruption, taxation and fair competition. The activities we carry out to ensure compliance with these standards are described below. To date, the European Commission has not disclosed the official requirements for Minimum Safeguards and, as such, reporting is done on the basis of Article 18 of the Taxonomy Regulation and the Final Report on Minimum Safeguards.
Human Rights in Own Operations197
The Group respects human and workers' rights, following the guidelines of the United Nations and the International Labour Organization, within the framework of the International Charter on Human Rights: the Universal Declaration of Human Rights, the Fundamental Conventions of the International Labour Organization and other conventions applicable in the countries where it does business.
Our actions are guided by principles such as respect for the law and Human Rights, honesty, integrity, transparency, diversity and inclusion, corporate social responsibility and independence from political parties. We prevent discrimination in all its forms, ensuring growth and recognition based on merit and fairness, and on qualifications and equal opportunity, and promoting a safe and healthy working environment, with zero tolerance for any form of harassment and protecting our people in accordance with occupational health and safety rules and best practices198. We ensure freedom of association, trade union activity and collective bargaining199 .
We also promote respect for the privacy and personal life of employees, respect for working hours and the right to rest, valuing a balanced organisation of time. We seek to prevent the risks of forced and child labour, in particular through mechanisms that prohibit the hiring of persons under the legally permitted employment age, and to ensure respect for the rights of indigenous peoples.
The aforementioned Human Rights topics are integrated into our Code of Conduct200, which addresses the principles that guide our relationships with all stakeholders.
195 Regulation (UE) 2020/852 of the European Parliament and of the Council, of 18 June 2020.
196 Final Report on Minimum Safeguards, Platform on Sustainable Finance, October 2022.
197 See chapter 5 "Corporate Responsibility in Value Creation", subchapter 6. "Being a Benchmark Employer" and, in particular section 6.3. "Our Intervention Areas", subsection 6.3.11. "Act Ethically".
198 We have 84 Group-wide and local policies that accompany the entire career path of employees within the organisation and that safeguard ethical and responsible conduct in each of the human resources processes. Of note in Portugal are the anti-harassment and anti-discrimination guidelines focused on managing and combating such situations in the workplace.
199 Biedronka has a Trade Union Policy in place that sets out the main rules and guidelines for conducting effective and efficient social dialogue in line with the law. Collective bargaining, applicable only to Portugal, covered 98.8% of the banner's employees in this country in 2022. 200 Available at https://www.jeronimomartins.com.
We regularly promote Human Rights initiatives under the Code of Conduct and applicable labour law. We have also made a commitment to implement a Group-wide training programme on human and labour rights for employees in management positions by 2023, and to train at least 50% of managers in relevant content, such as unconscious bias201 .
Human and Labour Rights in the Supply Chain
Regarding the supply chain, in addition to the regulations set out in the Jerónimo Martins Code of Conduct, two guiding documents are of note: the Supplier Code of Conduct202 and the Sustainable Sourcing Policy203 . Suppliers are selected based on the following criteria: quality, innovation capacity, price, supply capacity, performance, trust, continuity and sustainability over time.
Suppliers and other business partners undertake to conduct their business with honesty, integrity and respect for compliance with the laws of the countries where they operate and applicable international treaties. Through the integration of the Supplier Code of Conduct and the Anti-Corruption Policy into commercial contracts we reinforce the importance of reducing and remedying adverse impacts at the time of entering into an agreement with a new supplier and establishing new business relationships. Suppliers are also invited for training sessions in these matters, which are promoted by Jerónimo Martins.
In relation to the Sustainable Sourcing Policy, the Group also points out the need to immediately cease business relations with suppliers whenever it becomes aware that these and/or their suppliers are engaged in the violation of Human, Children's and/or Workers' rights and/or do not incorporate ethical and environmental concerns in carrying out their activities.
Perishables and Private Brand suppliers are regularly audited to assess and follow-up on the management and control of production processes, in particular implemented quality and food safety systems. The audits carried out, with internal teams and with the help of independent external auditors, cover aspects such as quality and food safety, and environmental and labour-related criteria, among other aspects204 .
Social audits, in turn, carried out by an independent external entity, aim at monitoring and ensuring compliance with national and international law, and at encouraging the adoption of good practices shared by The Consumer Goods Forum's Sustainable Supply Chain Initiative. They also seek to verify compliance with the Resolution and Priority Principles205, in force since 2015, of the Human Rights Coalition – Working to End Forced Labour, an entity of which we are also a member.
These social audits cover more than 120 assessment criteria, some of which considered to be of "zero tolerance" regarding aspects related to preventing forced and child labour, emergency preparedness, health and safety and, among others, combating corruption. Audits are preceded by training and, following on-site verification of infrastructures and interviews with workers, culminate in an overall score, with a corrective action plan being created, where necessary, with a mandatory variable implementation period based on the level of severity of the nonconformities identified. Audits apply to three types of activities in the agri-food sector: primary production, at-sea operations and manufacturing206 .
Preventing and Combating Corruption
We are committed to fighting all forms of corruption, whether directly or indirectly associated with the various links in our value chain, demanding transparency and integrity in relationships between different stakeholders. To this end, we have implemented the Anti-Corruption Policy207, which is an integral part of
206 For more information on social audits, see chapter 5 "Corporate Responsibility in Value Creation", subchapter 4. "Sourcing Responsibly", section 4.2. "Relationship with suppliers", sub-section 4.2.1. "Selection and monitoring of suppliers".
207 Available at https://www.jeronimomartins.com.
201 See chapter 5 "Corporate Responsibility in Value Creation", subchapter 6. "Being a Benchmark Employer", section 6.3. "Our Intervention Areas", subsection 6.3.11. "Act ethically".
202 Available at https://www.jeronimomartins.com.
203 Available at https://www.jeronimomartins.com.
204 For more information on food safety and quality audits, see chapter 5 "Corporate Responsibility in Value Creation", subchapter 4. "Sourcing Responsibly", section 4.2. "Relationship with suppliers", subsection 4.2.1. "Selection and Monitoring of Suppliers".
205 The CGF Priority Principles (available at https://www.theconsumergoodsforum.com/wp-content/uploads/2018/08/Priority-Industry-Principles-One-Pager.pdf) advocating for issues considered critical in the protection of labour rights in global supply chains: freedom of movement (the ability of workers to move freely should not be restricted by their employer through abuse, threats and practices such as retention of
identification documents, such as passports, and valuable possessions); the voluntary nature of a job (no worker should pay for a job, should be aware of the terms and conditions of their work in advance, and should be paid regularly as agreed; contractual arrangements based on indebtedness or servitude are prohibited); and, contractual freedom (no worker should be indebted or coerced to work and fees or costs associated with recruitment and employment should be paid by the employer and not by placing any financial burden on a worker).
the Code of Conduct, establishing the principle of zero tolerance for any behaviour involving corruption, influence peddling, receiving or offering undue advantages, or paying or receiving any benefits contrary to the laws in force in each country or the Code of Conduct.
We are a member of the United Nations Global Compact, which has established 10 Principles, among which the protection of Human and Workers' Rights are considered, including the principle that "businesses should work against corruption in all its forms, including extortion and bribery" (Principle 10)208. Fighting against corruption and bribery is also one of the Sustainable Development Goals (Goal 16 – Peace, Justice and Strong Institutions)209, and one of the United Nations Guiding Principles on Business and Human Rights210. It is also included in the OECD Guidelines for Multinational Enterprises211 .
The Group has a Plan for the Prevention of Corruption Risks and Related Offences212, following the approval in Portugal of the General Framework for the Prevention of Corruption approved by Decree-Law No. 109-E/2021, of 9 December 2021. This document identifies and classifies the main and potential corruption risks, considering the probability of occurrence and the potential impact of identified risks, and lists the prevention and mitigation measures taken by the company to minimise the probability of occurrence and the likely impact, in compliance with its regulatory programme.
When onboarding employees, and to make known our values and ethical principles, they are provided with a copy of the Code of Conduct and the Anti-Corruption Policy and requested to formally acknowledge receipt, thus ensuring regular communication on these issues.
Moreover, we have implemented a mandatory training programme on Anti-Corruption Policy, in two formats: e-learning and advanced training for critical functions, the content of which are periodically reviewed to ensure that it is up to date. We are also committed to ensuring a Code of Conduct training module is available to all employees by 2023213. In Colombia, employees were trained in 2022 in policies related to the anti-money laundering, counter-terrorism financing, and data processing self-monitoring and risk management system. In Portugal training sessions were held focusing on the prevention of money laundering and financing of terrorism.
We also ensure communication with the third-party entities that work with our companies. Of note in this regard are the actions to communicate the Anti-Corruption Policy to suppliers and the adoption of a Supplier Code of Conduct and a Sustainable Sourcing Policy, disseminated on our website and/or included in contracts with third parties.
In addition, we periodically check the effectiveness of our internal policies, procedures and control mechanisms by means, for instance, of audits that include risk verification (including operational risk, which covers the risk of fraud and corruption) in order to identify possible non-conformities and opportunities for improvement214 .
Taxation and Fair Competition
As regards tax matters, the Fiscal Affairs of the Holding, together with the Tax Departments of Jeronimo Martins Polska and Jeronimo Martins Colombia in those two countries, provide all the Group's companies with assistance in complying with the legislation in force and optimisation, from a tax viewpoint, of the business units' management activities. It also manages tax disputes and the Group's relationship with external consultants and lawyers, as well as with the tax authorities.
The risk associated with tax and legal matters, as well as disputes with tax and competition authorities is constantly monitored by the Management and the Audit Committee.
209 Of the 17 Sustainable Development Goals, the 16th "Peace, Justice and Strong Institutions" lists as one of its targets (16.5) "substantially reduce corruption and bribery in all their forms." Available at https://www.un.org/sustainabledevelopment/peace-justice/.
212 Available at https://www.jeronimomartins.com.
208 Available at https://www.unglobalcompact.org/what-is-gc/mission/principles.
210 The "Guiding Principles for Business and Human Rights: Implementing the United Nations 'Protect, Respect and Remedy' Framework", created in 2011, are available in several languages at https://www.unglobalcompact.org/library/2.
211 The OECD Guidelines for Multinational Enterprises, first adopted in 1976 and updated in 2011, are available in several languages at https://www.oecd.org/daf/inv/mne/oecdguidelinesformultinationalenterprises.htm.
213 See chapter 5 "Corporate Responsibility in Value Creation", subchapter 6. "Being a Benchmark Employer", section 6.3. "Our Intervention Areas", subsection 6.3.11 "Act Ethically".
214 See chapter 4 "Corporate Governance", Part I "Information on Shareholder Structure, Organisation and Governance", section C "Internal organisation", subsection III "Internal Control and Risk Management".
With regard to fair competition, the Jerónimo Martins Group supports all efforts aimed at banning activities that restrict free trade, unfair practices or abuse of a negotiating position, and believes in strong and fair competition, supporting the development of appropriate competition laws.
Risk Management
Risk Policy and the Risk Methodology align our goals and strategy with the structured and consistent assessment of both the specific risks of each of the Companies and the risks common to the Group.
Risk management ensures an annual risk assessment, involving around 70 managers from all the countries in which Jerónimo Martins does business, enabling us to identify the main threats and concerns to which we are exposed, as well as the most relevant mitigation measures. Quarterly reviews are also carried out to ensure alignment with critical areas for the business and guarantee active monitoring of any emerging risks that may be relevant to us.
Based on this assessment, internal audits are planned and carried out and the strategic plans of each Company are prepared. The aspects covered associated with critical concerns can be related to corruption, reputation and human rights risks 215 .
Enforcement Mechanisms
The Ethics Committee, is a specialised body tasked with impartially and independently monitoring the disclosure of and compliance with the Code of Conduct in Portugal, Poland and Colombia, thus effectively managing risks for all interested parties, in accordance with the Policy for Reporting Irregularities approved by the Company, which disseminates and provides a digital platform to confidentially, and anonymously if desired, report infractions216 .
Additionally, in 2022 we formed four Ethics Boards in Portugal217. Similar arrangements are being prepared in Poland, where the EU whistleblowing directive has not yet been transposed. These Ethics Boards are independent reporting channels which, together with the Ethics Committee, are responsible for ensuring the receipt and follow-up of reports of irregularities related to the Companies, submitted by any of the concerned stakeholders. The Ethics Committee and Ethics Boards act in accordance with principles of independence, impartiality, integrity, confidentiality and absence of conflicts of interest.
There are also other bodies that receive and investigate complaints on specific topics: the Anti-Mobbing, Anti-Discrimination and Sexual Harassment Committee, formed whenever there is a complaint involving these matters in Poland and, in Colombia, the Committee for Labour Co-existence, which investigates complaints relating to working conditions or other labour-related issues.
Employees also have the Employee Assistance Service (SAC) available to them to report, ask questions about and resolve labour-related issues, and to receive and forward requests for social support. This channel ensures confidentiality, independence and impartiality, thereby safeguarding employees against any retaliation, discrimination or loss of rights.
The Group's internal control system is ensured by a set of areas dedicated to monitoring critical processes at central and operational level, involving, namely, the following entities: the Board of Directors, the Audit Committee, the Chief Executive Officer, the Risk Committee, the Corporate Risk Management Department, the Business Unit Risk Manager, all employees who are in charge of the execution and/or control of a certain process or activity, within a business unit or the corporate structure, being responsible for the management of the risks involved in those activities, the Internal Audit department, which reports hierarchically to the Chairman of the Board of Directors and functionally to the Audit Committee.
215 See chapter 4 "Corporate Governance", Part I "Information on Shareholder Structure, Organisation and Corporate Governance", section C "Internal Organisation", subsection III. "Internal Control and Risk Management".
216 Available at https://www.jeronimomartins.com and at https://comissaodeetica.jeronimomartins.com/. For more information on the handling of complaints and resolution rate, see chapter 5 "Corporate Responsibility in Value Creation", subchapter 6. "Being a Benchmark Employer", section 6.3. "Our Intervention Areas", sub-section 6.3.11. "Act Ethically".
217 Following approval of the new framework for the protection of whistleblowers, according to Directive (EU) 2019/1937 and the transposition thereof into Portuguese Law No. 93/2021, companies that have 50 or more workers must establish internal reporting channels, and those that employ between 50 and 249 workers may share resources as regards the receipt of reports and follow-up, which resulted in the establishment of four Ethics Boards for Jerónimo Martins in Portugal.
The Internal Audit department evaluates the quality and efficiency of systems (both operational and nonoperational) of internal control and risk management established by the Board of Directors, ensuring their conformity with the Group's procedures, as well as with those of each business unit, and assuring compliance with legislation and regulations applicable to the respective operations. The internal control processes are formalised in internal policies and procedures218 .
We are currently consolidating a Human Rights due diligence process in line with the OECD recommendations and with EU legislation, which is in the process of being approved, regarding the Directive on the due diligence of companies with regard to sustainability, as well as due diligence in the area of preventing and fighting corruption in compliance with the applicable legal framework.
Communication
For additional information on our approach to the protection of Human Rights, the fight against discrimination, the safeguarding of the right to collective bargaining, the prevention of forced and child labour, corruption and fair taxation and competition practices, as well as the management and mitigation of risks associated with these issues, the following sustainability indicators, as suggested by the Global Reporting Initiative (GRI) for greater transparency in their reporting, can be seen in subchapter 9. "Tables of Indicators", of this report:
- General Disclosures: GRI 2-1 to 2-30, 3-1/2/3.
- Anti-corruption: GRI 205-1/2.
- Anti-competitive Practices: GRI 206-1.
- Employment: GRI 401-1/2/3.
- Labour/Management Relations: GRI 402-1.
- Occupational Health and Safety: GRI 403-1/2/3/4/5/6/7/8/9/10.
- Training and Education: GRI 404-1/2/3.
- Diversity and Equal Opportunity: GRI 405-1/2.
- Non-Discrimination: GRI 406-1.
- Freedom of Association and Collective Bargaining: GRI 407-1.
- Child Labour: GRI 408-1.
- Forced or Compulsory Labour: GRI 409-1.
- Security Practices: GRI 410-1.
- Human Rights Assessment: GRI 412-1/2/3.
- Local Communities: GRI 413-1.
- Supplier Social Assessment: GRI 414-1/2.
- Public Policy: GRI 415-1.
- Customer Health and Safety: GRI 416-1/2.
8.5. KPI (Key Performance Indicator) Disclosure
In 2022, we recorded the following eligibility and alignment results:
- Turnover KPI: 100% not eligible, since our main activity (food distribution) is not currently regulated under the Climate Delegated Act;
- Capital Exenditure (CapEx) KPI: 9% eligible and aligned; 46% eligible and not aligned; 45% not eligible;
- Operational Expenditure (OpEx) KPI: 100% not eligible (potentially eligible numerator amounts are considered non-material).
Pursuant to the Article 8 Delegated Act, companies are required to submit three tables, one for each of the three KPIs: Turnover, Capital Expenditure (CapEx) and Operational Expenses (OpEx). This information is set out below:
218 See chapter 4 "Corporate Governance", Part I "Information on Shareholder Structure, Organisation and Corporate Governance", section C "Internal Organisation", subsection III "Internal Control and Risk Management", item 50. "Individuals, Boards or Committees Responsible for the Internal Audit and/or Implementation of the Internal Control Systems" to 55. "Core Details on the Internal Control and Risk Management Systems Implemented in the Company Regarding the Procedure for Reporting Financial Information (Art. 29-H/1/l) PSC)".
8.5.1. Turnover
| Substantial contribution" criteria* |
"Do No Significant Harm" criteria | ||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Economic activities | Code | Absolute turnover | Proportion of turnover | Climate change mitigation (1) - |
Climate change adaptation (2) - |
Climate change mitigation (1) - |
Climate change adaptation (2) - |
Water and marine resources (3) - |
Circular economy (4) - |
Pollution prevention and control (5) - |
Biodiversity and ecosystems (6) - |
Minimum safeguards |
Proportion of taxonomy aligned turnover, year N |
Category (enabling activity) |
Category (transitional activity) |
| € Million | % | % | % | (Y/N) | (Y/N) | (Y/N) | (Y/N) | (Y/N) | (Y/N) | (Y/N) | % | E | T | ||
| A. Taxonomy-eligible activities | |||||||||||||||
| A.1. Environmentally sustainable activities (taxonomy-aligned) | |||||||||||||||
| Turnover from environmentally sustainable activities (taxonomy-aligned) (A1) |
0 | 0% | 0% | ||||||||||||
| A.2. Taxonomy-eligible but not environmentally sustainable activities (taxonomy-non-aligned activities) (A2) | |||||||||||||||
| Turnover from taxonomy eligible but not 0 0% environmentally sustainable activities (taxonomy-non |
|||||||||||||||
| aligned activities) (A2) | |||||||||||||||
| Total (A.1 + A.2) 0 0% |
0% | ||||||||||||||
| B. Taxonomy-non-eligible activities Turnover from taxonomy 25,385 100% non-eligible activities (B) |
|||||||||||||||
| Total (A+B) 25,385 100% |
* Only activities whose substantial contribution criteria are already published in Delegated Acts are reflected in the table.
The denominator of this KPI is based on consolidated turnover (sales and services), as indicated in the consolidated financial statements under chapter 3 "Financial Statements". With regard to the numerator, no eligible activities were identified, as was previously mentioned, food distribution is not yet included in the activities listed in the Taxonomy.
8.5.2. Capital Expenditure (CapEx)
| Substantial contribution "Do No Significant Harm" criteria criteria* |
|||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Economic activities | Code | Absolute Capex | CapEx proportion | Climate change mitigation (1) - |
Climate change adaptation (2) - |
Climate change mitigation (1) - |
Climate change adaptation (2) - |
Water and marine resources (3) - |
Circular economy (4) - |
Pollution control and prevention (5) – |
Biodiversity and ecosystems (6) - |
Minimum safeguards |
Proportion of taxonomy aligned CapEx, year N |
Category (enabling activity) |
Category (transitional activity) |
| € Million |
% | % | % | (Y/N) | (Y/N) | (Y/N) | (Y/N) | (Y/N) | (Y/N) | (Y/N) | % | E | T | ||
| A. Taxonomy-eligible activities | |||||||||||||||
| A.1. Environmentally sustainable activities (taxonomy-aligned) | |||||||||||||||
| 7.3. Installation, maintenance and repair of energy efficiency equipment |
F43 | 1 | 0% 100% | 0% | Y | Y | Y | 0% | E | ||||||
| 7.6. Installation, maintenance and repair of renewable energy technologies |
D35 | 3 | 0% 100% | 0% | Y | Y | 0% | E | |||||||
| 7.7. Acquisition and ownership of buildings |
L68 | 111 | 9% 100% | 0% | Y | Y | 9% | ||||||||
| CapEx related to environmentally sustainable activities (taxonomy-aligned) (A1) |
115 | 9% 100% | 0% | 9% | |||||||||||
| A.2. Taxonomy-eligible but not environmentally sustainable activities (taxonomy-non-aligned activities) (A2) | |||||||||||||||
| 7.2. Renovation of existing buildings |
F43 | 177 | 14% | ||||||||||||
| 7.3. Installation, maintenance and repair of energy efficiency equipment |
F43 | 2 | 0% | ||||||||||||
| 7.7. Acquisition and ownership of buildings |
L68 | 386 | 31% | ||||||||||||
| CapEx related to taxonomy eligible but not 565 46% environmentally sustainable |
| criteria* | Substantial contribution |
"Do No Significant Harm" criteria | |||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Economic activities | Code | Absolute Capex | CapEx proportion | Climate change mitigation (1) - |
Climate change adaptation (2) - |
Climate change mitigation (1) - |
Climate change adaptation (2) - |
Water and marine resources (3) - |
Circular economy (4) - |
Pollution control and prevention (5) – |
Biodiversity and ecosystems (6) - |
Minimum safeguards |
Proportion of taxonomy aligned CapEx, year N |
Category (enabling activity) |
Category (transitional activity) |
| € Million |
% | % | % | (Y/N) | (Y/N) | (Y/N) | (Y/N) | (Y/N) | (Y/N) | (Y/N) | % | E | T | ||
| activities (taxonomy-non aligned activities) (A2) |
|||||||||||||||
| Total (A.1 + A.2) | 680 | 55% | 9% | ||||||||||||
| B. Taxonomy-non-eligible activities | |||||||||||||||
| Capex related to taxonomy non-eligible activities (B) |
559 | 45% | |||||||||||||
| Total (A+B) | 1,238 100% |
* Only activities whose substantial contribution criteria are already published in Delegated Acts are reflected in the table.
According to the Article 8 Delegated Act, the CapEx KPI is defined as eligible CapEx (numerator) divided by total CapEx (denominator). Total CapEx was calculated in accordance with the rules and principles applicable to the preparation of the financial statements, taking into account the increases in the gross value of assets of tangible fixed assets, intangible assets, investment property (where applicable), biological assets (where applicable), and right-of-use, as presented in notes 8, 9 and 10 to the Consolidated Financial Statements (chapter 3 "Financial Statements", subchapter 3.1. "Consolidated Financial Statements"). The denominator corresponds to the sum of the "Increases" headings referred to in the notes indicated.
| Million euros | |
|---|---|
| Increases in Tangible fixed assets (Note 8.1) | 887 |
| Increases in Intangible assets (Note 9.1) | 18 |
| Increases in Right-of-use assets (Note 10.1) | 333 |
| Total 2022 CapEx for EU Taxonomy purposes | 1,238 |
With regard to right-of-use assets, we believe that the Delegated Act fails to deal with increases in the gross value of right-of-use assets as a result of contractual amendments or other adjustments to lease liabilities, in particular extension of the lease term. Accordingly, remeasurement of right-of-use assets resulting from contractual amendments or other adjustments to liabilities were not included in the denominator, as presented under the heading "Amendments to Right-of-Use Contracts" in the respective note.
Regarding the identification of eligible CapEx, our approach to the classification of economic activities was as follows:
- CapEx related to assets or processes associated with eligible activities was not included, since our core activity is not included in the current Taxonomy, and no investments in internal activities were identified that qualify as such;
- CapEx related to CapEx plans, as currently defined in the Taxonomy, to expand aligned activities or that enable eligible activities to become taxonomy-aligned were not included;
- includes CapEx related to the purchase of goods and services from eligible economic activities that support our core business.
As a result of this approach, the activities indicated under section 8.3. "Eligibility Analysis" of this subchapter were classified as eligible. As regards these activities, we analysed the investments for which we were provided with the necessary information by suppliers to identify whether their economic activity is Taxonomy-aligned, including compliance with the DNSH criteria and minimum safeguards, as well as what we were able to assess directly.
| criteria* | Substantial contribution |
"Do No Significant Harm" criteria | |||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Economic activities | Code | Absolute OpEx | OpEx proportion | Climate change mitigation (1) - |
Climate change adaptation (2) - |
Climate change mitigation (1) - |
Climate change adaptation (2) - |
Water and marine resources (3) - |
Circular economy (4) - |
Pollution control and prevention (5) – |
Biodiversity and ecosystems (6) - |
Minimum safeguards |
Proportion of taxonomy aligned OpEx, year N |
Category (enabling activity) |
Category (transitiona l activity) |
| € Million |
% | % | % | (Y/N) | (Y/N) | (Y/N) | (Y/N) | (Y/N) | (Y/N) | (Y/N) | % | E | T | ||
| A. Taxonomy-eligible activities | |||||||||||||||
| A.1. Environmentally sustainable activities (taxonomy-aligned) | |||||||||||||||
| OpEx related to | |||||||||||||||
| environmentally | |||||||||||||||
| sustainable activities | 0 | 0% | 0% | ||||||||||||
| (taxonomy-aligned) (A1) | |||||||||||||||
| A.2. Taxonomy-eligible but not environmentally sustainable activities (taxonomy-non-aligned activities) (A2) | |||||||||||||||
| OpEx related to taxonomy eligible but not environmentally sustainable activities (taxonomy-non-aligned activities) (A2) |
0 | 0% | |||||||||||||
| Total (A.1 + A.2) | 0 | 0% | 0% | ||||||||||||
| B. Taxonomy-non-eligible activities | |||||||||||||||
| OpEx related to taxonomy non-eligible activities (B) |
110 100% | ||||||||||||||
| Total (A+B) | 110 100% |
8.5.3. Operational Expenditure (OpEx)
* Only activities whose substantial contribution criteria are already published in Delegated Acts are reflected in the table.
Pursuant to the Article 8 Delegated Act, the OpEx KPI is defined as eligible and aligned OpEx (numerator) divided by total OpEx (denominator). Total OpEx for this purpose includes non-capitalised direct costs related to research and development, building renovation measures, short-term leases, maintenance and repair, and any other direct expenditure related to the day-to-day servicing of assets of property, plant and equipment by the undertaking or third parties to whom activities are outsourced that are necessary to ensure the continued and effective functioning of such assets. Operating costs related to the low-value lease of assets or contracts with variable lease payments are not included.
Also in accordance with the Delegated Act and considering the guidelines issued by the European Commission, an entity is exempt from calculating the OpEx KPI numerator where the denominator is considered non-material to the business model.
We are of the opinion that our total OpEx, as shown in the table above, is not material to our activity, since it accounts only for 0.5% of total operational expenditure in 2022, due to the fact that we do not incur significant operational expenses for research and development under IAS 38, nor are the amounts incurred with asset maintenance and repair and short-term leases significant. As such, we have opted to avail ourselves of the foregoing exemption and not calculate the OpEx KPI numerator.
8.6. Conclusions and Reporting Outlook for 2023
In order to ensure reporting compliance with the Taxonomy terms, we will continue, throughout 2023, to monitor the publication of new delegated acts for the remaining four environmental objectives and the possible inclusion of new economic activities. Furthermore, and to complement such monitoring, we will dedicate a large part of 2023 to gathering the information necessary to strengthen the assessment of compliance with the technical criteria ("substantial contribution" and "do no significant harm") for the activities identified as eligible. At the same time, this necessarily implies a review of the way in which information is classified and organised in the computer systems used by our Companies. During this process we will also endeavour to identify opportunities for improvement in obtaining and managing information.
9. Tables of Indicators
This report was prepared in accordance with the Global Reporting Initiative (GRI) Standards. This section includes six tables that aim to cross-reference the reported information with the main methodologies and information requests made by our stakeholders: GRI Standards (Table 1), Jerónimo Martins' performance indicators (Table 2), Task Force on Climate-related Financial Disclosures (Table 3), Sustainability Accounting Standards Board (Table 4), Indicators of the Regulation (EU) 2022/1288 (Table 5), and Nonfinancial information disclosure template for companies issuing securities admitted to trading on a regulated market (Table 6). Whenever possible a cross-reference is also made between these points, and the Sustainable Development Goals and the Principles of the United Nations Global Compact.
Table 1 – Indicators reporting according to the Global Reporting Initiative Standards.
GRI CONTENT INDEX: Statement of use: Jerónimo Martins has reported in accordance with the GRI Standards for the period between 1 January and 31 December 2022; GRI 1 used: GRI 1: Foundation 2021; Applicable GRI Sector Standard(s): no GRI Sector Standards were used.
| GRI Standard |
Description | Evidence | Other Standards |
||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| GENERAL DISCLOSURES | |||||||||||||
| 2-1 | Organizational details. |
Jerónimo Martins, SGPS, S.A. Rua Actor António Silva n. º 7, 1649-033 Lisboa, Portugal. Refer to chapter 1 "The Jerónimo Martins Group". |
|||||||||||
| 2-2 | Entities included in the organization's sustainability reporting. |
See chapter 1 " The Jerónimo Martins Group ", chapter 3 "Financial Statements" and chapter 4 "Corporate Governance", Part I – "Information on Shareholder Structure, Organisation and Corporate Governance". |
|||||||||||
| 2-3 | Reporting period, frequency and contact point. |
periodicity. | This Jerónimo Martins Group's Annual Report covers the activities carried out between 1 January and 31 December 2022. The Corporate Responsibility Report (included in the Annual Report) has an annual Contact point: [email protected] |
||||||||||
| 2-4 | Restatements of information. |
The figures for the Group's direct support in 2021 were corrected due to the inclusion of the monetary contribution to the Biedronka Foundation, which derives from the application of the results of the Founder, Jeronimo Martins Polska, SA (Biedronka), upon approval at the General Meeting, which totalled more than 10.9 million euros (50 million zlotys, average exchange rate in 2021). See chapter 5 "Corporate Responsibility in Value Creation", subchapter 5. "Supporting Surrounding Communities", section 5.3. "Direct Support" and GRI indicators 203-1. See "Responsibility" channel, "Supporting the Surrounding Communities" page on the website www.jeronimomartins.com. |
|||||||||||
| 2-5 | External assurance. |
Creation". | The information contained and marked in this table with " " has been verified by an external third party: Ernst & Young Audit & Associados – SROC, S.A. The verification process report can be consulted at the end of chapter 5 "Corporate Responsibility in Value |
||||||||||
| 2-6 | Activities, value chain and other business relationships. |
Refer to chapter 1 "The Jerónimo Martins Group". Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapters 4. "Sourcing Responsibly", and to chapter 3 "Financial Statements" and to channel "Responsibility", page "Our Responsibility Strategy" on the website www.jeronimomartins.com. |
|||||||||||
| Type of contract | |||||||||||||
| 2022 2021 |
|||||||||||||
| Women | Men | Total | Women | Men | Total | ||||||||
| Group | Permanent | 69,811 | 24,215 | 94,026 | 64,604 | 19,196 83,800 | |||||||
| Fixed-term | 29,765 | 7,303 | 37,068 | 29,903 | 9,755 39,658 | ||||||||
| Portugal | Permanent | 19,152 | 9,633 | 28,785 | 19,948 | 10,061 | 30,009 | ||||||
| Fixed-term | 3,409 | 2,671 | 6,080 | 2,726 | 1,852 | 4,578 | |||||||
| Poland | Permanent | 45,131 | 8,276 | 53,407 | 43,976 | 8,368 | 52,344 | ||||||
| Fixed-term | 25,947 | 4,400 | 30,347 | 23,880 | 4,043 | 27,923 | |||||||
| Permanent | 5,528 | 6,306 | 11,834 | 680 | 767 | 1,447 | |||||||
| Colombia | Fixed-term | 409 | 232 | 641 | 3,297 | 3,860 | 7,157 | UNGC 6 | |||||
| 2-7 | Employees. | We highlight the effort made by Ara in 2022 in converting fixed-term contracts into permanent contracts to promote greater stability in contractual relations with employees. The SENA Internships in Colombia were considered in the "fixed-term" contract typology, corresponding to 510 and 301 internships in 2022 and 2021 respectively. |
|||||||||||
| Type of workload | |||||||||||||
| 2022 | 2021 | ||||||||||||
| Women | Men | Total | Women | Men | Total | ||||||||
| Full-time | 82,473 | 28,848 | 111,321 | 77,952 | 26,440 | 104,392 | |||||||
| Group | Part-time | 17,103 | 2,670 | 19,773 | 16,555 | 2,511 | 19,066 | ||||||
| Full-time | 19,218 | 10,688 | 29,906 | 19,251 | 10,419 | 29,670 | |||||||
| Portugal | Part-time | 3,343 | 1,616 | 4,959 | 3,423 | 1,494 | 4,917 | ||||||
| GRI Standard |
Description | Evidence | Other Standards |
|||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Full-time | 57,318 | 11,622 | 68,940 | 54,724 | 11,394 | 66,118 | ||||||||
| Poland | Part-time | 13,760 | 1,054 | 14,814 | 13,132 | 1,017 | 14,149 | |||||||
| Colombia Full-time | 5,937 | 6,538 | 12,475 | 3,977 | 4,627 | 8,604 | ||||||||
| Part-time | 0 | 0 0 |
0 | 0 | 0 | |||||||||
| There are no employees in the Group without guaranteed working hours. In calculating this | ||||||||||||||
| indicator, the total number of employees at the end of the period was taken into account. | ||||||||||||||
| Workers who are not | ||||||||||||||
| employees | ||||||||||||||
| 2022 | ||||||||||||||
| Group | 15,662 | |||||||||||||
| Workers who | Portugal | 356 | ||||||||||||
| 2-8 | are not | Poland | 14,331 | UNGC 6 SDG 8 |
||||||||||
| employees. | Colombia | 975 | ||||||||||||
| At the end of the period, the total number of workers who are not employees registered in our internal systems was 15,662. In most cases, these workers are hired on a temporary |
||||||||||||||
| basis through labour agencies to perform functions such as store operator and logistics. | ||||||||||||||
| We continue to improve our systems to ensure that we report all workers who are not | ||||||||||||||
| Governance | employees. | |||||||||||||
| 2-9 | structure and | Refer to chapter 4 "Corporate Governance", Part I – "Information on Shareholder Structure, Organisation and Corporate Governance". |
SDG 5 & 16 |
|||||||||||
| composition. | ||||||||||||||
| Nomination and selection of the |
||||||||||||||
| 2-10 | highest | SDG 5 & | ||||||||||||
| governance | Refer to chapter 4 "Corporate Governance", Part I – "Information on Shareholder Structure, | 16 | ||||||||||||
| body. Chair of the |
Organisation and Corporate Governance", section A "Shareholder Structure" and B "Corporate Bodies and Commitees". |
|||||||||||||
| highest | SDG 5 & | |||||||||||||
| 2-11 | governance | 16 | ||||||||||||
| body. | ||||||||||||||
| Role of the highest |
Refer to chapter 4 "Corporate Governance", Part I – "Information on Shareholder Structure, Organisation and Corporate Governance", section A "Shareholder Structure", B "Corporate |
|||||||||||||
| governance | Bodies and Commitees" and C "Internal Organisation". Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 1. "Approach to Corporate Responsibility", |
|||||||||||||
| 2-12 | body in | |||||||||||||
| overseeing the subsection 1.2. "Stakeholder Engagement" and the channel "Responsibility", page "Our management of Responsibility Strategy", subpage "Defining our Priorities", on the website |
||||||||||||||
| impacts. | www.jeronimomartins.com. | |||||||||||||
| Delegation of | Refer to chapter 4 "Corporate Governance", Part I – "Information on Shareholder Structure, | |||||||||||||
| 2-13 | responsibility for managing |
Organisation and Corporate Governance", section A "Shareholder Structure", B "Corporate | --- | |||||||||||
| impacts. | Bodies and Commitees" and C "Internal Organisation". | |||||||||||||
| Role of the | ||||||||||||||
| highest governance |
The approval of the Corporate Responsibility Report, included in the Annual Report, is a | |||||||||||||
| 2-14 | body in | responsibility of the Shareholders' General Meeting. | --- | |||||||||||
| sustainability | ||||||||||||||
| reporting. | ||||||||||||||
| See channel "Responsibility", page "Corporate Responsibility Publications" to consult the Jerónimo Martins Code of Conduct and Code of Conduct for Suppliers on the website |
||||||||||||||
| www.jeronimomartins.com. See channel "Investors", page "Corporate Governance", | ||||||||||||||
| subpage "Specialised Committees" on the website www.jeronimomartins.com. The Anti Corruption Policy and the Plan for the Prevention of Risks of Corruption and Related |
||||||||||||||
| 2-15 | Conflicts of | Infractions (a document that identifies and classifies the main and potential risks of the | SDG 16 | |||||||||||
| interest. | company in terms of corruption, considering the probability of occurrence and the impact of | |||||||||||||
| the identified risks, and lists the prevention and mitigation measures that the company | ||||||||||||||
| adopted to minimize the probability of occurrence and the predictable impact, in compliance with its regulatory compliance program) published in 2022, both available for |
||||||||||||||
| consultation on the "About Us" channel at www.jeronimomartins.com | ||||||||||||||
| Communication | Refer to chapter 4 "Corporate Governance", Part I – "Information on Shareholder Structure, | |||||||||||||
| 2-16 | of critical concerns. |
Organisation and Corporate Governance". | --- | |||||||||||
| The Group carries out activities (e.g., internal and external training sessions, Sustainability | ||||||||||||||
| Conference, internal newsletters and progress reports) that enable its management bodies | ||||||||||||||
| Collective knowledge of |
to become more aware of sustainability topics. Additionally, in 2019 Sustainabaility | |||||||||||||
| 2-17 | the highest | Comitees were created for all our Food Retail, Specialized Retail and Agribusiness Companies, with 19 meetings taking place in 2022. Refer to chapter 5 "Corporate |
--- | |||||||||||
| governance | Responsibility in Value Creation" and chapter 4 "Corporate Governance", Part I – | |||||||||||||
| body. | "Information on Shareholder Structure, Organisation and Corporate Governance", section B "Corporate Bodies and Committees", subsection II "Management and Supervision (Board of |
|||||||||||||
| Directors)". | ||||||||||||||
| Evaluation of | ||||||||||||||
| 2-18 | the performance of |
Refer to chapter 4 "Corporate Governance", Part I – "Information on Shareholder Structure, Organisation and Corporate Governance", section D "Remuneration". |
--- | |||||||||||
| the highest |
| GRI Standard |
Description | Evidence | Other Standards |
|---|---|---|---|
| governance body. |
|||
| 2-19 | Remuneration policies. |
--- | |
| 2-20 | Process to determine remuneration. |
Refer to chapter 4 "Corporate Governance", Part I – "Information on Shareholder Structure, Organisation and Corporate Governance", section D "Remuneration". |
SDG 16 |
| 2-21 | Annual total compensation ratio. |
Refer to chapter 4 "Corporate Governance", Part I – "Information on Shareholder Structure, Organisation and Corporate Governance", section D "Remuneration", subsection IV – "Remuneration Disclosure". |
--- |
| 2-22 | Statement on sustainable development strategy. |
Refer to "Message from the Chairman". | --- |
| 2-23 | Policy commitments. |
See the corporate website www.jeronimomartins.com for the following policies that guide the conduct of the Jerónimo Martins Group and its Companies in performing their activities: |
|
| 2-24 | Embedding policy commitments. |
Jerónimo Martins Code of Conduct, Anti-corruption Policy, Quality and Food Safety Policy, Nutritional Policy, Environmental Policy, Sustainable Sourcing Policy, Code of Conduct for Suppliers, and Supporting Surrounding Communities Policy. We also have a Plan for the |
|
| 2-25 | Processes to remediate negative impacts. |
Prevention of Risk of Corruption and Related Offenses (available at "Anti-corruption Policy") and the Gender Equality Plan (available at "Ethical Principles"). These policies are accompanied by internal guidelines and by commitments that support their materialisation, aiming to potentiate the positive impact of the Group and its |
|
| 2-26 | Mechanisms for seeking advice and raising concerns. |
Companies, and also to prevent and/or remedy the negative impacts on topics that are materially relevant for the business, people and the environment. In the case of the Corporate Responsibility strategy, which includes the material issues referred to the Group's business by the stakeholders (available at "Defining Our Priorities"), each pillar of action has: • objectives and commitments, for a specific time horizon, to be carried out internally or with partners in our supply chain, service providers or social organisations, and which may include training initiatives on legislation and corporate Codes and Policies, and investments; • an annual progress report on these objectives (available on the corporate website at "Our Commitments and Progress" which allows us to assess and manage the activities that contribute to policy delivery and those that need adjustment. As a way of responding to the expectations and concerns of stakeholders, there are mechanisms that facilitate the communication and resolution of potential negative impacts arising from our activity: • the Ethics Committee, a specialised body for monitoring, with exemption and independence, the disclosure and compliance with the Code of Conduct and the Anti Corruption Policy in Portugal, Poland and Colombia, thus managing risks effectively, in light of the Irregularity Communication Policy approved by the Company. This body discloses, and makes available, a digital platform to confidentially, and anonymously if desired, report infractions; • the Ethics Units, autonomous reporting channels in Portugal which, alongside the Ethics Committee, are responsible for receiving and following up reports of any irregularities that violate European Union law, national law and the Code of Conduct; • the Committee for Combating Mobbing, Discrimination and Sexual Harassment, formed whenever there is a complaint on this issue in Poland; • the Committee for Labour Coexistence in Colombia, which investigates complaints related to working conditions or other labour problems; • employees also have at their disposal the Employee Assistance Service (SAC) for the reporting, clarification and resolution of labour issues, and for receiving and forwarding social requests. This channel guarantees confidentiality, independence and impartiality, ensuring the protection of employees against possible situations of retaliation, discrimination or reduction of their rights; • the Employee Attendance Services for the denunciation, clarification and resolution of labour issues, and for the reception and forwarding of social requests. This channel guarantees confidentiality, independence and impartiality, ensuring the protection of employees against possible situations of retaliation, discrimination or reduction of their rights. • The Customer Ombudsman Office, created in 2005 with the objective of preserving consumer confidence and satisfaction, mediates customer relations with the Companies, being independent and neutral. Each process sent is analysed and the necessary steps are taken, culminating in a non-binding opinion and recommendations for action to the Companies. For the three-year period 2022-2024, a new Group Customer Ombudsman was appointed. The resolution rate for the total number of contacts in 2022 was 99%, and the level of satisfaction with customer responses was "Neutral" or "Positive" in 92% of cases. For more information on these and other indicators consult the "Responsibility" channel, page "Customer Ombudsman" in the corporate website. • the Customer Services, in all geographies, aimed at consumers. The reporting of complaints made by employees through the Ethics Committee, Ethics Centres, Local Committees and the Employee Service Department in the management of employment issues can be consulted in chapter 5 "Corporate Responsibility in Value Creation", subchapter 6. "Being a Benchmark Employer", section 6.3. "Our Intervention Areas", subsection 6.3.11. "Act Ethically". |
UNGC 10 SDG 16 |
| GRI Standard |
Description | Evidence | Other Standards |
|---|---|---|---|
| The actions we develop annually are described throughout chapter 5 "Corporate Responsibility in Value Creation" of this report, with emphasis on subchapter 8. "The European Union's Taxonomy", section 8.4. "Alignment Analysis", subsection 8.4.2. "Minimum Safeguards", regarding due diligence on the prevention and potential remediation of human and labour rights risks, a material issue for the Group and stakeholders. |
|||
| The management of these issues and others relevant to the continuation of the business, including risk identification, is the responsibility of several Functional Divisions which, in turn, support the functioning of the Management Bodies - such as the Board of Directors, the Managing Director, the Shareholders' Meeting and the Audit Committee – and the Specialised Committees – such as the Executive Board, the Corporate Governance and Corporate Responsibility Committee, the Ethics Committee, the Internal Control Committee and the Remuneration Committee. Their responsibilities and functioning are described in chapter 4 "Corporate Governance", Part I – "Information on Shareholder Structure, Organisation and Corporate Governance" and in the "Investor" channel, page "Corporate Governance" of the corporate website. |
|||
| 2-27 | Compliance with laws and regulations |
For information on this matter, refer to GRI 206-1, 307-1, 416-2, 417-2 and 417-3 indicators' disclosure. We are improving our reporting processes to meet socioeconomic compliance indicators. |
--- |
| 2-28 | Membership associations. |
See channel "About Us", page "Organisations to Which We Belong" and channel "Responsibility", page "Our Responsibility Strategy", subpage " Organisations to Which We Belong" on the website www.jeronimomartins.com. |
--- |
| 2-29 | Approach to stakeholder engagement. |
Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 1. "Approach to Corporate Responsibility", subsection 1.2. "Stakeholder Engagement". See channel "Responsibility", page "Our Responsibility Strategy", subpage "Stakeholder Engagement" on the website www.jeronimomartins.com. |
--- |
| 2-30 | Collective bargaining agreements. |
In Portugal, only a residual number of employees are not covered by collective bargaining agreements. In Poland and Colombia, where there are no collective regulatory instruments applicable to our companies, working conditions and the way the employment contract is executed are regulated by the respective legal systems (which regulate all these issues internally) and by the internal, local and global policies in force in our Group. Our internal policies are fully aligned with international best labour practices, in particular with respect to the fundamental conventions of the International Labour Organisation. See chapter 5 "Corporate Responsibility in Value Creation", subchapter 6. "Being a Benchmark Employer", section 6.3. "Our Interventions Areas", subsection 6.3.11. "Act Ethically". |
UNGC 3 SDG 8 |
| MATERIAL ASPECTS | |||
| 3-1 | Process to determine material topics. |
In 2019, we conducted a review of the material aspects to be considered in our Corporate Responsibility strategy and reporting, in line with the requirements of the Global Reporting Initiative (GRI), in its GRI Standards version. In this exercise – in which the scope of the analysis was broadened compared to 2016 and, for the first time, questionnaires and interviews were conducted with stakeholders interested in the Group's activities in Colombia – new topics were considered in the review, such as food waste and combating deforestation. In total, the study had more than 3,400 responses, analyzed in the light of the AA1000 methodology (AA1000SES and AA1000AP) from ten different publics in the three geographical areas where we operate, including the top management of the Group and its Companies. As a result of this analysis, it was possible to identify ten material issues that are available for consultation in chapter 5 "Corporate Responsibility in Value Creation", subchapter "Approach to Corporate Responsibility", section 1.2. "Stakeholder Engagement" and on the "Responsibility" channel, "Our Responsibility Strategy" page, subpages " Stakeholder Engagement" and " Defining Our Priorities" on the www.jeronimomartins.com website." See, also, chapter 1 "The Jerónimo Martins Group" and chapter 3 "Financial Statements". |
--- |
| 3-2 | List of material topics. |
There were no changes to material topics in 2022. In 2023, a new stakeholder consultation process will take place, in line with the double materiality principles. Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 1. "Approach to Corporate Responsibility", section 1.2. "Stakeholder Engagement" and the channel "Responsibility", page "Our Responsibility Strategy", subpage "Defining our Priorities", on the website www.jeronimomartins.com. |
--- |
| 3-3 | Management of material topics. |
Jerónimo Martins Group material aspects: food quality and safety; reduction of packaging materials and use of sustainable materials; ethics and transparency; fighting food waste; respect for human and workers rights; affordable product offering; respect for human and labour rights in the supply chain; mission, vision and strategy; support to social projects; integration of circular economy principles. Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 1. "Approach to Corporate Responsibility", section 1.2. "Stakeholder Engagement". See channel "Responsibility", page "Our Responsibility Strategy", subpage "Defining Our Priorities", on the website www.jeronimomartins.com. Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapters 2. "Promoting Good Health through Food" to 6. "Being a Benchmark Employer". See channel "Responsibility", page "Our Responsibility Strategy" on the website www.jeronimomartins.com. Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 7. "2021-2023 Commitments". See channel "Responsibility", page "Our Commitments and Progress" on the website www.jeronimomartins.com. |
--- |
| GRI Standard |
Description | Evidence | Other Standards |
||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| ECONOMIC PERFORMANCE | |||||||||||
| 201-1 | Direct economic value generated and distributed. |
Refer to chapter 3 "Financial Statements" and indicator 203-1. | |||||||||
| 201-2 | Financial implications and other risks and opportunities due to climate change. |
Refer to chapter 4 "Corporate Governance", Part I – "Information on Shareholder Structure, Organisation and Corporate Governance", section C "Internal Organisation", subsection III – "Internal Control and Risk Management", 53. "Details and Description of the Major Economic, Financial and Legal Risks to which the Company is Exposed in Pursuing Its Business Activity" and chapter 5 "Corporate Responsibility in Value Creation", subchapter 3. "Respecting the Environment", section 3.3. "Fighting Climate Change". |
|||||||||
| 201-3 | Defined benefit plan obligations and other retirement plans. |
Refer to chapter 3 "Financial Statements". Refer to chapter 4 "Corporate Governance", Part I – "Information on Shareholder Structure, Organisation and Corporate Governance", section D "Remuneration". |
|||||||||
| 201-4 | Financial assistance received from government. |
In Poland, partial refund was received of a subsidy attributed by the European Union for research and development, in the amount of 81,265.11 euros (PLN 381,125.25), of expenses related to consortium "National Center for Research and Development" (NCBIR), a project that will be completed in 2023. In Portugal, the benefits attributed by official entities, as a tax credit, were aimed at offsetting investments made within the scope of the SIFIDE II program – System of Tax Incentives for Business Research & Development.This program consists of deduction from income tax collection of part of the amounts incurred with employee expenses, operating expenses, expenses with registration for research and development (R&D) and expenses with the acquisition of fixed assets to support the activity of R&D activity, which are certified by an external and independent entity. From the expenses mentioned above, with reference to the 2021 fiscal year, resulted in a tax credit in the amount of 182,135.40 euros, which was calculated during the year 2022, pending validation by National Innovation Agency for the remaining requested potential tax credit amount of 967,184.86 euros. Investment by the Group´s Companies in R&D, based on the amounts reported in the National Scientific and Technological Potential Survey (IPCTN20), amounted to 3,371,901.00 euros. In Colombia, there were no financial incentives (in the form of tax benefits/credits) attributed by official entities to our operations. However, within the scope of support granted by Government to entities that have hired young employees aged between 18 and |
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| MARKET PRESENCE | |||||||||||
| 202-1 | Ratios of standard entry level wage by gender compared to local minimum wage. |
Portugal Poland Colombia *The lowest salaries of the Companies with the highest representation in each country are considered, that is, Pingo Doce (Portugal), Biedronka (Poland) and Ara (Colombia). Regarding workers who are not employees, we do not have consolidated information to date that allows us to assess whether the type of functions performed are subject to minimum wage rules. Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 6. "Being a Benchmark Employer", section 6.3. "Our Intervention Areas", subsection 6.3.5. "Recognise with Fairness and Competitiveness". |
UNGC 6 SDG 1, 5 & 8 |
||||||||
| 202-2 | Proportion of senior management hired from the local community. INDIRECT ECONOMIC IMPACTS |
Group Portugal Poland Colombia *The employees in senior positions come from the categories: "Members of Executive Committees" and "Senior and Middle Management". To calculate this percentage, employees at the three highest functional levels in the organisation are considered. The hiring of people whose nationality is the same as the country where the employee works is considered local. |
Proportion of senior management hired from the local community* 2022 |
UNGC 6 SDG 8 |
|||||||
| Infrastructure | |||||||||||
| 203-1 | investments and services supported. |
Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 4 "Sourcing SDG 5, 9 Responsibly" and subchapter 5 "Supporting Surrounding Communities", section 5.3. "Direct & 11 Support" and section 5.5. "Indirect Support". See channel "Responsibility", page "Sourcing |
| GRI | Description Evidence |
|||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Standard 203-2 |
Significant Responsibly" and "Supporting Surrounding Communities" on the website indirect www.jeronimomartins.com. economic |
|||||||||||
| impacts. PROCUREMENT PRACTICES |
||||||||||||
| 204-1 | Proportion of spending on local suppliers. |
Monitoring of Suppliers". | Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 4. "Sourcing Responsibly", section 4.2. "Relationship with suppliers", subsection 4.2.1. "Selection and |
SDG 8 | ||||||||
| ANTI-CORRUPTION | ||||||||||||
| 205-1 | Operations assessed for risks related to corruption. |
Refer to chapter 4 "Corporate Governance", Part I – "Information on Shareholder Structure, Organisation and Corporate Governance", section C "Internal Organisation" and section E "Related Party Transactions". In 2022, the Plan for the Prevention of Risks of Corruption and Related Infractions was published, a document that identifies and classifies the main and potential risks of the company in terms of corruption, considering the probability of occurrence and the impact of the identifies risks, and lists the prevention and mitigation measures that the company adopted to minimize the probability of occurrence and the predictable impact, in compliance with its regulatory compliance program. The document can be consulted on the corporate website at www.jeronimomartins.com. Risk assessment in the supply chain is also assessed through social audits whose criteria include this issue. Information on audits carried out in 2022 can be consulted in chapter 5 "Corporate Responsibility in Value Creation", subchapter 4. "Sourcing Responsibly", section 4.2. "Relationship with suppliers", subsection 4.2.1 "Selection and Monitoring of Suppliers". |
||||||||||
| Communication about Anti-corruption Policy |
||||||||||||
| Total | % | |||||||||||
| Communication and training about anti |
Group | 38,878 | 29.7% | |||||||||
| Portugal | 33,535 | 96.2% | UNGC 10 | |||||||||
| 205-2 | corruption | Poland | 4,500 | 5.4% | SDG 16 | |||||||
| policies and procedures. |
Colombia | 843 | 6.8% | |||||||||
| We continue to improve our systems to ensure that we report information by employee category. See chapter 5 "Corporate Responsibility in Value Creation", subchapter 6. "Being a Benchmark Employer", section 6.3. "Our Intervention Areas ", subsection 6.3.11. "Act Ethically". |
||||||||||||
| ANTI-COMPETITIVE BEHAVIOR | ||||||||||||
| 206-1 | Legal actions for anti competitive behavior, anti-trust, and monopoly practices. |
There were no recorded legal actions completed during the year relating to anti-competitive behaviour, violations of antitrust legislation and monopolistic practices in which the organization was identified as a participant. Additionally, see chapter 3 "Financial Statements", subchapter "Consolidated Financial Statements", 23. "Contingencies, contingent assets and contingent liabilities" for a description of major legal proceedings (amounted higher than 5 million euros) pending resolution, for which the Board of Directors, supported by the opinion of its lawyers and tax advisors, considers that there is enough ground for its appeal in court. |
||||||||||
| MATERIALS | UNGC 7 & | |||||||||||
| 301-1 | Materials used by weight or volume. |
Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 3. "Respecting | ||||||||||
| the Environment", section 3.4. "Promoting a Circular Economy". | UNGC 7 & 8 |
|||||||||||
| 301-2 | Recycled input materials used. |
SDG 8 & 12 |
||||||||||
| 301-3 | Reclaimed products and their packaging materials. |
This aspect is not material. Nevertheless, the Group promotes the collection of customer waste in its stores for recovery. Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 3 "Respecting the Environment", section 3.4. "Promoting a Circular |
||||||||||
| ENERGY | Economy". | |||||||||||
| 302-1 | Energy consumption within the organization. |
Energy Consumption Management". | Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 3 "Respecting the Environment", section 3.3. "Fighting Climate Change", subsection 3.3.3. "Water and |
UNGC 7, 8 & 9 SDG 7, 8, 12 e 13 |
||||||||
| 302-2 | Energy consumption outside of the organization. |
This indicator is disclosed as CO2e, concerning the calculation of the Group's carbon footprint - scope 3 emissions for all categories according to the methodology of the GHG Protocol – Corporate Value Chain. Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 3. "Respecting the Environment", section 3.3. "Fighting Climate Change", subsection 3.3.2. "Carbon Footprint". |
||||||||||
| 302-3 | Energy intensity. |
Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 3. "Respecting | UNGC 8 SDG 7, 8, 12 & 13 |
|||||||||
| Reduction of | the Environment", section 3.3. "Fighting Climate Change", subsection 3.3.3. "Water and | UNGC 8 & 9 |
||||||||||
| 302-4 | energy | Energy Consumption Management". | ||||||||||
| consumption. | ||||||||||||
| 302-5 | Reductions in energy requirements of |
Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 3. "Respecting the Environment", section 3.3. "Fighting Climate Change", subsection 3.3.3. "Water and Energy Consumption Management". |
||||||||||
| 12 & 13 |
| GRI Standard |
Description | Evidence | Other Standards |
||||||
|---|---|---|---|---|---|---|---|---|---|
| products and services. |
|||||||||
| WATER | |||||||||
| 303-1 | Interactions with water as a |
UNGC 7 & | |||||||
| (2018) | shared | 8 SDG 6, 12 |
|||||||
| resource. Management of |
|||||||||
| 303-2 | water discharge related impacts. |
Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 3 "Respecting | UNGC 8 SDG 6 |
||||||
| (2018) | the Environment", section 3.3. "Fighting Climate Change" subsection 3.3.3. "Water and | ||||||||
| 303-3 | Water | Energy Consumption Management". | |||||||
| (2018) | withdrawal. | SDG 6 & 12 |
|||||||
| 303-4 (2018) |
Water discharge. |
UNGC 8 SDG 6 |
|||||||
| 303-5 | Water | UNGC 7 & 8 |
|||||||
| (2018) | consumption. | SDG 6 | |||||||
| BIODIVERSITY | Operational sites | ||||||||
| owned, leased, | |||||||||
| managed in, or adjacent to, protected |
The Jerónimo Martins Group infrastructures comply with legal requirements concerning environmental matters and are mostly built within the urban network. Particularly |
UNGC 8 | |||||||
| 304-1 | areas and areas of | regarding agribusiness, the Group owns some properties close to the National Ecological | SDG 6, 14 & 15 |
||||||
| high biodiversity value outside protected |
Network, collaborating with governmental entities to ensure its conservation. | ||||||||
| areas. | |||||||||
| Significant impacts of |
UNGC 8 | ||||||||
| 304-2 | activities, | Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 3. "Respecting the Environment", section 3.2. "Preserving Biodiversity" and subchapter 4. "Sourcing |
|||||||
| products, and services on |
Responsibly", section 4.3. "Promoting More Sustainable Production Practices". | ||||||||
| biodiversity. | Non-applicable to the Group's activities in 2022. Nevertheless, the Group collaborates with | ||||||||
| a number of habitat and ecosystem conservation initiatives such as the Green Heart of | |||||||||
| Habitats protected or restored. |
Cork (ANP WWF), the clean Tatra mountains and clean Baltic beaches campaigns (Czysta Polska), Salamandra – Polish Society for Nature Conservation, ECOs-Locais (LPN), |
||||||||
| preservation of macaws (ProAves) and SOS Polinizadores (Quercus). In addition, the | |||||||||
| 304-3 | "Forest Açor mountain range" project – brings together the Jerónimo Martins Group, the Arganil City Council, common landowners' associations and the Escola Superior Agrária de |
||||||||
| Coimbra – is an initiative launched in 2020 that aims to preserve and enhance the | |||||||||
| landscape devastated by forest fires in this region, covering an area of 2,500 hectares. Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 3. "Respecting |
|||||||||
| the Environment", section 3.2. "Preserving Biodiversity" and subchapter 4. "Sourcing Responsibly", section 4.3. "Promoting of More Sustainable Production Practices". |
|||||||||
| IUCN Red List | |||||||||
| species and national |
Refer to chapter 5 "Corporate Responsibility in Value Creation", subcchapter 3. "Respecting | ||||||||
| 304-4 | conservation list species with |
habitats in | the Environment", section 3.2. "Preserving Biodiversity" and subchapter 4. "Sourcing | UNGC 8 SDG 6, 14 |
|||||
| Responsibly", section 4.3. "Promoting of More Sustainable Production Practices", subsection 4.3.4. "Sustainable Fishing". |
|||||||||
| areas affected | |||||||||
| EMISSIONS | by operations. | ||||||||
| UNGC 7 & 8 |
|||||||||
| 305-1 | Direct (Scope 1) GHG emissions. |
SDG 3, 12, 13, 14 |
|||||||
| & 15 | |||||||||
| Energy indirect | UNGC 7 & 8 |
||||||||
| 305-2 | (Scope 2) GHG emissions. |
SDG 3, 12, 13, 14 |
|||||||
| Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 3. "Respecting | & 15 UNGC 7 & |
||||||||
| 305-3 | Other indirect | the Environment", section 3.3. "Fighting Climate Change", subsection 3.3.2. "Carbon Footprint". |
8 SDG 3, |
||||||
| (Scope 3) GHG emissions. |
12, 13, 14 & 15 |
||||||||
| GHG emissions | UNGC 8 | ||||||||
| 305-4 | intensity. | SDG 13, 14 & 15 |
|||||||
| 305-5 | Reduction of | UNGC 8 & 9 |
|||||||
| GHG emissions. | SDG 13, 14 & 15 |
||||||||
| Emissions of | This aspect is not material. However, in 2022, an emission of 0.515kg de CFC-11 eq., | UNGC 7 & | |||||||
| 305-6 | ozone-depleting substances |
associated to the use of hydrochlorofluorocarbons, was verified in air conditioning equipment in Colombia, which is part of the fixed assets of the acquired stores. These |
8 SDG 3 & |
||||||
| (ODS). | represent <0.1% of the total of this type of equipment used in the Group's Companies. | 12 |
| GRI | Description | Evidence | Other | ||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Standard | Nitrogen oxides | Standards | |||||||||||||||||
| (NOX), sulphur | The quantities are emitted by the combustion of fossil fuels (use of fuel on site to operate | UNGC 7 & 8 |
|||||||||||||||||
| 305-7 | oxides (SOX), and other |
equipment, emergency and heating generators and the light vehicle fleet): • NOX = 139.7 tonnes (+53.3% compared to 2021, considering value updating); |
SDG 3, | ||||||||||||||||
| significant air | • SOX = 16.9 tonnes (-28.4% compared to 2021, considering value updating). | 12, 14 & 15 |
|||||||||||||||||
| WASTE | emissions. | ||||||||||||||||||
| Waste | |||||||||||||||||||
| 306-1 | generation and significant |
||||||||||||||||||
| (2020) | waste-related | Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 3. "Respecting | UNGC 8 | ||||||||||||||||
| impacts. Management of |
the Environment", section 3.3. "Fighting Climate Change" and 3.4. "Promoting a Circular | SDG 3, 6, 11 & 12 |
|||||||||||||||||
| 306-2 | significant | Economy". | |||||||||||||||||
| (2020) | waste-related impacts. |
||||||||||||||||||
| 306-3 (2020) |
Waste generated. |
||||||||||||||||||
| Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 3. "Respecting | UNGC 8 | ||||||||||||||||||
| 306-4 (2020) |
Waste diverted from disposal. |
the Environment", sections 3.3. "Fighting Climate Change" and 3.4. "Promoting a Circular | SDG 3, 6, 11, 12, 14 |
||||||||||||||||
| Waste directed | Economy", and subsection 3.4.3 "Waste Management". | & 15 | |||||||||||||||||
| 306-5 (2020) |
to disposal. | ||||||||||||||||||
| ENVIRONMENTAL COMPLIANCE | |||||||||||||||||||
| There were no fines of significant nature*. However, in Colombia, there were four cases in | |||||||||||||||||||
| Non-compliance with | which advertising signs on store fronts led to reprimands by the environmental authority of Bogotá due to non-compliance with local regulations regarding visual advertising. Issues |
UNGC 8 | |||||||||||||||||
| 307-1 | environmental laws | SDG 16 | |||||||||||||||||
| and regulations | were solved completing documentation required by local authority ensuring compliance. *A monetary amount equal to or greater than approximately 45,000.00 euros is considered a significant |
||||||||||||||||||
| SUPPLIER ENVIRONMENTAL ASSESSMENT | fine. | ||||||||||||||||||
| New suppliers | |||||||||||||||||||
| 308-1 | that were screened using |
In 2022, the Group approved 111 new suppliers 100% of which were screened using environmental criteria. Refer to chapter 5 "Corporate Responsibility in Value Creation", |
UNGC 8 | ||||||||||||||||
| environmental | subchapter 4. "Sourcing Responsibly", section 4.2. "Relationship with Suppliers" and subsection 4.2.1. "Selection and Monitoring of Suppliers". |
||||||||||||||||||
| criteria. Negative |
|||||||||||||||||||
| 308-2 | environmental impacts | Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 3. "Respecting the Environment", section 3.2. "Preserving Biodiversity" and subchapter 4. "Sourcing |
UNGC 8 | ||||||||||||||||
| in the supply chain and actions taken. |
Monitoring of Suppliers". | Responsibly", 4.2. "Relationship with Suppliers" and subsection 4.2.1 "Selection and | |||||||||||||||||
| EMPLOYMENT | |||||||||||||||||||
| New employee hires | |||||||||||||||||||
| Age | Rate of new employee hires* | Gender | |||||||||||||||||
| Group | ≤24 | 25-34 | 35-44 | 45-54 | ≥55 | Women | Men | Total | |||||||||||
| 96.4% | 40.2% | 23.7% | 16.7% | 12.2% | 32.3% | 50.5% | 36.7% | ||||||||||||
| Portugal Poland |
114.4% 81.7% |
40.9% 31.4% |
23.6% 21.7% |
15.6% 17% |
9.6% 14.4% |
33.3% 28.7% |
53.3% 36.8% |
40.3% 29.9% |
|||||||||||
| Colombia | 108.3% | 68.9% | 47.8% | 25.8% | 0% | 71.5% | 72% | 71.8% | |||||||||||
| * Rate of new employee hires (per segment) = total number of new employee hires during the year/total | |||||||||||||||||||
| number of employees at the end of the period. | |||||||||||||||||||
| A total of 48,063 people were hired, of which 14,057 in Portugal, 25,052 in Poland and 8,954 in Colombia, corresponding to an overall growth of 21.2% compared to 2021. |
|||||||||||||||||||
| New employee | |||||||||||||||||||
| 401-1 | hires and | New employee hires Age Gender |
UNGC 6 SDG 5, 8 |
||||||||||||||||
| employee turnover. |
≤24 | 25-34 35-44 |
45-54 ≥55 |
Women | Men | Total | & 10 | ||||||||||||
| Group | 16,595 16,918 | 9,835 | 3,857 | 858 | 32,138 | 15,925 | 48,063 | ||||||||||||
| Portugal Poland |
6,616 7,372 |
3,827 7,956 |
2,154 6,509 |
1,145 2,672 |
315 543 |
7,504 20,389 |
6,553 4,663 |
14,057 25,052 |
|||||||||||
| Colombia | 2,607 | 5,135 | 1,172 | 40 | 0 | 4,245 | 4,709 | 8,954 | |||||||||||
| Employee turnover | Rate of employee turnover* | ||||||||||||||||||
| Age | Gender | Total | |||||||||||||||||
| ≤24 | 25-34 | 35-44 | 45-54 | ≥55 | Women | Men | |||||||||||||
| Group Portugal |
76.2% 108.4% |
32.9% 41.3% |
21% 22.6% |
15.2% 14.4% |
16.4% 15% |
27.1% 33.6% |
42.3% 49.9% |
30.8% 39.4% |
|||||||||||
| Poland | 60.9% | 28% | 19.7% | 15.5% | 17.6% | 24.1% | 34.6% | 25.7% | |||||||||||
| Colombia | 56.3% | 39.1% | 31.8% | 21.9% | 0% | 38.5% | 42.7% | 40.7% |
| GRI Standard |
Description | Evidence | Other Standards |
|||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| * Rate of employee turnover (per segment) = total number of employees leaving during the year/total | ||||||||||||||||
| number of employees at the end of the period. | ||||||||||||||||
| Termination of labour contracts | ||||||||||||||||
| ≤24 | 25-34 | Age 35-44 |
45-54 | ≥55 | Women | Gender Men |
Total | |||||||||
| Group | 13,114 | 13,852 | 8,733 | 3,513 | 1,153 | 27,034 | 13,331 | 40,365 | ||||||||
| Portugal | 6,265 | 3,860 | 2,063 | 1,054 | 491 | 7,588 | 6,145 | 13,733 | ||||||||
| Poland | 5,494 | 7,081 | 5,890 | 2,425 | 662 | 17,160 | 4,392 | 21,552 | ||||||||
| Colombia | 1,355 | 2,911 | 780 | 34 | 0 | 2,286 | 2,794 | 5,080 | ||||||||
| The Group's analysis focuses on two types of employee turnover: non-voluntary and voluntary (from the employee's point of view). The first essentially results from the seasonality to which the business is subject to, forcing the Companies to adjust their workforce at times such as Christmas, Easter, or Summer, as well as a desirable adjustment related to underperformance. On the other hand, there are several reasons that can lead employees to leave the Group for professional or personal reasons. Voluntary turnover is the main cause of the indicator's fluctuations over the years. The gradual return to normality, with an impact on the labour market, justifies in 2022 the 3.1 p.p. increase in the employee turnover rate compared to 2021 (27.7%). of employees aged 24 and under. The Group conducts exit interviews to understand the reasons for employee turnover and to act preventively by mitigating them. In addition, this indicator is monitored by the Risk Committee. |
voluntarily, which may be related to the attraction of a new position or the need to change The most significant increase was in Portugal (+8 p.p. than in 2021) especially in the group |
|||||||||||||||
| 401-2 | Benefits provided to full time employees that are not provided to temporary or part-time employees. |
Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 6. "Being a UNGC 6 Benchmark Employer", section 6.3. "Our Intervention Areas", subsection 6.3.5. "Recognise SDG 3, 5 & 8 with Fairness and Competitiveness". |
||||||||||||||
| Parental leave (i) Gender |
||||||||||||||||
| Parental leave. | Women | Men | Total | |||||||||||||
| Employees entitled to parental leave | 99,576 | 31,518 | 131,094 | |||||||||||||
| Employees who took parental leave | 6,462 | 1,156 | 7,618 | |||||||||||||
| Employees who returned from parental leave Employees who returned from parental leave |
2,849 | 1,084 | 3,933 | |||||||||||||
| and remained in the Group 12 months after their | 2,674 | 965 | 3,639 | |||||||||||||
| return | UNGC 6 | |||||||||||||||
| 401-3 | Return to work rate (ii) Rate of employees still on parental leave (iii) |
44.1% | 93.8% | 51.6% | SDG 5 & 8 | |||||||||||
| Retention rate (iv) | 42.4% | 4.7% | 36.7% | |||||||||||||
| 88.3% | 77.9% | 85.3% | ||||||||||||||
| (i) In relation to 2021, we improved the methodology for calculating this indicator to include all employees who took at least one day of parental leave in the reporting period and not only those who started their leave in that period, as was previously the case. (ii) The return to work rate corresponds to the percentage of employees who returned from parental leave based on the number of employees who took parental leave in the period. (iii) The rate of employees still on parental leave corresponds to the percentage of employees who have not yet returned from leave based on the number of employees who took parental leave in the period. (iv) The retention rate corresponds to the percentage of employees who returned from parental leave in 2021 and are still working in the Group 12 months later. |
||||||||||||||||
| LABOUR/MANAGEMENT RELATIONS | ||||||||||||||||
| Minimum notice | The Jerónimo Martins Group follows the notice periods established by the law in what | |||||||||||||||
| periods | regards operational changes. All collective labour agreements which exist and are applied | UNGC 3 | ||||||||||||||
| 402-1 | regarding operational |
in Portugal have clauses regarding termination (cessation by the will of one of the parties) and the revision process, with rules stipulating, depending on the case, deadlines and |
SDG 8 | |||||||||||||
| changes. | procedures for each situation. In any case, this topic is always covered by the Portuguese Labour Code, which regulates these realities in detail. |
|||||||||||||||
| OCCUPATIONAL OCCUPATIONAL HEALTH AND SAFETY | ||||||||||||||||
| Occupational | ||||||||||||||||
| 403-1 | health and safety |
SDG 8 | ||||||||||||||
| (2018) | management | |||||||||||||||
| system. | ||||||||||||||||
| Hazard identification, |
||||||||||||||||
| 403-2 | risk | SDG 8 | ||||||||||||||
| (2018) | assessment, and incident |
|||||||||||||||
| investigation. |
| GRI Standard |
Description | Evidence | Other Standards |
||||
|---|---|---|---|---|---|---|---|
| 403-3 | Occupational | Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 6. "Being a | |||||
| (2018) 403-4 (2018) |
health services. Worker participation, consultation and communication on occupational health and |
Benchmark Employer", section 6.3. "Our Intervention Areas", subsections 6.3.7. "Protect through the Best Work Conditions" and 6.3.8. "Integrate Work and Personal Context". |
|||||
| 403-5 (2018) |
safety. Worker training on occupational health and safety. |
SDG 8 | |||||
| 403-6 (2018) |
Promotion of worker health. |
SDG 3 | |||||
| 403-7 (2018) |
Prevention and mitigation of occupational health and safety impacts directly linked to commercial relations. |
We are guided by our Sustainable Sourcing Policy, which explains, among other things, the need to establish commercial relationships with organisations whose activities respect the rights of man, children and/or workers, taking due diligence to learn about the reality of suppliers in order to detect early signs of possible abuses or non-compliance with the Supplier Code of Conduct. This latter document is included in commercial contracts, so that our partners also defend the labour rights of their own workers, namely in matters of health and safety conditions, non-discrimination, compliance with working hours, and the prohibition of any form of forced labour – including that involving the application of corporal punishment, harassment or bullying practices, or any form of physical or moral coercion – and the use of child labour, as defined by the International Labour Organisation. Both documents are published at www.jeronimomartins.com. In addition, the social audits carried out on the Companies' suppliers use evaluation criteria that include health and safety at work, preparation for emergencies, contract terms, working hours, and compliance with laws and regulations. For more information see chapter 5 "Corporate Responsibility in Value Creation", subchapter 4. "Sourcing Responsibly", section 4.2. "Relationship with Suppliers", subsection 4.2.1. "Selection and Monitoring of Suppliers". See, also, the diligences implemented by the Group with its supply chain for the defence of human and labour rights in subchapter 8. "The European Union's Taxonomy", section 8.4. |
|||||
| 403-8 (2018) |
Workers covered by an occupational health and safety management system. |
Employees and workers who are not employees covered by the system Employees and workers who are not employees covered by the system that was audited internally Employees and workers who are not employees covered by the system that has been audited or certified by an external entity The information presented refers to the health and safety management system implemented in Biedronka and Terra Alegre. In this scope, 80,205 employees and 14,196 workers who are not employees are considered. As a rule, all employees are covered by the system. The external audit only includes a sample of the total number of employees and workers who are not employees. workers who are not employees are also covered by the occupational health and safety systems of their respective countries according to local legislation. |
Health and safety management system coverage – Biedronka and Terra Alegre Total 94,401 94,401 25,461 |
% 100% 100% 27% |
SDG 8 | ||
| 403-9 (2018) |
Work-related injuries. |
Gender Women Fatalities 1 High-consequence work-related 26 injuries Recordable work-related injuries 3,051 Total hours worked 146,531,661 Accidents with serious consequences are considered to be those resulting in an employee absence of more than 180 days. |
Work-related injuries – employees Men 0 4 1,391 53,270,969 |
Total 1 30 4,442 199,802,629 |
SDG 3, 8 & 16 |
||
| In 2022, there were about 4 thousand work-related injuries throughout the Group, 30 of which were of high consequence, corresponding to an increase of 4.7% and 20% respectively, compared to the previous year. The gender difference is due to the greater number of women in the workforce. |
| GRI Standard |
Description | Evidence | Other Standards |
|||||||
|---|---|---|---|---|---|---|---|---|---|---|
| The vast majority of accidents are related to physical effort, inappropriate handling of | ||||||||||
| equipment, risky behaviour, waste or wet floors and handling of cutting tools. | ||||||||||
| Most accidents: | ||||||||||
| • | • in Portugal led to trauma and contusions; in Poland resulted in fractures or contusions of limbs, cuts and musculoskeletal |
|||||||||
| overload; | ||||||||||
| • in Colombia they led to contusions, strains and sprains, minor superficial burns and musculoskeletal overload. |
||||||||||
| High-consequence work-related injuries are mainly the result of falls. We have in our HSW | ||||||||||
| planning the reinforcement of awareness/training regarding the causes of these accidents, | ||||||||||
| and which are related to the cleaning of floors and tidiness/organisation of workspaces. | ||||||||||
| One fatality was recorded in 2022, resulting in a fatality rate of 0.01, as a result of a commuting accident with a Company car. |
||||||||||
| Work-related injuries – workers who are | ||||||||||
| not employees | ||||||||||
| Gender | Total | |||||||||
| Women | Men | |||||||||
| Fatalities Recordable work-related injuries |
0 25 |
0 13 |
0 38 |
|||||||
| In 2022, the Group registered the accidents of workers who are not employees in | ||||||||||
| Biedronka, with a total of 38 accidents. These are the accidents that are recorded in our | ||||||||||
| internal systems, reported directly by managers or by the employee himself, so there may | ||||||||||
| be other cases that are not recorded. We continue to improve our systems to guarantee that we report all the information requested by the indicator, extending this analysis to |
||||||||||
| other Companies as well. | ||||||||||
| Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 6. "Being a Benchmark Employer", section 6.3. "Our Intervention Areas", subsection 6.3.7. "Protect |
||||||||||
| through the Best Work Conditions". | ||||||||||
| Work-related ill health* | ||||||||||
| Gender Total |
||||||||||
| Women | Men | |||||||||
| Fatalities | 0 | 0 | 0 | |||||||
| Recordable work | 267 | 27 | 294 | |||||||
| related ill health | ||||||||||
| * It does not include workers who are not employees of the Group. Currently, our information systems do not allow the collection and processing of this data, so we will continue to work on improving it. |
||||||||||
| 403-10 (2018) |
Work-related ill health. |
SDG 3, 8 & 16 |
||||||||
| In 2022, 294 occupational diseases were recorded, an increase of 135.2% compared to 2021. Due to the pandemic, the entity responsible for confirming cases of occupational |
||||||||||
| diseases decreased its activity. The increase in the number of cases we saw in 2022 is due | ||||||||||
| to the regularisation of cases from previous years. The gender difference is due to the | ||||||||||
| higher number of women in the workforce. | ||||||||||
| The main causes of recordable work-related ill health are found in repetitive movements and overloading on tendon sheaths, combined with a high rhythm of work with a varied |
||||||||||
| load. The main ills are tendonitis (inflammation of the tendons), epicondylitis (inflammation of the elbow), periarthritis (shoulder inflammation) and paralysis. |
||||||||||
| Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 6. "Being a | ||||||||||
| Benchmark Employer", section 6.3. "Our Intervention Areas", subsection 6.3.7. "Protect through the Best Work Conditions". |
||||||||||
| TRAINING AND EDUCATION | ||||||||||
| Average hours of training | ||||||||||
| Gender | ||||||||||
| Women | Men | Total | ||||||||
| Group | 55 59 |
56 | ||||||||
| 404-1 | Members of Executive Committees 38 Top and Middle Managers 31 |
30 34 |
32 32 |
|||||||
| Store, DC and Office Employees | 55 61 |
56 | ||||||||
| Average hours | ||||||||||
| of training per | The average number of training hours for men is slightly higher than for women because | UNGC 6 SDG 4, 5, |
||||||||
| year per employee. |
some jobs in the category "Store, DC and Office Employees", such as in the butchery or logistics section, require a greater number of hours of training due to their specific nature |
8 & 10 | ||||||||
| and are currently occupied by more men. | ||||||||||
| The category "Store, DC and Office Employees" is also the one with the most hours of | ||||||||||
| training, which is partly justified by the fact that it is the category with the highest turnover, requiring greater need for training in their recruitment and also in compulsory subjects such |
||||||||||
| as health and safety at work. In any case, in 2022 we resumed and expanded the number | ||||||||||
| of participants in some of our executive and leadership training programmes. Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 6. "Being a |
||||||||||
| Benchmark Employer", section 6.3. "Our Intervention Areas", subsection 6.3.3. "Prepare for | ||||||||||
| the future". |
| GRI Standard |
Description | Evidence | Other Standards |
|||||
|---|---|---|---|---|---|---|---|---|
| Programs for | ||||||||
| 404-2 | upgrading employee skills and transition assistance programs. |
Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 6. "Being a Benchmark Employer", section 6.3. "Our Intervention Areas", subsection 6.3.3. "Prepare for the future". |
SDG 8 | |||||
| Employees receiving regular performance* Gender |
||||||||
| Women | Men | Total | ||||||
| Group | 99.8% | 99.9% | 99.9% | |||||
| Percentage of | Members of Executive | 100.0% | 100.0% | 100.0% | ||||
| employees receiving |
Committees Top and Middle Managers |
100.0% | 100.0% | 100.0% | ||||
| 404-3 | regular | Store, DC and Office | 99.8% | 99.9% | 99.9% | UNGC 6 SDG 5, 8 |
||
| performance and career |
Employees | & 10 | ||||||
| development reviews. |
the Individual Path". | * Only employees eligible for performance evaluation were considered, in accordance with the performance appraisal policies in force at the Corporate level and in each of the Companies. In 2022, in Colombia, employees in stores, distribution centres and offices were not considered eligible for this analysis, due to the non-application of the process. Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 6. "Being a Benchmark Employer", section 6.3. "Our Intervention Areas", subsection 6.3.4. "Empower |
||||||
| DIVERSITY AND EQUAL OPPORTUNITY | ||||||||
| 405-1 | Diversity of governance bodies and employees. |
Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 4. "Sourcing Responsibly", subchapter 6. "Being a Benchmark Employer", section 6.2. "Our People", subsection 6.2.1 "Employee Distribution". Additionally, refer to chapter 1 "The Jerónimo Martins Group", subchapter 1. "Profile and Structure", section 1.3. "Statutory Bodies and Structure", subsection 1.3.1. "Statutory Bodies", and chapter 4 "Corporate Governance", Part I – "Information on Shareholder Structure, Organisation and Corporate Governance", section B "Corporate Bodies and Committees", subsection II "Management and Supervision (Board of Directors)", 17. "Composition of the Board of Directors, With Details of the Articles of Association's Minimum and Maximum Number of Members, Duration of Term of Office, Number of Effective Members, Date When First Appointed and End of the Term of Office of Each Member". |
UNGC 6 SDG 5 & 8 |
|||||
| 405-2 | Ratio of basic salary and remuneration of women to men. |
To report the salary ratio between genders, segmentation by geographical areas where we operate was considered. In addition to this indicator, other gender equality indicators were also audited, such as: • % management positions held by women; • % entry level positions held by women; • % revenue-generating functions carried out by women; • % promotions given to women. Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 6. "Being a Benchmark Employer", section 6.3. "Our Intervention Areas", subsection 6.3.2. "Live Diversity". |
UNGC 6 SDG 5, 8 & 10 |
|||||
| NON-DISCRIMINATION | ||||||||
| 406-1 | Incidents of discrimination and corrective actions taken |
There were no confirmed incidents of discrimination in the Jerónimo Martins Group. For information on the regulations used internally, namely the Code of Conduct, and the resolution mechanisms, which include the Ethics Committee, Ethics Divisions, among others, see chapter 5 "Corporate Responsibility in Value Creation", subchapter 6. "Being a Benchmark Employer", section 6.3. "Our Intervention Areas", subsection 6.3.11. "Act Ethically". |
UNGC 6 SDG 5 & 8 |
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| FREEDOM OF ASSOCIATION AND COLLECTIVE BARGAINING | ||||||||
| 407-1 | Operations and suppliers in which the right to freedom of association and collective bargaining may be at risk. |
Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 4. "Sourcing Responsibly", section 4.2. "Relationship with suppliers", subsection 4.2.1. "Selection and Monitoring of Suppliers" and subchapter 6. "Being a Benchmark Employer", section 6.3. "Our Intervention Areas", subsection 6.3.11. "Act Ethically". |
UNGC 3 SDG 8 |
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| CHILD LABOUR | ||||||||
| 408-1 | Operations and suppliers at significant risk for incidents of child labour. |
Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 4. "Sourcing Responsibly", section 4.2. "Relationship with suppliers", subsection 4.2.1. "Selection and Monitoring of Suppliers" and subchapter 6. "Being a Benchmark Employer", section 6.3. "Our Intervention Areas", subsection 6.3.11. "Act Ethically". |
UNGC 5 SDG 8 & 16 |
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| FORCED OR COMPULSORY LABOUR | ||||||||
| 409-1 | Operations and suppliers at significant risk for incidents of forced or compulsory labour. |
Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 4. "Sourcing Responsibly", section 4.2. "Relationship with suppliers", subsection 4.2.1. "Selection and Monitoring of Suppliers" and subchapter 6. "Being a Benchmark Employer", section 6.3. "Our Intervention Areas", subsection 6.3.11. "Act Ethically". |
UNGC 4 SDG 8 |
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| SECURITY PRACTICES | ||||||||
| 410-1 | Security personnel trained in human |
We continue to improve our systems to ensure that we report the information requested by the indicator. |
UNGC 1 SDG 16 |
| GRI Standard |
Description | Evidence | Other Standards |
||||
|---|---|---|---|---|---|---|---|
| rights policies or | |||||||
| procedures. HUMAN RIGHTS ASSESSMENT |
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| 412-1 (2016) |
Operations that have been subject to human rights reviews or impact assessments. |
Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 6. "Being a Benchmark Employer", section 6.3. "Our Intervention Areas", subsection 6.3.11. "Act Ethically". |
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| 412-2 (2016) |
Employee training on human rights policies and procedures. |
The Group has developed training courses on this subject in the context of the Code of Conduct and the labour legislation applicable. Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 4. "Sourcing Responsibly", section 4.2. "Relationship with suppliers", subsection 4.2.1. "Selection and Monitoring of Suppliers" and subchapter 6. "Being a Benchmark Employer", section 6.3. "Our Intervention Areas", subsection 6.3.11. "Act Ethically". |
UNGC 1 & 2 |
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| 412-3 (2016) |
Significant investment agreements and contracts that include human rights clauses or that underwent human rights screening. |
The contracts signed with new suppliers imply knowledge and adherence to the Jerónimo Martins Group's Code of Conduct for Suppliers. Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 4. "Sourcing Responsibly", section 4.2. "Relationship with suppliers", subsection 4.2.1. "Selection and Monitoring of Suppliers". |
UNGC 1 & 2 |
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| LOCAL COMMUNITIES | |||||||
| 413-1 | Operations with local community engagement, impact assessments, and development programs. |
Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 5. "Supporting Surrounding Communities", section 5.2. "Managing the Policy on Supporting Surrounding Communities". |
UNGC 1 SDG 1 & 2 |
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| SUPPLIER SOCIAL ASSESSMENT | |||||||
| 414-1 | New suppliers that were screened using social criteria. |
In 2022, the Group audited 266 new Private Brand and perishable suppliers, being 96% evaluated concerning labour practices (e.g., existence and/or use of appropriate clothing, hand washing equipment, conduct and personal hygiene rules, existence and conditions of social areas, locker rooms and sanitary facilities for employees and the control of training administration appropriate to the exercise of the function). Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 4. "Sourcing Responsibly", section 4.2. "Relationship with suppliers", subsection 4.2.1. "Selection and Monitoring of Suppliers". |
UNGC 2 SDG 5, 8 & 16 |
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| 414-2 | Negative social impacts in the supply chain and actions taken. |
In 2022, of the 2,473 (+28% than in 2021) Private Brand and perishables suppliers, more than 60% (-27% in comparison with 2021) were subject to labour impact assessment. Non-conformities associated to work practices with negative impacts were not identified (e.g.: inexistence and/or misuse of adequate clothing, hand-washing equipment, non compliance with rules of conduct and personal hygiene, among others). Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 4. "Sourcing Responsibly", section 4.2. "Relationship with suppliers", subsection 4.2.1. "Selection and Monitoring of Suppliers". The same supplier may have more than one location. In these cases, each location is treated independently and accounted for as such. Thus, even if a production unit is disapproved, and it is suspended/rejected to supply the Group until corrective actions are implemented, the supplier can maintain supply in case of a positive evaluation in the remaining production units. |
UNGC 2 SDG 5, 8 & 16 |
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| PUBLIC POLICY | |||||||
| 415-1 | Political contributions. |
The companies of the Jerónimo Martins Group do not support any political parties or their representatives, nor do they contribute financially to groups that support party interests. See channel "Responsibility", page "Corporate Responsibility Publications" to read the Code of Conduct on the website www.jeronimomartins.com. |
UNGC 10 SDG 16 |
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| CUSTOMER HEALTH AND SAFETY | |||||||
| 416-1 | Assessment of the health and safety impacts of product and service categories. |
Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 2. "Promoting Good Health through Food" and subchapter 4. "Sourcing Responsibly", section 4.2. "Relationship with suppliers", subsection 4.2.1. "Selection and Monitoring of Suppliers". |
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| 416-2 | Incidents of non-compliance concerning the health and safety impacts of products and services. |
Number of cases of withdrawing products from sale, can be consulted at chapter 5 "Corporate Responsibility in Value Creation", subchapter 2. "Promoting Good Health through Food". In the legal scope, the following were registered: • In Poland, 117 confirmed incidents of non-compliance, which resulted in a warning from the authorities. • In Colombia, two confirmed incidents of non-compliance that resulted in fine or penalty, and ten confirmed incidents of non-compliance that results in a warning from authorities. |
SDG 16 | ||||
| MARKETING AND LABELING | |||||||
| 417-1 | Requirements for product and service |
Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 2. "Promoting Good Health through Food", section 2.2. "Quality and Diversity" and subchapter 4 "Sourcing Responsibly", section 4.3. "Promoting More Sustainable Production Practices". |
SDG 12 |
| GRI Standard |
Description | Evidence | Other Standards |
|---|---|---|---|
| information and labelling. |
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| 417-2 | Incidents of non-compliance concerning product and service information and labelling. |
In the legal scope, the following were registered: • In Poland, eight confirmed incidents of non-compliance, that resulted in a warning from the authorities. • In Colombia, one confirmed incidents of non-compliance that resulted in fine or penalty, and eight confirmed incidents of non-compliance that resulted in a warning from authorities. |
SDG 16 |
| 417-3 | Incidents of non compliance concerning marketing communications. |
There were no incidents of non-compliance with regard to marketing communications that resulted in fines or penalties, or warning from authorities. Additionally, there were no non conformities relates to voluntary codes to which the Companies adhred. |
SDG 16 |
The table of indicators above follows the methodology of the Global Reporting Initiative (GRI) Standards. Unless otherwise stated, indicators are reported in accordance with the 2021 version of the GRI Standards.
| Description Jerónimo Martins Indicator | Evidence | Other standards |
|---|---|---|
| Number of Nutri-Score labelled references in Portugal and in Poland. |
Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 2. "Promoting Good Health through Food", section 2.2. "Quality and Diversity" and subchapter 7. "2021-2023 Commitments". |
SDG 3 & 12 |
| Number of vegan, lactose-free and gluten-free Private Brand products/references in Portugal, Poland and Colombia. |
Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter2. "Promoting Good Health through Food", section 2.2. "Quality and Diversity" and subchapter 7. "2021-2023 Commitments". |
SDG 3, 10 & 12 |
| Ensure that products targeted for children have a higher nutritional profile than the benchmark (or best in class), according to the country of operation. In Colombia, ensure that products targeted for children have a higher nutritional profile than this benchmark until 2025. |
Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 7. "2021-2023 Commitments". |
SDG 2, 3, 10 & 12 |
| Number of Portuguese and Polish Private Brand products containing, in their direct ingredients, artificial dyes, versus total number of food products. |
Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 7. "2021-2023 Commitments". |
SDG 3 & 12 |
| Number of Portuguese and Polish Private Brand products containing, in their direct ingredients, artificial flavour enhancers, versus total number of products. |
Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 7. "2021-2023 Commitments". |
SDG 3 & 12 |
| In Portugal and in Poland, position the Companies as healthy ageing promoters, through democratising the access to Private Brand food products that meet internationally recognised nutritional and dietary needs for the +50 age groups. |
Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 2. "Promoting Good Health through Food", section 2.2. "Quality and Diversity" and subchapter 7. "2021-2023 Commitments". |
SDG 3, 10 & 12 |
| Guarantee the absence of glucose and fructose syrup in Private Brand products in Poland until the end of 2021. |
Although defined until 2021, its non-compliance in 2021 led to its maintenance in 2022 and subsequent years until compliance. 72% (+6 p.p. versus 2021) of the total Private Brands references in Poland are glucose-fructose free. Bakery and Pastry with Biedronka's Private Brands label: 100%. |
SDG 3 & 12 |
| Ensuring the absence of annatto coloring in all Private Brand cheese products in Biedronka until the end of 2021. |
100% of the considered references were free of the annatto dye. | SDG 3 & 12 |
| Symbology in Private Brand alcoholic beverages in Portugal and Poland: responsibility when driving, warning for pregnant women and caloric index |
Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 2. "Promoting Good Health through Food", section 2.2. "Quality and Diversity". |
SDG 3 & 12 |
| Increase the number of locations with environmental certification to at least 60% of the total distribution centres and industrial units (Fresh dough factory, Central kitchens, soup factory and Terra Alegre dairy factory) by 2023. |
Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 7. "2021-2023 Commitments". |
UNGC 8 SDG 7, 12 & 13 |
Table 2 – Reporting of Jerónimo Martins' performance indicators.
| Description Jerónimo Martins Indicator | Evidence | Other standards |
|---|---|---|
| 10% reduction in energy consumption (per thousand euros of sales) by 2023 compared to 2017. |
Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 3 "Respecting the Environment", section 3.3. "Fighting Climate Change" and subchapter 7. "2021-2023 Commitments". |
UNGC 7 SDG 7, 12 & 13 |
| Reduction in the volume of water collected in Distribution activities by 10% until 2023 (in megaliters per million euros of sales), compared to 2017. |
Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 3 "Respecting the Environment", section 3.3. "Fighting Climate Change" and subchapter 7. "2021-2023 Commitments". |
UNGC 7 SDG 7, 12, 13 & 14 |
| Reduce carbon emissions resulting from transporting goods to stores by 5% (in tonnes of CO2e per thousand pallets transported), by 2023, compared to 2020. |
Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 3. "Respecting the Environment", section 3.3. "Figthing Climate Change" and subchapter 7. "2021-2023 Commitments". |
UNGC 7 SDG 7, 12 & 13 |
| Percentage of non-renewable energy consumed and produced |
Regarding the energy consumed by the operations of the operations of the Jerónimo Martins Group Companies, 62% comes from non-renewable sources. Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 3. "Respecting the Environment", section 3.3. "Figthing Climate Change", subsection 3.3.3. "Water and Energy Consumption Management". |
UNGC 7,8 & 9 SDG 7, 8, 12 & 13 |
| Support at least one nature conservation project in each of the countries where we have operations and disclose its results annually. |
Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 3. "Respecting the Environment", section 3.2 "Preserving Biodiversity" and subchapter 7. "2021-2023 Commitments". |
UNGC 8 SDG 14, 15 & 17 |
| Calculation of ecodesign projects savings in material and environmental benefits. |
Refer to chapter 5 "Corporate Responsibility in Value Creation", | SDG 12 & 13 |
| Ensure that at least 12% of the packaging in Private Brand products are included in the ecodesign project by 2023, comparing to the 2020 assortment. |
subchapter 3. "Respecting the Environment", section 3.4. "Promoting a Circular Economy" and subchapter 7. "2021-2023 Commitments". |
SDG 12 & 13 |
| Calculation of the amount of plastic in Private Brand packaging and other sigle-use plastics. |
Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 3. "Respecting the Environment", section 3.4. "Promoting a Circular Economy" and subchapter 7. "2021-2023 Commitments". |
SDG 12 & 13 |
| Increase the content of recycled plastic to 10% of the total amount of plastic packaging under our responsibility (Private Brand, service packaging, check-out bags and pallet wrapping film) by 2023. |
Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 3. "Respecting the Environment", section 3.4. "Promoting a Circular Economy" and subchapter 7. "2021-2023 Commitments". |
SDG 12 & 13 |
| Reduce by 5% by 2023, the specific consumption of plastic (measured in tonnes of plastic packaging per million euros of turnover), compared to 2018. |
Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 3. "Respecting the Environment", section 3.4. "Promoting a Circular Economy" and subchapter7. "2021-2023 Commitments". |
SDG 12 & 13 |
| Reduce total virgin plastic in Private Brand packaging, service packaging, pallet wrapping film and carrier bags by 15%, compared to 2018. |
Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 3. "Respecting the Environment", section 3.4. "Promoting a Circular Economy". |
SDG 12 & 13 |
| Percentage of problematic components to be eliminated (e.g., PVC, EPS and XPS) from Private Brand plastic packaging. |
Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 3. "Respecting the Environment", section 3.4. "Promoting a Circular Economy" |
SDG 12 & 13 |
| Percentage of private label and perishable packaging that is 100% recyclable or reusable |
Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 3. "Respecting the Environment", section 3.4. "Promoting a Circular Economy" |
SDG 12 & 13 |
| Ensure an annual waste recovery rate of at least 85% of the volume of waste generated by 2023. |
Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 3. "Respecting the Environment", section 3.4. "Promoting a Circular Economy" and subchapter 7. "2021-2023 Commitments". |
SDG 12 & 13 |
| Food waste generated in Group operations (kg/t of product sold). Limit food waste generated to 16.1 kg/t of product sold by 2023. |
Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 3. "Respecting the Environment", section 3.4. "Promoting a Circular Economy" and subchapter 7. "2021-2023 Commitments". |
UNGC 7 SDG 2, 12 & 13 |
| Guarantee that at least 80% of the Jerónimo Martins Group's purchases of food products are sourced from local suppliers. |
Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 4. "Sourcing Responsibly", section 4.3. "Promoting More Sustainable Production Practices" and subchapter 7. "2021- 2023 Commitments". |
UNGC 8 SDG 12 & 13 |
| Increase sales of Private Brand and/or perishable products and packaging with sustainability certification to at least 7% of the total sales of these product categories by 2023. |
Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 4. "Sourcing Responsibly", section 4.3. "Promoting More Sustainable Production Practices", subsection 4.3.5. "Certified Products" and subchapter 7. "2021-2023 Commitments". |
UNGC 8 SDG 12 & 13 |
| Carry out environmental audits to at least 20% of Private Brand and perishables suppliers, with a purchase |
Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 4. "Sourcing Responsibly", section 4.2.1. "Selection and |
UNGC 8 SDG 12, 13 & 15 |
| Description Jerónimo Martins Indicator | Evidence | Other standards |
|---|---|---|
| volume greater than 1.1 million euros in the 2021-2023 period. |
Monitoring of Suppliers" and subchapter 7. "2021-2023 Commitments". |
|
| Carry out at least 40 environmental audits every year on service providers. |
UNGC 8 SDG 12, 13 & 15 |
|
| Calculation of the consumption of deforestation commodities (palm oil, soy, beef and paper and timber) in Private Brand products and perishables. |
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| For palm oil, and until 2023, continue to ensure 100% RSPO certification in Portugal and Poland. In Colombia, ensure compliance with the "Acuerdo de Voluntades para la Deforestación Cero en la Cadena de Palma en Colombia" (Voluntary Agreement for Zero Deforestation in the Colombian Palm Oil Chain) from the Colombian government. |
UNGC 7, 8 & 9 SDG 12, 13 & 15 |
|
| For soy, and until 2023 reduce by 50% soy from unknown origins to 16% of total direct and indirect soy. Reduce soy from countries with risk of deforestation to 25% and/or ensure they are sustainably sourced (e.g., RTRS or ProTerra certified or other multi-stakeholder schemes that promote the preservation of ecosystems in the main production areas of this ingredient). |
Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 4. "Sourcing Responsibly", section 4.3. "Promoting More Sustainable Production Practices", subsection 4.3.1. "Fighting Deforestation" and subchapter 7. "2021-2023 Commitments". |
|
| For paper and timber, and until 2023, ensure to achieve sustainable certification (e.g., FSC® or PEFC) in 80% of virgin fibres used in products and in 70% of virgin fibres used in our packaging, in cooperation with our suppliers. |
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| For beef, and until 2023, reduce unknown origins to 2.5% of total beef purchases. If sourcing from Brazil, engage with suppliers to ensure the adoption of deforestation policies and actions. |
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| Percentage of cage-free Private Brand fresh eggs. |
Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 4. "Sourcing Responsibly", section 4.3. "Promoting More Sustainable Production Practices", subsection 4.3.3. "Practices to Promote Animal Welfare". |
SDG 12 |
| Percentage of eggs used as ingredients in Private Brand products from cage-free. |
Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 4. "Sourcing Responsibly", section 4.3. "Promoting More Sustainable Production Practices", subsection 4.3.3. "Practices to Promote Animal Welfare". |
SDG 12 |
| Compliance to the Group's Sustainable Fishing Strategy. |
Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 4. "Sourcing Responsibly", section 4.3. "Promoting More Sustainable Production Practices", subsection 4.3.4. "Sustainable Fishing". |
SDG 12 & 14 |
| Ensure the annual application of the Sustainable Agriculture Handbook in at least 70 new farms in Portugal and Poland, ensuring a minimum average sustainability index of 3.7 points (on a scale from 1 to 5, in which 5 is the maximum score) for farms with at least two assessments in the 2021- 2023 period. |
Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 4. "Sourcing Responsibly", section 4.3. "Promoting More Sustainable Production Practices", subsection 4.3.2. "Promoting Sustainable Agricultural Practices". |
UNGC 7,8 & 9 SDG 12, 13, 14 & 15 |
| Monitoring and disclosure of at least 70% (in value) of the social impacts resulting from the annual support offered by all Group Companies, according to the Business for Societal Impact (B4SI) model. |
Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 5. "Supporting Surrounding Communities", section 5.2. "Managing the Policy on Supporting Surrounding Communities" and subchapter 7. "2021-2023 Commitments". See channel "Responsibility", page "Supporting Surrounding Communities" on the website www.jeronimomartins.com. |
SDG 2, 3, 4, 10 & 17 |
| In Poland, expand the food donations programme for local non governmental organizations to 70% of stores. |
Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 5. "Supporting Surrounding Communities", section 5.3. "Direct Support" and subchapter 7. "2021-2023 Commitments". |
SDG 1, 2, 10 & 17 |
| Strengthen the involvement in social projects in all geographies, targeted |
Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 5. "Supporting Surrounding Communities". |
SDG 1, 2 & 3 |
| Description Jerónimo Martins Indicator | Evidence | Other standards | |
|---|---|---|---|
| to children, youngsters and elderly people from vulnerable environments, focusing on aspects of health and healthy eating, aiming to directly impact one million people until 2023. |
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| Employee training on Hygiene and Food Safety. |
Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 2. "Promoting Good Health through Food", section 2.3. "Food Safety and Quality". |
SDG 3 & 12 | |
| On-the-job internships. | In 2022, we held 764 internships in a real work context. | SDG 8, 10 & 17 | |
| Young Talent programes. | Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 6. "Being a Benchmark Employer", section 6.3. "Our Intervention Areas", subsection 6.3.2. "Live Diversity". |
SDG 8 & 10 | |
| Promoted employees. | Refer to chapter 5 "Corporate Responsibility in Value Creation", | SDG 8 & 10 | |
| Employees in international mobility. | subchapter 6. "Being a Benchmark Employer", section 6.3. "Our Intervention Areas", subsection 6.3.4. "Empower the Individual |
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| Internal mobility. | Path". | --- | |
| Internal Social Responsibility measures. |
Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 6. "Being a Benchmark Employer", section 6.3. "Our Intervention Areas", subsection 6.3.9. "Support Employees and their Families". |
SDG 1, 2, 3, 4, 8, 10 & 17 |
|
| Human Resources policies. | The Human Resources policies in force foster a culture of alignment between geographies, compliance with laws and regulations, justice and meritocracy, and sustainability in value creation, throughout the entire life cycle of the employee. In 2022, there were a total of 84 global internal policies aimed at employees: recruitment and selection, on-boarding, knowledge management, performance management, base salary, variable pay, among others. In terms of local policies, we highlight the following: Portugal - domestic violence intervention; human resources administration and payroll, among others; Poland - performance management, employee services, and trade union policy, among others; Colombia – on-boarding policy, performance management and recruitment and selection, among others. Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 6. "Being a Benchmark Employer", section 6.3. "Our Intervention Areas", subsection 6.3.11. "Act Ethically". |
UNGC 6 SDG 5, 8 & 10 |
|
| Training in Human and Labour Rights. | Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 6. "Being a Benchmark Employer", section 6.3. "Our Intervention Areas", subsection 6.3.11. "Act Ethically". |
UNGC 1 | |
| Employee nationalities. | Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 6. "Being a Benchmark Employer", section 6.2. "Our People", subsection 6.2.1. "Employee Distribution". |
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| Average seniority of employees. | Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 6. "Being a Benchmark Employer", section 6.2. "Our People", subsection 6.2.1. "Employee Distribution". |
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| Resolution mechanisms. | Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 6. "Being a Benchmark Employer", section 6.3. "Our Intervention Areas", subsection 6.3.11. "Act Ethically". |
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Table 3 – Indicator reporting according to the Task Force on Climate-related Financial Disclosures (TCFD).
| TCFD | Description | Evidence |
|---|---|---|
| GOVERNANCE | ||
| a) | Describe the board's oversight of climate-related risks and opportunities. |
Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 3. "Respecting the Environment", section 3.3. "Fighting Climate Change", subsection 3.3.1. "Managing climate-related risks and opportunities". 2022 CDP Climate: Question C1.1b. |
| b) | Describe management's role in assessing and managing climate related risks and opportunities. |
Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 3. "Respecting the Environment", section 3.3. "Fighting Climate Change", subsection 3.3.1. "Managing climate-related risks and opportunities". 2022 CDP Climate: Question C1.2, 1.2a. |
| STRATEGY | ||
| a) | Describe the climate-related risks and opportunities the organization has identified over the short, medium and long-term. |
Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 3. "Respecting the Environment", section 3.3. "Fighting Climate Change", subsection 3.3.1. "Managing climate-related risks and opportunities". 2022 CDP Climate: Question C2.1, 2.1a, 2.3, 2.3a, 2.4, 2.4a. |
| b) | Describe the impact of climate-related risks and opportunities on the organization's businesses strategy and financial planning. |
Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 3. "Respecting the Environment", section 3.3. "Fighting Climate Change", subsection 3.3.1. "Managing climate-related risks and opportunities". 2022 CDP Climate: Question C2.2, 2.3, 2.3a, 2.4, 2.4a, 3.1, 3.1a, 3.1b, 3.2a, 3.3, 3.4. |
| c) | Describe the resilience of the organization's strategy, taking into consideration different climate-related |
Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 3. "Respecting the Environment", section 3.3. "Fighting Climate Change", subsection 3.3.1. "Managing climate-related risks and opportunities". 2022 CDP Climate: Question C3.2, 3.2a. |
| TCFD | Description | Evidence | ||
|---|---|---|---|---|
| scenarios, including a 2°C or lower scenario. |
||||
| RISK MANAGEMENT | ||||
| a) | Describe the organization's processes for identifying and assessing climate related risks. |
Refer to chapter 4 "Corporate Governance", Part I - "Information on Shareholder Structure, Organization and Corporate Governance", section C "Internal Organisation", subsection III – "Internal Control and Risk Management", 53. "Details and Description of the Major Economic, Financial and Legal Risks to which the Company is Exposed in Pursuing Its Business Activity" and chapter 5 "Corporate Responsibility in Value Creation", subchapter 3. "Respecting the Environment", section 3.3. "Fighting Climate Change". 2022 CDP Climate: Question C2.1, 2.1a, 2.2, 2.2a. |
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| b) | Describe the organization's processes for managing climate-related risks. |
|||
| c) | Describe how processes for identifying, assessing, and managing climate related risks are integrated into the organization's overall risk management. |
|||
| METRICS AND TARGETS | ||||
| a) | Disclose the metrics used by the organization to assess climate-related risks and opportunities in line with its strategy and risk management process. |
Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 3. "Respecting the Environment", section 3.3. "Fighting Climate Change", subsection 3.3.1. "Managing climate-related risks and opportunities". 2022 CDP Climate: Question C4.2, 4.2b. |
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| b) | Disclose Scope 1, Scope 2, and, if appropriate Scope 3 GHG emissions, and the related risks. |
Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 3. "Respecting the Environment", section 3.3. "Fighting Climate Change", subsection 3.3.1. "Managing climate-related risks and opportunities" and subsection 3.3.2. "Carbon Footprint". 2022 CDP Climate: Sections C4, C5, C6 and C7. |
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| c) | Describe the targets used by the organization to manage climate-related risks and opportunities and performance against targets. |
Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 3. "Respecting the Environment", section 3.3. "Fighting Climate Change" and subchapter 7. "2021-2023 Commitments". 2022 CDP Climate: Section C4. |
Table 4 – Reporting indicators according to the Sustainability Accounting Standards Board (SASB).
| SASB | Description | Evidence | Other Standards |
|---|---|---|---|
| FB-FR 110a.1 |
Fleet fuel consumed, percentage renewable. |
Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 3. "Respecting the Environment", section 3.3. "Fighting Climate Change". |
UNGC 7 & 8 GRI 302-1 GRI 302-2 SDG 7, 8, 12 & 13 |
| FB-FR 110b.1 |
Gross global Scope 1 emissions from refrigerants. |
Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 3. "Respecting the Environment", section 3.3. "Fighting Climate Change". |
UNGC 7 & 8 GRI 305-1 SDG 3, 12, 13, 14 & 15 |
| FB-FR 110b.2 |
Percentage of refrigerants consumed with zero ozone depleting potential. |
More than 99.9% of the refrigerant gas emissions have no ozone depletion potential. In 2022 it was verified the emission of 0.52 kg of CFC-11 eq., associated with the use of hydrochlorofluorocarbons in air conditioning equipment in Colombia that are part of the fixed assets of acquired stores. These represent <0.1% of the total of this type of equipment used in the Group's Companies. |
UNGC 7 & 8 GRI 305-6 SDG 3 & 12 |
| FB-FR 130a.1 |
(1) Energy consumed, (2) percentage grid electricity, (3) percentage renewable. |
Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 3. "Respecting the Environment", section 3.3. "Fighting Climate Change". |
UNGC 7, 8 & 9 GRI 302-1 GRI 302-2 SDG 7, 8, 12 & 13 |
| FB-FR 150a.1 |
Amount of food waste generated, percentage diverted from the waste stream. |
Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 3. "Respecting the Environment", section 3.4. "Promoting a Circular Economy" and subchapter 7. "2021-2023 Commitments". |
SDG 2, 12 & 13 |
| FB-FR 230a.2 |
Description of approach to identifying and addressing data security risks. |
Refer to chapter 4 "Corporate Governance", Part I – "Information on Shareholder Structure, Organisation and Corporate Governance", section B "Corporate Bodies and Committees", subsection II "Management and Supervision (Board of Directors)", 21. "Organisational Charts Concerning the Allocation of Powers Between the Various Corporate Boards, Committees and/or Departments Within the Company, Including Information on Delegating Powers, Particularly as Regards the Delegation of the Company's Daily Management", section C "Internal Organisation", subsection III "Internal Control and Risk Management", 53. "Details and Description of the Major Economic, Financial and Legal Risks to which the Company is Exposed in Pursuing Its Business Activity". |
--- |
| FB-FR 250a.2 |
Number of recalls. Number of units recalled and percentage of units recalled that are Private Brand products. |
For the number of food product recalls and withdrawals, breakdown per Private Brand and perishables, see chapter 5 "Corporate Responsibility in Value Creation", subchapter 2. "Promoting Good Health through Food", section 2.3. "Food |
SDG 3 & 12 GRI 416-2 |
| SASB | Description | Evidence | Other Standards |
||
|---|---|---|---|---|---|
| Quality and Safety", subsection 2.3.4 "Food Recalls and Withdrawals". |
|||||
| FB-FR 260a.2 |
Description of the process to identify and manage products and ingredients related to nutritional and health concerns among consumers. |
Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 2. "Promoting Good Health through Food", section 2.2. "Quality and Diversity". |
SDG 3 & 12 GRI 416-1 |
||
| FB-FR 310a.2 |
Percentage of active workforce covered under collective bargaining agreements. |
Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 6. "Being a Benchmark Employer", section 6.3. "Our Intervention Areas", subsection 6.3.11. "Act Ethically". |
UNGC 3 GRI 2-30 SDG 8 |
||
| FB-FR 430a.1 |
Revenue from products third-party certified to environmental or social sustainability sourcing standards. |
Increase sales of Private Brand and Perishable products and/or packaging with sustainability certification to at least 7% of the total sales of these product categories by 2023. In 2022, sales of Private Brand products and/or packaging and perishables with sustainability certification represented 8.4%. Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 4. "Sourcing Responsibly", section 4.3. "Promoting More Sustainable Production Practices", subsection 4.3.5. "Certified Products" and subchapter 7. "2021-2023 Commitments". |
SDG 12 | ||
| FB-FR 430a.2 |
Percentage of revenue from eggs originated from a cage-free environment. |
Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 4. "Sourcing Responsibly", section 4.3. "Promoting More Sustainable Production Practices", subsection 4.3.3. "Practices to Promote Animal Welfare". |
SDG 12 & 15 | ||
| Percentage of revenue from pork produced without the use of gestation crates. |
Not applicable. | ||||
| FB-FR 430a.3 |
Description of strategy to manage environmental and social risks within the supply chain, including animal welfare. |
Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 4. "Sourcing Responsibly", section 4.2. "Relationship with suppliers", subsection 4.2.1. "Selection and Monitoring of Suppliers" and section 4.3. "Promoting More Sustainable Production Practices", subsection 4.3.3. "Practices to Promote Animal Welfare" and subchapter 7. "2021-2023 Commitments". |
UNGC 7 GRI 3-3 SDG 12 & 15 |
||
| FB-FR 430a.4 |
Discussion of strategies to reduce the environmental impact of packaging. |
Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 3. "Respecting the Environment", section 3.4. "Promoting a Circular Economy " and subchapter 7. "2021-2023 Commitments". |
UNGC 7 & 8 GRI 3-3 GRI 301-1 SDG 8 & 12 |
||
| FB-FR 000.A |
Number of (1) retail locations and (2) distribution centers. |
(1) This information is regularly disclosed in the Group's result releases in the corporate website, under the "Investors" area, page "Market Releases". (2) Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 7. "2021-2023 Commitments". |
--- | ||
| FB-FR 000.B |
Total area of (1) retail space and (2) distribution centers. |
(1)This information is regularly disclosed in the Group's result releases in the corporate website, under the "Investors" area, page "Market Releases". |
--- | ||
| FB-FR 000.C |
Number of vehicles in commercial fleet. | Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 3. "Respecting the Environment", section 3.3. "Fighting Climate Change", subsection 3.3.4. "Reduction of Environmental Impacts from Logistics processes". |
--- |
Table 5 – Regulatory Technical Standards for the disclosure of sustainability information (SFDR-RTS).
| SFDR-RTS | Descrição | Evidências | Other Standards |
|
|---|---|---|---|---|
| Principal | Scope 1 GHG emissions. | Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 3. "Respecting the Environment", section 3.3. "Fighting Climate Change". |
UNGC 7 & 8 GRI 305-1 SDG 3, 12, 13, 14 & 15 |
|
| Principal | Scope 2 GHG emissions. | UNGC 7 & 8 GRI 305-2 SDG 3, 12, 13, 14 & 15 |
||
| Principal | Scope 3 GHG emissions. | UNGC 7 & 8 GRI 305-3 SDG 3, 12, 13, 14 & 15 |
||
| Principal | Total GHG emissions. | UNGC 8 & 9 GRI 305-4 GRI 305-5 SDG 13, 14 & 15 |
||
| Principal | Share of non-renewable energy consumption and production. |
Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 3. "Respecting the Environment", section 3.3. "Fighting Climate Change". |
UNGC 7, 8 & 9 |
|
| Principal | Energy consumption intensity per high impact climate sector |
GRI 302-1 SDG 7, 8, 12 & 13 |
| SFDR-RTS | Descrição | Evidências | Other |
|---|---|---|---|
| Standards UNGC 8 |
|||
| Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 3. "Respecting the Environment", |
GRI 304-1 GRI 304-2 |
||
| Principal | Activities negatively affecting | section 3.2. "Preserving Biodiversity" and subchapter 4. | GRI 304-3 |
| biodiversity-sensitive areas. | "Sourcing Responsibly", section 4.3. "Promoting More | GRI 304-4 | |
| Sustainable Production Practices". | SDG 6, 14 & 15 |
||
| Refer to chapter 5 "Corporate Responsibility in Value | UNGC 8 | ||
| Principal | Hazardous waste and radioactive | Creation", subchapter 3. "Respecting the Environment", | GRI 306-2 |
| waste ratio. | section 3.4. "Promoting a Circular Economy", subsection 3.4.3. "Waste Management". |
SDG 3, 6, 11 & 12 |
|
| We calculate the salary difference between women and men | |||
| among the employees of the Jerónimo Martins Group, based on comparable realities. See chapter 5 "Corporate |
UNGC 6 | ||
| Principal | Unadjusted gender pay gap. | Responsibility in Value Creation", subchapter 6. "Being a | GRI 405-2 |
| Benchmark Employer", section 6.3. "Our Intervention Areas", | SDG 5, 8 & 10 | ||
| subsection 6.3.2. "Live Diversity". Refer to chapter 4 "Corporate Governance", Part I – |
|||
| "Information on Shareholder Structure, Organisation and | UNGC 6 | ||
| Principal | Board gender diversity. | Corporate Governance", section B "Corporate Bodies and | GRI 405-1 |
| Committees", subsection II "Management and Supervision (Board of Directors)". |
SDG 5 & 8 | ||
| Quantities are released from the combustion of fossil fuels | UNGC 7 e 8 | ||
| (on-site fuel use for equipment operation, emergency | SDG 3, 12, 14 | ||
| Additional | Emissions of air pollutants. | generators and heating, as well as light vehicle fleet): • NOX = 139.7 tonnes (+53.3% compared to 2021, |
& 15 |
| considering an update of the figures); | |||
| • SOX = 16.9 tonnes (-28.4% compared to 2021, considering an update of the figures). |
|||
| This aspect is not material. However, in 2022, we recorded an | |||
| emission of 0.515 kg of CFC-11 eq., associated to the use of | UNGC 7 & 8 | ||
| Additional | Emissions of ozone depletingsubstances. |
hydrochlorofluorocarbons in air conditioning equipment in Colombia, which is part of the fixed assets of the acquired |
GRI 305-6 SDG 3, 12, 14 |
| stores. These represent <0.1% of the total of this type of | e 15 | ||
| equipment used in the Group's Companies. | |||
| Refer to chapter 5 "Corporate Responsibility in Value | UNGC 7, 8 & 9 |
||
| Additional | Carbon emission reduction initiatives. | Creation", subchapter 3. "Respecting the Environment", | GRI 305-5 |
| section 3.3. "Fighting Climate Change". | SDG 13, 14 & 15 |
||
| Of the energy used by the operations of the Group's | UNGC 7, 8 & | ||
| Breakdown of energy consumption by | Companies, 62% comes from non-renewable sources. See | 9 | |
| Additional | type of non-renewable sources of | chapter 5 "Corporate Responsibility in Value Creation", subchapter 3. "Respecting the Environment", section 3.3. |
SDG 7, 8, 12 & 13 |
| energy. | "Fighting Climate Change", subsection 3.3.3. "Water and | ||
| Energy Consumption Management". | |||
| Refer to chapter 5 "Corporate Responsibility in Value | UNGC 7, 8 & 9 |
||
| Additional | Water usage and recycling. | Creation", subchapter 3. "Respecting the Environment", | GRI 303-3 |
| section 3.3. "Fighting Climate Change", subsection 3.3.3. "Water and Energy Consumption Management". |
GRI 303-4 GRI 303-5 |
||
| SDG 6 & 12 | |||
| Refer to chapter 5 "Corporate Responsibility in Value | UNGC 7 & 8 | ||
| Additional | Water management policies. | Creation", subchapter 3. "Respecting the Environment", section 3.3. "Fighting Climate Change", subsection 3.3.3. |
GRI 303-1 GRI 303-2 |
| "Water and Energy Consumption Management". | SDG 6 & 12 | ||
| See chapter 5 "Corporate Responsibility in Value Creation", | |||
| Additional | Exposure to areas of high water stress. |
subchapter 3. "Respecting the Environment", section 3.3. "Fighting Climate Change", subsection 3.3.3. "Water and |
UNGC 7 & 8 SDG 6 & 12 |
| Energy Consumption Management". | |||
| Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 3. "Respecting the Environment", |
|||
| Additional | Sustainable oceans/seas practices. | section 3.4. "Promoting a Circular Economy" and subchapter 4 | UNGC 7 & 9 |
| "Sourcing Responsibly", section 4.3. "Promoting More | |||
| Sustainable Production Practices", subsection 4.3.4. "Sustainable Fishing". |
|||
| Refer to chapter 5 "Corporate Responsibility in Value | UNGC 8 | ||
| Additional | Non-recycled waste ratio. | Creation", subchapter 3. "Respecting the Environment", | GRI 306-2 |
| section 3.4. "Promoting a Circular Economy", subsection 3.4.3. "Waste Management". |
SDG 3, 6, 11 & 12 |
||
| Refer to chapter 5 "Corporate Responsibility in Value | |||
| Additional | Natural species and protected areas. | Creation", subchapter 3. "Respecting the Environment", section 3.2. Preserving Biodiversity" and subchapter 4. |
UNGC 8 SDG 6, 14 & |
| "Sourcing Responsibly", section 4.3. "Promoting More | 15 | ||
| Sustainable Production Practices". | |||
| Additional | Deforestation. | Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 4. "Sourcing Responsibly", section 4.3. |
UNGC 7 |
| "Promoting More Sustainable Production Practices", |
| SFDR-RTS | Descrição | Evidências | Other | |
|---|---|---|---|---|
| subsection 4.3.1. "Fighting Deforestation" and subchapter 7. | Standards | |||
| Additional | Workplace accident prevention policy. | "2021-2023 Commitments". Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 6. "Being a Benchmark Employer", section 6.3. "Our Intervention Areas", subsection 6.3.7. "Protect through the Best Work Conditions" and subsection 6.3.11. "Act Ethically". |
UNGC 1 & 2, GRI 403-1, SDG 8 |
|
| Additional | Rate of accidents. | In 2022, around four thousand work-related injuries were recorded throughout the Group, 30 of which were of high consequence, corresponding to an increase of 4.7% and 20% respectively, compared to the previous year. The vast majority of the accidents are related to physical effort, inappropriate handling of equipment, risky behaviour, waste or wet floors and handling of cutting tools. Most accidents: • in Portugal led to trauma and contusions; • in Poland resulted in fractures or contusions of limbs, cuts and musculoskeletal overload; • in Colombia led to contusions, strains and sprains, light superficial burns and musculoskeletal overload. Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 6. "Being a Benchmark Employer", section 6.3. "Our Intervention Areas", subsection 6.3.7. "Protect through the Best Work Conditions". |
GRI 403-8 GRI 403-9 GRI 412-1 SDG 3, 8 & 16 |
|
| Additional | Number of days lost to injuries, accidents, fatalities or illness. |
Although we do not report these indicators, information on occupational health and safety practices can be found in chapter 5 "Corporate Responsibility in Value Creation", subchapter 6. "Being a Benchmark Employer", section 6.3. "Our Areas of Intervention", subsection 6.3.7. "Protect through the Best Work Conditions". In addition, we have committed, for 2021-2023, to strengthen workplace safety throughout the Group, in order to prevent fatalities and work accidents, achieving by 2023 an overall reduction of the frequency index to 12.50 and the severity index to 0.30, from 13.26 and 0.31 respectively in 2021. Its progress can be seen in chapter 5 "Corporate Responsibility in Value Creation", subchapter 7. "2021-2023 Commitments". Number of accidents with loss of working days/total hours worked ** Number of days lost/total hours worked |
SDG 3, 8 e 16 GRI 403-8 GRI 403-9 |
|
| Additional | Supplier Code of Conduct. | See channel "Responsibility", page "Corporate Responsibility Publications" to consult the Code of Conduct and Code of Conduct for Suppliers on the website Error! Hyperlink reference not valid.www.jeronimomartins.com |
UNGC 2 & 10 SDG 3, 8 & 16 GRI 2-15 GRI 2-23 GRI 2-26 GRI 412-3 |
|
| Additional | Grievance/complaints handling mechanism related to employee matters. |
Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 6. "Being a Benchmark Employer", section 6.3. "Our Intervention Areas", subsection 6.3.11. "Act Ethically". |
UNGC 2, 3, 4, 5, 6 & 10 |
|
| Additional | Whistleblower protection. | Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 6. "Being a Benchmark Employer", section 6.3. "Our Intervention Areas", subsection 6.3.11. "Act Ethically". Ethics Committee website (https://ethicscommittee.jeronimomartins.com, in four languages) and the Code of Conduct of Jerónimo Martins available in the "Responsibility" channel, page Corporate Responsibility Publications", on the website www.jeronimomartins.com . Error! Hyperlink reference not valid. |
UNGC 2, 3, 4, 5, 6 & 10 |
|
| Additional | Incidents of discrimination. | There have been no confirmed incidents of discrimination within Jerónimo Martins Group. Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 6. "Being a Benchmark Employer", section 6.3. "Our Intervention Areas", subsection 6.3.11. "Act Ethically". |
UNGC 6 SDG 5 & 10 GRI 406-1 |
|
| Additional | Excessive CEO pay ratio. | Refer to chapter 4 "Corporate Governance", Part I – "Information on Shareholder Structure, Organisation and Corporate Governance", section D "Remuneration", subsection IV – "Remuneration Disclosure". |
||
| Additional | Human rights policy. | Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 6. "Being a Benchmark Employer", section 6.3. "Our Intervention Areas", subsection 6.3.11. "Act Ethically". See channel "Responsibility", page "Corporate Responsibility Publications" to consult the Code of Conduct Jerónimo Martins and Code of Conduct for Suppliers on the website www.jeronimomartins.com |
UNGC 1 & 2 | |
| Additional | Due diligence process. | Refer to chapter 4 "Corporate Governance", Part I – "Information on Shareholder Structure, Organisation and Corporate Governance", section C "Internal Organisation", |
UNGC 1 & 2 GRI 407-1 GRI 408-1 |
| SFDR-RTS | Descrição | Evidências | Other Standards |
|
|---|---|---|---|---|
| subsection III "Internal Control and Risk Management". For specific actions in this field see chapter 5 "Corporate Responsibility in Value Creation", subchapter 4. "Sourcing Responsibly", section 4.2. "Relationship with suppliers", subsection 4.2.1. "Selection and Monitoring of Suppliers", subchapter 6. "Being a Benchmark Employer", section 6.3. "Our Intervention Areas", subsection 6.3.11. "Act Ethically" and subchapter 8. "The European Union's Taxonomy", section 8.4. "Alignment Analysis", subsection 8.4.2. "Minimum Safeguards". |
GRI 409-1 GRI 410-1 GRI 412-1 GRI 412-2 GRI 412-3 GRI 414-1 GRI 414-2 SDG 5, 8 & 16 |
|||
| Additional | Processes and measures to prevent trafficking in human beings. |
See channel "Responsibility", page "Corporate Responsibility Publications" to consult Jerónimo Martins' Code of Conduct and Code of Conduct for Suppliers on the website www.jeronimomartins.com. |
UNGC 1 & 2 | |
| Additional | Operations and suppliers at significant risk of incidents of child labour. |
Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 4. "Sourcing Responsibly", section 4.2. "Relationship with suppliers", subsection 4.2.1. "Selection and Monitoring of Suppliers" and subchapter 6. "Being a Benchmark Employer", section 6.3. "Our Intervention Areas", subsection 6.3.11. "Act Ethically". |
UNGC 1, 2 & 5 GRI 408-1 GRI 410-1 GRI 412-1 GRI 412-2 GRI 412-3 GRI 414-1 GRI 414-2 SDG 8 & 16 |
|
| Additional | Operations and suppliers at significant risk of incidents of forced or compulsory labour. |
Refer to chapter 5 "Corporate Responsibility in Value Creation", subchapter 4 "Sourcing Responsibly", section 4.2. "Relationship with suppliers", subsection 4.2.1. "Selection and Monitoring of Suppliers" and subchapter 6. "Being a Benchmark Employer", section 6.3. "Our Intervention Areas", subsection 6.3.11. "Act Ethically". |
UNGC 1-4 e 6 GRI 409-1 GRI 414-1 GRI 414-2 SDG 8 e 16 |
|
| Additional | Anti-corruption and anti-bribery policies. |
Consult the Anti-Corruption Policy and the Plan for the Prevention of Risks of Corruption and Related Infractions in the "About Us" channel at www.jeronimomartins.com. Also see the Jerónimo Martins Code of Conduct and the Code of Conduct for Suppliers in the "Responsibility" channel, "Corporate Responsibility Publications" page at www.jeronimomartins.com. |
UNGC 10 GRI 205-1 GRI 205-2 |
Table 6 – Report template for disclosure of non-financial information by companies issuing securities admitted to trading on a regulated market.
| Indicator CMVM | Evidences | |
|---|---|---|
| PART 1 – INFORMATION ON ADOPTED POLICIES | ||
| A. Introduction | 1. Description of the Company's general policy regarding sustainability issues, indicating any changes to previously approved policy. |
See chapter 4 "Corporate Governance" Part I "Information on Shareholder Structure, Organisation and Corporate Governance", section A "Shareholder Structure", B "Corporate Bodies and Commitees" and C "Internal Organisation". For a summary of the Group's sustainability policies and actions undertaken in 2022, see chapter 5 "Corporate Responsibility in Value Creation" and subchapters 1. "Approach to Corporate Responsibility" to 6. "Being a Benchmark Employer". See also the "Responsibility" channel, dedicated pages for each pillar of action or the "Corporate Responsibility Publications" page for the full Group policies in force on our website: www.jeronimomartins.com. |
| 2. Description of non-financial information reporting methodology and reasons for its adoption, including any changes in relation to previous years and reasons, therefore. |
See chapter 5 "Corporate Responsibility in Value Creation", subchapter 1. "Approach to Corporate Responsibility", and subchapter 9. "Tables of Indicators". |
|
| B. Corporate and Business Model |
1. General description of the Company's/Group's business model and form of organisation, stating the main business areas and markets of operation (if possible, using organisational charts, graphs or functional diagrams). Reference can be made to other parts or annexes of the Management Report or other disclosed document that outline the business model, allowing unrestricted analysis by investors and other stakeholders. |
See chapter 2 "Management Report – Creating Value and Growth" and chapter 4 "Corporate Governance". |
| C. Main Risk Factors |
1. Identification of the main risks associated to the matters under report and arising from the Company's activities, products, services or business relations, including, where applicable and possible, supply and subcontracting chains. |
Refer to chapter 4 "Corporate Governance", Part I – "Information on Shareholder Structure, Organisation and Corporate Governance", section C "Internal Organisation". |
| Indicator CMVM | Evidences | |
|---|---|---|
| 2. Indication of how the Company identifies and manages these risks. 3. Explanation of the functional division, including governing bodies, commissions, committees, or departments responsible for risk identification and management/monitoring. 4. Express indication of any new and former risks identified by the Company regarding previous years. 5. Indication and brief description of the main opportunities identified by the Company regarding the matters in the report. Reference can be made to other parts or annexes of the Management Report or other disclosed document that identify business risks, allowing unrestricted analysis by investors and other stakeholders. |
||
| D. Implemented Policies |
Description of policies: i. environmental, ii. social and tax, iii. employees, gender equality, and non discrimination, iv. human rights and v. anti corruption and anti-bribery, including due diligence policies, and implementation outcomes, including related non-financial key performance indicators and year-over-year comparison. |
See channel "Responsibility", page "Corporate Responsibility Publications" no website www.jeronimomartins.com to consult the Environmental Policy, Sustainable Purchasing Policy, Quality and Food Safety Policy, Nutrition Policy, Jerónimo martins Code of Conduct, Code of Conduct for Suppliers, and Support Policy for Surrounding Communities. The Anti-Corruption Policy was approved in 2019 and the Plan for the Prevention of Risk of Corruption and Related Infractions (a document that identifies and classifies the main and potential risks of the company in terms of corruption, considering the probability of occurrence and the impact of the identified risks, and lists the prevention and mitigation measures that the company has adopted to minimize the probability of occurrence and the predictable impact in compliance with its regulatory compliance program) published in 2022, both available for consultation on the "About Us" channel at www.jeronimomartins.com See "Investors" channel, "Corporate Governance" page, "Specialized Committees" subpage on the website www.jeronimomartins.com to consult specialized committees with responsibilities in these areas. See chapter 5 "Corporate Responsibility in Value Creation". |
| 1. Description of the Company's strategic objectives and key actions to achieve those. 2. Description of the established key performance indicators. |
See chapter 5 "Corporate Responsibility in Value Creation" subchapter 3 "Respecting the Environment", 4. "Sourcing Responsibly" and 7. "2021-2023 Commitments". i. See chapter 5 "Corporate Responsibility in Value Creation", subchapter 3. "Respecting the Environment", section 3.3. "Fighting Climate Change", subsection 3.3.3. "Water and Energy Consumption Management" and subchapter 7. "2021-2023 Commitments". ii. See chapter 5 "Corporate Responsibility in Value Creation", subchapter 3. "Respecting the Environment", section 3.3. "Fighting Climate Change" and subchapter 7. "2021-2023 Commitments". iii. See chapter 5 "Corporate Responsibility in Value Creation", subchapter 3. "Respecting the Environment", section 3.3. "Fighting Climate Change", section 3.4. "Promoting a Circular Economy", subsection 3.4.3. "Waste Management" and subchapter 7. "2021-2023 Commitments". iv. See chapter 5 "Corporate Responsibility in Value Creation", subchapter 3. "Respecting the Environment", subchapter 3.2. "Preserving Biodiversity", subchapter: 4. "Sourcing Responsibly", subsection 4.3. "Promoting Sustainable Production Practices" and 7. "2021-2023 Commitments". |
|
| i. Environmental Policies |
3. Indication, on a year-over-year basis, of the degree to which these objectives were achieved, by reference to at least: i. Sustainable use of resources ii. Pollution and climate change iii. Circular economy and waste management iv. Biodiversity protection |
|
| ii. Social and Tax Policies |
1. Description of the Company's strategic objectives and key actions to achieve those. |
See chapter 2 "Management Report – Creating Value and Growth", 3 " Financial Statements" and 4 "Corporate Governance". See chapter 5 "Corporate Responsibility in Value Creation", subchapters 2. "Promoting Good Health through Food", 4. " Sourcing Responsibly", 5. "Supporting Surrounding Communities", 6. "Being a Benchmark Employer" and 7. "2021- 2023 Commitments". |
| 2. Description of the established key performance indicators. |
| Indicator CMVM | Evidences | |
|---|---|---|
| 3. Indication, on a year-over-year basis, of the degree to which these objectives were achieved, by reference to at least: i. Company's commitment to the community ii. Subcontracting and suppliers iii. Consumers iv. Responsible investment v. Stakeholders vi. Tax information |
i. See chapter 5 "Corporate Responsibility in Value Creation", subchapter 5. "Supporting Surrounding Communities" and subchapter 6. "Being a Benchmark Employer". ii. See Sustainable Sourcing Policy and Code of Conduct for Suppliers at www.jeronimomartins.com and chapter 5 "Corporate Responsibility in Value Creation", subchapter 4. " Sourcing Responsibly". iii. See Chapter 5 "Corporate Responsibility in Value Creation", subchapter 2. "Promoting Good Health through Food". iv. See chapter 3 "Financial Statements" and chapter 5 "Corporate Responsibility in Value Creation", subchapter 9. " Tables of indicators", Table 1 - "Reporting indicators under the Global Reporting Initiative Standards", GRI indicators 201-1, 201-2, 203-1, 203-2, 204-1. v. See chapter 5 "Corporate Responsibility in Value Creation", subchapter 1. "Approach to Corporate Responsibility", subsection 1.2 " Stakeholder Engagement". vi. See Chapter 3 "Financial Statements" and Chapter 5 "Corporate Responsibility in Value Creation", subchapter 9. " Tables of indicators", Table 1 - "Reporting indicators under the Global Reporting Initiative Standards", GRI indicator 201-4. |
|
| 1. Description of the Company's strategic objectives and key actions to achieve those. |
See chapter 5 "Corporate Responsibility in Value Creation", subchapter 6. "Being a Benchmark Employer" and subchapter 7. "2021-2023 Commitments". See also the Gender Equality Plan 2022-2023, available on the website www.jeronimomartins.com. |
|
| 2. Description of the established key performance indicators. |
See chapter 5 "Corporate Responsibility in Value Creation", subchapter 6. "Being a Benchmark Employer" and subchapter 7. "2021-2023 Commitments". |
|
| iii. Employees and gender equality and non discrimination |
3. Indication, on a year-over-year basis, of the degree to which these objectives were achieved, by reference to at least: i. Employment ii. Work organisation iii. Health and safety iv. Social relations v. Training vi. Equality |
i. See chapter 5 "Corporate Responsibility in Value Creation", subchapter 6. "Being a Benchmark Employer", section 6.2. "Our People", subsection 6.2.1. "Employee Distribution". ii. See chapter 5 "Corporate Responsibility in Value Creation", subchapter 6. "Being a Benchmark Employer", section 6.2. "Our People", subsection 6.2.1. "Employee Distribution" and section 6.3. "Our Intervention Areas", subsection 6.3.8. "Integrate Work and Personal Context". iii. See chapter 5 "Corporate Responsibility in Value Creation", subchapter 6. "Being a Benchmark Employer", section 6.3. "Our Intervention Areas", subsection 6.3.7. "Protect through the Best Work Conditions". iv. See Chapter 5. "Corporate Responsibility in Value Creation", subchapter 6. "Being a Benchmark Employer", section 6.3. " Our Intervention Areas", subsection 6.3.11. "Act Ethically". v. See chapter 5 "Corporate Responsibility in Value Creation", subchapter 6. "Being a Benchmark Employer", section 6.3. "Our Intervention Areas", subsection 6.3.3. "Prepare for the Future". vi. See chapter 5 "Corporate Responsibility in Value Creation", subchapter 6. "Being a Benchmark Employer", subchapter 6.3.2. "Live Diversity" and 6.3.11. "Act Ethically". |
| iv. Human Rights | 1. Description of the Company's strategic objectives and key actions to achieve those. 2. Description of the established key performance indicators. 3. Indication, on a year-over-year basis, of the degree to which these objectives were achieved, by reference to at least: i. Due diligence procedures ii. Measures to prevent the risk iii. Lawsuits |
See chapter 5 "Corporate Responsibility in Value Creation", subchapter 2. "Promoting Good Health through Food", subchapter 4. "Sourcing Responsibly", subchapter 6. "Being a Benchmark Employer", subchapter 7. "2021-2023 Commitments", and subchapter 9. "Tables of Indicators". |
| v. Fight against corruption and bribery attempts |
1. Corruption prevention 2. Prevention of money laundering. |
Refer to chapter 4 "Corporate Governance", Part I – "Information on Shareholder Structure, Organisation and Corporate Governance", section C. "Internal Organisation" and |
| Indicator CMVM | Evidences | |||
|---|---|---|---|---|
| 3. Codes of ethics | section E "Related Party Transactions". In addition, please refer to the "Responsibility" area, "Corporate Responsibility Publications" page to check the Jerónimo Martins Code of Conduct and the Code of Conduct for Suppliers, as well as the Anti-corruption Policy and the Prevention Plan of Risks of Corruption and Related Infractions, both of which are available for consultation in the "About Us" area at www.jeronimomartins.com.http://www.jeronimomartins.com/en See chapter 5 "Corporate Responsibility in Value Creation", subchapter 8. "The European Union's Taxonomy, section 8.4. "Alignment Analysis", subsection 8.4.2. "Minimum Safeguards" and subchapter 9. "Tables of Indicators", GRI indicators 2-15, 205-1 and 205-2. |
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| 4. Management of conflicts of interest | Refer to chapter 4 "Corporate Governance", Part I – "Information on Shareholder Structure, Organisation and Corporate Governance", section B "Corporate Bodies and Committees", subsection II "Management and Supervision (Board of Directors)", 29. "Description of the Powers of Each of The Committees Established and a Summary of Activities Undertaken in Exercising Said Powers"; subsection III "Supervision - (Audit Committee)" and 30. "Details of the Supervisory Board (Audit Committee) Representing the Model Adopted"; section C – "Internal Organisation", subsection II – "Reporting of Irregularities", 49. "Reporting Means and Policy on the Reporting of Irregularities in the Company"; section D "Remuneration, subsection III - Remuneration Structure", 69. "Description of the Remuneration Policy of the Board of Directors and Supervisory Boards"; section E "Related Party Transactions", subsection I "Control Mechanisms and Procedures", 91. "A Description of the Procedures and Criteria Applicable to the Supervisory Body When Same Provides Preliminary Assessment of the Business Deals to be Carried Out Between the Company and the Holders of Qualifying Holdings or Entity-Relationships With the Former as Envisaged in Art. 20 of The Securities Code". Additionally refer to Part II "Corporate Governance Assessment", 2. "Analysis of Compliance with the Corporate Governance Code Implemented, table of recommendations", I.4. "Conflicts of interest" and VI.5. See chapter 5 "Corporate Responsibility in Value Creation", section 8.4. "Alignment Analysis", subchapter 8. "The European Union's Taxonomy", subsection 8.4.2. "Minimum Safeguards", and subchapter 9. "Tables of Indicators", GRI indicators 2-15, 205-1 and 205-2. |
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| PART 2 - INFORMATION ON STANDARDS/FOLLOWED GUIDELINES | ||||
| 1. Identification of the standards/guidelines followed for reporting non | See chapter 5 "Corporate Responsibility in Value Creation", | |
|---|---|---|
| financial information. | subchapter 9. " Tables of indicators". | |
| 2. Identification of the scope and methodology for calculating indicators. | See chapter 5 "Corporate Responsibility in Value Creation", subchapter 9. " Tables of indicators". |
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| 3. Reasons for lack of application of a policy. | Not applicable. | |
| 4. Other information. | See chapter 3 "Financial Statements" and chapter 5 "Corporate Responsibility in Value Creation". |
Table caption:
Indicator verified by an independent external third party.
The expression "UNGC X" refers to the Principles of the UN Global Compact. The expression "SDG X" refers to the United Nations Sustainable Development Goals.


Ernst & Young Audit & Associados - SROC, S.A. Avenida da República, 90-6º 1600-206 Lisboa Portugal
Tel: +351 217 912 000 Fax: +351 217 957 586 www.ey.com
(Translation from the original Portuguese language. In case of doubt, the Portuguese version prevails)
Independent Limited Assurance Report
To the Board of Directors of Jerónimo Martins, S.G.P.S., S.A.
Scope
We have been engaged by Jerónimo Martins, S.G.P.S., S.A. ("Jerónimo Martins") to perform a limited assurance engagement, as defined by International Standards on Assurance Engagements, to report on the disclosures identified in the subchapter "9. Table of Indicators" of the chapter "5. Corporate Responsibility in Value Creation", which include the sustainability information included in the Annual Report 2022 (the "Sustainability Information"), for the year ended 31 December 2022.
Criteria applied
Jerónimo Martins prepared the Sustainability Information in accordance with the sustainability reporting standards of the Global Reporting Initiative – GRI Standards, guidelines of the Sustainability Accounting Standards Boards (SASB), recommendations of the Task Force on Climate-Related Disclosures, technical standards of Regulation (EU) 2022/1288 and internal guidelines considered for reporting performance indicators (together the "Criteria").
Responsibilities of the Management
Jerónimo Martins' management is responsible for selecting the Criteria, and for preparing the Sustainability Information in accordance with that Criteria, in all material respects. This responsibility includes establishing and maintaining an appropriate internal control system, maintaining adequate records and making estimates that are relevant to the preparation of the Sustainability Information, such that it is free from material misstatement, whether due to fraud or error.
Responsibilities of the Auditor
Our responsibility is to examine the Sustainability Information prepared by Jerónimo Martins and to issue a limited assurance report based on the evidence obtained.
Our engagement was conducted in accordance with the International Standards for Assurance Engagements Other Than Audits or Reviews of Historical Financial Information – ISAE 3000 (Revised) issued by the International Auditing and Assurance Standards Board (IAASB) of the International Federation of Accountants (IFAC) and other technical standards and recommendations issued by the Portuguese Institute of Statutory Auditors (Ordem dos Revisores Oficiais de Contas). These standards require that we plan and perform our engagement to obtain limited assurance about whether, in all material respects, the Sustainability Information is prepared in accordance with the Criteria.

Jerónimo Martins, S.G.P.S., S.A. Independent Limited Assurance Report (Translation from the original Portuguese language. In case of doubt, the Portuguese version prevails) 31 December 2022
Procedures performed in a limited assurance engagement vary in nature and timing from, and are less in extent than for a reasonable assurance engagement. Consequently, the level of assurance obtained in a limited assurance engagement is substantially lower than the assurance that would have been obtained had a reasonable assurance engagement been performed. In these circumstances, our independent review procedures comprised the following:
- ► Inquiries to management with the objective to understand the business context and the sustainability reporting process;
- ► Conducting interviews with personnel responsible for preparing the information in order to understand the processes for collecting, collating, reporting and validating of the Sustainability Information for the reporting period;
- ► Conducting analytical review procedures to support the reasonableness of the data;
- ► Execution, on a sample basis, of tests to the calculations carried out, as well as tests to prove the quantitative and qualitative information included in the report;
- ► Verification of the conformity of the Sustainability Information with the results of our work and with the Criteria applied.
We consider that the evidence obtained is sufficient and appropriate to provide the basis for our conclusion.
Quality and Independence
We apply the International Standard on Quality Control 1 and, accordingly, maintain a system of quality control including documented policies and procedures regarding compliance with ethical requirements, professional standards and applicable legal and regulatory requirements.
We comply with the independence and other ethical requirements of the Ordem dos Revisores Oficiais de Contas' Code of ethics and of the International Code of Ethics for Professional Accountants (including international independence standards) (IESBA Code), which is founded on fundamental principles of integrity, objectivity, professional competence and due care, confidentially and professional behavior.
Conclusion
Based on our work and evidence obtained, nothing has come to our attention that cause us to believe that the Sustainability Information, for the year ended 31 December 2022, has not been prepared, in all material respects, in accordance with the Criteria.
Lisboa, 23 March 2023
Ernst & Young Audit & Associados – SROC, S.A. Sociedade de Revisores Oficiais de Contas Represented by:
(signed)
Manuel Ladeiro de Carvalho Coelho da Mota - ROC nº 1410 Registered with the Portuguese Securities Market Commission under license nr. 20161020

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