Annual Report • Apr 19, 2024
Annual Report
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What’s Cooking? Annual report 2023
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Introduction
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Contents
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What’s Cooking? - in brief
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Our core values
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Headlines and key figures in 2023
- Prospects for 2024
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Strategic objectives
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1. Business overview ..................................................................... 12
Message from the Chairman
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Piet Sanders, Chief Executive Officer
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Eric Kamp, Chief Operations Officer
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Yves Regniers, Chief Financial Officer
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Engaged Employees
Empowering Employees through Lean Management
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Rebuild Innovation
Yes, we pack more sustainable!
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Making sustainable food consumption second nature
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Portfolio Refocus
Shaping of the portfolio of the future
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Grow Excellence
Come a casa®: to an international brand with a soul
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Safety at work & wellbeing
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Food Safety & Quality
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Digital Acceleration
Deliver maximal value through digital comfort
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Lead our industry in sustainability
Procurement & ESG
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2. Non-financial information ......................................................... 49
3. Corporate governance ............................................................ 140
4. Stock and shareholder information ..........................................164
5. Consolidated financial statements ........................................... 167
Contact information ...................................................................214
Contents
What’s Cooking? Annual report 2023
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1. Deeside, GB Production site
2. Opole, PL Production site
3. Mézidon-Vallée d’Auge, FR Production site
4. Wanze, BE Production site
5. Marche-en-Famenne, BE Production site
6. Veurne, BE Centre for slicing and packaging
7. Lievegem, BE Head office Production site Centre for slicing and packaging
8. Wommelgem, BE Production site Centre for slicing and packaging
9. Ridderkerk, NL Centre for slicing and packaging
10. Aalsmeer, NL* Centre for slicing and packaging
11. Borculo, NL Production site
12. Wijchen, NL Centre for slicing and packaging
Sites
Sales offices
Ready meals sites
Savoury Sites
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What’s Cooking? Annual report 2023
What’s Cooking? Annual report 2023
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What’s Cooking? is an innovative European fresh savoury food group that brings tasty, nutritious and convenient Savoury and Ready Meals, with happy customers in no less than 37 countries. With savoury cold cuts and ready meals as our two focal points, What’s Cooking? has twelve production sites in Belgium, the Netherlands*, France, Poland and the United Kingdom, seven commercial offices in Europe and a head office in Belgium. We employ about 2,500 people, around sixty of whom work at our headquarters. In 2023, our group achieved a turnover of 832 million euros.
*From March 2024 onwards, the activities of the plant in Aalsmeer were relocated to other plants in The Netherlands.
Savoury strategic business unit
• is a producer and packer of savoury snacks, slices & spreads for the Benelux, the United Kingdom, Germany and for export
• has production sites in Belgium (Wommelgem and Lievegem) and the Netherlands (Borculo)
• has six centres for cutting and packaging meat products, three of which are in Belgium (Wommelgem, Lievegem and Veurne) and three in the Netherlands (Wijchen, Ridderkerk and up to early 2024 in Aalsmeer)
• is an innovator in the pre-packaged savoury products seg- ment
• Sells products under distribution brands and own brand names such as Pluma®, Daniël Coopman® and Limco®
• employs about 1,115 people (excl. temps)
Ready meals strategic business unit
• makes freshly prepared meals for the European market
• is the European market leader in fresh lasagna
• has specialised production sites in Belgium (Wanze and Marche-en-Famenne), France (Mézidon-Vallée d’Auge), Poland (Opole) and the United Kingdom (Deeside)
• sold under the Come a casa®, Vamos® and Stefano Toselli® brand names, and numerous distribution brands
• employs about 1,350 people (excl. temps)
What’s Cooking? Annual report 2023
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What’s Cooking? Annual report 2023
Stronger together thanks to our core values
1. Crafting with care, care by crafting
The care we put into our products is our contribution to the world. Quality is always on our hungry minds, as is the well-being and safety of our colleagues and consumers. We set new standards for taste and convenience, and we are mindful about sustainability.
3. Day by day, side by side
Big changes don’t happen overnight. That’s why we work towards our goals one day at a time, rolling up our sleeves together, as the team we are. We treat every- one equally while respecting their individuality, whether they’re our colleagues, customers, suppliers, or consumers.
2. Confident & courageous
We know we are pretty good at what we do, because we believe in our people and the skills they bring to the table. We encourage them to be just as ambitious as we are, never minding the honest mistakes they may make on the way.
What’s Cooking? Annual report 2023
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| million euros | euros per share* | |
|---|---|---|
| About million euros in turnover | 832 | |
| Net cash generation of million euros in investments (cash flow 2023) | 23.7 | |
| Gross dividend of euros per share | 19.94 | |
| UEBITDA | 50 | 4.28 |
Highlights and key figures in 2023
Outlook for 2024
Consolidated results in 2023
Revenue growth of 6.5%
UEBITDA grows again due to the impact of pass-through inflation and continued focus on efficiency. As already indicated in the half- year report, What’s Cooking bought the remaining 9% shares of What’s Cooking Deeside UK ltd. As a result, the group now holds 100% of the shares of What’s Cooking Deeside UK ltd. Holds.# What’s Cooking? Annual report 2023
Despite difficult market conditions with high inflation and the sometimes problematic availability of raw materials, the group managed to increase consolidated turnover by 6.5% from EUR 781 to 832 million. The transparent pass-through of cost increases, in addition to continuous control of cost increases throughout the year, was a crucial factor in improving results. The year also featured the announcement of the new group strategy in March 2023 with the rebranding of Ter Beke into “What’s Cooking?” as a powerful signal. Underlying EBITDA increases from EUR 38 million in 2022 to EUR 50 million in 2023. This despite pressure on volumes, as expected. The group did see volumes pick up in the second half of the year which is also clearly visible in the increased underlying EBITDA in the second half compared to the first half of the year. Non-underlying EBITDA costs (EUR 4 million in total in 2023) in the current financial year mainly consist of costs related to the transfer of production in Aalsmeer to other Dutch sites (EUR 3 million). The other costs relate to the costs related to the rebranding at the beginning of 2023 and costs for the development of new vegetable products to be marketed in 2024. Net financial debt reduced from EUR 68 million to EUR 61 million. What’s Cooking has signed a new 5-year financing agreement for a EUR 175 million Revolving Credit Facility (RCF) with a consortium of existing and new banks. This agreement refinances the existing RCF and ensures the necessary financial stability in an uncertain changing macroeconomic and geopolitical context. The RCF allows What’s Cooking? to further realize its Sustainable Profitable Growth Plan 2030. The financing is unsecured and allows the group to take on a debt ratio of up to 3.5 times EBITDA. The financing agreement provides the option to link future margin to the group’s sustainability goals, an aspect that will be further detailed in the coming weeks.
| In million euros | 2022 | 2023 | Difference in % |
|---|---|---|---|
| Net sales | 781 | 832 | + 7 |
| UEBITDA | 38 | 50 | + 31 |
| EBITDA | 36 | 45 | + 27 |
| U-EBIT | 210 | 21 | + 117 |
| EBIT | 8 | 17 | + 117 |
| Result of the financial year after tax | 4,5 | 7,7 | + 69 |
Net financial debts fell further by 7 million (from €67.8 million to €60.9 million).
As expected, inflation also had a major impact on our business in 2023. Wage costs but also the cost of ingredients continued to rise sharply further compared to the previous financial year. However, due to the changed policy surrounding the conclusion of long-term contracts, contracts very often contain a clause to pass on cost increases for the biggest cost drivers in our sales prices or have a shorter duration. As a result, the impact of inflation on EBITDA results is less than in previous years. The war in Ukraine had no direct impact on our results. Availability of raw materials generally improved compared to previous years but certain raw materials seem to be increasingly affected by climatic conditions such as periods of extreme drought or precipitation. Such was the case for tomatoes and other ingredients. (What’s Cooking uses sun-ripened tomatoes for this purpose).
Business unit sales increased 5% from EUR 443 million to EUR 464 million, mainly due to the transparent pass-through of increased labor and raw material costs. Volume in the business unit declined in a declining market. Furthermore, the business unit launched a number of new vegetable products and there are concrete plans to develop this further in the coming months. The evolving product portfolio also includes hybrid, vegetarian and plant-based products, whose importance in the segment will gradually increase. What’s Cooking? also introduced a number of innovative packaging concepts for our customers in 2023. Under the leadership of Teun Haegens (previously Controller within the Savoury business unit) - from now on SBU Director Savoury - What’s Cooking? will continue to focus on the realisation of our strategic ambitions and the further sustainability of our products and packaging. The segment’s underlying EBITDA remained stable compared to 2022: EUR 21 million in 2023, compared to EUR 21 million in 2022. The announced restructuring in Aalsmeer, the Netherlands is on track and will allow the group to produce and respond to customer demands in an even more sustainable way. Thanks to the investments made in Ridderkerk and Wijchen, What’s Cooking? can deliver our products even fresher, tastier and with improved service, packaged in very attractive packaging. During the restructuring, the group put maximum efforts into guiding the employees involved from job to job.
Turnover of the prepared meals business unit increased by 9% from EUR 339 million to EUR 369 million, mainly due to the pass-thru of cost increases. What’s Cooking? also succeeded in introducing a large number of innovative products both in the United Kingdom and on the continent. Although demand declined slightly in southern Europe, the company noted that its focus on quality broadly paid off despite the volume decline compared to last year. The successful introduction of a number of plant-based and vegetarian products also inspires optimism with a view to further growth of the product portfolio. This portfolio offers a range of internationally known and regionally adapted products that are nutritional, delicious and affordable. The emphasis on quality and unburdening customers has led to the fact that What’s Cooking? won back a number of contracts, resulting in a nice growth in volumes in the second half of the year. Modified sales contracts that better respond to purchase price volatility, as well as a number of investments in its plants that support production efficiency, drove a 41% improvement in the segment’s underlying EBITDA, from EUR22 million in 2022 to EUR31 million in 2023.
The Board of Directors will propose to the General Meeting to approve - after several years with an unchanged dividend - a 7% increase in the dividend compared to the previous year. This brings the gross dividend that will be submitted for approval to EUR 4.28 per share. Given the improved results and refinancing, the Board of Directors will not propose a scrip dividend.
No events except for the refinancing described above.
The Board of Directors looks to 2024 with confidence, bolstered by volume growth in SBU Ready Meals and the group’s solid financial position and cash flow. The refinancing will also enable us to continue the implementation of the new strategy and make the planned investments. These investments, especially in SBU Ready Meals, are expected to be higher and more structural in the coming years than in previous years.
Within the savoury business unit, we expect to launch further blended, vegetarian and vegan products. For the further development of these products, we are looking at both in-house developments and collaborations. Collaborating with our customers around CO2 reduction of the products remains an absolute priority. We have already worked out a programme for this and will continue to fully commit to it in the coming months. Only in this way can we ensure that we and our customers can achieve the SBTI targets.
We expect further market growth in ready meals both in 2024 and in the longer term. What’s Cooking will therefore continue to invest in the development of new products alongside further developments in its existing portfolio. Innovative products will also require investment in capacity in the coming years. The results of the capacity expansion are expected to be visible in the operating result especially in the coming years.
What’s Cooking? expects operating costs to rise slightly as a result of the new strategy focusing on sustainability, R&D, digitalisation and further professionalisation of its human resources policy. These additional costs do contribute to the results of the coming years.
It remains difficult to predict inflation spikes and the availability of raw materials.
What’s Cooking? wants to create growth and added value for all stakeholders. To conclude this introduction, we remind some of our targets as initially set in 2023, with a view to 2030.
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| Turnover | ||||
|---|---|---|---|---|
| 2019 | 728,1 | |||
| 2020 | 717,4 | |||
| 2021 | 696,9 | |||
| 2022 | 781,4 | |||
| 2023 | 832 |
| EBITDA | ||||
|---|---|---|---|---|
| 2019 | 37,2 | |||
| 2020 | 37,1 | |||
| 2021 | 45,9 | |||
| 2022 | 35,9 | |||
| 2023 | 45 |
| EAT (Earnings After Tax) | ||||
|---|---|---|---|---|
| 2019 | 4,4 | |||
| 2020 | -2,5 | |||
| 2021 | 7,3 | |||
| 2022 | 4,5 | |||
| 2023 | 7,7 |
What’s Cooking? Annual report 2023 12
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We have again enjoyed a very intense year. No crisis, no perma- crisis, but just chaos… Building organizations that thrive under every and any circumstance is now the major challenge of Leadership. The agenda items remain the same: people, performance and profitable growth. The sequence however for our business is crucial: ‘enable people to bring the performance that delivers growth’. Starting with our own employees, we build trustful relationships.# Chairman
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Chairman
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What’s Cooking? Annual report 2023
Chief Executive Officer
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What’s Cooking? Annual report 2023
Chief Executive Officer
Piet Sanders, CEO
Well, a lot is cooking, thankfully. Absolutely crucial in 2023 was the launch in March of our new strategy which included a purpose, our core strategic beliefs, the new values and last but not least a new company name to express – with a question mark and not an exclamation mark - the winds of change that are going through our group. This new strategy will make our group future-proof, and is giving the teams a new perspective and direction.
We decided to translate our purpose: ‘Day by day, we make sus- tainable food consumption second nature, by increasing the appetite for delicious convenient food, with care for both people and planet’, into some bundled strategic beliefs which are turned into actions and projects. In this annual report, some of our colleagues will dive deeper into our six strategic pillars to deliver Sustainable Profitable Growth while always putting first our must-do target of World-class Safety & Food Safety:
We started to implement the strategy right away with clear focus and measurement of a few KPI’s that evidence the progress we make day by day. For example, our new Alu-Top Seal lasagna is launched in Poland having 85% less plastic than before, our plant- based product range that is in the process of being launched, the roll-out of our new digital planning process & platform, our improved engagement scores, and maybe as most spectacular one: we’ve managed to compute for each SKU in the group the specific CO 2 footprint which allowed us not only to identify the big- gest contributors but also embark on reformulation projects with customers to reduce that footprint. A great and very specific added value we can bring to our customers as good basis for our partnership and way beyond a nice ESG-powerpoint.
Throughout the years and acquisitions of the past, there had not yet been a real set of well-identified values established. We have therefore queried a very diverse group of employees, trying to feel the culture they like across the group. From there, we could define some common elements but also some gaps in what employees felt as desired values that are necessary for an engaged work- force, performance and strategy execution. That is how we came to these quite unique vales. We do not think they mean a revolu- tion, but they clarify what we have in common and do put guid- ance towards the future of the company.
Even though we had expected a less turbulent year than 2022 with its geopolitical turbulences and extreme inflation, it was again not a normal year. Pork rose to an all-time high price, our salary cost suffered from a double-digit indexation, the climate change – with severe drought and heavy rainfall – again impacted our raw materials, and so on… Still, we managed to substantially improve our results, with a 31% improvement of our underlying EBITDA versus last year. The end result is quite satisfactory, be it that we still need to continue to improve the overall profitability of the group to allow for a brighter and more sustainable future. Our strategy implementation will obviously help there. In the framework of our Operational Excellence, we also decided to close the Aalsmeer slicing site in the Netherlands, the smallest site in the group, regrouping production, and ensuring a better support to our customers. The social cost of this decision, did impact our non-recurring expenses in 2023 reducing the net profit.
Let me conclude by thanking the ExCom team and all our col- leagues for the hard and effective work, and our shareholders and board of directors for the support in this impactful transformation of the Group. We can all look forward with some justified optimism to 2024!
Piet Sanders
CEO
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Chief Operations Officer
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Chief Operations Officer
Eric Kamp, COO
One of the strategic beliefs of What’s Cooking? is to have a clear and well-executed Operational Excellence Strategy. Operational Excellence is based on Engaged People, Safety, Qual- ity, Sustainability (ESG), Efficiency and Service to our Customers. Moreover, Continuous Improvement is at the core of our Opera- tional Excellence Strategy. Our Engaged People service as the cornerstone of our operational performance. We diligently cultivate an environment that fosters engagement, motivation and inclusivity. Our focus areas in oper- ations are communication and recognition, operator training and leadership skills development for our team leaders, fostering a positive and collaborative work culture based on our Values. All plants have a monitoring tool to measure that engagement and act accordingly where necessary. The Learning & Development department has been strengthened to ensure professionalization of our Learning Academies supported by investments in digital platforms. Safety is paramount at What’s Cooking?, epitomized by our man- tra: ‘Everybody who works at What’s Cooking? returns home safely to their loved ones’.We have invested substantial time in safety trainings and communication to focus on human behaviour: See-Say-Stop reflects in easy words our Safe Behaviour and allows identification of potential hazards. This gradual shift towards Safe Behaviour has resulted in 2023 in a 24% decrease of accidents and 43% reduction of severe accidents. What’s Cooking? Annual report 2023 22 Chief Operations Officer 10 LIFE Savers have been launched which focus on reducing the risk for serious and potentially life-changing incidents in terms of Safety and Food Safety. We remain dedicated to installing a complete safety culture. Quality is at the core of our endeavours, with ongoing efforts to enhance our Food Quality System ensuring our products and facilities meet the highest standards. The organisation has been strengthened to ensure that we comply with IFS and BRC standards. A quality improvement program has been launched to make a fundamental transformation of our Food Safety & Quality culture in all the layers of the organisation. Sustainability (ESG) in our operations revolves around utility consumption, waste and active involvement with our suppliers to minimize their footprint impact. Multidisciplinary teams across the business drive projects to minimize our overall environmental as well as CO2 footprint. Operational Efficiency is pivotal to our success and we have strengthened the organisation with Continuous Improvement experts, invested in our machine park and made improvements in processes. Operator recruitment & training, preventive maintenance and leadership training are must win battles. Relocation of Aalsmeer activities to the other factories in the Netherlands has been announced as part of a footprint network rationalisation. By March 2024 Aalsmeer will be closed. Our Value engineering program DRIVE, has made a substantial step forward in exploring opportunities in terms of reducing complexity and CO2 footprint impact. Procurement has worked closely with strategic suppliers to enlarge the focus area and capture accordingly ideas and footprint opportunities. Customer service is a non-negotiable commitment. Sales & Operations (S&OP) process has seen a substantial investment in a system and process upgrade of Demand and Capacity planning. This investment will take until 2026 and will help to further professionalize our S&OP process to achieve better forecasting, higher service levels, costs improvement and lower working capital. Another major change during the second half of 2023, was the switch of Logistic service provider for the Belgium market to further optimize efficient supply to our customers. At the core of our Operational Excellence Strategy lies Continuous Improvement. We continued training Green Belts and started to train operators as Yellow Belts. A roadmap has been crafted with care, to drive and support our overall Continuous Improvement culture. Eric Kamp Chief Operations Officer
10 LIFE Savers
Focus on reducing the risk on serious and potentially life-changing incidents in terms of Safety and Food Safety.
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Chief Financial Officer
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Yves Regniers, CFO
Leading our industry in ESG, an ongoing journey
Sustainability & Profit: hand in hand
At What’s Cooking?, we start every meeting with Quality, Food Safety & Sustainability. Within our new strategy, sustainability took center stage…and we have really started changing the way we think and work. Therefore, let’s elaborate first on sustainability – a topic close to my heart and possible to go hand in hand with profit. Knowledge is power! In order to be able to improve, measurement is key. We therefore started a very intense data gathering exercise involving multiple departments and using the software we implemented early 2023. The data insights combined with our materiality matrix allowed us to focus. Given the importance of climate change and the fact that scope 3 emissions represent the vast majority of emissions we put absolute focus on understanding the detailed footprint of every product. Next to calculating the details by product, we also trained all our research & innovation (R&I) staff and commercial staff in calculating a product carbon footprint. When developing and commercializing new branded or private label products, we ensure that we make them delicious, nutritious, affordable and … sustainable! When looking at scope 3 emissions, we cannot only rely on product reformulations and innovations. We therefore also engaged with our direct suppliers and looked at the entire value chain to unlock opportunities for a more sustainable and lower footprint future. Looking only at our suppliers and scope 3 would be too easy, so we have also made good progress in reducing our own scope 1 & 2 emissions. We purchased 50% green energy in 2023 with the goal to make that 100% from 2024, and have developed plans to start reducing water usage per kg product sold.
Chief Financial Officer
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What’s Cooking? Annual report 2023
Chief Financial Officer
Every bit counts & everyone can be part of the journey!
Even when our focus is very much on climate change as our most ‘material’ topic, when it comes to sustainability – every bit helps. Making sustainability ‘second nature’ requires a certain mindset. I am incredibly proud of the realizations by the different ESG ambassadors and the workstream teams that have really made sustainability top of mind within our Group. From the Board installing a sustainability committee and the implementation of a governance model to a team-driven event for a charity of choice, to a river cleanup action or the implementation of food waste reduction initiatives…. every bit helps and everyone can contribute to it.
‘Sustainable’ does not always mean ‘more expensive’
A common misconception is that ‘sustainable’ equals ‘expensive’. This is simply not true and our teams have demonstrated it. Indeed, certain sustainability improvements will require investments or are more expensive. Nevertheless, there are a huge number of improvements that can be implemented at lower or equal cost to the consumer. However, it sometimes takes courage to lead AND to take the consumer along the journey. At What’s Cooking? the sustainability ‘menu card’ is our tool to create a dialogue with our customers in order to jointly reach our common goal towards Science based targets initiative (SBTI) compliance AND to provide a more sustainable world for future generations. Want to find out more? Do ask us: “What’s Cooking?” and have a look at our Sustainability reporting.
Performance is key
In order to be able to execute our strategy, performance both short term and longer term is key. It provides the oxygen we need to invest in new technologies, new packaging, new processes, innovative products AND our people. It allows us to reach the common goals of What’s Cooking? at its customers: serve consumers delicious, nutritious, sustainable and affordable products. Despite significant salary and ingredient inflation, our new strategy already started showing benefits and our EBITDA results improved. We had to e.g. adjust our footprint in the Netherlands and close our Aalsmeer site and we believe that this ultimately makes us stronger. We invested in newer technologies at our other facilities which will allow us to deliver superior quality and taste, and reduce our overall costs. We are optimistic about the future, but remain vigilant in this VUCA world. We need to stay sharp and keep focusing on sustainable profitable growth and cost efficiency in order to realize our organic growth plan.
Net debt reduction & refinancing
We were able to reduce our net debt further and ultimately refinance the business early 2024. This will allow us to put full focus on the development of our strategic pillars and our long-term financial plans.
Ultimately, people make all the difference
Ultimately, whether it is financial performance or sustainability, people make the difference. Day by day, side by side, about 3000 colleagues have shaped 2023 to what it has become. A special thank you to these colleagues as well as all our stakeholders who embraced the new strategy and are going the extra mile every day to jointly ‘Cooking up a Better World’!
Yves Regniers
CFO
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Chief Financial Officer
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Strategic Beliefs
Empowering Employees through Lean Management
Engaged Employees
At What’s Cooking? our purpose is to ‘make sustainable food consumption second nature’. As a food producer we aim to have a real, lasting impact on eating habits, and to do so we need empowered and engaged employees. Empowering is not an overnight change; it’s a journey that requires time, commitment and a fundamental shift in organizational culture.
Lean Manufacturing
In the What’s Cooking Polska plant in Opole and to stir this strategic transformation in the mindset, we have decided to follow the Lean Manufacturing philosophy. This powerful method, rooted in efficiency and continuous improvement, not only streamlines processes but also helps to build strong engagement. It gives employees the tools, authority and autonomy to make decisions, contribute ideas, and take ownership of their work.# Opole Journey
Before we started the Lean journey in Opole, the organization had followed a more traditional leadership model. Decision-making was centralized, communication moved downward, and there were limited interactions outside the designated functions or departments. It was clear that this model would not be efficient for turbulent times in a VUCA world where organizations need to adapt quickly to changing conditions.
One of the principles of Lean management is the establishment of open communication channels. In Opole, we introduced the system of regular meetings on all levels of organization. We involved those who know the best how to craft with care, being our operators, technicians, warehousemen. The short agenda of the meetings is focused on analyzing current results and solving problems. Thanks to this changed approach, the meetings activated cooperation between departments and helped to build a clear escalation flow.
By giving employees a platform to voice their ideas, by encouraging them to identify problems and implement solutions, day by day a sense of ownership and responsibility is created. Thanks to visual management boards which were introduced in the meeting spots and in the working areas, daily results are now available to everyone who is accountable for them. This helps employees to feel more connected to the success of the organization and allows them to experience the value of working together as one team, side by side.
Lean management emphasizes the continuous development of skills and knowledge. In the Opole plant, we organize numerous workshops on Lean principles and methods. In addition, employees are equipped with tools which can be easily used at work and also applied in private life. A good example is the Lean approach to problem solving. It shows, how in a systematic way, with use of PDCA (Plan, Do, Check, Act), 5-Why analysis or Fishbone diagram techniques, problems can be addressed and solved. Because employees become used at practicing these techniques, they feel more in control of their work environment and issues they may come across. This empowers them to take on more responsibilities, often outside their comfort zone or departmental duties. They become confident & courageous to go an extra mile. In Opole, we have great examples of employees becoming internal trainers or project leaders, contributing a lot to the overall success of Lean Manufacturing initiatives.
Recognition is an essential component of the Lean culture. As teams achieve milestones or make significant contributions, their efforts should be acknowledged. In Opole, team successes are often celebrated with treats and always with a big round of applause. But even small gestures such as a handshake or just a ‘thank you’ can be very powerful. This all helps to install a sense of pride and accomplishment amongst employees.
The Lean Manufacturing approach clearly delivers advantages for both the company and its employees. The plant benefits directly from higher productivity and effectiveness across nationalities and with respect of diversity. The employees get a more harmonious and collaborative work environment. Because they feel entrusted and valued, they also actively contribute to even higher standards for product quality, safety and innovation.
Dagmara Sikorska
HR Manager
With an R&D team of packaging specialists, What’s Cooking? is working full-time to improve and innovate its packaging. This is because packaging plays a crucial role in the shelf life of our products and attracts consumers’ first attention in the supermarket. In addition, packaging is of great importance in conveying information to consumers so that safe, e.g. before the end of the BBD, consumption takes place. This is another way we contribute to ‘good food for all’! In addition to these functional properties, another important pillar has been added in recent years that has received a lot of attention: ‘Protect our planet’.
For the ‘Protect our planet’ pillar, important steps have been taken and continue to be taken ‘day by day’ to meet the What’s Cooking? targets for 2025-2030. As a first step, we worked on reducing our packaging material, using thinner or lighter materials or even omitting packaging components altogether. After all, by 2025 we want to have reduced packaging material by 20% compared to 2020! To achieve this, we introduced an innovative packaging concept in 2023 that reduces plastic by more than 50% compared to the existing packaging, for example by completely omitting the ‘tray’.
Besides reducing packaging, we also worked on making our packaging circular by no longer using fossil fuels. An example is paper packaging or bio-plastics. These new materials must not compromise on the quality and food safety of our products and must therefore go through a strict selection procedure. More to come!
Until packaging is fully circular (yet), it should at least be 100% recycle-ready. We have therefore set this as our goal by 2030. To achieve this, in 2023 we introduced, among other things, a full PP frankfurter packaging that is also 70% lighter than its predecessor. In addition, all our meat ‘Freshpack’ trays have been converted to the highly recyclable RPET.
We are aware that packaging is only responsible for about 5% of the carbon footprint of the total product. With this, the shelf life and resealability of our packaging is of great importance, which will continue to prevent food waste in 2023 and beyond. As a result, we are once again contributing to continuously reducing our carbon footprint.
Brecht Vanlerberghe,
Chief Research & Innovation Officer
From R&D product innovation, we are working hard to help deliver on our What’s Cooking? mission around sustainable food consumption. This was in 2023 and remains a very challenging but also exciting and educational journey and certainly for R&D. What’s Cooking? set the goal of getting at least 15% of its volume from vegetarian or plant-based products by 2030. Those products must be nutritious, safe and comply with all legal guidelines in addition to being tasty. A challenging journey with the noble aim of making sustainable food consumption “second nature”. A challenge that, together with the R&D team, we gladly took up in 2023. Our focus is largely on developing plant-based options within Savoury and Ready Meals. The biggest challenge is to develop a plant-based variation that scores well on all sensory criteria (taste, texture, dryness, smoothness) and also scores equal or better in terms of price, nutritional value and sustainability compared to the animal-based product. Finding the right balance between different ingredients is a complex puzzle.
What’s Cooking? is fully committed to research and development: we started with the necessary investments and we entered into partnerships with research institutes. Among other things, we recently invested in a rheometer. Rheology helps us understand how plant proteins and other functional components behave under different conditions during the production process, such as shear stress and temperature. This knowledge is crucial in the development and production of plant-based savoury and prepared meals. Less conventional alternatives to animal proteins such as algae, seaweed or fungal proteins also went along with the research. We also discovered opportunities for blended products. These too have potential to reduce the carbon footprint of traditional products. These are products made from a combination of plant and animal ingredients. The aim is to combine the benefits of both to create a more sustainable yet healthier product. We took a multidisciplinary approach to the development of blended products, from recipe formulation and selecting the right ingredients to assessing the nutritional value, taste, texture and sustainability of the product.
We are fully committed to improving existing and developing new products that contribute to a balanced diet. This means that most of our products can be part of a healthy varied (bread) meal, including the right portions of macronutrients (carbohydrates, proteins and fats), fibre, essential vitamins and minerals. In addition, we have been and are actively working on reducing the sodium content and saturated fats in our products. Contributing to our mission brings new challenges and surprises almost every day. It is a fascinating journey that enriches us with a wealth of knowledge and experience. A journey that brings us closer every day to a more sustainable food consumption and planet. Knowing that we can contribute to this is knowing that we are doing something good for people, animals and planet!
Elke De Witte
R&D Manager, Savoury
Fanny Nguyen
R&D Manager, Ready Meals
A world changing faster than ever, but a clear target for us. If the world is changing faster than you, you are on your way to oblivion. A sentence that has never been so challenging. The world has been shaken last years by one crisis after the other, resulting in an accelerated pace of change. Relying on our new company purpose and strategy, we are shaping a future proof product portfolio.# What's Cooking? Annual report 2023
Grow Excellence Anticipating a challenging year for A-brands in a economical con- text where the households’ purchase power would be under pres- sure, we worked out two main topics for our Come a casa® brand: the reinforcement of our brand in Belgium and the set-up of a development framework ensuring sustainable organic growth for the coming years. In Belgium, by consistently delivering the best lasagna experi- ence, supported by our strong platform “’t leven is wat je ervan smaakt” (‘life is what you taste of it’), our brand stand was strong maintaining its market share in a context where shoppers were downtrading to save money. With 86% brand awareness and one in four Belgians regularly consuming our Come a casa® it is clearly confirmed to be a love brand in Belgium. ’t leven is wat je ervan smaakt!
In the meantime, we also started to roll-out our growth plan in Central and Eastern Europe with Poland as first country, aiming at becoming Poland’s favorite and most convenient Ready Meals brand with innovative packaging, tasty products and excellent distribution:
Overall our Come a casa® brand does contribute to our new strate- gic framework: Good Food – Good Mood. Next to the existing pillars of pleasure and convenience, continuous improvement with inno- vations and renovations is part of our Come a casa® sustainability ambition: ensuring that our flagship brand, day by day helps us to reach our ambition of making sustainable food consumption sec- ond nature.
What used to be an exception in the past, becomes an absolute must-have for all restaurants: plant-based dishes on the menu. With the remarkable shift in eating habits, the amount or flexitari- ans, vegetarians and vegans has strongly increased. Not having a meat-free alternative on the menu means often …losing custom- ers. And yes, with Come a casa® we provide such varied choice to the consumer.
Foodservice cannot ignore the raise of the eco-conscious consum- ers. With three European consumers out of four being worried about climate change and 64%² of the consumers planning to purchase more sustainably in the future, such is without any doubt changing the way foodservice is run. Foodservice is not only offering alternative menus but also adopt- ing more eco-friendly practices – think about our ready-to-heat packaging with less plastic – AND by challenging their suppliers with strong focus on reducing (food) waste with initiatives like for instance Too Good to Go to which What’s Cooking also participates.
Cultural diversity continues to expand driven by the European resident travelling, other nationalities joining Europe, and also a wider access to media from all over the world through stream- ing platforms e.g. squid game on Netflix. Consumers and chefs papilla’s are triggered by new taste and recipes that they either directly integrate in their menus or combine with global flavors to create fusion dishes, and we do support foodservice by offering our creative new Ready Meals dishes at an afforda- ble price.
Manpower is key: labor is becoming a key challenge for the food- service industry. How to maintain the overall customer experi- ence while the hands available to work are scarce. With the right technology making easy-to-make, tasty and nutritional bal- anced dishes is a key asset towards the future and we are tap- ping into it.
Using the affective approach is the most effective one in order to cross the safety messages and train the relevant behavior to our employees. The affective approach is effective because most of our decisions are driven by passed experiences and the emotions associated with them. Feelings and emotions often provide the basis for human reason- ing. That is why we want to bring safety ‘through the heart to the head’ in order to change behavior around safety. We want our people to make the right decisions when it comes to occupational health & safety. Key to this objective is to onboard our employees and contractors in such a way they feel the impor- tance that we give to their safety. The words ‘see’-‘say’-‘stop’ continue to be the illustration of our verbal warnings to avoid incidents. Each incident is preventable:
Last year we started to deploy our safety rooms at our factories. The safety room is a large room where new employees and con- tractors come together before they go into the factory to work. The room has about 12 posters that tell a story about why safety and food safety is important and what we expect from employees to keep each other safe. The room has no chairs but standing tables only, the session takes 30-45 minutes. The intent is that the team leader that will lead the employees in the factory, is facilitating the interactive session. The first poster is a poster with two kids, asking the question: ‘What time will you be home tonight?’ From this moment on, the safety conversation is different than normal onboarding intro- ductions; it is not only about rules and regulations, but we try to touch the newcomers by talking about the ‘why of safety’. This affective way of communicating will help us to achieve our objective that all employees and contractors go home safely to their loved ones.# What’s Cooking? Annual report 2023
We are committed to guarantee our customers and consumers the safety of the food we produce as well as their quality expectations.
Our employees play a major role
Our employees play a leading role in the application of food safety and quality practices. Through regular training, we strengthen their skills and develop their commitment and responsibilities. The aim is to encourage our people to continuously monitor our activities and take advantage of their feedback to improve our operations for the better.
Distributing safe products...
Objectives and indicators are defined to assess the effectiveness of strategic processes, good practices, efficient cleaning, manage product microbiology, etc. The results are analysed at monthly steering meetings: the effectiveness of the corrective actions are checked, emerging issues are identified and additional solutions are decided and implemented. Digital tools to optimise our procedures, issues management, cleaning, improvements to technical facilities, new equipment etc. are reviewed and further upgraded this year.
...and top quality
Our customers’ requirements as well as our own requirements towards our suppliers are identified and set out in contractual documents and charters.
Our suppliers
In our workshops, thanks to formalised internal instructions and inspection programmes, we ensure that the expected characteristics are met at every stage of the manufacturing process. In addition, more advanced product tasting programmes have been initiated. Our teams assess whether the products comply with the expected taste, texture and ingredients. If there are any discrepancies, they use their expertise to make the necessary corrections. Side by side, through active communication of expectations, gaps and successes, we encourage the sharing of experiences and thus the continuous improvement of our system. Day by day, many projects were carried out in 2023 to further guarantee the safety and quality of our products. This approach will continue in 2024.
Laurence Caillot
Quality Manager, Ready Meals
Day by day, we make sustainable food consumption second nature by increasing the appetite for delicious, convenient food with care for both people and planet. What’s Cooking? is committed to producing affordable, high-quality savoury cold cuts, snacking and ready meals that not only delight our customers with their taste and convenience but also fit in a varied and balanced diet. We believe that more of the good things, less of bad things is essential, and we are dedicated to providing high-quality products that continuously improve their nutritional relevance, and do meet or exceed our nutritional standards. This Nutritional Policy outlines our commitment to nutritional targets that are operational objectives for product renovation and innovation and are applicable to the whole What’s Cooking? portfolio across geographies and populations. They are based on nutrition science, take into account technical feasibility, and the customer and consumer acceptance journey while also adhering to regulatory guidelines.
Specific criteria determine the What’s Cooking? Nutritional Targets:
This policy applies to all products within the What’s Cooking? branded portfolio. For private label products produced in partnership with us, we encourage and advocate adherence to our What’s Cooking? Nutritional Policy. We believe that promoting and maintaining these Nutritional Targets do contribute to a varied and balanced lifestyle of our consumers.
We understand that nutritional science is constantly evolving, and we commit to complement our knowledge about our products with the latest research and recommendations. What’s Cooking? Nutritional Targets will be regularly reviewed in the light of scientific innovation, as well as if the company’s product portfolio evolves.
We fully comply with all relevant regulations and guidelines governing the production and labeling of food products.
At What’s Cooking? we believe that food safety is never to be compromised.
At What’s Cooking? we believe that all incidents are preventable. Each of our employees should return home safely to their loved ones.
We continuously improve our safety standards, tools and methods. • We are crafting with care, and are visibly ensuring safety side by side with our people, in all that we do. • We comply with applicable laws and regulations. • Confident and courageous, we are committed to minimize the environmental impact of our operation and do believe that acting responsibly for the environment is an integral part of doing good business. ... only then we are successful.
Selected Reference Documents:
* REGULATION (EU) No 1169/2011 OF THE EUROPEAN PARLIAMENT AND OF THE COUNCIL of 25 October 2011 on the provision of food information to consumers
* REGULATION (EU) No 1924/2006 OF THE EUROPEAN PARLIAMENT AND OF THE COUNCIL of 20 December 2006 on nutrition and health claims made on foods
* World Health Organization. Guideline: sugars intake for adults and children, 2015.
* Food and Agriculture Organization of the United Nations. Food-based dietary guidelines. https://www.fao.org/nutrition/education/food-dietary-guidelines/home/en/
* European Food Safety Authority Scientific Opinion on the evaluation of allergenic foods and food ingredients for labelling purposes. Efsa Journal 2014.
* World Obesity Federation, World Obesity Atlas 2023, March 2023.
* World Health Organization (WHO), guidelines sodium intake for adults, 2012.
* World Health Organization (WHO), Noncommunicable Diseases Data Portal, 2022.
In our digitalization efforts we want to deliver maximal value through digital comfort.
Process excellence and digitalization are key enablers of our What’s Cooking? strategic ambitions as outlined in 2023. Optimizing and harmonizing processes goes hand in hand with accelerating their digitalization. We are further growing as a process thinking organization. We have empowered our teams to collaboratively improve and digitalize our processes. Through the Business Process Architecture (BPA) and the IT Governance program, we installed cross-functional Activity Teams which are pursuing state-of-the-art processes and unified systems that are providing actionable data. In 2023 the focus of our process management organization was primarily on documenting our processes, with all its variants, and on identifying the short-term sub-process improvement opportunities. Gradually the attention is shifting to envisioning the desired end-to-end processes, and on expanding their reach to plants in support of new systems roll-out.
In our digitalization efforts we want to deliver maximal value through digital comfort. By a mix of convenience, relevance, consistency, and quality we want to boost productivity and engagement in the usage of our systems. End-to-end process improvements are implemented through breakthrough projects, such as the ERP harmonization (Synergy) project, the project to optimize planning and forecasting (One-Plan) or the project to standardize specification management (PLM). In parallel a continuous stream of incremental IT systems improvements are delivering the sub-process enhancements. To this purpose an efficiency improvements factory that is on an ongoing basis delivering efficiency and quality improvements has been created. Optimization loops are, in both projects and smaller enhancements, essential to boost value contribution.
To support the optimal execution of our strategic business and IT initiatives, a Project Management office has been installed. It ensures the systematic planning, execution, and control of our key projects to guarantee the achievement of their goals and objectives.
In addition, we are fully engaged in anticipating What’s Cooking? in a new digital era, through the development of a digital partner network and the exploration and application of technology innovation, including usage of Artificial Intelligence.
Sofie Raes
Internal Auditor
Jorgen De Wael
ICT Manager Infrastructure
Lead our industry in sustainability. Sustainability and corporate social responsibility are now an essential pillar for long-term success. The Procurement department plays an important role here. Indeed, our suppliers are directly linked to Scope 3 emissions, which account for more than 80% of the total emissions of What’s Cooking? By sourcing sustainably, we will realise a significant ESG impact for our business. From ensuring goods are sourced responsibly to ensuring human rights are respected throughout the supply chain.
The basis by which we make it happen:
Jan De Leersnyder
Group Procurement Director
At What’s Cooking? – we put sustainability at the center of our strategy & everything we do. Not just in words, but also in action. Our annual report & sustainability report reflect our strategic belief to lead our industry in sustainability. We begin this statement with the three pillars of our sustainability strategy: providing GOOD FOOD for ALL, while PROTECTing our PLANET and HELPing our PEOPLE FLOURISH.
To implement our pillars, we are using top-notch systems (for KPI tracking and for calculating the CO2 footprint of all What’s Cooking Products and ingredients), are working with our customers & suppliers in the value chain, are adjusting our products, processes and packaging to reduce CO2 as will be demonstrated in this report. We’re in the middle of the value chain, but we take our responsibility and are setting-up collaborations with suppliers & farmers, and with customers, to create value across all players of the chain, whilst improving everyone’s CO2 footprint.
Our sustainability strategy was created after a rigorous process, including a double materiality exercise. We did not limit our research to our internal operations, but engaged stakeholders from across our value chain to determine our strategic direction. The engagement process ensured that our sustainability efforts resonate with stakeholders’ expectations and contribute positively to shared goals. Subsequently, we delve into each pillar, outlining key topics and their significance, existing policies or systems, set targets, and actions taken to date. Each topic underscores our dedication to meaningful environmental and social impact.
Recognizing that sustainability is a collective effort, we emphasize the importance of creating a sustainability culture within our organization. Our commitment is demonstrated by initiatives such as the ESG ambassador program, quarterly ESG initiatives, and dedicated events aimed at embedding sustainability into the heart and mind of every employee. Additionally, the tone at the top and the governance model is crucial in setting the sustainability agenda. With our Sustainability Board Committee and the inclusion of sustainability as a recurring topic in every Executive Committee meeting, we ensure that sustainability remains a top priority and underscores the importance of our sustainability efforts at every level of leadership. This first part of the sustainability statement concludes with an overview of our strategic metrics and targets, providing a transparent view of our aspirations and progress towards sustainability.
In the subsequent sustainability annex, we closely follow the ESRS (European Sustainability Reporting Standards) requirements, beginning with a detailed explanation of the impact and financial materiality assessment. Each material topic—environmental, social, and governance—is thoroughly examined, explaining the associated impacts, risks, opportunities, policies, actions, and metrics & targets. We frequently cross-reference with the strategic section of our sustainability statement to underscore the alignment of our actions with our overarching goals. Finally, we present our ESRS Standards Reference Table, offering a comprehensive guide to locating information about all disclosure requirements according to ESRS standards.# Sustainability Report 2023
We tried to already align to the future CSRD (Corporate Sustainability Reporting Directive, with the ESRS as guidelines) as much as possible. From next year, our fully integrated sustainability report will also be audited. We hope this report will give you a good flavour of what’s stirring in our ‘cooking pot’, but to really taste how passionate we are about changing for a better future… do not hesitate to get in touch and ask us: What’s Cooking?
Lore Muylle
Group Sustainability Manager
Executive Committee attending the tree planting project in Belgium in collaboration with Forest Forward, 2023.
At What’s Cooking? we want to provide good food for all, while protecting our planet and helping our people flourish. Sustainability is truly part of our company strategy and purpose.
Our first pillar, Good food for all, lies at the heart of our business. We are dedicated to making sustainable food consumption a natural choice for everyone. To achieve this, we are actively working on improving the nutritional profile of our delicious products whilst ensuring the overall well-being of our consumers. A central element of our strategy is expanding our portfolio of blended (hybrid), plant-based and vegetarian products to provide more sustainable choices to all our customers and all consumers on a daily basis.
Our commitment to Protect our planet reflects our determination to address climate change and reduce our carbon emissions, aligning with the goals set in the United Nations Paris Climate Agreement. We recognize the critical importance of minimizing food waste, and we are investing in sustainable packaging solutions. Moreover, we are diligent in sourcing our ingredients responsibly.
The third pillar, Help people flourish, underscores our dedication to creating a safe and engaging workplace for our team members. But our commitment extends beyond our company; it encompasses all the individuals involved in our value chain.
At What’s Cooking?, our commitment to sustainability is not just a statement, but a daily practice and at the core of our business. We strive to integrate these principles into every facet of our operations, as they are fundamental to our mission and purpose.
We carried out a questionnaire among our stakeholders, as we highly value their perspectives. This questionnaire served as a means to assess the impact materiality, which reflects the actual or potential impact our business has on people and the environment. In addition to this inside-out assessment, we also examined the effects of social and environmental issues on our financial performance, known as financial materiality. A team of internal experts evaluated the associated risks and opportunities, considering both the likelihood of occurrence and the potential financial effects. By plotting the results of the impact materiality (from the stakeholder questionnaire) on the vertical axis and the financial materiality results on the horizontal axis, we created a double materiality matrix. This matrix provides a clear view on the most significant topics, allowing us to identify the key priorities. The detailed description of the process can be found in the Sustainability Annex.
To meet our goals and advance the transformation of the food system, What’s Cooking? relies on collaborations with stakeholders throughout the whole value chain.
We gain valuable insights into the operations of farmers through our supplier engagement program (as we have no direct relationship with the farmers), guided by our sustainability principles. We actively encourage our direct suppliers to collaborate with farmers in addressing important aspects such as animal welfare, regenerative practices, and taking steps to minimize the carbon footprint associated with the products they cultivate.
We source our raw materials, such as meat, dairy, grains, vegetables and other ingredients, from carefully selected suppliers near our factory wherever possible. Recognising that our suppliers have a major role to play in our mission to deliver responsible food products, we require them to sign our Business Code of Conduct for Suppliers, aligning with our core sustainability practices. To further encourage their commitment to sustainability, we’ve established a supplier engagement program in collaboration with EcoVadis. Through this program, suppliers undergo comprehensive assessments of their sustainability performance across various aspects. We are dedicated to cultivating long-term partnerships that promote sustainable and inclusive growth. Transparency, as well as a mindset of continuous improvement, are key in this mutual engagement.
Suppliers play a crucial role in shaping our sustainability strategy. We involve them in the materiality assessment to determine our most critical topics, ensuring that our efforts are aligned with the concerns and priorities of our supply chain partners. Additionally, our procurement department organizes supplier sessions every few months, providing a platform for suppliers to present innovative joint projects. These projects aim to increase operational efficiency, reduce our carbon footprint, introduce new technologies, and more. The insights and ideas shared during these sessions are invaluable, as they not only enrich our sustainability initiatives but also contribute to the continuous improvement of our overall strategy and business operations.
We believe in empowering our approximately 3,000 people to fulfil our company’s purpose. Grounded in our core values, we actively foster a culture in which performance and sustainability are interconnected, and where the strengths of both our local and global presence come together seamlessly. To achieve this, we set up an ESG ambassador program (see further for more details), offer sustainability training sessions and engage our internal stakeholders in the materiality assessment process. Social dialogue with works councils is important to us. Together, we aim to establish an innovative approach to skills-development, equipping our employees with the capabilities they need for current and future roles. Through the engagement questionnaire, we seek to monitor our people’s happiness and wellbeing, inviting their input on how to enhance the What’s Cooking? work environment further. This feedback mechanism allows us to continuously improve and adapt our practices to create a more supportive and fulfilling workplace for our team members.
Our food is carefully crafted by our experienced colleagues in 12 facilities across Europe and the UK, with a focus on food quality, taste, nutritional enhancement, and sustainability. At each of these locations, we prioritize safety, operational excellence, carbon emissions reduction, responsible water management, and food waste minimization. In 2023, we already used 50% renewable electricity, and we want to achieve 100% renewable electricity usage in 2024. That’s just a start – as we will equally target gas consumption reduction or conversion in future years.
We unburden our customers by ensuring the supply chain end to end. At What’s Cooking? we slice our own savoury products, but also products from third party production. This allows us to create sustainable supply chains and introduce new innovative packaging formats for our customers. We are committed to continuous further innovation in packaging solutions, with a primary focus on reducing packaging, enhancing recyclability, and extending product shelf life (and therefore reducing food waste).
We collaborate with our logistics partners to assess their carbon footprint and share the portion of emissions associated with What’s Cooking? We actively promote the setting of ambitious reduction targets aligned with the Paris Climate Agreement and work together to explore strategies for decreasing carbon emissions in transport and warehousing. Together we minimize food waste through supply chain solutions. We are implementing an Advanced Planning System (APS) throughout the entire supply chain. This fully end-to-end integrated platform for the whole What’s Cooking? group consists of demand planning (DP), rough-cut capacity planning (RCCP), master production scheduling (MPS) and seamlessly linking these to support the What’s Cooking Sales & Operations process. The objective of Project OnePlan is to better service our customers thanks to more accurate demand plans (DP) which will allow us to take the right capacity allocation decisions in the longer term. This business project can clearly be related towards two important strategic pillars, being innovation and sustainability. Through the use of machine learning and artificial intelligence we can reduce waste in our supply chain further than was ever imagined possible. In 2023, What’s Cooking? underwent a strategic transition, changing our third-party logistics provider in Belgium.
At What’s Cooking?, we are involved in the communities surrounding our manufacturing and slicing facilities, working to reduce any adverse effects and amplify our positive influence. We also support local communities by contributing to meaningful charitable causes.
At What’s Cooking?, we recognize Mother Nature as a key stakeholder in the journey towards sustainability. As residents of a planet with finite resources, we understand the need to operate within the planetary boundaries to ensure the well-being of future generations. We acknowledge that the ingredients we source, the processes we employ, and the footprint we leave behind impact the delicate balance of our shared environment. With this awareness, we strive to minimize our ecological footprint and embrace sustainable practices throughout our supply chain day by day and side by side.
Sustainability Report
What’s Cooking? Annual report 2023
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We have classified our stakeholders into two categories:
Affected stakeholders
Individuals or groups whose interests are affected or could be affected – positively or negatively – by What’s Cooking’s activities and direct and indirect business relationships across our value chain. Under this category fall farmers and suppliers, our employees, our customers, our consumers, our communities, and Mother Nature. It is very important to engage with these affected stakeholders to understand their concerns and take their input into account. By actively involving them in our decision-making processes, we can better address their needs and preferences, fostering stronger relationships and ensuring that our actions contribute to positive outcomes for all parties involved.
Users of the sustainability statements
Primary users of our general-purpose financial reporting (existing and potential investors, lenders and other creditors, including asset managers, credit institutions, insurance undertakings), and other users of our sustainability statements, including our business partners, trade unions and social partners, civil society and non-governmental organisations, governments, analysts and academics. Investors, banks, governments, public organizations, researchers, etc., are equally included in this stakeholder category. It is crucial to provide comprehensive and transparent sustainability information to meet the diverse needs of these stakeholders, enabling informed decision-making and fostering trust and accountability in our operations.
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What’s Cooking? Annual report 2023
At the core of our identity as a food group is a recognition of the importance of nutritious and balanced food.
Recognizing the diverse preferences of our consumers, we acknowledge the desire for not only delicious but also nutritious options. Our commitment is to provide a range of choices that align with different tastes and preferences.
We consider it our duty as a food group to ensure we can offer (parts of) a balanced diet, as nutritiously as possible, without compromising on taste, because then we would have less influence as fewer people would buy our products. It’s imperative for us to uphold our commitment to both flavour and nutrition, ensuring that our products not only satisfy consumer expectations but also contribute positively to their overall health and wellbeing.
Our approach to elevating a product’s nutritional profile is customized based on its type and its role within a daily diet. This has led us to develop a nutritional policy for our two business units. You can find this policy on our website https://whatscooking.group/en-GB/our-engagement.# Our Sustainability Targets
Concrete targets are currently being fine-tuned over the next few months with the assistance of an external expert.
At What’s Cooking?, the commitment to ensuring consumer well-being and food safety is not just a corporate responsibility, it’s a core value that permeates every aspect of our operations. Here’s why this commitment is top priority to us:
To guarantee the delivery of secure products, we’ve implemented rigorous safety protocols throughout the entire supply chain. All 12 of our sites uphold the quality standards established by the Global Food Safety Initiative (GFSI), a renowned global non-profit organization committed to standardizing food safety norms. Additionally, we strive to engage with suppliers who adhere to GFSI standards. As we believe that food safety is never to be compromised, we have established a FSQR policy, accessible on our website https://whatscooking.group/en-GB/our-engagement.
We refer to the article on Operational Excellence page 21.
Elaborating on the interview on Operational Excellence with Laurence Caillot, we’d like to highlight additional key initiatives:
Ensure Consumer Wellbeing Promote Enhanced Nutrition Sustainability Report Driving Change: Our Sustainability Actions
We refer to the article about Rebuilding Innovation by Elke De Witte and Fanny Nguyen in respect of plant-based developments. See page 32.
It’s the conviction of What’s Cooking? that an increased amount of people and consumers strive to a higher variety in their eating pattern. A big group of consumers try to alternate meat days with meat-free days. Their intentions are amongst others driven by climate / sustainability considerations and by their own health and wellbeing. For this group of consumers, we want to offer a range of products that stimulate variety and inspiration. In terms of product development, it’s our overall aim to develop tasty products, that are nutritious and it’s our ambition to improve and expand our portfolio day by day.
What’s Cooking? Annual report 2023
We strive to make sustainable food consumption second nature, ensuring the provision of good food for all. This encompasses an increased emphasis on the pivotal role of diverse and plant-based ingredients and products.
We are using a menu card approach to discuss the implementation of ‘new’ products with our customers. (See also p. 67).
For the calculation of the impact on sustainability related to the implementation of new products, we use our ERP software CO2e calculation tool to assess the impact of the new products.
Taking a thoughtful approach, we actively work to reduce the levels of sugar, salt, and saturated fats in many of our products. This reflects our commitment to promoting healthier choices, while acknowledging the diversity within our product range.
59 Sustainability Report Grow Portfolio Plant-Based Products
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What’s Cooking? Annual report 2023
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Climate change is undeniably one of the most pressing challenges for both present and future generations, casting a shadow over various industries, including food companies like ours. The increasing frequency of extreme weather events such as floods, droughts, fires and heat waves in key sourcing regions put food companies at risk of crop failure for essential commodities, which may result in increased commodity prices and constrained availabilities.
For What’s Cooking?, addressing climate change is not just a matter of adapting to environmental shifts; it is a fundamental aspect of our sustainability commitment, driven by the following reasons:
This is why we started calculating our corporate carbon footprint, which consists of our scope 1, 2 and 3 emissions.
Scope 1 includes direct emissions from sources we own or operate, such as our stationary and mobile combustion engines, as well as process and fugitive emissions. Scope 2 includes indirect emissions released from the generation of purchased electricity. These are two emission groups on which What’s Cooking? can have a direct impact. Finally, there is Scope 3. This includes all emissions in our value chain for which we as an organization are indirectly responsible. Consider emissions from purchased goods and services, upstream and downstream transportation, corporate waste, employee commuting, business travel, the use and end-of-life of our products, etc.# Our Policies and Systems
As a food processing company, it is no surprise that the biggest part of our emissions are situated in our supply chain and more specifically the upstream part. More than 90% are scope 3 emissions, approximately 84% of which come from the products we buy (meat, ingredients and packaging). True partnerships are needed to reduce these emissions. As many of them originate a few steps ahead of our direct suppliers, we need to work together across the whole value chain.
Scope 1 Direct
Scope 3 Indirect
Scope 3 Indirect
Scope 2 Indirect
Fixed combustion sources
Employee commuting
Business travels
Purchased goods/ services
Operational waste
Transport & distribution
Capital goods
Fuel/energy related
End of life for products
Transport & distribution
Mobile combustion sources
Purchased electricity, steam, heat & cooling
Process & Fugitive emissions
Use of sold products
Figure: Green House Gas Protocol categories - What’s Cooking?
We committed to the internationally accepted near term Science Based Targets Initiative (SBTI) and our company is setting itself strict targets with a scientific basis for CO2 reduction by 2030. Through these objectives we are committed to lowering our corporate carbon footprint aligned with the global warming targets in the Paris Climate Agreement. CEO Piet Sanders stated: ‘We are thrilled that What’s Cooking? strategy is now also committed to SBTI matching the vision of majority of the retailers in our sector. SBTI is official, actionable and measurable target setting with a formal submission process and publicly available information, reason why we want to pave this journey as frontrunner in our sector of Savoury and Ready Meals matching the current and future needs of our customers.’
Outlined in our environmental policy, which can be found on our website (https://whatscooking.group/en-GB/our-engagement) is a robust commitment to mitigating our scope 1&2 emissions, and scope 3 emissions associated with operational waste. Central to this commitment is a strong emphasis on lowering energy consumption and transitioning to a more sustainable and greener energy mix, which contributes to reducing our scope 1 and 2 emissions.
In our sustainable procurement policy, we pledge to reduce our scope 3 FLAG emissions, which are emissions related to the ingredient and meat products we source. Additionally, we are dedicated to lowering scope 3 emissions associated with both upstream and downstream transport. Our sustainable procurement policy can be consulted on our website https://whatscooking.group/en-GB/our-engagement.
As part of our packaging policy, we commit to increasing the recycled content in our packaging materials, which helps us reduce the greenhouse gas emissions related to packaging. The packaging policy can be accessed on our website https://whatscooking.group/en-GB/our-engagement.
As outlined throughout in this report – recipe reformulations (blended, vegetarian & vegan) but also ingredient substitution as well as working with our suppliers in the value chain can equally significantly contribute to help reduce emissions. Our strategy will continue to be a story of many combined actions in order to make the biggest possible impact.
In 2023, we successfully transitioned to purchasing 50% of our electricity from renewable sources, resulting in an immediate 50% reduction in our scope 2 emissions. Going forward, we plan to further increase our environmental impact from 2024 by using 100% renewable electricity. We will also explore the technical feasibility to move away from gas fired steam boilers towards electric steam boilers in the future, reducing our dependency from fossil energy sources. We also partnered with solar energy experts to ensure we maximise our roof / parking space to generate our own energy. At the majority of our sites we’ve already covered the roof and some of the parking areas in order to be less dependent on the grid. Even when this does not cover our entire energy demand, it helps to reduce our overall footprint.
At What’s Cooking?, we are committed to reducing our carbon footprint through a variety of energy efficiency measures. One key initiative is the establishment of a dedicated workstream on Utilities, where all maintenance, technical and engineering managers convene monthly to discuss projects and track progress toward our targets. These collaborative meetings serve as a platform for sharing insights and inspiring each other with innovative ideas and solutions. Within this workstream, numerous projects are underway to enhance energy efficiency across our operations. For instance, we’ve undertaken audits to identify opportunities for improvement, such as the installation of steam traps to optimize energy usage. Additionally, we’ve invested in energy awareness to educate employees on best practices for conservation and efficiency. Furthermore, both internal and external energy audits are regularly conducted to identify areas for improvement and implement targeted interventions. We’ve also already installed cogeneration systems, harness renewable energy sources and reduce reliance on traditional power grids. In line with our commitment to real-time monitoring and optimization, smart measurement devices are being installed in all our factories. These devices enable us to closely track energy consumption in detail, allowing for timely adjustments and continuous improvement efforts.
Starting in 2024, What’s Cooking? has made the decision to exclusively provide new electric lease vehicles. This strategic choice is aimed at significantly reducing emissions stemming from our company cars.
Through our Cooling Masterplan initiative, we are dedicated to transitioning to low global warming potential refrigerants across all our sites by 2030. As part of this commitment, we have chosen to adopt ammonia (NH3) as our refrigerant of choice. Ammonia has an emission factor of zero, resulting in a complete elimination of emissions related to refrigerants at What’s Cooking?.
We refer to our actions on food waste (Win the War on Waste – Fighting Food Waste - Driving Change: Our Sustainability actions) on page 69.
We refer to the article ‘Rebuild innovation’ with respect to Packaging earlier in this report. (See page 31).
We engage in collaborative efforts with our logistics partners to assess their carbon footprint, transparently sharing the specific emissions attributed to What’s Cooking?. We actively advocate for the adoption of ambitious reduction targets in alignment with the Paris Climate Agreement. Through ongoing collaboration, we explore and implement strategies aimed at reducing carbon emissions in transportation and warehousing.
We also want to minimize emissions from our products’ use phase. For instance, our “Sunny” project aims to internally browning products such as lasagne in our factories. By doing so, we anticipate lower energy consumption compared to traditional methods. Consumers would simply reheat the pre-browned product at home, saving time and energy. While we’re confident in the benefits, concrete data is needed for confirmation. Nonetheless, we’re optimistic about the positive impact on sustainability and consumer experience.
These are emissions related to the production of fuels and energy purchased or consumed by What’s Cooking?, but that are not included in scope 1 or 2. This includes upstream emissions of purchased fuels or electricity, more specifically the extraction, production and transportation. This category also takes into account transmission and distribution losses. These emissions will reduce together with their related scope 1 and 2 emissions.
| Meat type | = ... ton CO2e |
|---|---|
| Item | Lasagne Bolognese = ... ton CO2e |
| Energy type | 1 = ... ton CO2e |
| Meat type | 1 = ... ton CO2e |
| Ingredient type | 1 = ... ton CO2e |
| Packaging type | 1 = ... ton CO2e |
| Ingredient type | 1 = ... ton CO2e |
| Ingredient type | 1 = ... ton CO2e |
| Packaging type | 1 = ... ton CO2e |
| Bill of material | Product Carbon Footprint |
We calculated the carbon footprint of all our products. Starting from a list with all raw materials we purchase, an emission factor was allocated to every material. Through the bill of material, we used our costing tool to calculate the carbon footprint of every product instead of the cost. In this way, we get for example the total footprint of making a lasagne bolognaise.
We organized a training day focused on the product carbon footprint for our internal Research and Innovation, Sales and Marketing, Specification Management, and Procurement Teams. Equipping these teams with comprehensive knowledge, this initiative empowers them to strategically engage with recipes, actively working towards the reduction of the product carbon footprint across our product range.# Sustainability Report
This training shows our commitment to encouraging a collective understanding and actionable approach among key departments, driving sustainability initiatives throughout the entire product lifecycle. The breakdown of our product carbon footprint provides valuable insights into the specific categories that contribute significantly to the overall environmental impact. This transparency enables our in-house Research and Innovation (R&I) teams to strategically focus on adapting recipes. Where feasible, we aim to replace carbon-intensive raw materials, either entirely or partially, with more sustainable alternatives, such as plant- based ingredients. By leveraging this data-driven approach, we strive to optimize our product reformulations, reducing our carbon footprint.
Product carbon footprint dashboard
Heating of lasagne by end consumer
Scope 1 & 2
Downstream transport
Eggs
Water, waste & industrial gases
Vegetables
Packaging
Dairy
Cereals
Spices, herbs & others
Meat
66
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When evaluating menu card items, we focus on taste, nutrition, sustainability and affordability. Taste is clearly very important as repeat-buying is essential to create an impact. Nutrition is equally a very important factor as consumers do not want to compromise on nutrition. Not every option has to increase the cost of the products and we need to remain mindful of affordability for all consumers. However, we also need to be transparent about potential increased costs related to certain menu card options and ensure a fair value chain for all involved. This is why our menu card will each time evaluate taste, nutrition score, CO2 reduction as well as a € cost price impact (up or down).
To ensure our engagement is aligned with that of our customers, we’ve developed a menu card with product, packaging and process improvements that can help reduce CO2 emissions further. As changes will be required on an ongoing basis, we divided our ‘menu card’ in starters (short term options), mains (mid-term options) and desserts (longer term options). The benefit of a menu card is that we can focus our efforts on those key items ‘on the menu’ whilst leaving our customers a choice with respect to what items on the menu are a priority for them and their consumers. We include Packaging – Process and Product options. At What’s Cooking?, we’re convinced that we cannot just be focussed on packaging. Packaging overall represents less than 5% in the total product carbon footprint, but it is an important and very visual item to consumers. We therefore want to focus on all 3 components (Product, Packaging and Process). Combined efforts will be required to achieve the SBTI targets.
On the menu: delicious, nutritious, sustainable & affordable food choices
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Climate change is primarily a water crisis, as evidenced by increasing floods, rising sea levels, shrinking ice fields, forest fires and drought. We recognise the interconnectedness of water and climate change and our commitment to effective water management aligns with our broader sustainability goals.
Sustainable water management is central to building the resilience of societies and ecosystems against the impacts of climate change, including water scarcity. Proactive water management helps mitigate potential disruptions to our activities in regions prone to water shortages, ensuring a more resilient and sustainable supply chain.
Our Environmental policy also shows our commitment to reducing water withdrawal, you can find this policy on our website: https://whatscooking.group/en-GB/our-engagement.
100% of the What’s Cooking? production and slicing facilities have a higher level IFS or BRC score by 2025
At What’s Cooking?, our Utilities workstream plays a central role in driving sustainability efforts across our operations, encompassing both energy and water conservation initiatives. During our monthly meetings dedicated to Utilities, we discuss and advance projects related to water management alongside energy considerations, recognizing the critical importance of both resources in our operations. Central to our approach is raising awareness about the importance of water conservation. We understand that awareness is key to driving behavioural change and reducing water usage across our facilities. Therefore, discussions on awareness-raising strategies for water usage are prioritized in our Utilities meetings and also in our ESG ambassador meetings, where we brainstorm creative solutions to create awareness among employees and stakeholders. In addition to raising awareness, we actively explore projects to improve water efficiency and reduce water withdrawal. We investigate water reuse projects as part of our commitment to minimizing our environmental impact and promoting circular water practices within our operations. We believe this technique can bring a very substantial improvement to our water usage per kg product sold. This will require certain capex investments as well as permit adjustments for certain of our key facilities. Furthermore, we recognize the importance of regularly evaluating and optimizing our water management practices. This includes conducting walkthroughs to assess water management systems and identify areas for improvement. As part of these efforts, we have installed more efficient water nozzles to minimize water wastage and enhance efficiency during the cleaning activities in our operations. Through these collective actions and ongoing collaboration within our Utilities workstream, we are dedicated to achieving our sustainability goals and minimizing our water footprint. By prioritizing awareness, innovation, and efficiency, we strive to make a positive impact on water conservation within our company and beyond. Although our primary focus is on what WE can do to reduce water usage, we do not want to ignore potential solutions and benefits in the supply chain. Reducing water in e.g. tomato paste before shipping helps to keep water and re-use it where it is most needed (in more Southern areas where we source our tomatoes). This can also help reduce transportation emissions. If that means we need to increase the water usage in our production process – we will always consider doing so, taking into account our aim for delicious, nutritious, sustainable and affordable food for our consumers.
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Globally, around 13% of food produced is lost between harvest and retail (United Nations).¹ Fighting Climate Change: By reducing food losses and waste, we actively combat climate change. We recognise our role in minimising our impact on the environment, as food that is lost and wasted accounts for 38% of the total energy usage in the global food system, according to the above mentioned United Nations report. Preserving Resources: Wasting food directly impacts the sustainability of our food systems. Valuable resources such as water, land, energy, labour, and capital invested in the production process are wasted. We are committed to efficient resource use within our operations. Hunger in the World: Addressing food losses and waste is a direct response to the rising global hunger crisis. By minimizing waste, we contribute to ensuring a steady and reliable food supply, aligning with our dedication to combat food insecurity. Building Resilient Food Systems: Reducing food waste is essential for building resilient food systems capable of withstanding external shocks. Our commitment to sustainability includes promoting robust systems that adapt to challenges and ensure a stable food supply. Affordability of Food: Food loss and waste contribute to an increase in the overall cost of food. Recognizing the economic impact on consumers, we are committed to adopting practices that reduce waste and maintain affordable prices for our products.
Lansink’s Ladder, also known as the waste hierarchy, is a valuable framework for addressing and managing food waste in a sustainable way. At What’s Cooking? our priority is on avoiding waste through prevention and re-use (avoidance). The second priority is recovery, in which we first have recycling of waste (e.g. to animal feed) and then high-quality energy recovery. Disposal (incineration and landfill) is the least preferred option, which we try to avoid as much as possible.# Sustainability Report
Prevention Re-use Recycling Incineration with energy production Incineration Landfill Win the War on Waste Our commitment to reducing food waste is outlined in detail in our Environmental Policy, which can be found on our website: https://whatscooking.group/en-GB/our-engagement.
In our ongoing efforts to combat food waste, our ‘War on Waste’ teams meet monthly, fostering a collaborative environment where best practices are exchanged among our factories. Dedicated teams oversee waste reduction initiatives at both our Savoury and Ready Meals sites, emphasizing the importance of awareness and collective action. Several impactful projects illustrate our commitment to waste reduction. Initiatives such as enhancing our pigging system to minimize sauce waste, implementing non-destructive test probes for testing without generating food waste, and partnering with ‘Too Good To Go’ underscore our multifaceted approach. Furthermore, our focus on rework projects and optimizing slicing efficiency through innovative slice grippers are instrumental in decreasing waste across production lines. The integration of our new planning system marks a significant stride forward. This system enhances forecasting accuracy, enabling us to mitigate overstocks and minimize food waste at its source. Through these collective endeavors, we remain steadfast in our commitment to the war against food waste. We also built up experience collaborating very closely with certain of our key customers in the past few years. This experience has learned us that through increased collaboration – overstocks can also be reduced further in the supply chain, saving money for retailers. Partnerships in this respect can combine sustainability as well as financial benefits throughout the supply chain. The initiatives taken have resulted in approximately a 6% reduction in food waste in 2023 compared to 2022, reflecting the tangible impact of our collective efforts and innovative solutions in combating food waste. Adhering closely to the waste hierarchy principle, we prioritize waste prevention and recovery over disposal. ¹https://www.un.org/en/observances/end-food-waste-day
Recognising Global Problems: Sustainable packaging is crucial as we acknowledge and respond to global challenges, particularly the growing concerns about environmental degradation, plastic waste, and the broader impact on ecosystems.
Fighting Food Waste & Preserving Quality: Eliminating packaging entirely is not a viable option for us. Packaging plays a critical role in protecting our products from various forms of damage, ensuring that we can consistently deliver the highest quality to our customers. Additionally, it plays a key role in extending shelf lives, ultimately contributing to the reduction of food waste—an essential aspect of our commitment to sustainability. So we search for the most sustainable solutions while ensuring food safety and quality and while avoiding food waste.
Circularity: Extending the life cycle of products Moving from a linear economic model to a circular economy implies reducing waste to a minimum.
Reducing Carbon Emissions: Utilizing recycled packaging provides opportunities for reductions in CO2 emissions and the overall quantity of waste that needs disposal.
Consumer and Customer Concerns: Understanding and addressing the concerns of our consumers and customers is very important, as is educating them well.
A glance at the doughnut chart showing the treatment methods of our food waste reveals a remarkable achievement: nearly 96% of our food waste undergoes recovery processes, leaving almost nothing destined for disposal.
Our dedication to sustainable packaging and circularity is detailed in our Packaging Policy, accessible on our website: https://whatscooking.group/en-GB/our-engagement.
Whilst packaging is a very important topic for customers and consumers and we want to be at the forefront – introducing new packaging methods to reduce packaging waste and packaging intensity alongside recyclability…we also want to communicate transparently with our customers regarding the added value packaging brings when it comes to reducing food waste & guaranteeing shelf life as well as food safety. We consider it our duty to find solutions that can combine our packaging targets whilst guaranteeing quality and food safety. The importance of working with suppliers and (private label) customers on this topic, is key. We also refer to the article by Brecht Van Lerberghe on page 31 of this report.
Treatment methods food waste 2023
| Treatment Method | Amount |
|---|---|
| Food waste composted | 1,793.07 t |
| Food waste digested anaerobically for production of biogas | 8,894.74 t |
| Food waste recovered as animal feed | 940.78 t |
| Food waste recovered as biodiesel | 748.78 t |
| Food waste that contains meat recovered in the rendering industry | 87.92 t |
| Total amount of other organic waste incinerated |
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Sustainability Report
Environmental Protection: Responsible sourcing minimizes environmental impact by promoting sustainable farming practices, reducing deforestation, conserving water, and preserving biodiversity. This ensures that ecosystems remain intact for future generations.
Quality and Safety Assurance: Responsible sourcing guarantees the quality and safety of ingredients. By selecting high-quality, responsibly sourced materials, we can provide consumers with healthier, safer, and more nutritious products.
Long-Term Viability: Sustainable sourcing strategies are critical for the long-term viability of the food industry. They reduce reliance on finite resources, mitigate supply chain risks and ensure consistent access to ingredients, thereby promoting resilience to market fluctuations.
Consumer Trust and Reputation: Consumers are increasingly conscious of the origins of their food. By demonstrating a commitment to responsible sourcing, we build trust, strengthen our brand reputation, and appeal to customers and consumers who value ethical and sustainable products.
Regulatory Compliance and Future-Proofing: Responsible sourcing practices align with evolving regulations and standards in the food industry. Embracing these practices now can future-proof the company against regulatory changes.
Our Business Code of Conduct for Suppliers emphasizes the importance of upholding integrity and responsibility throughout our supply chain. Within our Code of Conduct, you can also find our ethics line and whistle-blowing platform, where external and internal stakeholders can raise concerns. You can find these document on our website: https://whatscooking.group/en-GB/our-engagement.
Furthermore, our Sustainable Procurement Policy and Supplier Code of Conduct outline our commitment to various standards, including those for animal welfare, 100% RSPO certified palm oil, ASC/MSC/Global GAP certified fish, and barn-raised eggs. You can access this policy on our website: https://whatscooking.group/en-GB/our-engagement.
To monitor the sustainability performance and drive continuous improvement among our suppliers, we utilize the Supplier Assessment Tool provided by EcoVadis. This tool is further elaborated upon in our Sustainability actions.
We set up a Supplier Engagement Program: “Cooking up sustainable partnerships”.
What’s Cooking? Supplier Day 2023
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Sustainability Report
The program was officially launched during our first Supplier Day in May. Our suppliers were informed about the new strategy of What’s Cooking? with a big focus on sustainability. Our communication underscored not only the criticality of sustainability but also highlighted the pivotal role our suppliers play in this shared journey. Working together across the whole value chain is key. We explained the three important aspects of our Supplier Engagement Program:
It is important to set up a process to identify, prevent, mitigate and account for how we address actual and potential adverse impacts related to corporate governance, workers, human rights, the environment, bribery and consumers not just within our own operations, but extending across our entire supply chain and business relationships. This is what is meant with due diligence. In this way, we can ensure a more effective protection of human rights and the environment within the whole value chain. This process consists out of 6 steps, which are visualised well by the OECD (Organisation for Economic Co-operation and Development) Guidelines:
These steps are being implemented in our procurement process
In 2023 we started the process, in order to evaluate the sustainability performance of our suppliers.# Sustainability Report
We targeted 80% of our MIP (Meat, Ingredients, Packaging) spend for the first exercise. To ensure an objective analysis of supplier performance, we selected the EcoVadis Ratings tool. This process involves tailored questionnaires based on the sector and company size.
Our procurement team organized three dynamic sessions, inviting several suppliers to present appealing joint projects. These meetings serve as a platform for mutual inspiration and are not just about exchanging information; they are a catalyst for innovation. We encourage suppliers to take a proactive stance and invite them to propose inventive projects aimed at improving operational efficiency, raising sustainability standards and increasing the nutritional value of our products. Through these partnerships, What’s Cooking? envisions a future where sustainability is a shared journey, where the combined efforts of all involved contribute to mutual growth. A special word of thanks goes to our procurement staff and the various suppliers who volunteered for the inspiration sessions.
The program extends beyond a mere scoring system across four distinct themes. Each supplier receives a personalized corrective action plan that highlights their specific sustainability improvement areas. These are categorized by urgency and accompanied by detailed guidelines for enhancement. Our first-year response rate has been remarkably positive (reaching approximately 68%), largely due to our consistent emphasis on the assessment’s significance. We’ve reiterated its importance multiple times, leveraging various communication channels such as the Supplier Day, webinars, and email correspondence. Additionally, our buyers are being trained in sustainability practices and utilizing the EcoVadis tool to ensure comprehensive engagement.
Having gathered this data, we’re equipped to actively engage with suppliers who have received lower sustainability scores, collaborating with them to enhance their performance. This initial assessment served as a base year, providing insights into their current standing. Moving forward, we intend to monitor and track performance, integrating these sustainability metrics into our vendor rating system. Suppliers who consistently neglect or resist prioritizing sustainability might face the consequence of discontinued business relationships. This underscores our commitment to partnering with suppliers who align with our sustainability goals and values.
For every question, a document of proof has to be uploaded, which is analysed by the CSR experts of EcoVadis. This results in a scorecard of every rated supplier. In the graph beneath you can see the supplier performance of the rated What’s Cooking suppliers, ranging from insufficient (red) performance to outstanding (dark green). The chart depicts the number of suppliers, and does not reflect the actual spend with the supplier at this point in time. The shaded grey area shows the average distribution of scorecard of all companies rated by EcoVadis.
| | 0% | 25 | 45 | 65 | 85 | 100 |
| :-------------------- | :-: | :-: | :-: | :-: | :-: | :-: |
| **100%** | | | | | | |
| **75%** | | | | | | |
| **50%** | | | | | | |
| **25%** | | | | | | |
| **0%** | | | | | | |
As approximately 86% of our scope 3 emissions originate from the products we procure, it’s crucial to collaborate with our suppliers to reduce emissions and enhance the overall carbon footprint across the value chain.
By using the EcoVadis Carbon Action Module, we gain insight into the carbon maturity levels of our suppliers. This allows us to target suppliers with different levels of carbon management and work together to measure their carbon footprint, set achievable targets and implement effective action plans. In addition, in the coming years we will focus on collecting supplier specific data on the carbon footprint of the products we purchase. Currently, we rely on general data from databases due to the lack of supplier-specific information, but the PCF (Product Carbon Footprint) feature in the tool will help improve our data collection efforts.
| | Insufficient | Beginner | Intermediate | Advanced | Leader |
| :-------------------- | :----------: | :------: | :----------: | :------: | :----: |
| **All companies rated by Ecovadis** | | | | | |
| **What’s Cooking?** | | | | | |
Our people are the cornerstone of our success. Promoting and safeguarding their health, safety, and well-being is non-negotiable. Every individual’s safety is a fundamental concern, aligning with our principle of crafting with care. We believe that all incidents are preventable and will only be successful when all our employees go home safely to their loved ones.
Accidents and work-related illnesses not only affect the individuals involved, but can impact their families and other employees, while potentially causing production stoppages, supply disruptions, operational costs and reputational damage to What’s Cooking? as an employer. A safe work environment is not just a box to check; it’s integral to our operational excellence. It’s a strategic priority for What’s Cooking?, integrated into our operations to ensure sustainable success.
At What’s Cooking?, we prioritize employee safety through our comprehensive Safety Policy, accessible on our website: https://whatscooking.group/en-GB/our-engagement. We have established one easy accessible document that describes the Health & Safety Management System. The Health and Safety Management System (HSMS) is a guide on how safety and health is managed and implemented in our daily processes according to the “Plan – Do – Check – Act” (PDCA) approach in line with the ISO45001 standard. The PDCA approach is used by What’s Cooking? to achieve continuous improvement. In doing so, we will comply with all relevant legal regulations and rules and consider industry best practices. The What’s Cooking? minimum requirements contained in the Health & Safety Management System ensure an appropriate level of safety and health on a group wide scale.
We define Recordable injuries as Lost Time Injuries. These are injuries where somebody cannot come back to work after an injury at work. In 2022, the Recordable Injury Frequency rate (RIFR) was 4.2, this means for every 200,000 working hours we had 4.1 injuries. In 2023 we reduced this number by 20%, moving to a RIFR of 3.3. The Severity Injury Frequency Rate measures the number of days that people have to stay home after an injury per 200,000 working hours. The SIFR has reduced from 100 to 61, representing a 39% decrease.
Our strategy consists of 3 pillars:
This year, we initiated the implementation of the 5 Life Saving Rules, a comprehensive set of guidelines designed to avert serious injuries. Through rigorous training, management oversight, and continuous monitoring, we ensure the effective integration of these critical rules into our operational ethos. Moreover, we prioritize learning from potential near misses, conducting thorough investigations and disseminating key insights throughout the organization. Additionally, we’ve structured a targeted safety training matrix comprising six essential modules tailored for three key groups: managers, team leaders, and operators. Equally, we’ve enhanced the capabilities of our Health & Safety Managers through specialized training in the ICAM (Incident Cause Analysis Method) methodology. This approach enables us to delve deep into identifying organizational, task-related, environmental, team, and individual factors, as well as failed defenses, fostering a proactive safety culture.
We have reinforced our commitment to regulatory adherence by establishing a robust Health & Safety Management system aligned with the ISO 45001 Standard. This system serves as a comprehensive reference guide outlining health and safety protocols across our operations. Furthermore, our ongoing safety assessments at each factory continually drive enhancements in safety protocols, ensuring alignment with evolving regulatory standards.
Central to our strategy is the development of a robust safety culture. We’ve introduced the safety room to provide new employees and contractors with a thorough understanding of our safety protocols and organizational values. Through this initiative, we underscore our dedication to ensure every individual returns home safely to their loved ones. Additionally, our 3S philosophy – SEE, SAY, STOP – coupled with the safe behaviour model, fosters a culture of vigilance and intervention. By encouraging open dialogue, we empower employees to proactively identify and address unsafe practices. Moreover, our managerial commitment is evidenced through regular safety visits, where leaders engage with frontline staff to reinforce safety protocols and ensure adherence to the 5 Life Saving Rules.
At the heart of our people strategy is the belief that engaged employees are naturally motivated.We are committed to nurturing this engagement as it not only fuels motivation, but also increases productivity and unleashes a wave of creativity. Fuelling Customer Satisfaction & Maximizing Profitability The ripple effect of increased productivity and creativity of engaged employees is crucial for increasing customer satisfaction. This in turn has a direct impact on profitability by serving as a catalyst for innovation and improving operational efficiency across our organisation. Fostering Safety & Elevating Quality Standards Committed employees show increased levels of alertness and strong commitment, resulting in a tangible reduction in safety incidents and quality issues. Their dedicated approach cultivates a culture of alertness and quality awareness, effectively reducing errors and increasing overall operational efficiency. Absenteeism & Employee Turnover A workforce that is highly engaged in its role experiences a significant drop in absenteeism because employees are more committed to their responsibilities and work environment. Moreover, engaged workplaces have lower staff turnover rates, as people feel truly valued and connected to the company’s overarching strategy and values, resulting in a significant increase in retention rates.
At What’s Cooking?, we foster employee engagement through our Business Code of Conduct, available for consultation on our website: https://whatscooking.group/en-GB/our-engagement. Additionally, we utilize the Engagement Index to measure engagement levels and implement targeted actions for improvement.
Within the domain of Employee Engagement, we distinguish four crucial dimensions: Well-being, Learning & Development, Leadership, and Pride.
Our commitment to employee wellbeing is going beyond the conventional approach. It goes beyond physical, mental and emotional health to create an environment where each individual feels truly valued, respected and included. A focus on diversity and inclusion creates a sense of belonging. Initiatives such as Mindlab, collaboration with physiotherapists, dedicated mental health weeks and the establishment of trust liaisons are pivotal components of our holistic approach.
Our dedication to continuous learning pushes us forward. We invest in comprehensive training programs, empowering employees to not only meet but exceed expectations. This strategic investment in skill development fosters growth and confidence among our workforce. In line with this commitment, we have created a dedicated Learning & Development (L&D) department consisting of three experienced professionals. The new team is leading the rollout of an L&D program and innovative tools. This demonstrates our ongoing commitment to providing employees with the knowledge, skills and resources vital to their professional journey and the continued success of What’s Cooking?.
Leadership excellence is at the heart of our engagement strategy. Effective leadership inspires, motivates, and guides, cultivating a culture characterised by trust, respect, and accountability. Our leadership initiatives, such as ‘Leadershift” calls and leadership ‘STIR’ meetings, play a crucial role in keeping our leadership team informed about our strategy and focus. These sessions serve as opportunities for learning and growth, enabling our leaders to gain valuable insights to share with their teams and enhance their leadership skills.
Encouraging a strong sense of pride is essential for strengthening our workplace community. Connecting employees with the company’s purpose, values and achievements increases morale and engagement. Engagement initiatives such as product tastings, a strategic rebranding with surveys, a strong ambassadors network, strong communication through various channels (social media, newsletters) and good integration of our sustainability strategy into our organisation are crucial to fostering a culture of pride.
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Ethical sourcing prioritizes fair labour practices, ensuring workers throughout the supply chain are treated fairly, paid equitably, and provided safe working conditions. It also supports local communities, contributing to their economic development.
Consumers are increasingly conscious of the origins of their food. By demonstrating a commitment to responsible sourcing, we build trust, strengthen our brand reputation, and appeal to customers and consumers who value ethical and sustainable products.
Responsible sourcing practices align with evolving regulations and standards in the food industry. Embracing these practices now can future-proof the company against regulatory changes.
Our Business Code of Conduct, accessible on our website: https://whatscooking.group/en-GB/our-engagement underscores our commitment to upholding human rights across all aspects of our business operations. Additionally, our Sustainable Procurement Policy and Business Code of Conduct for Suppliers, also available on our website, set clear expectations for our partners regarding human rights standards. We utilize the Supplier Assessment Tool provided by EcoVadis (see also earlier under ‘supplier engagement’) to monitor supplier sustainability performance, including adherence to human rights standards. Furthermore, with EcoVadis’ AI tool, we can detect potential human rights violations by screening the internet for relevant information. Through these comprehensive measures, we remain committed to protecting and promoting human rights within our organization and across our supply chain.
In the section addressing responsible sourcing within our second pillar, “Fight Climate Change,” we’ve detailed our strategy centred on due diligence aligned with OECD guidelines and the upcoming Corporate Sustainability Due Diligence Directive (CSDDD) https://commission.europa.eu/publications/proposal-directive-corporate-sustainability-due-diligence-and-annex_en. Our commitment to protecting human rights across the entirety of our value chain stands as a crucial component of our approach, alongside environmental considerations. We also evaluate our suppliers’ social impact via the EcoVadis platform, aiming to minimize the potential risks associated with human rights violations.
Sustainability Report
What’s Cooking? Annual report 2023 77
In Ridderkerk, the team came up with a bright idea! In which they apply a letterbox system, to check the size of the ham “end logs”. So it can be that simple to reduce waste!
On the 10th of May, the Corporate Procurement Department organized the first “Supplier Day”, to explore ideas and perspectives on how to build a better future together with our suppliers.
Deeside has passed the ISO14001 environmental audit! This accreditation represents a family of standards by the International Organization for Standardization (ISO) related to environmental management that exists to help organizations minimize how their operations negatively affect the environment. As a group, What’s Cooking? is focused on prioritising sustainability and reducing any negative environmental impact, so we are hugely proud to have been recognised in this way. Here’s to empowering and protecting the planet we share!
2 social topics came out as the winners for Q4.
On World Water Day, we took the opportunity to raise awareness about water scarcity. Water will only become scarcer, so we need to use it responsibly.
At What’s Cooking Group we believe that all incidents are preventable. Each of our employees should return home safely to their loved ones. That’s why, we put the spotlight on world day for safety & health at work! We are crafting with care, and are visibly ensuring safety side by side with our people, in all that we do. It really is a team effort to assure that ‘no one gets hurt’!
Food safety matters to us every day. Food safety & food quality is never to be compromised. Our customers and consumers are central to all that we do and we apply transparent communication. Each of our employees contributes to food safety by putting quality top of mind. World Food Safety Day offers us an opportunity to speak up about continuous improvement, day by day.# Sustainability Report
During the “morning panel” of 7th of June, the Plant Manager & FSQR team focused on how the plant is performing against Food Safety: • #/trend on Food Safety complaints top-3 • #/ type Recalls experienced related to Food Safety issues • Results on CCP follow-up and/or auditing with regard to Food Safety
To demonstrate the importance of sustainability at What’s Cooking?, the Board decided to establish a Sustainability Board Committee at the start of 2023. This committee is chaired by our chairman. This – alongside a relentless focus during every company meeting on sustainability is the foundation for the sustainability culture at What’s Cooking? (See also the Corporate Governance Section for more details on the Sustainability Committee and its members.) Each Executive Committee, 3 standard topics are used to open the meet- ing: Safety, Food Safety & Sustainability. But a program can only be successful if everyone within the group is ‘on board’. In order to achieve this engagement, we started an ESG ambassa- dor program. This, alongside the technical focus by workstreams on their area of expertise and regular steering committee meetings ensures a solid governance is in place.
At What’s Cooking?, our commitment to sustainability is driven by a ded- icated team of (volunteer) ESG ambassadors across various departments and functions. With at least one ambassador at every site, we’ve estab- lished a robust network that fosters a culture of sustainability within our organization. Our monthly online meetings serve as a platform for sharing innovative projects and ideas across different sites, promoting cross-pollination and ensuring a streamlined communication flow to our communication man- ager. These sessions also include brainstorming sessions aimed at mak- ing sustainability an intrinsic part of our company’s DNA while keeping it engaging and relatable for everyone. We organize sustainability events centred around specific themes. In addition to these monthly virtual meetings, we hosted an ESG ambas- sador ‘inspiration’ day, where a physical gathering allowed us to connect on a deeper level. The day started with a session on Climate Psychology, followed by group brainstorming sessions to outline our sustainability agenda for the upcoming year. In the afternoon, we joined forces to clean up garbage from the rivers of Ghent using canoes. The ESG ambassadors play a crucial role in creating a sustainability cul- ture and fostering intrinsic motivation among all team members. These ambassadors not only promote sustainability within our organizational framework but also serve as inspirational figures, setting an example for others within and beyond our company.
What’s Cooking? Annual report 2023 78
Creating nature is connecting people! Planting trees together is not only fun, it also brings us closer together and makes our force for good tangible, outside our own company loca- tions where day by day we invest in efforts to reduce the footprint of our products through innovations in production, packaging and product composition. It all fits our purpose: “Day by day, we make sustainable food consumption second nature”. And with our own local forest, we are taking new steps towards a better planet for people to enjoy.
In Lievegem, we started a cooperation with the organisation “Blij Leven”. This is an organisation for Special Youth Care. They accompany vulnera- ble young people from special/problematic family situations. The guid- ance is growth-oriented. Specifically, a number of their young people (who reached the age of 18) will perform a holiday job with us this sum- mer, at our plant in Lievegem. In this way, we help them grow towards independence in life and a better connection with everyone around them. We hope that they may develop further to become strong citizens in our society.
Saving food from going to waste is a step towards a greener cleaner planet. As part of our ESG ambition, we are determined to have as little food waste as possible: we aim to reduce our non-recovered food waste with 20% by 2024 (vs 2022) and use all efforts to assure that any left-over gets recycled. Small steps, big impact! Since 2022, What’s Cooking? also distributes left- overs through the Too Good To Go app. So far, we have saved 20-ton of Savoury products which corresponds to about 140k kg CO2e or 150 flights to New York. And Yes! We decided to extend the partnership with Too Good To Go to our other sites in Belgium, as well look at similar options abroad. Do you join us on this journey? Do you take your step towards a greener, cleaner planet?
Trees, trees, trees ... and … bees. Yep, at What’s Cooking? we do put up a ‘serious tree’ about it. On the 19th of November several What’s Cooking? employees and their families planted our own company forest, with a nice walking path and spot for bees. Nature creation in our own region close to our headquarters and Lievegem plant. Nearby, so that our employees, their family and friends, and the community around us can enjoy it.
What’s Cooking? Annual report 2023 Sustainability Report 79
Not all data was available for all years, but we are committed to keep measuring in order to keep improving!
For the first time, What’s Cooking includes quantitative measures in its sustainability report. It is our way to transparently share our achievements and challenges with our stakeholders.
| Sustainability KPI | Unit | 2021 | 2022 | 2023 | Target |
|---|---|---|---|---|---|
| Number of sites with a higher level IFS or BRC score | # | 9 | All our 12 sites by 2025 | ||
| %Volume of products sold meeting our nutrition policy | % | Reporting from 2024 onwards, 100% by 2030 | |||
| %Volume sold that are plant based or vegetarian products | % | 5.90% | 15% by 2030 | ||
| Scope 1&2 carbon emissions | ton CO2e | 50,569 | 54,155 | 42,234 | 25,284 by 2030 |
| Scope 3 carbon emissions | ton CO2e | 965,259 | 1,142,141 | 912,422 | 657,946 by 2030 |
| %Renewable electricity purchased | % | 0% | 0% | 50.9% | 100% by 2024 |
| Water withdrawal in litre /kg product sold | m3/ton | 6.45 | 6.73 | 4.51 | by 2030 |
| Amount of operational food waste | ton | 13,689 | 12,919 | 6,845 | by 2030 |
| %Recycle-ready primary packaging | % | 29.3% | 31.6% | 100% by 2025 | |
| %Recycled content of primary packaging | % | 14.5% | 10.35% | 30% by 2030 | |
| Packaging intensity | kg pack/kg prod | 0.09 | 0.08 | 0.07 | by 2030 |
| %Spend of critical suppliers covered by contracts with signed Supplier Code of Conduct | % | 83% | 100% by 2024 | ||
| %MIP (Meat, Ingredients, Packaging) spend covered by supplier sustainability score | % | 68% | 80% by 2025 | ||
| RIFR (Frequency of accidents) | n | 4.04 | 3.39 | 2.02 | by 2024 |
| SIFR (Severity of accidents) | n | 91.59 | 67.33 | 45.8 | by 2024 |
| Engagement Index Average Score | % | 75.54 | 80% by 2028 | ||
| Average number of training hours/employee | h/employee | Reporting from 2024 onwards, 18 hours/ employee by 2030 | |||
| %Functions-at-risk covered by Business Code of Conduct training, incl. anti-corruption and anti-bribery | % | 0 | 85% | 100% by 2023 |
What’s Cooking? Annual report 2023 Sustainability Report 80
The Ifs (International Featured Standards) Food Standard Reviews The Products And Production Processes To Evaluate A Food Producer’s Ability To Produce Safe, Authentic, And Quality Products According To Legal Requirements And Customer Specifications. (Https://Www.ifs-Certification.com/En/ Food-Standard )There Are Two Levels Of Certification – Foundation Level (Score Between 75 And 95%) And Higher Level (Score >95%). A Score Below 75% Means That No Certificate Can Be Granted. 8 Of Our Sites Have A Higher Level Score Of More Than 95%, 3 Sites Have A Score Between 92,98% And 94,3%. The Brc (British Retail Consortium) Global Food Safety Standard Provides A Framework To Manage Product Safety, Integrity, Legality And Quality, And The Operational Controls For These Criteria In The Food And Food Ingredient Manufacturing, Processing And Packing Industry. (Https://Www.brcgs.com/ Our-Standards/Food-Safety/ )The Grading Scale For Brcgs Audits Goes From Aa As The Highest To Uncertified In The Order: Aa, A, B, C, D, Uncertified. An Unannounced Audit Will Have A ‘+’ After The Grade, For Example, Aa+. Two Of Our Sites Are Graded By The Brcgs Audit, One Reached A Aa(+) Score, The Other One An A(+) Score.
A Food Suitable For Vegans Can Be Defined As Follows: Foods That Are Not Products Of Animal Origin And Where, At No Stage Of The Production And Processing Of The Food, The Following Products Of Animal Origin Have Been Used: - ingredients (Including Food Additives, Flavourings And Enzymes), Or - processing Aids, Or - carriers And Substances Which Are Not Food Additives, But Which Are Used In Strictly Necessary Doses In The Same Way And With The Same Purpose As Carriers, Or - substances That Are Not Food Additives But Are Used In The Same Way And With The Same Purpose As Processing Aids. A Food Suitable For Vegetarians Can Be Defined As Follows: Foods That Comply With The Requirements Of With Respect To Vegan Foods (See 3.1.) With The Difference That The Following Products, As Well As Components Or Derivatives Thereof, May Be Added Or Used In Their Production And Processing: 1. Milk And Dairy Products, 2. Colostrum, 3. Eggs, 4. Honey, 5. Beeswax, 6. Propolis, Or 7. Wool Fat, Including Lanolin Derived From The Wool Of Living Sheep. We Look At Both Plant-Based And Vegetarian Products To Calculate The %, And Divide This Number By The Total Volume Sold.
We Calculated Our Carbon Emissions According To The Recognized Greenhouse Gas Protocol (Https://Ghgprotocol.org/). Scope 1 Emissions Are All Direct Greenhouse Gas Emissions.# Sustainability KPI Key information on strategic KPI calculation
%Renewable electricity purchased
Purchased Renewable Electricity Is The Electricity We Buy Covered By Guarantees Of Origin. We Divide This By The Total Amount Of Electricity We Buy (Both In Mwh) (Not Taking Into Account The Green Electricity We Generate On Our Own Sites).
Water withdrawal/ton product sold
All Water That Is Withdrawn And Brought Into The Facility (Both Tap Water And Ground Water) Divided By The Volume Of Products Sold (Excluding The Intercompany Sales Numbers).
Amount of operational food waste
The Amount Of Operational Food Waste Is Calculated By Adding Up The Total Amount Of Pasta Food Waste, The Total Amount Of Meat Food Waste, The Total Amount Of Other Food Waste Without Meat, The Total Amount Of Other Food Waste That Contains Meat And The Total Amount Of Other Organic Waste. It Excludes The Amount Of Sludge From The Water Treatment. We Take All Different Waste Disposal Options Into Account: Animal Feed, Anaerobic Digestion For Production Of Biogas, Compost, Recovery In The Rendering Industry, Recovery As Biodiesel And Incineration (No Food Waste Is Going To Landfill). Next To Striving For A Minimum Amount Of Operational Food Waste, We Strive To Be As High On The Lansink’s Ladder As Possible Concerning Waste Disposal Methods.
%Recycle-ready primary packaging
The Total Amount Of Purchased Primary Packaging That Is Recycle Ready Divided By The Total Amount Of Primary Packaging Purchased. For The Definition Recycle Ready Packaging, We Use The Definition Of Recyclass (https://Recyclass.eu/Recyclability/Design-For-Recycling-Guidelines/). This Means: The Product Must Be Made Of A Material That Is Collected For Recycling, Has Market Value, And/Or Is Supported By A Legislatively Mandated Program. The Product Must Be Sorted And Aggregated Into Defined Streams For Recycling Processes. The Product Can Be Processed And Reclaimed/Recycled With Commercial Recycling Processes. The Recycled Material Becomes A Raw Material That Is Used In The Production Of New Products.
%Recycled content of primary packaging
Purchased Volume Of Post Consumer + Post Industrial Primary Recycled Material. Post Consumer Recycled Material Is Material That Was Used By The Consumer And Then Recycled And Processed. Post-Industrial Recycled Material Is Material That Is Coming From The Manufacturing Process. Primary Packaging Is The Packaging In Direct Contact With The Product Itself. This Number Is Divided By The Total Purchased Volume Of Primary Packaging.
Packaging intensity
Packaging Intensity Is Calculated By Dividing The Purchased Volume Of Packaging That Year By The Volume Of Products Sold In That Same Year.
%Spend of critical suppliers covered by contracts with signed Supplier Code of Conduct
What’s Cooking? Considers The Meat, Ingredients And Packaging Suppliers As Business Critical.
%Spend of critical suppliers covered by a supplier sustainability score
What’s Cooking? Considers The Meat, Ingredients And Packaging Suppliers As Business Critical. Having A Supplier Sustainability Score Means Having An Ecovadis Membership, As We Look At The Sustainability Scores Ecovadis Calculates Based On The Sustainability Input Our Supplier Put Into The Platform. Ecovadis Is A Widely Recognized Sustainability Ratings Provider (https://Ecovadis.com/) Sustainability Is Measured On Four Themes: Environment, Labour & Human Rights, Ethics And Sustainable Procurement.
RIFR (Frequency of accidents)
We Define Recordable Injuries As Lost Time Injuries. These Are Injuries Where Somebody Cannot Come Back To Work After An Injury At Work. In 2022, The Recordable Injury Frequency Rate (Rifr) Was 4,2, This Means For Every 200 000 Working Hours We Had 4,1 Injuries. In 2023 We Reduced This Number By 20%, Moving To A Rifr Of 3,3.
SIFR (Severity of accidents)
The Severity Injury Frequency Rate Measures The Number Of Days That People Have To Stay Home After An Injury Per 200 000 Working Hours.
Engagement Index Average Score
We Use An Engagement Net Promoter Score (Enps) That We Convert To An Engagement Index Score Via A Conversion Table. To Calculate This Score We Look At Just 1 Question Today, “How Likely Are You To Recommend Whats As An Employer To Others?”. In Addition, We Ask 10 Questions, The Score Of Which Is Plotted On Gallup’s Engagement Pyramid. The Survey Is Done In All Our Plants On A Monthly Basis And Is Calculated On The Last 12 Months (Rolling 12 Months).
Enps = ((Promoters - Criticasters)/#Respondents) X100
Promoters = Score > 80%
Neutrals = Score > 65 < 80%
Criticasters = Score < 65%
*For The Future, It Is Important To Paint A More Nuanced Picture Around The Various Engagement Scores. Ideally We Should Not Limit Ourselves To 1 Engagement Number, But Evolve To A Measurement Across The Different Engagement Domains (Appreciation, Leadership,...) That Allows Us To Analyse The Data To A Deep Level And Allows Us To Effectively Take Targeted Actions. To Consolidate The Engagement Figures, We Have Taken The Business Cluster Engagement Scores And Then Calculated A Weighted Average Of Those Scores, Taking Into Account The Number Of People Working Within The Cluster To Come Up With A Corporate Engagement Score.
%Functions-at-risk covered by Business Code of Conduct training, incl. anti-corruption and anti-bribery
At What’s Cooking?, The Functions At Risk For Corruption And Bribery Are The White-Collar Workers. They All Got A Training On Anti-Corruption And Anti-Bribery.
| Likelihood | Financial Impact |
|---|---|
| High | 5 |
| High possibility that it will happen within next 1 year | > 5 million turnover |
| Medium | 3 |
| High possibility that it will happen within next 5 year | 1 million - 5 million turnover |
| Low | 1 |
| Not probable that it will happen by 2030 | < 1million turnover |
This sustainability statement has been prepared on a consolidated basis and the scope of consolidation is the same as for the financial statements. It excludes our joint venture ‘Davai’. Where specific company data is available, this data has been used to calculate the emissions or other data included in this report. For scope 3 emissions, we draw your attention to the fact that What’s Cooking? has used generic databases in the absence of specific data. Internationally recognized databases such as Agribalyse (for raw materials and ingredients) and Ecoinvent, Base empreinte as well as Plastics Europe (with respect to Packaging materials) were used amongst others.
Materiality assessment is the starting point for our sustainability strategy and reporting under ESRS. In the figure above you can consult the different steps we took to come to the double materiality assessment. We will provide a more detailed explanation of the process for assessing impact, financial materiality, and double materiality.
To determine the impact materiality, we conducted a stakeholder questionnaire in which stakeholders could indicate the level of impact What’s Cooking? has on the potential material topics. Input from 247 respondents was gathered, including internal stakeholders like employees, the management team and the board, as well as external stakeholders such as suppliers, customers, banks, sector organizations and local communities. This was then complemented with an expert analysis, evaluating the same topics based on severity, considering scale, scope and irremediability, and likelihood of positive and/or negative impacts.
Opportunity Assessment:
* Internal experts were consulted to assess the size of potential positive financial effects and their likelihood of occurrence for the list of possible material topics
* A scale of high, medium, and low was used to categorize both the size and likelihood (see table xxx, time horizons in line with the ESRS defini- tions)
Risk Assessment:
* Internal experts were consulted to assess the size of potential negative financial effects and their likelihood of occurrence for the list of possi- ble material topics
* Similar to opportunities, a scale of high, medium, and low was used to categorize both the size and likelihood
Scaling to Numerical Values:
The text categories (high, medium, low) were rescaled to numerical values of 5, 3, or 1. This rescaling allows for quantitative calculations and analysis.
Quantitative Calculation:
Likelihood and the size of potential effects were multiplied for both oppor- tunities and risks. The results for opportunities and risks were then added together.# Sustainability Report
Plotting the impact materiality on the vertical axis and the financial materiality on the horizontal axis, results in the matrix below:
To determine thresholds for identifying very high and high material topics, we set 80% of the maximum materiality as the threshold for very high material topics. A threshold of 60% of the maximum materiality was applied to identify high material topics. The outcome was discussed and reviewed by the Executive Committee. We took into account the key learnings from the double materiality matrix when developing our long term plans (including both Capex and Opex).
In 2019, the European Commission announced the Green Deal for the European Union. This Green Deal aims to increase sustainable investments to achieve climate neutrality by 2050. This economy with net-zero GHG (Greenhouse Gas) emissions by 2050 should already achieve a 55% emissions reduction by 2030. The EU taxonomy regulation should provide a mandatory and harmonized framework to determine which economic activities can be considered environmentally sustainable.
Article 9 of Regulation 2020/852 (the European Taxonomy Regulation) covers the following six environmental objectives:
The European Union published a list of economic activities that must meet the first two environmental objectives. These are the energy sector, certain manufacturing activities, transportation and construction - but not (yet) the food sector.
We only discuss the types of revenue relevant within the EU taxonomy, namely CapEx (capital expenditure) and OpEx (operating expenditure). As our core activities are not yet covered by the EU taxonomy regulation, the annual revenues eligible for the taxonomy are 0% of our total revenues both in 2022 and 2023. The group’s activities may appear later in the list of eligible activities for Objectives 3 to 6 above. Once more details are available for the other economic activities that may qualify, the group will schedule an analysis around this.
The following OpEx and CapEx are relevant to the group in the context of EU taxonomy & ‘climate mitigation’:
Given the focus on environmental investments that also contribute to keeping our energy costs manageable - also encouraged by (government) energy policy agreements and similar measures - our ratio for CapEx eligible under the taxonomy is 5% to our total capex for 2022 and 13% for 2023. (numerator = eligible CapEx under the taxonomy & denominator is the total acquisition value of tangible and intangible assets for the relevant fiscal year as included in notes 15 & 16 of the 2023 Annual Financial Report). (For 2022, the total acquisition values for tangible and intangible non-current assets amounted to EUR 23.379 thousand and for 2023 they amounted to EUR 24.770)
The above topics are not part of our revenue generating core business, therefore our OpEx ratio is immaterial for both 2022 and 2023. (OpEx includes operating costs eligible under the taxonomy as a percentage of total operating costs for maintenance, repair, transportation and energy). We only had some minor lease costs related to electric bikes in 2023. The total OpEx eligible under the taxonomy was EUR 28,201 thousand in 2022 and EUR 31,296 thousand in 2023.
Where various activities could overlap in terms of revenue, CapEx or OpEx for reporting the EU taxonomy data, we only include the figure in the numerator where it is most relevant, to avoid double counting. In 2022, this was not applicable given the nature of the CapEx projects included.
Climate change mitigation means the process of keeping the global average temperature increase to below 2°C and making efforts to limit it to 1.5°C as defined in the ‘Paris Agreement’. Below we describe further details about our ‘Taxonomy eligible & aligned’ economic activities.
To assess whether the activities below are “aligned,” 3 alignment criteria were applied:
The group has solar energy installations at several sites. It uses this solar energy in its production facilities. These are either owned by the group or leased or are part of a ground lease granted to a third party that sells the energy from the installation to the group. Given that no CapEx amounts were spent on new solar installations in 2022 / 2023 nor OpEx costs incurred that qualify, the group has no reportable qualifying amounts for this activity even though it has such solar installations in operation. The group only had costs for the purchase of the solar energy and further paid for CapEx which in previous years was recognized as an acquisition under the guidance of IFRS 16. Consequently, no testing is to be performed based on the “screening criteria” for this activity.
The group has such installations at various sites. It uses cogeneration of heat / cool in its own production process. The majority of Capex and Opex spending happened already in previous years.There was only a minor expansion of the Capex related to the cogeneration installations in 2023.
1st check: substantial contribution to climate change mitigation
Thanks to the cogeneration installation, fewer energy is required to run the operations. The installation therefore contributes substantially to lower CO2e emissions.
2nd check: Do not significantly harm climate change adaptation or the transition to a circular economy and/or prevention of & control of pollution
The recovery of heat does not significantly harm climate change adaptation or the transition to a circular economy. It helps this transition. There is no incremental pollution related to this technique.
3rd check: Complies with the minimum safeguards.
The installation complies with the minimum safeguards.
Renewal of water collection, treatment and supply systems (# 5.2 above)
The group has such installations at various sites. It uses this water (after treatment) in its production process. Investments in 2023 were minor but they are expected to increase further in the future. The water supply system net average energy consumption for abstraction and treatment equals to or is lower than 0,5 kWh per cubic meter produced water supply. Net energy consumption may take into account measures decreasing energy consumption, such as source control (pollutant load inputs), and, as appropriate, energy generation (such as hydraulic, solar and wind energy);
1st check: substantial contribution to climate change mitigation
The renewal of the water supply system leads to improved energy efficiency by decreasing the net average energy consumption of the system by at least 20% compared to own baseline performance averaged for three years, including abstraction and treatment, measured in kWh per cubic meter produced water supply;
2nd check: Do not significantly harm climate change adaptation or the transition to a circular economy and/or prevention of & control of pollution
The installation does not significantly harm climate change adaptation or the transition to a circular economy and/or prevention of & control of pollution.
3rd check: Complies with the minimum safeguards.
The installation complies with the minimum safeguards.
The group considers it highly likely that further investments will be made in the future to optimize water consumption / re-use.
Renewal of waste water collection and treatment (# 5.4 above)
The group has such installations in various sites. The systems aim to correctly collect and treat wastewater generated during the production process. The group only invested immaterial amounts in 2023 but expects to make further investments in the coming years to optimize water (re) consumption.
Electric cars (# 6.5 above)
The group began leasing electric cars in 2021. In 2022, further electric cars were purchased for a CapEx amount of EUR 276 thousand. The amount increased further to EUR 1.131 thousand in 2023. Through a change in its “car policy,” the group made entering into a lease for electric cars more attractive to employees compared to fossil-fueled cars. The group therefore expects a further increase in the number of electric cars in the future.
1st check: substantial contribution to climate change mitigation
The group’s electric vehicles meet this requirement as electric cars have lower emissions than the limit in the technical screening criteria. The group’s lease contracts include maintenance and also repair. The activity meets the following criteria: for M1 and N1 category vehicles, both of which fall under the scope of Regulation (EC) No. 715/2007: until December 31, 2025, the specific CO2 emissions, as defined in Article 3(1)(h) of Regulation (EU) 2019/631, are lower than 50gCO2/km (low- or zero-emission light commercial vehicles); from January 1, 2026, the specific CO2 emissions, as defined in Article 3(1)(h) of Regulation (EU) 2019/631, are zero. for L category vehicles, the tailpipe CO2 emissions are equal to 0g CO2e/km, calculated in accordance with the emissions test of Regulation (EU) 168/2013.
2nd check: Do not significantly harm climate change adaptation or the transition to a circular economy and/or prevention of & control of pollution
At the end of the lease, the cars are returned to the leasing company and sold by the latter on the second-hand market. This shows that the activity does not violate the above criterion and a circular economy. Pollution control and prevention: electric cars have lower emissions versus other cars. Circular Economy: M1 and N1 category vehicles are both: reusable or recyclable to a minimum of 85% by weight; reusable or recoverable to a minimum of 95% by weight. Measures have been taken to manage waste both in the use (maintenance) and end-of-life phases of the vehicle fleet, including through reuse and recycling of batteries and electronics (especially critical raw materials therein), in accordance with the waste hierarchy. Pollution Prevention and Control: The vehicles meet the requirements of the latest applicable stage of Euro 6 type-approval for light vehicles(246), as established in accordance with Regulation (EC) No 715/2007. The vehicles comply with the emission thresholds for clean light vehicles in Table 2 of the Annex to Directive 2009/33/EC of the European Parliament and of the Council(247). However, for road vehicles of categories M and N, the tires do not all meet the rolling noise requirements in the highest class and the rolling resistance coefficient (which affects the energy efficiency of the vehicle) in the two highest classes, as set in Regulation (EU) 2020/740 and as can be verified in the European Product Register for Energy Labeling (EPREL). The vehicles comply with Regulation (EU) No 540/2014 of the European Parliament and of the Council(248).
3rd check: Complies with the minimum safeguards.
According to our analysis, this activity meets the minimum safeguard requirements. The group considers it likely that further investments will be made in the future to further electrify the commercial vehicles and light commercial vehicles fleet.
Renovation of existing buildings (# 7.2 above)
As a fresh food producer, we mainly use chilled rooms and freezers. Investing in the renovation of roofs - walls & partitions and the general insulation of buildings not only provides increased energy efficiency that is significant in the areas where they are applied but also reduces costs. There were EUR 916 thousand of CapEx investments in 2022 and EUR 1.753 thousand in 2023 relating to renovations of existing buildings covered by the scope.
1st check: substantial contribution to climate change mitigation
The renovations included meet the applicable requirements for major renovations or the renovations result in at least a 30% reduction in primary energy demand.
2nd check: Do not significantly harm climate change adaptation or the transition to a circular economy and/or prevention of & control of pollution
The activity meets the criteria set forth in Appendix A of the Annex to the relevant regulation.
3rd check: Meets minimum safeguard standards
Water: If installed as part of renovation work, excluding renovation work in residential buildings, the specified water consumption for the following water appliances shall be demonstrated by product data sheets, a building certificate or an existing product label in the Union, in accordance with the technical specifications in Appendix E of the relevant Appendix to the Regulation: sink taps and kitchen faucets have a maximum water flow of 6 liters/min; showers have a maximum water flow of 8 liters/min; toilets, including suites, wash bowls and flush cisterns, have a full flush volume of no more than 6 liters and a maximum average flush volume of 3.5 liters; urinals use no more than 2 liters/bowl/hour. Flush urinals have a maximum full flush volume of 1 liter.
Circular Economy: At least 70% (by weight) of non-hazardous construction and demolition waste (excluding naturally occurring materials referred to in category 17 05 04 of the European List of Waste established by Decision 2000/532/EC) generated at the construction site shall be prepared for reuse, recycling and other forms of material recovery, including backfilling operations where waste is used to replace other materials, in accordance with the waste hierarchy and the EU Protocol on Construction and Demolition Waste Management. Operators shall reduce waste generation in processes related to construction and demolition, in accordance with the EU Protocol on Construction and Demolition Waste Management, taking into account best available techniques and by selective demolition to enable the removal and safe handling of hazardous substances and facilitate reuse and high-quality recycling through selective disposal of materials, using available sorting systems for construction and demolition waste. Building designs and construction techniques support circularity and, in particular, demonstrate, with reference to ISO 20887 or other standards for assessing the disassembly or adaptability of buildings, how they are designed to be more resource-efficient and to be adaptable, flexible and dismantable to enable reuse and recycling. Given the strict criteria around circularity, the group cannot guarantee compliance in all its projects during 2022 and 2023. Consequently, for this component, we cannot confirm compliance with this requirement.
Pollution Prevention & Control: Building components and materials used in construction comply with the criteria of Appendix C of the Annex to the Appendix to the Regulation.# Sustainability Report
Building components and materials used in the renovation of buildings that may come into contact with occupants emit less than 0.06 mg of formaldehyde per m3 of material or component and less than 0.001 mg of other category 1A and 1B carcinogenic volatile organic compounds per m3 of material or component, when tested in accordance with CEN/EN 16516 or ISO 16000-3:2011 or other equivalent standardized test conditions and determination methods. Measures are taken to reduce noise, dust and pollutant emissions during construction or maintenance activities and also to reduce the impact on food safety to zero.
Installation, maintenance and repair of charging stations for electric vehicles in buildings (and parking spaces attached to buildings) (# 7.4 above)
The group began leasing electric cars and gradually installing charging infrastructure at its buildings in Belgium and the Netherlands in 2021. Further charging points were purchased in 2022 for a CapEx amount of EUR 8 thousand and 2023 for a CapEx amount of EUR 177 thousand.
1st check: substantial contribution to climate change mitigation
The installation of electric vehicle charging stations is consistent with the above contribution as explained under #6.5 above.
2nd check: Do not significantly harm climate change adaptation or the transition to a circular economy and/or prevention of & control of pollution
The activity meets the criteria set forth in Appendix A of the Annex to the relevant regulation.
3rd check: Complies with the minimum safeguards.
The group deems it likely that further investments will be made in the future given the fairly sharp rise in the number of electric cars.
Turnover, CapEx and OpEx: see appendix at the end of this chapter (Pages 89 to 91).
Other
The group has performed an initial analysis around the applicability of IAS 36 in the context of assets that may be subject to the effects of climate change and changing legislation in the context of the broader sustainability initiatives from the EU. The group has no indications that impairment indications are present for the group in 2022 or 2023. To be continued…
As the EU taxonomy will soon expand to include “food and beverage production,” we expect an increase in monitored KPIs in the future. We anticipated this as best we could so that we can already report to you in this annual report on progress both for sector agnostic (sector-independent) KPIs and what we believe are relevant sector-specific KPIs as well as our company-specific KPIs. Meanwhile, we remain committed to sustainability as a core element of our strategy. We set concrete targets as described earlier in this report and systematically monitor all indicators related to ESG. As What’s Cooking? we are convinced that we can have a real impact within our industry in the future and have the ambition to remain a leader in sustainability.
| Economic activities Codes | Absolute Turnover EUR'000 | Proportion of turnover % | Climate change mitigation % | Climate change adaptation % | Water and marine resources % | Circular Economy % | Pollution % | Biodiversit and ecosystems % | Climate change mitigation Y/N | Climate change adaptation Y/N | Water and marine resources Y/N | Circular Economy Y/N | Pollution Y/N | Biodiversit and ecosystems Y/N | Minimum safeguards Y/N | Taxonomy aligned proportion of turnover, year 2023 % | Taxonomy aligned proportion of turnover, year 2022 % | Category (enabling activity) | Category (transitional activity) |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| A/ TAXONOMY ELIGIBLE ACTIVITIES | |||||||||||||||||||
| A1 Environmentally sustainable activities (taxonomy aligned) | None | N/A | - | 0% | 0% | 0% | 0% | 0% | 0% | 0% | 0% | 0% | 0% | 0% | 0% | 0% | 0% | ||
| Turnover of environmentally sustainable activities (Taxonomy aligned) (A1) | N/A | - | N/A | - | - | - | - | - | - | - | - | - | - | - | - | 0% | 0% | ||
| A2 Taxonomy-eligible but not environmentally sustainable activities (not Taxonomy-aligned activities) | None | N/A | - | ||||||||||||||||
| Turnover of Taxonomy -eligible but not environmentally sustainable activities (not Taxonomy aligned) (A2) | N/A | - | N/A | - | - | - | - | - | - | - | - | - | - | - | - | 0% | 0% | ||
| Total (A1+A2) | - | 0% | 0% | 0% | 0% | 0% | 0% | 0% | |||||||||||
| B/ TAXONOMY-NON-ELIGIBLE ACTIVITIES | |||||||||||||||||||
| Turnover of Taxonomy-non-eligible activities (B) | 832,326 | 100% | |||||||||||||||||
| Total (A+B) | 832,326 | 100% |
| Economic activities Codes | Absolute CapEx EUR'000 | Proportion of CapEx % | Climate change mitigation % | Climate change adaptation % | Water and marine resources % | Circular Economy % | Pollution % | Biodiversit and ecosystems % | Climate change mitigation Y/N | Climate change adaptation Y/N | Water and marine resources Y/N | Circular Economy Y/N | Pollution Y/N | Biodiversit and ecosystems Y/N | Minimum safeguards Y/N | Taxonomy aligned proportion of capex, year 2023 % | Taxonomy aligned proportion of capex, year 2022 % | Category (enabling activity) | Category (transitional activity) |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| A/ TAXONOMY ELIGIBLE ACTIVITIES | |||||||||||||||||||
| A1 Environmentally sustainable activities (taxonomy aligned) | |||||||||||||||||||
| Cogeneration of heat/cool and power from renewable non-fossil gaseous and liquid fuels | 4.19 | 113 | 0.46% | 100% | Y | Y | Y | Y | Y | Y | Y | Y | Y | Y | Y | 0.46% | 0.00% | ||
| Renewal of water collection, treatment and supply systems | 5.2 | 7 | 0.03% | 100% | Y | Y | Y | Y | Y | Y | Y | Y | Y | Y | Y | 0.03% | 0.00% | ||
| Installation, maintenance and repair of charging stations for electric vehicles in buildings (and parking spaces attached to buildings) | 7.4 | 177 | 0.72% | 100% | Y | Y | Y | Y | Y | Y | Y | Y | Y | Y | Y | 0.72% | 0.03% | ||
| CapEx of environmentally sustainable activities (Taxonomy aligned) (A1) | N/A | 297 | 1.20% | 100% | Y | Y | Y | Y | Y | Y | Y | Y | Y | Y | Y | 1.20% | 0.03% | ||
| A2 Taxonomy-eligible but not environmentally sustainable activities (not Taxonomy-aligned activities) | |||||||||||||||||||
| Transport by motorbikes, passenger cars and light commercial vehicles | 6.5 | 1,131 | 4.57% | 100% | Y | N | Y | Y | Y | Y | N | Y | Y | Y | Y | 4.57% | 1.18% | ||
| Renovation of existing buildings | 7.2 | 1,753 | 7.08% | 100% | Y | Y | Y | Y | Y | Y | Y | Y | Y | Y | Y | 7.08% | 3.92% | ||
| CapEx of Taxonomy -eligible but not environmentally sustainable activities (not Taxonomy aligned) (A2) | 2,884 | 11.64% | 100% | Y | N | Y | Y | Y | Y | N | Y | Y | Y | Y | 11.64% | 5.10% | |||
| Total (A1+A2) | 3,181 | 12.84% | 12.84% | 5.13% | |||||||||||||||
| B/ TAXONOMY-NON-ELIGIBLE ACTIVITIES | |||||||||||||||||||
| CapEx of Taxonomy-non-eligible activities (B) | 21,589 | 87.16% | |||||||||||||||||
| Total (A+B) | 24,770 | 100.00% |
| Economic activities Codes | Absolute OpEx EUR'000 | Proportion of OpEx % | Climate change mitigation % | Climate change adaptation % | Water and marine resources % | Circular Economy % | Pollution % | Biodiversit and ecosystems % | Climate change mitigation Y/N | Climate change adaptation Y/N | Water and marine resources Y/N | Circular Economy Y/N | Pollution Y/N | Biodiversit and ecosystems Y/N | Minimum safeguards Y/N | Taxonomy aligned proportion of OpEx, year 2023 % | Taxonomy aligned proportion of OpEx, year 2022 % | Category (enabling activity) | Category (transitional activity) |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| A/ TAXONOMY ELIGIBLE ACTIVITIES | |||||||||||||||||||
| A1 Environmentally sustainable activities (taxonomy aligned) | |||||||||||||||||||
| Operation of personal mobility devices, cycle logistics | 6.4 | 12 | 0.04% | 100% | 0% | 0% | 0% | 0% | Y | Y | Y | Y | Y | Y | Y | 0.04% | 0% | ||
| OpEx of environmentally sustainable activities (Taxonomy aligned) (A1) | N/A | 12 | 0.04% | 0% | 0% | 0% | 0% | 0% | 0% | 0% | 0% | 0% | 0% | 0% | 0% | 0.04% | 0% | ||
| A2 Taxonomy-eligible but not environmentally sustainable activities (not Taxonomy-aligned activities) | |||||||||||||||||||
| None | N/A | - | |||||||||||||||||
| OpEx of Taxonomy -eligible but not environmentally sustainable activities (not Taxonomy aligned) (A2) | N/A | - | |||||||||||||||||
| Total (A1+A2) | 12 | 0% | 0% | 0% | 0% | 0% | 0% | 0% | 0% | ||||||||||
| B/ TAXONOMY-NON-ELIGIBLE ACTIVITIES | |||||||||||||||||||
| OpEx of Taxonomy-non-eligible activities (B) | 31,284 | 100% | |||||||||||||||||
| Total (A+B) | 31,296 | 100% |
Fines and judgments could diminish demand for our products and escalate costs. Reputational damage may further impede revenue generation. Elevated operating costs to ensure compliance could jeopardize contracts. However, the likelihood of these events occurring by 2030 is not high, and the potential associated financial impact is low.
Existing products may face substitution with lower emissions alternatives, potentially leading to the loss of contracts and bottom-line profit reduction. Additionally, significant R&D expenditures on new technologies and high capital investments in technology development could be required. Obsolescence of existing assets may necessitate early retirement, while adapting to new practices and processes could significantly impact costs. These events are likely to occur within a medium time horizon, resulting in a medium financial impact. However, these challenges can be transformed into positive financial impacts. There may be increased demand for re-formulated products with lower emissions and new packaging types developed by our R&I team. This could lead to an expanded market share, particularly if competitors struggle to adapt to technological advancements. Furthermore, the potential for Intellectual Property on newer technologies, packaging, and processes exists, along with increased revenues through better competitive positioning to meet shifting consumer preferences. These positive impacts are highly likely to occur within the next 5 years, resulting in a medium financial gain.
Changing consumer behaviour and market signals’ uncertainty may reduce demand for our products and result in revenue loss through the loss of existing contracts.# IRO (Impacts, Risks, Opportunities)
Our current corporate carbon footprint is 954 656 ton CO2e for the year 2023. Notably, our products contain ingredients with a significant CO2 footprints, such as meat and dairy. The total associated GHG emissions of our purchased meat and ingredients amount to 748 890 ton CO2e in 2023. Most of these emissions originate from our upstream value chain, particularly from our business relations with second, third or fourth-tier suppliers, including farmers and feed companies. Carbon emissions are a primary driver of global warming, exacerbating extreme weather phenomena like hurricanes, cyclones, heatwaves, floods, droughts, and heavy rainfall. The resultant increase in atmospheric CO2 levels accelerates the melting of polar ice caps and glaciers, leading to rising sea levels. Such changes disrupt ecosystems and habitats, resulting in biodiversity loss. Moreover, rising sea levels and extreme weather patterns can displace communities, necessitating migration to safer regions. Ocean acidification, caused by CO2 absorption, poses additional threats to marine life. We already see the consequences of carbon emissions and climate change today. We are acutely aware of the consequences of carbon emissions and climate change. Thus, we are committed to mitigating our climate impact and reducing carbon emissions in alignment with the Science Based Targets initiative. This initiative aligns with the Paris climate agreement’s goal of limiting global warming to 1.5 degrees Celsius above pre-industrial levels. Detailed information about our action plan to combat climate change can be found under “Protect our Planet – Fight Climate Change – Driving Change: Transition Plan for Climate Change Mitigation” on page 60. Reducing carbon emissions is a cornerstone of our company strategy, and we systematically calculate the carbon footprint of all our products to identify opportunities for emission reductions.
We make a distinction between climate-related transition risks and opportunities and climate-related physical risks and opportunities. (The definitions of financial impact categories are the same as under Sustainability Annex – General Information – Materiality Assessment – on page 83)
The identification and assessment of climate-related material risks is based on the Task Force on Climate-related Financial Disclosures.
Climate change may result in increased operating costs due to compliance or higher insurance premiums. Policy shifts could also necessitate the early retirement of existing assets, potentially resulting in significant financial impacts within the next 5 years. Conversely, there is an opportunity for the development of new products with lower greenhouse gas emissions. With the carbon footprint of all our products calculated, we are equipped to collaborate with our customers to optimize products. Additionally, leveraging this knowledge and our R&I teams positions us to innovate new products with reduced carbon footprints. This could be realized on a medium time horizon with high financial effects.
Moreover, increased raw material costs could escalate production expenses due to fluctuating input prices (e.g., energy, water) and output requirements (e.g., waste treatment). These events are highly likely to occur within the next 5 years, resulting in high financial impacts. Conversely, these challenges present opportunities for increased demand for new products and packaging, potentially leading to a higher market share if we can adapt to evolving market demands. Furthermore, diversifying financial assets, such as through investments in green bonds and infrastructure, could be beneficial. It is probable that these opportunities will arise within the next 5 years, carrying high potential financial effects.
Stigmatization of the sector and heightened stakeholder concerns may restrict capital availability, while disruptions in our supply chain could lead to reputation and profit losses. Additionally, the potential loss of contracts due to perception and reputation risks could result in revenue decline. These risks are anticipated to manifest over a long time horizon, with potential financial effects of less than 1 million turnover. However, we are actively enhancing our image as a blended producer of meat-based and plant-based products, demonstrating our commitment to vegetarian and plant-based options through company rebranding with sustainability at the forefront. This strategic shift can enhance our reputation and generate more positive stakeholder feedback. There is a high possibility that this will further evolve within the next 5 years, resulting in a medium financial impact.
Abrupt and unforeseen shifts in energy costs, particularly in the purchase of green electricity, could significantly increase our expenses. This scenario is highly likely to occur within the next 5 years, resulting in a medium financial impact. However, as we transition to a higher percentage of green energy, we anticipate reduced exposure to future fossil fuel price increases, lower operational costs, and decreased sensitivity to changes in the cost of carbon emissions. Moreover, this shift can enhance our capital availability, as more investors favour lower-emission producers. There is a high possibility that these opportunities will materialize within the next 5 years, resulting in a medium financial impact.
Implementing more efficient production and distribution processes can lead to an expanded production capacity, resulting in increased revenues. Efficiency gains and cost reductions, such as through decreased water consumption, can lower operating costs. Additionally, benefits to workforce management and planning, such as improved health and safety and enhanced employee satisfaction, can further reduce costs. This might only happen on a longer term time horizon, having a medium financial impact.
Reduced revenue may arise from decreased production capacity due to transport difficulties or supply chain interruptions.
Climate Sustainability Report Environmental What’s Cooking? Annual report 2023 93
It’s crucial to recognize the potential impacts of changes in precipitation patterns, extreme weather variability, rising mean temperatures, and sea-level rise. These factors can lead to reduced revenue due to transport difficulties, supply chain interruptions, and ingredient availability constraints, further compounded by negative effects on workforce health and safety. Additionally, lower sales/output and the write-offs of existing assets, especially those in high-risk locations, pose significant financial risks. Furthermore, increased costs associated with workforce impacts, operational expenses, and damage to facilities from rising sea levels must be carefully considered. Heightened insurance premiums and potential limitations on coverage for high-risk assets may exacerbate financial pressure. Certain chronic risks are already happening, so there is a high possibility this will happen within the next year, having a high financial impact.
It’s essential to recognize the potential benefits of leveraging our capabilities and adapting to changing climate conditions. For instance, increased sales of “summer” products during heatwaves present an opportunity to capitalize on shifting consumer preferences. Additionally, our scale, geographically spread manufacturing footprint, and international sourcing teams provide us with a competitive advantage. By improving product availability compared to our competitors, we can potentially realize volume gains and bolster revenue. Furthermore, investing in new products and services related to ensuring resilience can diversify revenue streams and enhance market competitiveness. Moreover, proactive resilience planning, including investments in infrastructure, land, and buildings, can enhance our market valuation and strengthen our long-term sustainability. It’s highly possible this will happen within the next year, having medium financial effects.
Our policies can be found under Protect our Planet – Fight Climate – Our Policies and systems on page 60.
The action plan for climate change mitigation can be found under Protect our Planet – Fight Climate Change -Driving Change: Transition Plan for Climate Change Mitigation on page 63 (and following).
Significant Opex and Capex required for the implementation of action plan: Purchasing Green Energy Certificates is a significant Opex expense. The pricing of the Certificates will depend on the market value at the time of purchase. The group does ‘layer’ these purchases during the year and can buy forward some of the certificates. The Opex related to these certificates is expected to be between EUR 0.5 and EUR 1.5 Mio per annum for the years 2024-2025. Cooling investments require significant Capex investments. The Group has completed a substantial part of these investments and future cooling upgrades are included in the Group’s long term Capex plan to allow the Capex % on sales to remain relatively stable with respect to these investments. Potential locked-in GHG emissions from key assets and products: The Group currently still relies on gas for certain of its steam generation / grilling. The group will explore transitioning these to electric going forward but has no final plan yet in this respect. With respect to scope 3 emissions, the group is heavily dependent on its purchases from suppliers. For Pri-Negative effects on the workforce, such as health issues and absenteeism, could further impair revenue. Additionally, lower sales/output and exceptional write-offs of assets could lead to significant financial losses. Higher operating and capital costs, including damage to facilities, are also conceivable outcomes. Moreover, increased insurance premiums and limited coverage for assets in “high-risk” areas may exacerbate financial strain. Ultimately, failure to meet customer requirements or lead times could result in contract losses, heightening financial vulnerability. There is a high possibility this will happen within the next 5 years, having a medium financial impact. We are planning to perform a more scientific climate scenario analysis in the coming years. The advantages of multi-plant operability emerge as a key benefit, enabling us to mitigate the impact of regional weather events and maintain operational continuity. Additionally, diversifying our product and service offerings to enhance resilience can contribute to increased revenue streams. Furthermore, proactive resilience planning, including investments in infrastructure, land, and buildings, can enhance market valuation and strengthen our competitive position. By capitalizing on these opportunities, we can bolster our resilience to acute climate-related risks and position ourselves for sustained success in an increasingly volatile environment. It’s highly possible this will happen on a medium time horizon, resulting in medium positive financial impacts.
Annual report 2023 94
ments – the Group will need to pass-thru the cost increases where they occur to customers. As customers have the same objectives as the Group with respect to sustainability – we assume a transparent pass-thru in our models.
The targets for climate change mitigation and energy consumption can be found under Protect our Planet – Fight Climate Change - Our Sustainability Targets on page 62 and following.
We report on the following metrics in line with the CSRD:
| KPI | UoM | 2022 | 2023 |
|---|---|---|---|
| Fuel consumption from coal and coal products | MWh | 0 | 0 |
| Fuel consumption from crude oil and petroleum products | MWh | 4,399 | 4,277 |
| Fuel consumption from natural gas | MWh | 116,585 | 112,167 |
| Fuel consumption from other fossil sources | MWh | 0 | 0 |
| Consumption of purchased or acquired electricity, heat, steam, or cooling from fossil sources | MWh | 27,574 | 13,121 |
| Total fossil energy consumption | MWh | 148,558 | 129,685 |
| Percentage of fossil sources in total energy consumption | % | 72.1% | 65% |
| Total energy consumption from nuclear sources | MWh | 28,503 | 13,121 |
| Percentage of energy consumption from nuclear sources in total energy consumption | MWh | 13.8% | 6.6% |
| Fuel consumption from renewable sources (part biofuel in company cars) | MWh | 237 | 204 |
| Consumption of purchased or acquired electricity, heat, steam, and cooling from renewable sources | MWh | 22,989 | 50,998 |
| Consumption of purchased or acquired electricity, heat, steam and cooling from renewable sources on-site* | MWh | 2,091 | 1,817 |
| Consumption of self-generated non-fuel renewable energy | MWh | 3,672 | 3,695 |
| Total renewable energy consumption | MWh | 28,988 | 56,714 |
| Share of renewable sources in total energy consumption | % | 14.1% | 28.4% |
| Total energy consumption | MWh | 206,049 | 199,520 |
| Energy intensity from activities in high climate impact sectors (total energy consumption per net revenue**) | MWh/1000 euro | 0.264 | 0.255 |
This includes 3rd party electricity from renewable sources located on our owned or leased properties.
*The entire revenue of the Group is derived from the sale of food products, which is considered a high climate impact sector. For the calculation of the electricity part of energy consumption from fossil sources, nuclear sources and renewable sources, we consulted the Energy Information Administration (https://www.eia.gov/ ) and made use of the energy mix %’es per country we could find there.
Sustainability Report Environmental What’s Cooking? Annual report 2023 95
We report on the following metrics in line with the CSRD and GHG protocol:
| Emission sources | 2021 | 2022 | 2023 | Share of Total emissions in CO2e 2023 |
|---|---|---|---|---|
| Total ton CO2e | 24,084 | 29,047 | 26,770 | 2.4% |
| Direct emissions from stationary combustion sources | ||||
| Total ton CO2e | 645 | 1,013 | 978 | 0.1% |
| Direct emissions from mobile sources with combustion engine | ||||
| Total ton CO2e | 0 | 0 | 0 | 0.0% |
| Direct emissions from processes | ||||
| Total ton CO2e | 4,514 | 3,620 | 4,638 | 0.3% |
| Direct fugitive emissions | ||||
| Total Scope 1 emissions | 29,242 | 33,681 | 32,386 | 3.4% |
| Total ton CO2e | 21,326 | 20,474 | 9,848 | 1.7% |
| Indirect emissions from electricity consumption (market-based*) | ||||
| Total ton CO2e | 0 | 0 | 0 | 0.0% |
| Indirect emissions from steam, heat or cooling consumption | ||||
| Total Scope 2 emissions (market-based*) | 21,326 | 20,474 | 9,848 | 1.0% |
| Total Scope 2 emissions (location-based) | 21,326 | 20,474 | 20,389 | / |
| Total Scope 1 & 2 emissions (market-based*) | 50,569 | 54,155 | 42,234 | 4.4% |
| Total Scope 1 & 2 emissions (location-based*) | 50,569 | 54,155 | 52,775 | / |
| Purchased goods or services | 839,465 | 1,002,561 | 786,465 | 83.8% |
| Capital goods | 12,935 | 11,673 | 9,849 | 1.0% |
| Emissions related to fuels and energy (not included in scope 1 and scope 2) | 12,653 | 13,314 | 9,304 | 1.1% |
| Upstream freight and distribution | 43,797 | 50,878 | 46,054 | 4.3% |
| Waste generated | 3,640 | 3,350 | 2,928 | 0.3% |
| Business travels | 58 | 80 | 140 | 0.0% |
| Employees commuting, incl telework | 1,569 | 2,004 | 2,111 | 0.2% |
| Upstream leased assets | 0 | 0 | 0 | 0.0% |
| Other indirect emissions upstream | 0 | 0 | 0 | 0.0% |
| Scope 3 emissions Upstream | MWh 28.988 | MWh 56.714 | ||
| Downstream freight and distribution | 18,589 | 18,497 | 15,235 | 1.5% |
| Processing of sold products | 0 | 0 | 0 | 0.0% |
| Use of sold products | 19,531 | 26,559 | 23,473 | 2.2% |
*Under market based, we are yet to obtain the exact mix of our electricity supply - so we use the grid factor (=location based) as conservative value while we try to collect this information from our electricity supplier. The emission factors used do not provide us details on biogenic sources and only cover CO2 (not CH4 and N2O) as they come from IEA (https://www.iea.org/data-and-statistics ).
Sustainability Report Environmental What’s Cooking? Annual report 2023 96
which are expected will require to be offset by efficiency gains whilst consumer preferences are expected to be favourable for the GHG emissions as blended (hybrid), plant-based and vegetarian products typically have a lower footprint compared to pure meat products. Any incremental environmental government taxes imposed will require to be passed-thru to customer prices in full in order to keep margins (and investments in Opex and Capex) viable. For further details on our scope 3 emissions included, see also earlier in this report.
| Emission sources | 2021 | 2022 | 2023 | Share of Total emissions in CO2e 2023 |
|---|---|---|---|---|
| Total ton CO2e | 13,022 | 13,225 | 16,863 | 1.1% |
| End-of-life of sold products | ||||
| Total ton CO2e | 0 | 0 | 0 | 0.0% |
| Downstream leased assets | ||||
| Total ton CO2e | 0 | 0 | 0 | 0.0% |
| Franchises | ||||
| Total ton CO2e | 0 | 0 | 0 | 0.0% |
| Investments | ||||
| Total ton CO2e | 0 | 0 | 0 | 0.0% |
| Other indirect emissions downstream | ||||
| Scope 3 emissions Downstream | 51,142 | 58,281 | 55,571 | 5.8% |
| Total Scope 3 emissions | 965,259 | 1,142,141 | 912,422 | 95.6% |
| TOTAL EMISSIONS SCOPE 1, 2 and 3 (market-based*) | 1,015,828 | 1,196,295 | 954,656 | 100.0% |
| TOTAL EMISSIONS SCOPE 1, 2 and 3 (location-based*) | 1,015,828 | 1,196,295 | 985,586 | / |
*Under market based, we are yet to obtain the exact mix of our electricity supply - so we use the grid factor (=location based) as conservative value while we try to collect this information from our electricity supplier. The emission factors used do not provide us details on biogenic sources and only cover CO2 (not CH4 and N2O) as they come from IEA (https://www.iea.org/data-and-statistics ). For calculations of scope 3 emissions, we used company specific data, except for the calculation of emissions from purchased goods and emissions from upstream transport, there we made use of generic data of recognized databases. In the coming years, we will collect supplier specific information to reduce uncertainty. The group’s targeted GHG emission reduction targets are science-based but still subject to review. The aim is to limit global warming to 1.5°C. The Group is currently building its reduction plan and will seek to validate this using acceptable scientific standards.
The impact of growing volumes Sustainability Report Environmental What’s Cooking? Annual report 2023 97
(during e.g. periods of drought), the company would have to stop operations as water is key in production and cleaning of the factories. There is also a risk that ground-water can no longer be used due to contamination, which would mean that the water would need to be replaced by tap water, increasing operational expenses. It is highly likely that these potential shifts will occur within the next five years, which can have a high financial impact on our company. Nevertheless, these market and policy risks present an opportunity for resource efficiency enhancement. We could significantly reduce water usage by investment via Capex or Opex (see above), reducing operating expenses related to the purchase of water. There could be an opportunity to allow farmers to take treated water for use during periods of extreme drought where this is legally allowed. The company has not yet done this in the past but this may be an opportunity going forward.# Sustainability Report Environmental What’s Cooking? Annual report 2023 98
This opportunity is expected to unfold gradually over the long term, potentially yielding medium financial benefits.
Our policies can be found under Protect our Planet – Fight Climate Change - Water Management – Our Policies and Systems on page 68.
The action plan for water management can be found under Protect our Planet – Fight Climate Change - Water Management – Driving Change: Our Sustainability Actions on page 68.
The targets for water management can be found under Protect our Planet – Fight Climate Change - Water Management – Our Sustainability Targets on page 68.
We report on the following metrics in line with the CSRD:
In 2023, water consumption at What’s Cooking facilities amounted to 217 126 m³/year, primarily for sanitation purposes and in production (including use in products and cleaning processes). In regions facing water scarcity, the excessive water consumption by What’s Cooking? could contribute to the depletion of freshwater resources such as rivers, lakes, and groundwater aquifers. Over-extraction of water may lead to the drying up of these vital sources, impacting both the environment and human populations reliant on them.
Furthermore, the water discharge from What’s Cooking? facilities in 2023 totalled 757 241 m³/year. If not adequately managed or treated, water discharge can result in significant adverse effects on aquatic ecosystems, human health, and overall environmental quality. Nutrient discharge, such as nitrogen and phosphorus, can stimulate the excessive growth of algae in water bodies, triggering harmful algae blooms. These blooms can release toxins and cause eutrophication, leading to oxygen depletion and habitat degradation.
To address these concerns, What’s Cooking? has established an ambitious target to reduce water withdrawal and therefore the number of litres used per kg of product sold. Moreover, the company ensures that the quality of water discharged aligns with regulatory standards through the operation of water treatment plants at all of its large facilities.
In the future, fluctuations in water prices may drive up production costs, while higher compliance costs may lead to an increase in operating expenses. The potential investments in Water re-use systems may have an impact on Capex spending or on Opex in case a ‘water as a service’ solution would be chosen. Should water become completely unavailable.
Water
| KPI’s | Unit of Measure | Data 2022 | Data 2023 |
|---|---|---|---|
| Total water withdrawal | m³ | 1,035,276 | 974,367 |
| %Ground water | % | 25.65 | 25.63 |
| Water reuse | m³ | 0 | 0 |
| Water consumption | m³ | 185,538 | 126,965 |
| Water discharges* | m³ | 849,738 | 847,402 |
| Water withdrawal/ton products sold | m³/t | 6.45 | 6.73 |
| Water intensity ratio (water consumption/net sales) | m³/1000 euro | 0.24 | 0.15 |
| Total water stored | m³ | Not measured yet** | Not measured yet** |
| Changes in water storage | m³ | Not measured yet** | Not measured yet** |
*Water discharge from our facilities may include rainwater and surface water, alongside process wastewater. Despite our best efforts to manage and treat water discharge, it’s important to note that we cannot exert full control over environmental factors such as rainfall and surface water flow.
**Water storage figures are not yet available. We have 3 main water storage points:
1/ Water storage for sprinkler installations (at certain sites)
2/ Water storage to recover heated water in our process in order to not lose energetic value of heated water.
3/ Water temporarily stored in water treatment plants, awaiting treatment in order to thereafter be discharged.
Material topics within the circular economy section are Sustainable Packaging and Waste Management (incl. food waste). Concerning the resource inflows of ingredients and meat and the resource outflows of our food products, we discuss this under Climate-Material IRO. In our Savoury business unit the resource inflow is mostly meat, as for our Ready Meals business unit these are ingredients and meat. The resource inflow of water is discussed under Water-Material IRO, with a higher water consumption in our Ready Meals plants.
Our annual consumption of primary packaging materials amounts to approximately 12 000 metric tons. The production of packaging materials often necessitates the extraction of natural resources, leading to habitat destruction, deforestation, and the depletion of finite resources. Additionally, it significantly contributes to municipal solid waste streams. When improperly disposed of or recycled, packaging materials may end up incinerated, in landfills, or as litter.
Moreover, the production of packaging materials requires substantial energy inputs. However, packaging plays a crucial role in ensuring food safety and preventing food waste. Recognizing the necessity of packaging for these reasons, we are dedicated to enhancing the sustainability and circularity of our packaging practices. Sustainable packaging initiatives frequently entail reducing material usage and optimizing packaging designs, thereby diminishing overall waste throughout the production and disposal stages. By incorporating recycled or renewable materials into packaging, we can conserve natural resources such as raw materials, water, and energy. Furthermore, sustainable packaging advocates for the reduction of single-use packaging. We have a sustainable packaging strategy for both our Savoury and Ready Meals business unit, with a higher packaging intensity in our Savoury division.
There exists the potential for a reduction in demand for goods due to shifts in customer requirements and consumer preferences. Additionally, costs may escalate due to higher compliance expenses or increased costs associated with packaging materials containing recycled content or recyclable materials. These developments are likely to unfold within the next five years, potentially resulting in high financial implications.
However, we have already committed to enhancing the sustainability of our packaging, with specific targets set for recycled content, recyclability, packaging intensity, and the requirement that 100% of purchased paper and cardboard must be FSC or PFC certified. Through packaging innovations, we can access new and emerging markets, thereby boosting our revenues. Moreover, a more competitive position reflecting changing customer demands and preferences regarding sustainable packaging could also lead to increased revenues. We anticipate these opportunities to materialize within the next year, with the potential for high positive financial impacts.
In 2023, our operations generated approximately 12 600 metric tons of food waste, 117 metric tons of hazardous materials waste, 0 metric tons of landfilled materials waste, 1400 metric tons of burnt materials waste, and 3400 metric tons of recycled materials waste. Exposure to hazardous waste poses significant risks to human health, while mismanagement of hazardous waste can lead to detrimental effects on the environment. The generation of leachate from landfilled waste can contaminate groundwater, and the production of methane, a greenhouse gas, is a by-product of landfilling.
Furthermore, when recyclable waste is landfilled or incinerated, valuable materials are needlessly lost. Food waste also has profound negative environmental impacts, as the production, processing, transportation, and disposal of wasted food consume significant resources such as water, energy, and land. When food is wasted, these resources are effectively squandered, exacerbating issues related to resource scarcity and inefficiency.
To address these challenges, we are actively combatting food waste with ambitious targets. We are committed to maximizing the recycling of materials waste by ensuring all our end products are recyclable, aiming for a 30% recycled content, and educating consumers. Additionally, we aim to reduce the amount of packaging used, while ensuring food safety and shelf life are not compromised.
There is a risk of escalating operating costs, potentially driven by higher compliance expenses, within the next five years, resulting in medium financial effects. However, our “War on Waste” program presents an opportunity for reduced operating costs through efficiency gains and cost reductions. It is highly probable that these benefits could materialize within the next five years, resulting in medium positive financial effects.
Our policy on food waste can be found under Protect our Planet – Win the War on Waste - Fighting Food Waste – Our Policies and Systems on page 69.
Our policy on Sustainable packaging can be found under Protect our Planet – Win the War on Waste - Sustainable Packaging – Our Policies and Systems on page 70.
Our policy on resource inflows of meat and ingredients can be found under Protect our Planet – Source Responsibly – Our Policies and Systems on page 71.
Sustainable packaging:
The target on recycle-ready packaging relates to increase of circular design and circular material use rate. This does not only depend on our company, but also on the waste collecting streams and sorting infrastructure. The target on recycled content relates to the increase of circular design and circular material use rate and the minimisation of primary raw materials. The two targets relate to ‘Recycling’ in Lansink’s ladder.# Sustainability Report
The target on packaging intensity relates to the minimisation of primary raw material and can be put into the ‘Prevention’ layer of Lansink’s ladder. We report on the following metrics in line with the CSRD:
Resource inflows
| KPI’s | Unit of Measure | Data 2023 |
|---|---|---|
| Overall total weight of meat, ingredients and packaging materials used during the reporting period | ton | 136,440 |
| Percentage of meat and ingredients | % | 89 |
| The absolute weight of recycled packaging components, used for primary packaging. | ton | 1,245 |
| The absolute weight of reused ingredients (through rework) used to produce new products | ton | 388 |
3. Actions
Our actions on food waste can be found under Protect our Planet – Win the War on Waste - Fighting Food Waste – Driving Change: Our Sustainability Actions on page 69. Our policy on Sustainable packaging can be found under Protect our Planet – Win the War on Waste - Sustainable Packaging – Driving Change: Our Sustainability Actions on page 70.
4. Metrics & Targets
The targets for circular economy can be found under Protect our Planet – Win the War on Waste - Fighting Food Waste – Our Sustainability Targets on page 69, under Protect our Planet – Win the War on Waste - Sustainable Packaging– Our Sustainability Targets on page 70 and under Protect our Planet – Source Responsibly – Our Sustainability Targets on page 71,
Prevention
Re-use
Recycling
Incineration with energy production
Incineration
Landfill
This target will minimize the use of primary raw materials and relates to ‘Prevention’ and ‘Reuse’ on Lansink’s Ladder (waste hierarchy). Next to this target we also have the internal target to recycle as much as possible and if that is not possible, to use incineration with energy production. Incineration is really the least desirable option (next to landfill, but we already have zero waste to landfill).
Resource outflows
| KPI’s | Unit of Measure | Data 2022 | Data 2023 |
|---|---|---|---|
| The rates of recyclable content in products packaging (calculation same as Overview of Strategic Metrics & Targets - %Recyclable content of primary packaging) | % | 14.5 | 10.35 |
| Food waste recovered as animal feed | ton | 492 | 941 |
| Food waste digested anaerobically for production of biogas | ton | 10,004 | 8,895 |
| Food waste composted | ton | 1,072 | 1,793 |
| Food waste that contains meat recovered in the rendering industry | ton | 0 | 0 |
| Food waste recovered as biodiesel | ton | 1,232 | 749 |
| Total amount of other organic waste incinerated | ton | 377 | 88 |
| Total amount of food waste generated | ton | 13,273 | 12,566 |
| Residual waste for incineration | ton | 1,551 | 1,413 |
| Other non-hazardous materials waste (recycled) | ton | 3,589 | 3,390 |
| Total amount of non-hazardous materials waste generated | ton | 5,140 | 4,803 |
| Total amount of hazardous materials waste recycled | ton | 11,149 | 20 |
| Total amount of hazardous materials waste incinerated | ton | 28 | 97 |
| Total amount of hazardous materials waste with other end-of-life treatment | ton | 0.03 | 0.1 |
| Total amount of hazardous materials waste generated | ton | 11,177 | 117 |
| Total amount of non-hazardous waste reused (rework) | ton | 412 | 388 |
| Total amount of non-hazardous waste recycled | ton | 5 | 153 |
| Total amount of non-hazardous waste recovered through other recovery operations | ton | 11,236 | 9,644 |
| Total amount of non-hazardous waste incinerated | ton | 1,928 | 1,501 |
| % of recovered non-hazardous waste | % | 90 | 91 |
| Total amount of waste going to landfill | ton | 0 | 0 |
With respect to the durability of our products, shelf life is the most determining factor within our sector. Given the variety of products that we offer, the shelf life will vary between a few days and approximately one year depending on whether the goods are sold as ‘fresh’ or ‘frozen’. Our fresh products’ shelf life will depend on the period where quality and food safety as well as taste can be guaranteed, always maintaining a balance between quality and food waste. We equally strive to minimize the use of artificial preservatives.
Frozen food which is more often used in foodservice has a longer shelf life and allows for a lower food waste in the downstream value chain but requires higher energy consumption during both production and downstream.
workforce management and planning, such as enhanced health and safety measures, increased employee satisfaction, and the ability to attract top talent. We believe these opportunities will come in the longer term, having positive financial effects of less than 1 million turnover.
Material positive impacts
Employee engagement yields significant positive impacts, notably on overall well-being. Engaged employees typically encounter reduced levels of stress, anxiety, and burnout, contributing to their overall mental and emotional wellness.
Material opportunities
Employee engagement presents numerous opportunities for organizations. This includes increased revenue resulting from positive impacts on workforce management and planning, such as improved employee attraction and retention rates. Additionally, there are lower costs associated with benefits in workforce management and planning, such as enhanced health and safety measures, elevated employee satisfaction, and the ability to attract top talent. It’s highly possible this will happen with the next five years, with a medium positive financial impact.
2. Policies
Our policy on safety can be found under Help People Flourish – Guard Employee Safety – Our Policies and Systems on page 74. Our policies and systems on employee health, wellbeing and engagement can be found under Help People Flourish – Guard Employee Safety – Our Policies and Systems on page 75.
Supplier Policy (https://whatscooking.group/en-GB/general-terms-and-conditions-purchase-goods-andor-services)
Our Business Code of Conduct & Supplier Policy are aligned with:
These policy address trafficking in human beings, forced labour or compulsory labour and child labour.
* Whistleblowing policy and tool (https://whatscooking.group/en-GB/ethics-line)
What’s Cooking has implemented a comprehensive Whistleblower policy and tool that is closely aligned with local laws. This framework covers every aspect, from initial reporting to subsequent follow-up and resolution. The main goal of this policy is to promote a culture of transparency
1. Material IRO
Material topics within the own workforce section are Safe Working Environment, Employee Health and Wellbeing and Employee Engagement.
Material negative impacts
In 2023, What’s Cooking? facilities reported a Recordable Injury Frequency Rate (RIFR) of 3.3, indicating that for every 200,000 working hours, there were 3.3 injuries. The presence of safety hazards within our operations poses a direct risk of injuries and, tragically, even fatalities. Such incidents can have profound and devastating repercussions not only for our employees but also for their families. Ensuring safety remains our utmost priority, evident from its consistent discussion at the forefront of every Executive Committee meeting. While we have already achieved a 20% reduction in RIFR compared to 2022, our ultimate goal is to attain zero accidents. For detailed insights into our proactive measures, please refer to our initiatives outlined under “Help People Flourish – Guard Employee Safety – Driving Change: Our Sustainability Actions.
Recordable work-related accidents for 2022 and 2023 in this report are excluding the number of accidents without lost time, we will start to measure these from 2024 onwards. They do include the number of accidents with lost time and number of fatalities for both own employees and temp agency workers.
Material risks
Safety hazards in the workplace can result in reduced revenue due to negative impacts on the workforce, such as health issues and absenteeism. They can also incur increased operating costs, including compliance expenses and higher insurance premiums. Moreover, there are additional costs associated with absenteeism and healthcare expenses for injured workers. It’s worth noting that safety hazards can affect both white-collar and blue-collar workers, with the latter facing a higher likelihood due to their work in production environments. The likelihood of occurrence is low with low potential negative financial effects.
Material positive impacts
Promoting the mental and physical well-being of all employees can yield significant positive impacts. By enhancing their physical health, it lowers the risk of chronic diseases, obesity, and related health concerns. Additionally, it leads to reduced stress levels and fosters improved mental resilience among employees.
Material risks and opportunities
Neglecting employee health and wellbeing can lead to several adverse outcomes. This includes reduced revenue stemming from negative impacts on workforce management and planning, such as difficulties in attracting and retaining employees. Additionally, it can result in increased operating costs due to inefficiencies and cost escalations within the organization. We think there is a low probability for this risk to happen, with low financial impacts.# Sustainability Report Social
Prioritizing employee health and wellbeing presents various opportunities for organizations. These include lower costs attributed to benefits in Own Workforce Sustainability Report Social What’s Cooking? Annual report 2023 102 dialogue in order to improve staff engagement and wellbeing further. Next to this, regular town hall sessions or online update calls are also in place.
Our actions regarding a safe working environment can be found under Help People Flourish – Guard Employee Safety – Driving Change: Our Sustainability Actions on page 74. Our actions regarding employee health, wellbeing and engagement can be found under Help People Flourish – Guard Employee Safety – Driving Change: Our Sustainability Actions on page 74.
Our Human Resources (HR) and Environment, Health, and Safety (EHS) teams play a pivotal role in implementing measures to ensure a safe work environment and enhance employee health, wellbeing, and engagement. These teams work collaboratively to develop and implement strategies aimed at promoting safety, improving overall employee health, and fostering a culture of wellbeing and engagement across the organization.
In addition to the HR and EHS teams, we have established various working groups, such as Engagement Teams and Ambassadors, dedicated to managing health, wellbeing, safety, and engagement initiatives. These groups are given the time and resources necessary to actively participate in developing and implementing programs and initiatives that address the diverse needs of our workforce.
We actively encourage all employees to contribute ideas and suggestions for actions through our open culture and the values introduced during our company rebranding last year: “be confident and courageous” and “craft with care and care by crafting”. In 2024, we plan to organize training sessions focused on reinforcing these values. Through the collaborative efforts of our teams, working groups, and all our confident and courageous employees, we are dedicated to continually enhancing the safety, health, and wellbeing of our workforce. Additionally, we aim to cultivate a positive and engaging work environment for all, reflecting our commitment to our values and the collective efforts of our entire organization.
By creating an open communication with our whistleblowing tool and a safety and wellbeing culture through training and awareness creation, we want to ensure our business activities do not cause or contribute to material negative impacts.
Our targets regarding a safe working environment can be found under Help People Flourish – Guard Employee Safety – Our Sustainability Targets on page 74. Our targets regarding employee health, wellbeing and engagement can be found under Help People Flourish – Guard Employee Safety – Our Sustainability Targets on page 74.
To establish these targets, we analysed historical data, enabling us to set ambitious yet achievable goals. These targets are communicated transparently to our employees and relevant stakeholders each year, along with our progress towards achieving them. This ensures alignment throughout the organization and accountability for our commitments to continuous improvement in safety, health, and wellbeing.
and compliance within the organization by encouraging employees and third parties to report suspected violations immediately. Safe channels for reporting are in place so that people can raise concerns without fear of retaliation. Reports received under this policy will be treated with the utmost confidentiality in accordance with current privacy and data protection laws, including Regulation (EU) 2016/679 (GDPR) and relevant national regulations. The identity of the reporter will remain confidential and will be disclosed only to authorized staff involved in the investigation process, or as required by law.
Upon receipt of a report, the local reporting manager conducts a preliminary assessment and determines the appropriate course of action. Investigations are conducted thoroughly and locally whenever possible, if necessary with the assistance of the group’s investigation team. Outside counsel may be used to ensure the integrity and confidentiality of the process. During the investigation, the reporter is kept informed of progress and results. Within three months of confirming the report, feedback is provided on actions taken to address the reported violation. All actions are documented to ensure transparency and accountability in resolving issues.
At What’s Cooking, we are committed to maintaining the highest standards of ethical behaviour. Our Whistleblower policy underscores this commitment and provides a mechanism for individuals to raise concerns and contribute to a culture of integrity and accountability within the organization. Our whistleblowing policy ensures discrimination prevention, swift action upon detection, and the advancement of diversity and inclusion.
The most senior role within What’s Cooking? that has operational responsibility for ensuring that engagement with workers is discussed and monitored is the Chief People Officer.
Our approach to engaging with our workforce and workers’ representatives involves multiple steps aimed at fostering a culture of engagement and inclusivity. Annually, employees receive an engagement questionnaire to measure the level of engagement within What’s Cooking?. This allows us to assess engagement levels at every location and gather valuable feedback. Employees are also encouraged to provide suggestions at the end of the questionnaire to further enhance the workplace’s engagement.
Based on the inputs gathered from the engagement questionnaires, we tailor actions specific to each site to address identified needs and preferences. This localized approach ensures that we are closely aligned with the needs of our employees. Examples of actions implemented include language classes and instructions with pictograms instead of text to increase inclusivity among different minority groups. By implementing these measures, we strive to create a work environment where every employee feels valued, included, and engaged in the company’s objectives and initiatives.
We also engage with our workers’ representatives (works councils and similar) on a regular basis and hold an annual information meeting for representatives from all our locations to ensure information sharing and dialogue in order to improve staff engagement and wellbeing further.
| Activities | Number of employees by headcount (31/12/2022) | Number of employees by headcount (31/12/2023) |
|---|---|---|
| Group | 54 | 61 |
| Group functions | 54 | 61 |
| Ready meals | 1,318 | 1,354 |
| Belgium | 488 | 509 |
| Marche-en-famenne Production | 311 | 323 |
| Wanze Production | 140 | 145 |
| Sales units Sales & Marketing | 37 | 41 |
| France | 239 | 234 |
| Mezidon Production, Sales & Marketing | 237 | 232 |
| Sales units Sales & Marketing | 2 | 2 |
| The Netherlands | 3 | 0 |
| Sales units Sales & Marketing | 3 | 0 |
| Poland | 146 | 199 |
| Opole Production, Sales & Marketing | 146 | 199 |
| Spain | 6 | 6 |
| Sales units Sales & Marketing | 6 | 6 |
| United Kingdom | 436 | 406 |
| Deeside Production, Sales & Marketing | 436 | 406 |
| Savoury | 1,182 | 1,116 |
| Belgium | 672 | 610 |
| Lievegem Production, Slicing & Packaging | 159 | 155 |
| Veurne Slicing & Packaging | 115 | 108 |
| Wommelgem Production, Slicing & Packaging | 360 | 347 |
| Sales units Sales & Marketing | 38 | 0 |
| The Netherlands | 509 | 506 |
| Aalsmeer Slicing & Packaging | 52 | 49 |
| Borculo Production | 94 | 98 |
| Ridderkerk Slicing & Packaging | 122 | 118 |
| Wijchen Slicing & Packaging | 168 | 182 |
| Sales units Sales & Marketing | 73 | 59 |
| United Kingdom | 0 | 0 |
| Sales units Sales & Marketing | 1 | 0 |
| GRAND TOTAL | 2,554 | 2,531 |
| Gender | Number of employees by headcount (end of year 2023) |
|---|---|
| Male | 1,604 |
| Female | 927 |
| Other* | 0 |
| Total Employees | 2,531 |
Data 2023 (End of Year)
| Female | Male | Other gender | Total | |
|---|---|---|---|---|
| Number of permanent employees by headcount | 876 | 1,511 | 0 | 2,387 |
| Number of temporary employees by headcount | 51 | 93 | 0 | 144 |
| Number of full-time employees by headcount | 712 | 1,461 | 0 | 2,174 |
| Number of part-time employees by headcount | 215 | 143 | 0 | 357 |
| Total Number of employees by headcount | 927 | 1,604 | 0 | 2,531 |
| Diversity Metrics | KPI | Unit | Data 2023 |
|---|---|---|---|
| Number of employees and service providers (headcount) at top management level (definition top management level = Executive Committee plus General Counsel, service providers include representatives of management companies) | # | 8 | |
| Percentage of female employees at top management level | % | 25 | |
| Number of employees (head count) under 30 years old (total Group) | # | 362 | |
| Percentage of employees under 30 years old | % | 14.3 | |
| Number of employees (head count) between 30 and 50 years old (total Group) | # | 1,322 | |
| Percentage of employees between 30 and 50 years old | % | 52.2 | |
| Number of employees (head count) over 50 years old (total Group) | # | 847 | |
| Percentage of employees over 50 years old | % | 33.5 |
| KPI | Unit | Data 2023 |
|---|---|---|
| Total number of employee turnover | # | 304 |
| Employee turnover rate | % | 12,01 |
*We have not requested all workforce to disclose their gender. Information in the above table is generated based on the identification at the start of employment of the employee.
Within the group, diversity - equity & inclusion are important, as we have sites employing people with different backgrounds, nationalities, religions etc. We work as one family – and we are proud of the diversity in the Number of nationalities at the end of the calendar year per production location.
The various teams. A testament to the diversity are the nationalities working at the different plants within the group – as outlined in the table below.# Sustainability Report
Adequate Wages
All our employees are paid adequate wages.
| KPI | Data 2022 | Data 2023 |
|---|---|---|
| Number of fatalities in own workforce as result of work-related injuries and work-related ill health | 0 | 0 |
| Number of fatalities as result of work-related injuries and work-related ill health of other workers working on undertaking's sites | 0 | 0 |
| Number of recordable* work-related accidents and ill health for own workforce | 101 | 69 |
| Rate of recordable* work-related accidents and ill health for own workforce | 20.2 | 15.6 |
| Number of work days lost to work-related injuries and fatalities from work-related accidents, work-related ill health and fatalities from ill health related to employees | 1,595 | 789 |
| Percentage of people in its own workforce who are covered by health and safety management system based on legal requirements and (or) recognised standards or guidelines | 100% | 100% |
*Recordable work-related accidents for 2022 and 2023 are excluding the number of accidents without lost time, we will start to measure these from 2024 onwards. They do include the number of accidents with lost time and number of fatalities for both own employees and temp agency workers.
See the Corporate Governance section of this report for detailed reporting on the remuneration ratio and the calculation method thereof.
| KPI | Data 2022 | Data 2023 |
|---|---|---|
| The total number of incidents of discrimination, including harassment | 0 | 1 |
| For the remaining social and human rights matters (i.e. excluding discrimination or harassment), the number of complaints filed through channels for own workers to raise concerns (including grievance mechanisms) and, where applicable, to the National Contact Points for OECD Multinational Enterprises | 3 | 5 |
| The total amount of material fines, penalties, and compensation for damages as a result of violations regarding social and human rights factors | 0 | 0 |
| The number of severe human rights issues and incidents connected to the undertaking’s workforce in the reporting period, including an indication of how many of these are violations of the UN Global Compact Principles and OECD Guidelines for Multinational Enterprises | 0 | 0 |
| The total amount of fines, penalties and compensation for damages for the issues and incidents related to severe human rights issues and incidents | 0 | 0 |
| Number of confirmed incidents of corruption or bribery | 0 | 0 |
| Number of convictions for violation of anti-corruption and anti-bribery laws | 0 | 0 |
| Amount of fines for violation of anti-corruption and anti-bribery laws | 0 | 0 |
| Number of confirmed incidents in which own workers were dismissed or disciplined for corruption or bribery-related incidents | 0 | 0 |
| Number of confirmed incidents relating to contracts with business partners that were terminated or not renewed due to violations related to corruption or bribery | 0 | 0 |
360 degree watch tool – which scans for potential human rights and ethics issues related to workers in the value chain. We also actively engage in dialogue with suppliers who were known to use a significant amount of subcontractors in the past. Although we have not yet performed supplier audits to focus on the more vulnerable in the value chain, we have reviewed the changes in legislation (restricting the use of subcontractors) with our key meat suppliers. The most senior role within What’s Cooking? that has operational responsibility for ensuring that engagement in the value chain is discussed and monitored is the Chief Operating Officer. The responsible for the whistle-blowing at What’s Cooking? is the internal auditor.
Actions
Our actions regarding workers in the value chain can be found under Help People Flourish – Protect Human Rights – Driving Change: Our Sustainability Actions on page 75.
Metrics & Targets
Our targets with respect to workers in the value chain can be found under Help People Flourish – Protect Human Rights – Our Sustainability Targets on page 75.
Material IRO
The material topic that is part of workers in the value chain, is sustainable procurement. It contains many environmental topics, but also social topics.
Embracing sustainable sourcing practices can contribute to ensuring that workers throughout the value chain receive fair wages, enjoy improved working conditions, and have opportunities for economic advancement. This not only enhances their quality of life and financial stability but also fosters community development. We set up a Supplier Engagement Program to ensure the protection of human rights throughout the value chain, you can read all about it under Help People Flourish – Protect Human Rights – Driving Change: Our Sustainability Actions on page 76.
Human rights violations within the supply chain pose significant risks to businesses. These risks include reduced demand for goods and services due to a shift in customer preferences towards ethical sourcing, as well as reputational damage that can lead to decreased demand. Additionally, companies may face increased operating costs due to the implementation of stringent compliance measures and due diligence processes. Moreover, there’s a risk of reduced capital availability as investors and lenders may shy away from supporting companies associated with human rights violations, impacting the company’s financial stability and growth potential. This is probable to happen within the next five years, resulting in a medium financial impact.
In our effort to mitigate risks, we’ve established a comprehensive supplier engagement program. This strategy presents several opportunities for our business. Firstly, it enables us to access new and emerging markets, potentially leading to increased revenues. Moreover, by aligning with shifting customer requirements and preferences—such as the demand for responsibly sourced ingredients, low-carbon products, and improved animal welfare standards—we can enhance our competitive position and further drive revenue growth. This is probable to happen within the next five years, having a medium positive impact on our financial results.
Value chain workers are involved in our impact materiality process. You can find more information in the section Crafting our Strategy on page 53 and Value Chain & Stakeholder Engagement on page 54. In 2024 we will do a reassessment of our impact materiality, with also more in depth interviews with value chain workers to really discover actual and potential impacts in more detail. Through EcoVadis we also engage our suppliers to focus on sustainability and with the improvement plan they get, we can ask them to improve certain aspects going forward. EcoVadis also uses a
Negligence in food safety practices can result in outbreaks of foodborne illnesses, posing significant risks to consumers’ health. Such incidents have the potential to cause severe complications or even fatalities, leading to detrimental consequences for public health and the reputation of the organization.
Poor adherence to food safety and quality standards can pose significant risks, including reduced revenue due to decreased demand for goods/services and compromised production capacity. Additionally, increased costs may arise from recalls and the loss of customer contracts, leading to financial losses. This can have a high financial impact, but the likelihood is rather low. Ensuring food safety remains the top priority across all What’s Cooking locations. Further details about our proactive measures and initiatives can be found in the “Good Food for All – Ensure Consumer Wellbeing – Driving Change: Our Sustainability Actions” section.
The World Health Organization (WHO) names childhood obesity as one of the most serious public health issues of the 21st century. Obesity is an important risk factor for heart diseases and diabetes. At the other hand, malnutrition (such as micronutrient deficiencies) is also still an important human health issue. When the nutritional value of products is improved, it will generate significant positive impacts on consumer health. So we set up a nutritional policy and program to really improve the nutritional profile of our products.
The absence of nutritious products carries significant material risks for businesses. Firstly, there’s a potential reduction in demand for goods and services as consumer preferences shift towards healthier options. Failure to adapt to this shift can lead to decreased sales and market competitiveness. Moreover, not offering nutritious products can result in increased operating costs, primarily due to higher compliance costs. As regulations and consumer expectations evolve to prioritize health and nutrition, businesses may face added expenses to ensure compliance with standards and regulations. This can include reformulating products, investing in labelling and marketing strategies, etc. This is likely to happen within the next five years and can have a high financial impact.# What’s Cooking? Annual Report 2023
Material positive impacts
On the other hand, the focus on improving the nutritional profile of products offers attractive material opportunities for our company. By embracing this initiative, we can tap into new and emerging markets, expanding our customer base and revenue streams. With a growing global awareness of health and wellness, there is a growing demand for nutritious options, which is a mature market to capitalize on. Moreover, Consumers and End Users investing in offering more nutritious products can improve our competitive position by responding to changing customer demands and preferences. This strategic move not only attracts health-conscious consumers, but also strengthens brand loyalty and brand trust. As a result, we could gain more revenue and market share by adapting to the growing demand for healthier choices. This is likely to happen within the next five years and can have a high financial impact.
At What’s Cooking, we believe in the transformative power of product innovation to create positive impacts on the environment and people. Through our savoury and ready meals food products, we are committed to sourcing ingredients sustainably, and minimizing our carbon footprint. Our innovations also prioritize nutritional excellence, making healthy meals more accessible and affordable while respecting cultural diversity. And at the heart of it all, our product innovation aims to deliver exceptional taste, making our offerings as enjoyable as they are sustainable.
Material risks and opportunities
Pursuing new and emerging markets can entail challenges such as regulatory hurdles and unfamiliar consumer dynamics. Similarly, aligning with shifting consumer preferences, such as plant-based, healthy, or low-carbon options, may require substantial investment in research and development, potentially impacting short-term profitability. Additionally, failure to adapt swiftly to evolving trends could erode our competitive position and result in missed revenue opportunities. It is likely to happen within 5 years and can have high financial impacts.
Despite the material risks, product innovation offers significant opportunities for What’s Cooking. Embracing consumer preferences for plant-based, healthy, and low-carbon options allows us to tap into growing market segments and stay ahead of industry trends. By strategically investing in innovation, we can enhance our competitive advantage and capture new revenue streams. Additionally, addressing sustainability concerns can strengthen brand loyalty and reputation, fostering long-term customer relationships. While challenges such as increased operating costs and compliance requirements may arise, we view them as investments in our future resilience and continued success. Through proactive risk management and strategic decision-making, we are ready to seize the material opportunities presented by product innovation and drive sustainable growth for our company. It is likely to happen within 5 years and can have high financial impacts.
Our actions regarding consumers and end users can be found under:
Processes for engaging with consumers
At What’s Cooking?, we are committed to engaging with our consumers and end-users in a transparent and meaningful manner. To ensure we meet their expectations and preferences, we organize taste panels in collaboration with independent third parties. These panels not only provide valuable feedback on the taste and quality of our products but also allow us to incorporate diverse perspectives into our decision-making process. Additionally, we actively seek insights into consumer behaviour and market trends by acquiring general data from reputable sources such as Nielsen, IRI, and others. This data enables us to better understand the evolving needs and preferences of our target audience, empowering us to develop products and initiatives that align with sustainability goals while meeting consumer demand. By engaging with consumers and utilizing data-driven insights, we strive to promote a culture of sustainability and innovation that positively impacts both our business and the environment.
Our entity-specific metrics & targets can be found under:
Corruption and bribery undermine the pillars of a fair and just society, stifle competition and disrupt market dynamics. Such unethical practices not only hinder economic growth and innovation but also hinder societal progress, leading to slower development and reduced prosperity for all. At What’s Cooking?, we are steadfast in our commitment to conducting business with integrity, transparency, and accountability, ensuring a level playing field that fosters sustainable growth and shared prosperity.
Material risks
The material risks associated with unethical business conduct pose significant threats to What’s Cooking?. Fines and judgments stemming from such behaviour can lead to reduced demand for our products and services, while negative impacts on workforce management, including employee attraction and retention, can further impact our revenue. Additionally, the financial burden of fines and judgments can escalate costs, undermining profitability and long-term sustainability. To mitigate these risks, we prioritize ethical conduct, fostering a culture of integrity and accountability throughout our organization, ensuring compliance with laws and regulations, and safeguarding our reputation and financial stability. There is a low likelihood for this to happen, which could have a medium financial impact.
Our policies and systems regarding business conduct are our Business Code of Conduct, Our Supplier Policy and our Business Code of Conduct for Suppliers, which can all be consulted on our website: https://whatscooking.group/en-GB/our-engagement.
Whistleblowing policy is already explained under Own Workforce – Policies on pages 101-102.
We focus our efforts both on compliance in relationships with suppliers via the Supplier Code of Conduct and internal policies applicable to all staff with respect to business ethics. (See earlier) We also have an internal audit function which - amongst others - reviews internal controls and business conduct.
| KPI | Unit | Data |
|---|---|---|
| % functions-at-risk covered by anti-corruption/ anti-bribery training programs | % | 100 |
| Total monetary value of financial and in-kind political contributions made directly and indirectly | euros | 0 |
| Total monetary amount of lobbying expenses | euros | 0 |
| Total amount paid for membership to lobbying associations | euros | 177,000 (only food associations) |
| The average time to pay an invoice | days | 47 |
| % payments to suppliers aligned with the standard contractual payment terms of 60 days | % | 61.7% |
| % payments to suppliers aligned with the standard contractual payment terms of 66 days* | % | 82.4% |
| The number of legal proceedings for late payments | # | 0 |
*The company applies weekly payment cycles so payments usually happen either just before or just after the standard terms.
Disclosures incorporated by references
The following information is incorporated by reference to other parts of the management report: GOV1, GOV2, GOV3, GOV5 (+ 1st part IRO1) in the Corporate Governance section of this Annual Report.
| ESRS 2 BP -1 | General basis for preparation of sustainability statements | ||
|---|---|---|---|
| 3 | Disclosure of general basis for preparation of sustainability statement | Sustainability Annex, p 83 | |
| 5 a | Basis for preparation of sustainability statement | General information, p 51, 83 | |
| 5 b i | Scope of consolidation of consolidated sustainability statement is same as for financial statements | General information, p 83 | |
| 5 b ii | Indication of subsidiary undertakings included in consolidation that are exempted from individual or consolidated sustainability reporting | Sustainability Annex, p 83 | |
| 5 c | Disclosure of extent to which sustainability statement covers upstream and downstream value chain | Value Chain & Stakeholder Engagement, p 71, 83, 106 | |
| 5 d | Option to omit specific piece of information corresponding to intellectual property, know-how or results of innovation has been used | Not applicable | |
| 5 e | Option allowed by Member State to omit disclosure of impending developments or matters in course of negotiation has been used | Not applicable | |
| 9 | Medium- or long-term time horizons defined by ESRS 1 have been deviated from | Not applicable | |
| 10 | Metrics | ||
| ## Governance | |||
| ### What’s Cooking? Annual report 2023 |
| Disclosure Requirement | Description | Reference |
|---|---|---|
| 10 a | Disclosure of metrics that include value chain data estimated using indirect sources | Sustainability Annex, p 80, 83 |
| 10 b | Description of basis for preparation of metrics that include value chain data estimated using indirect sources | Sustainability Annex, p 80, 83 |
| 10 c | Description of resulting level of accuracy of metrics that include value chain data estimated using indirect sources | Sustainability Annex, p 80, 83 |
| 10 d | Description of planned actions to improve accuracy in future of metrics that include value chain data estimated using indirect sources | Source Responsibly – Sustainability Actions – Carbon Reduction , p 71 |
| 11 a | Disclosure of quantitative metrics and monetary amounts disclosed that are subject to high level of measurement uncertainty | Sustainability Annex, p 80-82 |
| 11 b i | Disclosure of sources of measurement uncertainty | Sustainability Annex – Climate – Metrics & Targets - p 94-96 |
| 11 b ii | Disclosure of assumptions, approximations and judgements made in measurement | Sustainability Annex – Climate – Metrics & Targets - p 94-96 |
| 13 a | Explanation of changes in preparation and presentation of sustainability information and reasons for them | Not applicable |
| 13 b | Disclosure of revised comparative figures | Not applicable |
| 13 c | Disclosure of difference between figures disclosed in preceding period and revised comparative figures | Not applicable |
| 14 a | Disclosure of nature of prior period material errors | Not applicable. |
| 14 b | Disclosure of corrections for prior periods included in sustainability statement | Not applicable. |
| 14 c | Disclosure of why correction of prior period errors is not practicable | Not applicable. |
| 15 | Disclosure of other legislation or generally accepted sustainability reporting standards and frameworks based on which information has been included in sustainability statement | EU Taxonomy – See p 86-91 |
| 15 | Disclosure of reference to paragraphs of standard or framework applied | Sustainability Annex – Climate – Metrics & Targets - p 93 |
| 16 | List of DRs or DPs mandated by a Disclosure Requirement | Disclosures Incorporated by Reference |
| Disclosure Requirement | Description | Reference |
|---|---|---|
| 21 | Information about composition and diversity of members of administrative, management and supervisory bodies | Corporate Governance – 140-163 |
| 21 a | Number of executive members | Corporate Governance – 140-163 |
| 21 a | Number of non-executive members | Corporate Governance – 140-163 |
| 21 b | Information about representation of employees and other workers | Corporate Governance – 140-163 |
| 21 c | Information about member's experience relevant to sectors, products and geographic locations of undertaking | Corporate Governance – 140-163 |
| 21 d | Board's gender diversity ratio | Corporate Governance – 140-163 |
| 21 e | Percentage of independent board members | Corporate Governance – 140-163 |
| 22 | Information about roles and responsibilities of administrative, management and supervisory bodies | Corporate Governance – 140-163 |
| 22 a | Information about identity of administrative, management and supervisory bodies or individual(s) within body responsible for oversight of impacts, risks and opportunities | Corporate Governance – 140-163 |
| 22 b | Disclosure of how body's or individuals within body responsibilities for impacts, risks and opportunities are reflected in undertaking's terms of reference, board mandates and other related policies | Corporate Governance – 140-163 |
| 22 c | Description of managements role in governance processes, controls and procedures used to monitor, manage and oversee impacts, risks and opportunities | Corporate Governance – 140-163 |
| 22 c i | Description of how oversight is exercised over management-level position or committee to which management's role is delegated to | Corporate Governance – 140-163 |
| 22 c ii | Information about reporting lines to administrative, management and supervisory bodies | Corporate Governance – 140-163 |
| 22 c iii | Disclosure of how dedicated controls and procedures are integrated with other internal functions | Corporate Governance – 140-163 |
| 22 d | Disclosure of how administrative, management and supervisory bodies and senior executive management oversee setting of targets related to material impacts, risks and opportunities and how progress towards them is monitored | Corporate Governance – 140-163 |
| 23 | Disclosure of how administrative, management and supervisory bodies determine whether appropriate skills and expertise are available or will be developed to oversee sustainability matters | Corporate Governance – 140-163 |
| 23 a | Information about sustainability-related expertise that bodies either directly possess or can leverage | Corporate Governance – 140-163 |
| 23 b | Disclosure of how sustainability-related skills and expertise relate to material impacts, risks and opportunities | Corporate Governance – 140-163 |
| Disclosure Requirement | Description | Reference |
|---|---|---|
| 26 a | Disclosure of whether, by whom and how frequently administrative, management and supervisory bodies are informed about material impacts, risks and opportunities, implementation of due diligence, and results and effectiveness of policies, actions, metrics and targets adopted to address them | Corporate Governance – 140-163 |
| 26 b | Disclosure of how administrative, management and supervisory bodies consider impacts, risks and opportunities when overseeing strategy, decisions on major transactions and risk management process | Corporate Governance – 140-163 |
| 26 c | Disclosure of list of material impacts, risks and opportunities addressed by administrative, management and supervisory bodies or their relevant committees | Corporate Governance – 140-163 |
| Disclosure Requirement | Description | Reference |
|---|---|---|
| 29 | Incentive schemes and remuneration policies linked to sustainability matters for members of administrative, management and supervisory bodies exist | Corporate Governance – 140-163 |
| 29 a | Description of key characteristics of incentive schemes | Corporate Governance – 140-163 |
| 29 b | Description of specific sustainability-related targets and (or) impacts used to assess performance of members of administrative, management and supervisory bodies | Corporate Governance – 140-163 |
| 29 c | Disclosure of how sustainability-related performance metrics are considered as performance benchmarks or included in remuneration policies | Corporate Governance – 140-163 |
| 29 d | Percentage of variable remuneration dependent on sustainability-related targets and (or) impacts | Corporate Governance – 140-163 |
| 29 e | Description of level in undertaking at which terms of incentive schemes are approved and updated | Corporate Governance – 140-163 |
| Disclosure Requirement | Description | Reference |
|---|---|---|
| 30; 32 | Disclosure of mapping of information provided in sustainability statement about due diligence process | Source Responsibly – Our Sustainability Actions – Due Diligence, p 71 Respect Human Rights – Our Sustainability Actions, p 71 |
| Disclosure Requirement | Description | Reference |
|---|---|---|
| 36 a | Description of scope, main features and components of risk management and internal control processes and systems in relation to sustainability reporting | Corporate Governance – 140-163 |
| 36 b | Description of risk assessment approach followed | Corporate Governance – 140-163 |
| 36 c | Description of main risks identified and their mitigation strategies | Corporate Governance – 140-163 |
| 36 d | Description of how findings of risk assessment and internal controls as regards sustainability reporting process have been integrated into relevant internal functions and processes | Corporate Governance – 140-163 |
| 36 e | Description of periodic reporting of findings of risk assessment and internal controls to administrative, management and supervisory bodies | Corporate Governance – 140-163 |
| Disclosure Requirement | Description | Reference |
|---|---|---|
| 40 | Disclosure of information about key elements of general strategy that relate to or affect sustainability matters | Strategic objectives – p 4-47 |
| 40 a i | Description of significant groups of products and (or) services offered | Strategic objectives – p 4-5 |
| 40 a ii | Description of significant markets and (or) customer groups served | Strategic objectives – p 4-5 Value Chain & Stakeholder Engagement, p 54-57 |
| 40 a iii | ESRS G1 AR 8 G1-3 Total number of employees (head count) | Sustainability Annex – Social, p 103 |
| 40 a iii | ESRS G1 AR 8 G1-3 Number of employees (head count) | Sustainability Annex – Social, p 103 |
| 40 a iv | Description of products and services that are banned in certain markets | n.a. |
| 40 b | Total revenue | Financial Statement p 170 |
| 40 d i | Undertaking is active in fossil fuel (coal, oil and gas) sector | n.a. |
| 40 d i | Revenue from fossil fuel (coal, oil and gas) sector | n.a. |
| 40 d i | Revenue from coal | n.a. |
| 40 d i | Revenue from oil | n.a. |
| 40 d i | Revenue from gas | n.a. |
| 40 d i | Revenue from Taxonomy-aligned economic activities related to fossil gas | n.a. |
| 40 d ii | Undertaking is active in chemicals production | n.a. |
| 40 d ii | Revenue from chemicals production | n.a. |
| 40 d iii | Undertaking is active in controversial weapons | n.a. |
| 40 d iii | Revenue from controversial weapons | n.a. |
| 40 d iv | Undertaking is active in cultivation and production of tobacco | n.a. |
| 40 d iv | Revenue from cultivation and production of tobacco | n.a. |
Sustainability Report Governance What’s Cooking? Annual report 2023 114
Sustainability Report Governance What’s Cooking? Annual report 2023 115
| Disclosure Requirement | Reference |
|---|---|
| Disclosure of list of data points that derive from other EU legislation and information on their location in sustainability statement | ESRS Standards Reference Table, p 110-139 |
| Disclosure of list of ESRS Disclosure Requirements complied with in preparing sustainability statement following outcome of materiality assessment | ESRS Standards Reference Table, p 110-139 |
| Explanation of negative materiality assessment for ESRS E1 Climate change | n.a. |
| Explanation of how material information to be disclosed in relation to material impacts, risks and opportunities has been determined | General information – Materiality Assessment, p 53 |
| Disclosure Requirement | Reference |
|---|---|
| Disclosure of transition plan for climate change mitigation | Climate Change Mitigation – Transition Plan for Climate Change Mitigation, p 60-73 |
| Explanation of how targets are compatible with limiting of global warming to one and half degrees Celsius in line with Paris Agreement | Climate Change Mitigation – Our Policies and Systems – Science-based targets initiative, p 62 |
| Disclosure of decarbonisation levers and key action | Climate Change Mitigation – Transition Plan for Climate Change Mitigation, p 63-66 |
| Disclosure of significant operational expenditures (Opex) and (or) capital expenditures (Capex) required for implementation of action plan | Sustainability Annex – Climate – Policies – p 92-96 |
| Financial resources allocated to action plan (OpEx) | Sustainability Annex – Climate – Policies – p 92-96 |
| Financial resources allocated to action plan (CapEx) | Sustainability Annex – Climate – Policies – p 92-96 |
| Explanation of potential locked-in GHG emissions from key assets and products and of how locked-in GHG emissions may jeopardise achievement of GHG emission reduction targets and drive transition risk | Sustainability Annex – Climate – Policies – p 92-96 |
| Explanation of any objective or plans (CapEx, CapEx plans, OpEx) for aligning economic activities (revenues, CapEx, OpEx) with criteria established in Commission Delegated Regulation 2021/2139 | Sustainability Annex – Climate – Policies – p 92-96 |
| Significant CapEx for coal-related economic activities | n.a. |
| Significant CapEx for oil-related economic activities | n.a. |
| Significant CapEx for gas-related economic activities | n.a. |
| Undertaking is excluded from EU Paris-aligned Benchmarks | n.a. |
| Explanation of how transition plan is embedded in and aligned with overall business strategy and financial planning | Climate Change Mitigation – Transition Plan for Climate Change Mitigation, p 60-73 |
| Transition plan is approved by administrative, management and supervisory bodies | Our commitment to the Science Based Targets initiative was approved by the Board of Directors. |
| Explanation of progress in implementing transition plan | Overview of Strategic Metrics & Target – p 79 |
| Date of adoption of transition plan for undertakings not having adopted transition plan yet | n.a. |
| Disclosure Requirement | Reference |
|---|---|
| Policies in place to manage its material impacts, risks and opportunities related to climate change mitigation and adaptation [see ESRS 2 MDR-P] | Climate Change Mitigation & Energy Consumption and Mix – Our Policies and Systems, p 60-73 |
| No policy in place yet for Climate Change adaptation | |
| Sustainability matters addressed by policy for climate change | Climate Change Mitigation & Energy Consumption and Mix – Our Policies and Systems, p 60-73 |
| Disclosure Requirement | Reference |
|---|---|
| Actions and Resources related to climate change mitigation and adaptation [see ESRS 2 MDR-A] | Climate Change Mitigation – Transition Plan for Climate Change Mitigation, p 60-73 |
| Decarbonisation lever type | Climate Change Mitigation – Transition Plan for Climate Change Mitigation, p 60-73 |
| Achieved GHG emission reductions | Overview of Strategic Metrics & Target – p 79 |
| Expected GHG emission reductions | Climate Change Mitigation – Transition Plan for Climate Change Mitigation, p 60-73 |
| Explanation of extent to which ability to implement action depends on availability and allocation of resources | Sustainability Annex – Environment – Taxonomy – p 86-91 |
| Explanation of relationship of significant CapEx and OpEx required to implement actions taken or planned to relevant line items or notes in financial statements | Sustainability Annex – Environment – Taxonomy – p 86-91 |
| Explanation of relationship of significant CapEx and OpEx required to implement actions taken or planned to key performance indicators required under Commission Delegated Regulation (EU) 2021/2178 | Sustainability Annex – Environment – Taxonomy – p 86-91 |
| Explanation of relationship of significant CapEx and OpEx required to implement actions taken or planned to CapEx plan required by Commission Delegated Regulation (EU) 2021/2178 | Sustainability Annex – Environment – Taxonomy – p 86-91 |
| Explanation of any potential differences between significant OpEx and CapEx disclosed under ESRS E1 and key performance indicators disclosed under Commission Delegated Regulation (EU) 2021/2178 | Sustainability Annex – Environment – Taxonomy – p 86-91 |
| Disclosure Requirement | Reference |
|---|---|
| Tracking effectiveness of policies and actions through targets [see ESRS 2 MDR-T ] | Climate Change Mitigation & Energy Consumption and Mix – Our Sustainability Targets, p 60-73 |
| Disclosure of how GHG emissions reduction targets and (or) any other targets have been set to manage material climate-related impacts, risks and opportunities | Climate Change Mitigation & Energy Consumption and Mix – Our Sustainability Targets, p 60-73 |
| Tables: Multiple Dimensions (baseline year and targets; GHG Types, Scope 3 Categories, Decarbonisation levers, entity-specific denominators for intensity value) | |
| Absolute value of total Greenhouse gas emissions reduction | Sustainability Annex – Environmental – Climate Change – Metrics & Targets – p 92-96 |
| Percentage of total Greenhouse gas emissions reduction (as of emissions of base year) | Sustainability Annex – Environmental – Climate Change – Metrics & Targets – p 92-96 |
| Intensity value of total Greenhouse gas emissions reduction | Not disclosed, we work with absolute value |
| Absolute value of Scope 1 Greenhouse gas emissions reduction | Sustainability Annex – Environmental – Climate Change – Metrics & Targets – p 92-96 |
| Percentage of Scope 1 Greenhouse gas emissions reduction (as of emissions of base year) | Sustainability Annex – Environmental – Climate Change – Metrics & Targets – p 92-96 |
| Intensity value of Scope 1 Greenhouse gas emissions reduction | Not disclosed, we work with absolute value |
| Absolute value of location-based Scope 2 Greenhouse gas emissions reduction | We will disclose this from 2024 onwards |
| Percentage of location-based Scope 2 Greenhouse gas emissions reduction (as of emissions of base year) | We will disclose this from 2024 onwards |
| Intensity value of location-based Scope 2 Greenhouse gas emissions reduction | Not disclosed, we work with absolute value |
| Absolute value of market-based Scope 2 Greenhouse gas emissions reduction | Sustainability Annex – Environmental – Climate Change – Metrics & Targets – p 92-96 |
| Percentage of market-based Scope 2 Greenhouse gas emissions reduction (as of emissions of base year) | Sustainability Annex – Environmental – Climate Change – Metrics & Targets – p 92-96 |
| Intensity value of market-based Scope 2 Greenhouse gas emissions reduction | Not disclosed, we work with absolute value |
| Absolute value of Scope 3 Greenhouse gas emissions reduction | Sustainability Annex – Environmental – Climate Change – Metrics & Targets – p 92-96 |
| Percentage of Scope 3 Greenhouse gas emissions reduction (as of emissions of base year) | Sustainability Annex – Environmental – Climate Change – Metrics & Targets – p 92-96 |
| Intensity value of Scope 3 Greenhouse gas emissions reduction | Not disclosed, we work with absolute value |
| Explanation of how consistency of GHG emission reduction targets with GHG inventory boundaries has been ensured | Sustainability Annex – Environmental – Climate Change – Metrics & Targets – p 92-96 |
| Description of how it has been ensured that baseline value is representative in terms of activities covered and influences from external factors | Not yet audited, but an external carbon consultant helped with the calculations in line with the Greenhouse Gas Protocol. This will be audited in 2024. |
| Description of how new baseline value affects new target, its achievement and presentation of progress over time | n.a. |
| Metric | Value |
|---|---|
| 34e, 16a GHG emission reduction target is science based and compatible with limiting global warming to one and half degrees Celsius | Climate Change Mitigation & Energy Consumption and Mix – Our Policies and Systems, p 60-73 |
| 34f, 16b Description of expected decarbonisation levers and their overall quantitative contributions to achieve GHG emission reduction target | Climate Change Mitigation – Transition Plan for Climate Change Mitigation, p 60-73 |
| AR 30c Diverse range of climate scenarios have been considered to detect relevant environmental, societal, technology, market and policy-related developments and determine decarbonisation levers | No scenario analysis has been performed yet |
| 37 Total energy consumption related to own operations | Sustainability Annex – Environmental – Climate Change – Energy consumption and mix – p 92-96 |
| 37a Total energy consumption from fossil sources | Sustainability Annex – Environmental – Climate Change – Energy consumption and mix – p 92-96 |
| 37b Total energy consumption from nuclear sources | Sustainability Annex – Environmental – Climate Change – Energy consumption and mix – p 92-96 |
| AR 34 Percentage of energy consumption from nuclear sources in total energy consumption | Sustainability Annex – Environmental – Climate Change – Energy consumption and mix – p 92-96 |
| 37c Total energy consumption from renewable sources | Sustainability Annex – Environmental – Climate Change – Energy consumption and mix – p 92-96 |
| 37ci Fuel consumption from renewable sources (biomass, biofuels, biogas) | Sustainability Annex – Environmental – Climate Change – Energy consumption and mix – p 92-96 |
| 37cii Consumption of purchased or acquired electricity, heat, steam, and cooling from renewable sources | Sustainability Annex – Environmental – Climate Change – Energy consumption and mix – p 92-96 |
| 37ciii Consumption of self-generated non-fuel renewable energy | Sustainability Annex – Environmental – Climate Change – Energy consumption and mix – p 92-96 |
| AR 34, AR 71 Percentage of renewable sources in total energy consumption | Sustainability Annex – Environmental – Climate Change – Energy consumption and mix – p 92-96 |
| 38a Fuel consumption from coal and coal products | n.a. |
| 38b Fuel consumption from crude oil and petroleum products | Sustainability Annex – Environmental – Climate Change – Energy consumption and mix – p 92-96 |
| 38c Fuel consumption from natural gas | Sustainability Annex – Environmental – Climate Change – Energy consumption and mix – p 92-96 |
| 38d Fuel consumption from other fossil sources | n.a. |
| 38e Consumption of purchased or acquired electricity, heat, steam, or cooling from fossil sources | Sustainability Annex – Environmental – Climate Change – Energy consumption and mix – p 92-96 |
| AR 34 Percentage of fossil sources in total energy consumption | Sustainability Annex – Environmental – Climate Change – Energy consumption and mix – p 92-96 |
| 39 Non-renewable energy production | Sustainability Annex – Environmental – Climate Change – Energy consumption and mix – p 92-96 |
| 40 Energy intensity from activities in high climate impact sectors (total energy consumption per net revenue) | Sustainability Annex – Environmental – Climate Change – Energy consumption and mix – p 92-96 |
| 41 Total energy consumption from activities in high climate impact sectors | Same as total energy consumption, food is seen as high climate impact sector. |
| 42 High climate impact sectors used to determine energy intensity | Same as total energy consumption, food is seen as high climate impact sector. |
| 43 Disclosure of reconciliation to relevant line item or notes in financial statements of net revenue from activities in high climate impact sectors | Sustainability annex Climate change – Energy data table – p 92-96 |
| Metric | Value |
|---|---|
| 44 Gross Scopes 1, 2, 3 and Total GHG emissions - GHG emissions per scope | Sustainability Annex – Environmental – Climate Change – Metrics & Targets – p 92-96 |
| 50 Gross Scopes 1, 2, 3 and Total GHG emissions - financial and operational control | DAVAI (in which the group holds 50%) is not included in the financial report and greenhouse gas emissions were not yet calculated. |
| AR 46 d Gross Scopes 1, 2, 3 and Total GHG emissions - Scope 3 GHG emissions (GHG Protocol) | Sustainability Annex – Environmental – Climate Change – Metrics & Targets – p 92-96 |
| 48 a Gross Scope 1 greenhouse gas emissions | Sustainability Annex – Environmental – Climate Change – Metrics & Targets – p 92-96 |
| 48 b Percentage of Scope 1 GHG emissions from regulated emission trading schemes | Sustainability Annex – Environmental – Climate Change – Metrics & Targets – p 92-96 |
| 49 a Gross location-based Scope 2 greenhouse gas emissions | We will disclose this from 2024 onwards |
| 49 b Gross market-based Scope 2 greenhouse gas emissions | Sustainability Annex – Environmental – Climate Change – Metrics & Targets – p 92-96 |
| 51 Gross Scope 3 greenhouse gas emissions | Sustainability Annex – Environmental – Climate Change – Metrics & Targets – p 92-96 |
| 44+52 Total GHG emissions | Sustainability Annex – Environmental – Climate Change – Metrics & Targets – p 92-96 |
| 44+52a Total GHG emissions location based | We will disclose this from 2024 onwards |
| 44+52b Total GHG emissions market based | Sustainability Annex – Environmental – Climate Change – Metrics & Targets – p 92-96 |
| 52 a) Scope 2 location-based | We will disclose this from 2024 onwards |
| 52 b) Scope 2 market-based | Sustainability Annex – Environmental – Climate Change – Metrics & Targets – p 92-96 |
| 47 Disclosure of significant changes in definition of what constitutes reporting undertaking and its value chain and explanation of their effect on year-to-year comparability of reported GHG emissions | n.a. |
| AR 39 b Disclosure of methodologies, significant assumptions and emissions factors used to calculate or measure GHG emissions | Sustainability Annex – Environmental – Climate Change – Metrics & Targets – p 92-96 |
| AR 42 c Disclosure of the effects of significant events and changes in circumstances (relevant to its GHG emissions) that occur between the reporting dates of the entities in its value chain and the date of the undertaking’s general purpose financial statements | n.a. |
| AR 45d Percentage of contractual instruments, Scope 2 GHG emissions | Purchased approx 50.9% green energy via guarantees of origin which are purchased separately (so not via the energy provider). The 50.9% excludes the component green energy included in the normal country mix purchased from the energy provider. |
| AR 45d Disclosure of types of contractual instruments, Scope 2 GHG emissions | |
| AR 45d Percentage of market-based Scope 2 GHG emissions linked to purchased electricity bundled with instruments | |
| AR 45d Percentage of contractual instruments used for sale and purchase of energy bundled with attributes about energy generation in relation to Scope 2 GHG emissions | |
| AR 45d Percentage of contractual instruments used for sale and purchase of unbundled energy attribute claims in relation to Scope 2 GHG emissions | |
| AR 45d Disclosure of types of contractual instruments used for sale and purchase of energy bundled with attributes about energy generation or for unbundled energy attribute claims | |
| AR 45e Biogenic emissions of CO2 from combustion or bio-degradation of biomass not included in Scope 2 GHG emissions | Sustainability Annex – Environmental – Climate Change – Metrics & Targets – p 92-96 |
| AR 45e Biogenic emissions of CO2 from combustion or bio-degradation of biomass that occur in value chain not included in Scope 3 GHG emissions | Sustainability Annex – Environmental – Climate Change – Metrics & Targets – p 92-96 |
| AR 46 g Percentage of GHG Scope 3 calculated using primary data | Sustainability Annex – Environmental – Climate Change – p 92-96 |
| AR 46 i Disclosure of why Scope 3 GHG emissions category has been excluded | Sustainability Annex – Environmental – Climate Change – p 92-96 |
| AR 46 i List of Scope 3 GHG emissions categories included in inventory | Sustainability Annex – Environmental – Climate Change – p 92-96 |
| AR 46 h Disclosure of reporting boundaries considered and calculation methods for estimating Scope 3 GHG emissions | Sustainability Annex – Environmental – Climate Change – p 92-96 |
| 53 GHG emissions intensity, location-based (total GHG emissions per net revenue) | Sustainability Annex – Environmental – Climate Change – p 92-96 |
| 53 GHG emissions intensity, market-based (total GHG emissions per net revenue) | Sustainability Annex – Environmental – Climate Change – p 92-96 |
We do not make use of carbon credits.
We did not yet assess an internal carbon price, but we regularly compare with current carbon price to show importance.# E1-9 Anticipated financial effects from material physical and transition risks and potential climate-related opportunities
| Disclosure | Location |
|---|---|
| Disclosure of location of significant assets at material physical risk | Not yet disclosed AR 69a |
| Disclosure of how anticipated financial effects for assets and business activities at material physical risk have been assessed | Not yet disclosed AR 69b |
| Disclosure of how assessment of assets and business activities considered to be at material physical risk relies on or is part of process to determine material physical risk and to determine climate scenarios | Not yet disclosed AR 72a, AR 73a |
| Disclosure of how potential effects on future financial performance and position for assets and business activities at material transition risk have been assessed | Sustainability Annex – Environmental – Climate Change – Material IRO - p 92-96 |
| Disclosure of how assessment of assets and business activities considered to be at material transition risk relies on or is part of process to determine material transition risks and to determine scenarios | No climate scenario analysis conducted yet |
| Disclosure of reconciliations with financial statements of significant amounts of assets and net revenue at material physical risk | Not conducted yet |
| Disclosure of reconciliations with financial statements of significant amounts of assets, liabilities and net revenue at material transition risk | Not conducted yet |
| Disclosure | Location |
|---|---|
| Disclosure of how climate-related considerations are factored into remuneration of members of administrative, management and supervisory bodies | Corporate Governance, p 140-163 |
| Percentage of remuneration recognised that is linked to climate related considerations | Corporate Governance, p 140-163 |
| Explanation of climate-related considerations that are factored into remuneration of members of administrative, management and supervisory bodies | Corporate Governance, p 140-163 |
| Type of climate-related risk | Sustainability Annex – Environmental – Climate Change – Material IRO, p 92-96 |
| Description of scope of resilience analysis | Did not conduct a detailed resilience analysis yet. |
| Disclosure of how resilience analysis has been conducted | Did not conduct a detailed resilience analysis yet. |
| Date of resilience analysis | Did not conduct a detailed resilience analysis yet. AR 7b |
| Time horizons applied for resilience analysis | Did not conduct a detailed resilience analysis yet. |
| Description of results of resilience analysis | Did not conduct a detailed resilience analysis yet. AR 8b |
| Description of ability to adjust or adapt strategy and business model to climate change | Climate Change Mitigation – Transition Plan for Climate Change Mitigation, p 60-73 |
| Description of process in relation to impacts on climate change | Sustainability Annex – Environmental – Climate Change – Material IRO, p 92-96 |
| Description of process in relation to climate-related physical risks in own operations and along value chain | Sustainability Annex – Environmental – Climate Change – Material IRO, p 92-96 |
| Climate-related hazards have been identified over short-, medium- and long-term time horizons | Sustainability Annex – Environmental – Climate Change – Material IRO, p 92-96 |
| Undertaking has screened whether assets and business activities may be exposed to climate-related hazards | Sustainability Annex – Environmental – Climate Change – Material IRO, p 92-96 |
| Short-, medium- and long-term time horizons have been defined | Sustainability Annex – Environmental – Climate Change – Material IRO, p 92-96 |
| Extent to which assets and business activities may be exposed and are sensitive to identified climate-related hazards has been assessed | Sustainability Annex – Environmental – Climate Change – Material IRO, p 92-96 |
| Identification of climate-related hazards and assessment of exposure and sensitivity are informed by high emissions climate scenarios | Did not conduct a detailed climate scenario analysis yet. |
| Explanation of how climate-related scenario analysis has been used to inform identification and assessment of physical risks over short, medium and long-term | Did not conduct a detailed climate scenario analysis yet. |
| Description of process in relation to climate-related transition risks and opportunities in own operations and along value chain | Sustainability Annex – Environmental – Climate Change – Material IRO, p 92-96 |
| Transition events have been identified over short-, medium- and long-term time horizons | Sustainability Annex – Environmental – Climate Change – Material IRO, p 92-96 |
| Undertaking has screened whether assets and business activities may be exposed to transition events | Sustainability Annex – Environmental – Climate Change – Material IRO, p 92-96 |
| Extent to which assets and business activities may be exposed and are sensitive to identified transition events has been assessed | Sustainability Annex – Environmental – Climate Change – Material IRO, p 92-96 |
| Identification of transition events and assessment of exposure has been informed by climate-related scenario analysis | Did not conduct a detailed climate scenario analysis yet. |
| Assets and business activities that are incompatible with or need significant efforts to be compatible with transition to climate-neutral economy have been identified | Climate Change Mitigation – Transition Plan for Climate Change Mitigation, p 92-96 |
| Explanation of how climate-related scenario analysis has been used to inform identification and assessment of transition risks and opportunities over short, medium and long-term | Did not conduct a detailed climate scenario analysis yet. |
| Explanation of how climate scenarios used are compatible with critical climate- related assumptions made in financial statements | Did not conduct a detailed climate scenario analysis yet. |
| Disclosure | Location |
|---|---|
| Policies to manage its material impacts, risks and opportunities related to water and marine resources [see ESRS 2 MDR-P] | Fight Climate Change – Water Management – Our Policies and Systems – p 68 |
| Disclosure of whether and how policy addresses water management | Fight Climate Change – Water Management – Our Policies and Systems – p 68 |
| i. Disclosure of whether and how policy addresses the use and sourcing of water and marine resources in own operations | Fight Climate Change – Water Management – Our Policies and Systems – p 68 |
| ii. Disclosure of whether and how policy addresses water treatment | Fight Climate Change – Water Management – Our Policies and Systems – p 68 |
| iii. Disclosure of whether and how policy addresses prevention and abatement of water pollution | Fight Climate Change – Water Management – Our Policies and Systems – p 68 |
| b. Disclosure of whether and how policy addresses product and service design in view of addressing water-related issues and preservation of marine resources | Fight Climate Change – Water Management – Our Policies and Systems – p 68 |
| c. Disclosure of whether and how policy addresses commitment to reduce material water consumption in areas at water risk | Fight Climate Change – Water Management – Our Policies and Systems – p 68 |
| Disclosure of reasons for not having adopted policies in areas of high-water stress | n.a. |
| Policies or practices related to sustainable oceans and seas have been adopted | Fight Climate Change – Source Responsibly – Our Policies and Systems– Only ASC/MSC/Global GAP fish – p 71-73 |
| Disclosure | Location |
|---|---|
| Actions and resources in relation to water and marine resources [see ESRS 2 MDR-A] | Fight Climate Change - Water Management – Driving Change: Our Sustainability Actions |
| Disclosure of actions and resources in relation to areas at water risk | Water risk analysis not conducted yet, is scheduled in 2024. |
| Disclosure | Location |
|---|---|
| Tracking effectiveness of policies and actions through targets [see ESRS 2 MDR-T ] | Fight Climate Change - Water Management – Our Sustainability Targets |
| a. Disclosure of whether and how target relates to management of material impacts, risks and opportunities related to areas at water risk | Water risk analysis not conducted yet, is scheduled in 2024. |
| b. Disclosure of whether and how target relates to responsible management of marine resources impacts, risks and opportunities | Fight Climate Change – Source Responsibly – Our Policies and Systems– 100% ASC/MSC/Global GAP fish – p 71-73 |
| c. Disclosure of whether and how target relates to reduction of water consumption | Fight Climate Change - Water Management – Driving Change: Our Sustainability Actions |
| Adopted and presented water and marine resources-related target is mandatory (based on legislation) | Not mandatory |
| Disclosure | Location |
|---|---|
| Total water consumption | Sustainability Annex – Environmental – Water – Metrics & Targets – p 97 |
| Total water consumption in areas at water risk, including areas of high-water stress | Water risk analysis not conducted yet, is scheduled in 2024. |
| Total water recycled and reused | Sustainability Annex – Environmental – Water – Metrics & Targets – p 97 |
| Total water stored | Sustainability Annex – Environmental – Water – Metrics & Targets – p 97 |
| Changes in water storage | Sustainability Annex – Environmental – Water – Metrics & Targets – p 97 |
| Disclosure of contextual information regarding water consumption | Water consumption numbers are collected for every location and then consolidated. |
Not yet included
Sustainability Annex – General information – Materiality Assessment – p 83-85
Sustainability Annex – Environmental – Water – Material IRO – p 97
Sustainability Annex – Circular Economy – Metrics & Targets- p 98-100
Sustainability Annex – Circular Economy – Metrics & Targets- p 98-100
Sustainability Annex – Circular Economy – Metrics & Targets- p 98-100
Sustainability Annex – Circular Economy – Metrics & Targets- p 98-100
Sustainability Annex – Circular Economy – Metrics & Targets- p 98-100
Sustainability Annex – Circular Economy – Metrics & Targets- p 98-100
Sustainability Annex – Circular Economy – Metrics & Targets- p 98-100
Sustainability Annex – Circular Economy – Metrics & Targets- p 98-100
No, with the exception of packaging, which is derived from EU Directives, not all converted into national legislation
Sustainability Annex – Circular Economy – Metrics & Targets- p 98-100
Sustainability Annex – Circular Economy – Metrics & Targets- p 98-100
Sustainability Annex – Circular Economy – Metrics & Targets- p 98-100
Sustainability Annex – Circular Economy – Metrics & Targets- p 98-100
Company measurement system and invoice data
Company measurement system
Value Chain
Sustainability Annex – Circular Economy – Metrics & Targets- p 98-100
n.a. for food company
n.a. for food company
Sustainability Annex – Circular Economy – Metrics & Targets- p 98-100
Sustainability Annex – Circular Economy – Metrics & Targets- p 98-100
Sustainability Annex – Circular Economy – Metrics & Targets- p 98-100
Sustainability Annex – Circular Economy – Metrics & Targets- p 98-100
Sustainability Annex – Circular Economy – Metrics & Targets- p 98-100
Sustainability Annex – Circular Economy – Metrics & Targets- p 98-100
Sustainability Annex – Circular Economy – Metrics & Targets- p 98-100
Sustainability Annex – Circular Economy – Metrics & Targets- p 98-100
Sustainability Annex – Circular Economy – Metrics & Targets- p 98-100
Sustainability Annex – Circular Economy – Metrics & Targets- p 98-100
Sustainability Annex – Circular Economy – Metrics & Targets- p 98-100
Sustainability Annex – Circular Economy – Metrics & Targets- p 98-100
Sustainability Annex – Circular Economy – Metrics & Targets- p 98-100
Sustainability Annex – Circular Economy – Metrics & Targets- p 98-100
Sustainability Annex – Circular Economy – Metrics & Targets- p 98-100
Sustainability Annex – Circular Economy – Metrics & Targets- p 98-100
Sustainability Annex – Circular Economy – Metrics & Targets- p 98-100
Sustainability Annex – Circular Economy – Metrics & Targets- p 98-100
Sustainability Annex – Circular Economy – Metrics & Targets- p 98-100
Sustainability Annex – Circular Economy – Metrics & Targets- p 98-100
Sustainability Annex – Circular Economy – Metrics & Targets- p 98-100
Sustainability Annex – Circular Economy – Metrics & Targets- p 98-100
Sustainability Annex – Circular Economy – Metrics & Targets- p 98-100
Sustainability Annex – Circular Economy – Metrics & Targets- p 98-100
Sustainability Annex – Circular Economy – Metrics & Targets- p 98-100
Sustainability Annex – Circular Economy – Metrics & Targets- p 98-100
Sustainability Annex – Circular Economy – Metrics & Material IRO- p 98-100
Sustainability Annex – General information – Materiality Assessment – p 83-85# Sustainability Annex – General Information – Materiality Assessment – p 83-85
Sustainability Annex – Circular Economy – Material IRO- p 98-100
Sustainability Annex – Circular Economy – Material IRO- p 98-100
Sustainability Annex – Circular Economy – Material IRO- p 98-100
Sustainability Annex – Circular Economy – Material IRO- p 98-100
Sustainability Annex – Circular Economy – Material IRO- p 98-100
Sustainability Annex – Circular Economy – Material IRO- p 98-100
Value Chain & Stakeholder Engagement – p 54-57
Boost Employee Engagement – Our Policies and Systems – Business Code of Conduct – p 75
General approach for the whole group is work in progress.
Sustainability Annex – Own Workforce – Policies – p 75
Sustainability Annex – Own Workforce – Policies – Whistleblowing policy - p 75
Sustainability Annex – Own Workforce – Policies - p 75
Sustainability Annex – Own Workforce – Policies - p 75
Guard Employee Safety - Our Policies and Systems – Safety policy – p 74
Boost Employee Engagement – Our Policies and Systems – Business Code of Conduct – p 75
Boost Employee Engagement – Our Policies and Systems – Business Code of Conduct – p 75
Boost Employee Engagement – Our Policies and Systems – Business Code of Conduct – p 75
Sustainability Annex – Own Workforce – Policies – Whistleblowing policy - p 75
Sustainability Report Governance What’s Cooking? Annual report 2023 128
Sustainability Annex – Own Workforce – Policies – p 101-105
Sustainability Annex – Own Workforce – Policies – p 101-105
Sustainability Annex – Own Workforce – Policies – p 101-105
Sustainability Annex – Own Workforce – Policies - p 101-105
Sustainability Annex – Own Workforce – Policies - p 101-105
Sustainability Annex – Own Workforce – Policies – p 101-105
Sustainability Annex – Own Workforce – Policies – p 101-105
Sustainability Annex – Own Workforce – Policies – Whistleblowing policy - p 101-105
Sustainability Annex – Own Workforce – Policies – Whistleblowing policy - p 101-105
Sustainability Annex – Own Workforce – Policies – Whistleblowing policy - p 101-105
Sustainability Annex – Own Workforce – Policies – Whistleblowing policy - p 101-105
Sustainability Annex – Own Workforce – Policies – Whistleblowing policy - p 101-105
The Whistleblowing tool is easily available on the website, employees were also informed during the Code of Conduct trainings
Sustainability Annex – Own Workforce – Policies – Whistleblowing policy - p 101-105
Boost Employee Engagement – Our Policies and Systems – Engagement Index – p 75
Sustainability Report Governance What’s Cooking? Annual report 2023 129
Sustainability Annex – Own Workforce – Policies – Whistleblowing policy - p 101-105
Sustainability Annex – Own Workforce – Material IRO – p 101-105
Boost Employee Engagement – Our Sustainability Actions
Sustainability Annex – Own Workforce – Actions – p 101-105
Sustainability Annex – Own Workforce – Actions – p 101-105
[see ESRS 2 - MDR-T]
Sustainability Annex – Own Workforce – Metrics & Targets – p 101-105
Sustainability Annex – Own Workforce – Metrics & Targets – p 101-105
Sustainability Annex – Own Workforce – Actions – p 101-105
| Number of employees (headcount) | |
|---|---|
| Sustainability Annex – Social – Own workforce – Metrics & Targets - p 101-105 |
| Number of employees in countries with 50 or more employees | |
|---|---|
| Number of employees (head count or full-time equivalent) | |
|---|---|
| Average number of employees (head count or full-time equivalent) |
| Percentage of employee turnover | |
n.a.?
| Number of employees (head count) at top management level | |
|---|---|
| Percentage of employees at top management level |
| Number of employees (head count) under 30 years old | |
|---|---|
| Percentage of employees under 30 years old |
| Number of employees (head count) between 30 and 50 years old | |
|---|---|
| Percentage of employees between 30 and 50 years old |
| Number of employees (head count) over 50 years old | |
|---|---|
| Percentage of employees over 50 years old |
| Percentage of employees paid below the applicable adequate wage benchmark | |
| Percentage of people in its own workforce who are covered by health and safety management system based on legal requirements and (or) recognised standards or guidelines | |
|---|---|
| Number of fatalities in own workforce as result of work-related injuries and work- related ill health | |
| Number of fatalities as result of work-related injuries and work-related ill health of other workers working on undertaking's sites | |
| Number of recordable work-related accidents for own workforce | |
| Rate of recordable work-related accidents for own workforce | |
| Number of cases of recordable work-related ill health of employees | |
| Number of days lost to work-related injuries and fatalities from work-related accidents, work-related ill health and fatalities from ill health related to employees | |
| Number of cases of recordable work-related ill health of non-employees |
| b Annual total remuneration ratio | |
|---|---|
| c Disclosure of contextual information necessary to understand data, how data has been compiled and other changes to underlying data that are to be considered |
| Number of incidents of discrimination | |
|---|---|
| Number of complaints filed through channels for people in own workforce to raise concerns | |
| Number of complaints filed to National Contact Points for OECD Multinational Enterprises | |
| Amount of material fines, penalties, and compensation for damages as result of violations regarding social and human rights factors | |
| Information about reconciliation of material fines, penalties, and compensation for damages as result of violations regarding social and human rights factors with most relevant amount presented in financial statements | |
| Disclosure of contextual information necessary to understand data and how data has been compiled (work-related grievances, incidents and complaints related to social and human rights matters) | |
| Number of severe human rights issues and incidents connected to own workforce | |
| Number of severe human rights issues and incidents connected to own workforce that are cases of non respect of UN Guiding Principles and OECD Guidelines for Multinational Enterprises | |
| No severe human rights issues and incidents connected to own workforce have occurred | n.a. |
| Amount of material fines, penalties, and compensation for severe human rights issues and incidents connected to own workforce | |
| Information about reconciliation of amount of material fines, penalties, and compensation for severe human rights issues and incidents connected to own workforce with most relevant amount presented in financial statements | |
16 Policies to manage material impacts, risks and opportunities related to value chain workers [see ESRS 2 MDR-P]
Help People Flourish – Protect Human Rights – Our Policies and Systems – p 106
Sustainability Annex – Social – Workers in the Value Chain – Policies – p 106
17 Description of relevant human rights policy commitments relevant to value chain workers
Sustainability Annex – Social – Workers in the Value Chain – Policies – p 106
17a Disclosure of general approach in relation to respect for human rights relevant to value chain workers
Sustainability Annex – Social – Workers in the Value Chain – Policies – p 106
17b Disclosure of general approach in relation to engagement with value chain workers
Sustainability Annex – Social – Workers in the Value Chain – Policies – p 106
17c Disclosure of general approach in relation to measures to provide and (or) enable remedy for human rights impacts
Sustainability Annex – Social – Workers in the Value Chain – Policies – p 106
18 Sustainability matters addressed by policy
Sustainability Annex – Social – Workers in the Value Chain – Policies – p 106
19 Description of how policies are aligned with relevant internationally recognised instruments
Sustainability Report Governance What’s Cooking? Annual report 2023 133
22 Disclosure of how perspectives of value chain workers inform decisions or activities aimed at managing actual and potential impacts
Procurement policy + action plan responsible sourcing
22a Engagement occurs with value chain workers or their legitimate representatives directly, or with credible proxies
Sustainability Annex – Social – Workers in the Value Chain – Policies – p 106
22b Disclosure of stage at which engagement occurs, type of engagement and frequency of engagement
Sustainability Annex – Social – Workers in the Value Chain – Policies – p 106
22c Disclosure of function and most senior role within undertaking that has operational responsibility for ensuring that engagement happens and that results inform undertakings approach
Sustainability Annex – Social – Workers in the Value Chain – Policies – p 106
22d Disclosure of Global Framework Agreement or other agreements related to respect of human rights of workers
Sustainability Annex – Social – Workers in the Value Chain – Policies – p 106
22e Disclosure of how effectiveness of engagement with value chain workers is assessed
Sustainability Annex – Social – Workers in the Value Chain – Policies – p 106
23 Disclosure of steps taken to gain insight into perspectives of value chain workers / consumers and end-users that may be particularly vulnerable to impacts and (or) marginalised
Sustainability Annex – Social – Workers in the Value Chain – Policies – p 106
27a Disclosure of general approach to and processes for providing or contributing to remedy where undertaking has identified that it connected with a material negative impact on value chain workers
Sustainability Annex – Social – Workers in the Value Chain – Policies – p 106
27b Disclosure of specific channels in place for value chain workers to raise concerns or needs directly with undertaking and have them addressed
Sustainability Annex – Social – Workers in the Value Chain – Policies – p 106
27c Disclosure of processes through which undertaking supports or requires availability of channels
Sustainability Annex – Social – Workers in the Value Chain – Policies – p 106
27d Disclosure of how issues raised and addressed are tracked and monitored and how effectiveness of channels is ensured
Sustainability Annex – Social – Workers in the Value Chain – Policies – p 106
28 Disclosure of how it is assessed that value chain workers are aware of and trust structures or processes as way to raise their concerns or needs and have them addressed
Sustainability Annex – Social – Workers in the Value Chain – Policies – p 106
MDR-A Action plans and resources to manage its material impacts, risks, and opportunities related to value chain workers [see ESRS 2 - MDR-A]
Help People Flourish - Respect human rights – Driving change: Our sustainability actions – p 76
32a Description of action planned or underway to prevent, mitigate or remediate material negative impacts on value chain workers
Help People Flourish - Respect human rights – Driving change: Our sustainability actions – p 76
32b Description of whether and how action to provide or enable remedy in relation to an actual material impact
Sustainability Annex – Social – Workers in the Value Chain – Policies – p 107-108
32c Description of additional initiatives or processes with primary purpose of delivering positive impacts for value chain workers
n.a.
32d Description of how effectiveness of actions or initiatives in delivering outcomes for value chain workers is tracked and assessed
Cannot disclose yet, work in progress
33a Description of approach to identifying what action is needed and appropriate in response to particular actual or potential material negative impact on value chain workers
Sustainability Annex – Social – Workers in the Value Chain – Policies – p 107-108
33b Description of approach to taking action in relation to specific material impacts on value chain workers
Sustainability Annex – Social – Workers in the Value Chain – Policies – p 106
33c Description of approach to ensuring that processes to provide or enable remedy in event of material negative impacts on value chain workers are available and effective in their implementation and outcomes
Sustainability Annex – Social – Workers in the Value Chain – Policies – p 106
34a Description of what action is planned or underway to mitigate material risks arising from impacts and dependencies on value chain workers and how effectiveness is tracked
Help People Flourish – Protect Human Rights – Driving Change: Our Sustainability actions – EcoVadis p 76
34b Description of what action is planned or underway to pursue material opportunities in relation to value chain workers
Help People Flourish – Protect Human Rights – Driving Change: Our Sustainability actions – EcoVadis p 76
35 Disclosure of how it is ensured that own practices do not cause or contribute to material negative impacts on value chain workers
Code of Conduct
36 Disclosure of severe human rights issues and incidents connected to upstream and downstream value chain
EcoVadis 360 degrees watch tool + whistleblower alerts
38 Disclosure of resources allocated to management of material impacts
Trusted people team (23), part of the whistleblower platform
AR 28a Disclosure of general and specific approaches to addressing material negative impacts
Sustainability Annex – Social – Workers in the Value Chain – Policies – p 106
AR 28b Disclosure of initiatives aimed at contributing to additional material positive impacts
Help People Flourish – Protect Human Rights – Driving Change: Our Sustainability actions – EcoVadis p 76
AR 28c Disclosure of how far undertaking has progressed in efforts during reporting period
Significant improvement, we introduced the tool in 2023
AR 28d Disclosure of aims for continued improvement
Zero complaints ambition
AR 43 Information about measures taken to mitigate negative impacts on workers that arise from transition to greener, climate-neutral economy
Not yet assessed.
AR 44 Description of internal functions that are involved in managing impacts and types of action taken by internal functions to address negative and advance positive impacts
Supplier engagement program (procurement department, sustainability manager) + Supplier CoC (General counsel)
62 Disclosures to be reported if the undertaking has not adopted actions
n.a.
41 Targets set to manage material impacts, risks and opportunities related to value chain workers [see ESRS 2 - MDR-T]
Help People Flourish - Respect human rights – Our sustainability targets – p 76
42a Disclosure of how value chain workers , their legitimate representatives or credible proxies were engaged directly in setting targets
They were not engaged in setting targets, but we did a peer review and streamlined with value chain partners + chose for an engagement tool that was already used by highest % of suppliers
42b Disclosure of how value chain workers , their legitimate representatives or credible proxies were engaged directly in tracking performance against targets
They can see this in our annual report
42c Disclosure of how value chain workers , their legitimate representatives or credible proxies were engaged directly in identifying lessons or improvements as result of undertaking’s performance
Help People Flourish - Respect human rights – Driving Change : Our sustainability actions – p 76
11 All value chain workers who can be materially impacted by undertaking are included in scope of disclosure under ESRS 2
To begin with,# Sustainability Report Governance What’s Cooking? Annual report 2023 135
To begin with, we focus on our direct meat, ingredient and packaging suppliers, because they are most material.
To begin with, we focus on our direct meat, ingredient and packaging suppliers, because they are most material.
Work in progress to map this
No alerts
Sustainability Annex – Social – Workers in the Value Chain – Material IRO – p 106
Sustainability Annex – Social – Workers in the Value Chain – Material IRO – p 106
Help People Flourish – Protect Human Rights – Driving Change: Our Sustainability Actions – Ecovadis assessment – p 76
Cannot disclose this yet
Good Food for All – Promote Enhanced Nutrition – Our Policies and Systems on p 58-89
Good Food for All – Grow portfolio plant-based products – Our Policies and Systems on p 59
None at this point in time.
None at this point in time.
Sustainability Annex – Social – Consumers and End-users – Actions – p 107-108
Sustainability Annex – Social – Consumers and end-users – Policies – Whistleblowing policy – p 107-108
GFSI
n.a.
Sustainability Annex – Social – Consumers and End-users – Actions – p 107-108
Food Safety – Chief Operating Officer
Nutritious products and product innovation – Chief Research & Innovation Officer
Repeat purchase of our products
Panels by independent consultants
Sustainability Annex – Social – Consumers and end- users – Policies – Whistleblowing policy – p 107-108
Sustainability Annex – Social – Consumers and end- users – Policies – Whistleblowing policy – p 107-108
Sustainability Annex – Social – Consumers and end- users – Policies – Whistleblowing policy – p 107-108
Sustainability Annex – Social – Consumers and end- users – Policies – Whistleblowing policy – p 107-108
Publicly available on easy to access page on website
Good Food for All – Ensure Consumer Wellbeing – Driving Change: Our Sustainability Actions – p 98
Good Food for All – Promote Enhanced Nutrition– Driving Change: Our Sustainability Actions – p 58-59
Good Food for All – Ensure Consumer Wellbeing – Driving Change: Our Sustainability Actions – p 58
Good Food for All – Promote Enhanced Nutrition– Driving Change: Our Sustainability Actions – p 58-59
Sustainability Annex – Social – Consumers and end- users – Policies – Whistleblowing policy – p 107-108
n.a.
n.a.
Good Food for All – Ensure Consumer Wellbeing – Our Policies and systems – p 58
Driven by national legislation on food safety
Sustainability Annex – Social – Consumers and end-users – Policies – Whistleblowing policy – p 107-108
Sustainability Annex – Consumers and end users – Material IRO – p 107-108
Sustainability Annex – Consumers and end users – Actions – p 107-108
Food Safety Standards (GFSI)
Sustainability Annex – Social – Consumers and end- users – Policies – Whistleblowing policy – p 107-108
Quality department (food safety)
R&I dept (nutritious products)
Aligned with national regulatory bodies
Good Food for All – Promote Enhanced Nutrition– Driving Change: Our Sustainability Actions – p 58-59
Overview of strategic metrics & targets – p 79
Good Food for All – Promote Enhanced Nutrition– Driving Change: Our Sustainability Actions – p 58-59
Good Food for All – Ensure Consumer Wellbeing – Driving Change: Our Sustainability Actions – p 58
Good Food for All – Ensure Consumer Wellbeing –: Our Sustainability Targets – p 107-108
Good Food for All – Promote Enhanced Nutrition– Our Sustainability Targets – p 58-59
Good Food for All –# Sustainability Report
What’s Cooking? Annual report 2023 138
| 10 All consumers and end-users who can be materially impacted by undertaking are included in scope of disclosure under ESRS 2 | Yes |
| 10 a i)-v) Type of consumers and end-users subject to material impacts by own operations or through value chain | Value Chain & Stakeholder Engagement – p 54-57 |
| 10 b Material negative impacts occurrence (consumers and end-users ) | No direct to consumer sales yet |
| 10 c Description of activities that result in positive impacts and types of consumers and end-users that are positively affected or could be positively affected | Good Food for All – Promote Enhanced Nutrition– Driving Change: Our Sustainability Actions – p 58-59 Good Food for All – Ensure Consumer Wellbeing – Driving Change: Our Sustainability Actions – p 58 |
| 10 d Description of material risks and opportunities arising from impacts and dependencies on consumers and end-users | Sustainability Annex – Consumers and end users – Material IRO - p 107-108 |
| 11 Disclosure of how understanding of how own workers / consumers and end-users with particular characteristics, working in particular contexts, or undertaking particular activities may be at greater risk of harm has been developed | n.a. |
| 12 Disclosure of which of material risks and opportunities arising from impacts and dependencies on consumers and end-users are impacts on specific groups | n.a. |
| 41 a Disclosure of how consumers and end-users were engaged directly in setting targets | Not engaged |
| 41 b Disclosure of how consumers and end-users were engaged directly in tracking performance against targets | Not engaged |
| 41 c Disclosure of how consumers and end-users were engaged directly in identifying lessons or improvements as result of undertaking’s performance | Not engaged |
| AR 42 a Disclosure of intended outcomes to be achieved in lives of consumers and end-users | Ensure consumer wellbeing – Why is this important to us? Promote enhanced nutrition- Why is this important to us? |
| AR 42 b Information about stability over time of target in terms of definitions and methodologies to enable comparability | Not yet applicable |
| AR 42 c Disclosure of references to standards or commitments on which target is based | Not yet applicable |
| Ensure Consumer Wellbeing – Our Sustainability Targets – p 107-108 Good Food for All – Promote Enhanced Nutrition– Our Sustainability Targets – p 58-59 |
| 10a Description of the mechanisms for identifying, reporting and investigating concerns about unlawful behaviour or behaviour in contradiction of its code of conduct or similar internal rules | Sustainability Annex – Governance – Business Conduct – Policies – Whistleblowing policy - p 109 |
| 10 b No policies on anti-corruption or anti-bribery consistent with United Nations Convention against Corruption are in place | n.a., because consistent |
| 10 c Disclosure of safeguards for reporting irregularities including whistleblowing protection | Sustainability Annex – Governance – Business Conduct – Policies – Whistleblowing policy - p 109 |
| 10 d No policies on protection of whistle-blowers are in place | n.a. |
| 10 d Timetable for implementation of policies on protection of whistle-blowers | n.a. |
| 10 e Undertaking is committed to investigate business conduct incidents promptly, independently and objectively | Sustainability Annex – Governance – Business Conduct – Policies – Whistleblowing policy - p 109 |
| 10 f Policies with respect to animal welfare are in place | Source Responsibly – Our Policies and Systems – Part of our Supplier CoC and Procurement Policy |
| 10 g Information about policy for training within organisation on business conduct | Sustainability Annex – Business Conduct – Our Sustainability Targets – p 109 |
| 10 h Disclosure of the functions that are most at risk in respect of corruption and bribery | White collar workers |
| 14 Description of policy to prevent late payments, especially to SMEs | System-embedded payment terms/AP automation system |
| 15 a Description of approaches in regard to relationships with suppliers, taking account risks related to supply chain and impacts on sustainability matters | Sustainability Annex – Business Conduct – Actions – p 109 |
| 15 b Disclosure of how social and environmental criteria are taken into account for selection of supply-side contractual partners | Sustainability Annex – Business Conduct – Actions – p 109 |
| 18 a Information about procedures in place to prevent, detect, and address allegations or incidents of corruption or bribery | Sustainability Annex – Governance – Business Conduct – Policies – Whistleblowing policy - p 109 |
| 18 b Investigators or investigating committee are separate from chain of management involved in prevention and detection of corruption or bribery | Yes, internal audit function and general legal counsel or outside counsel |
| 18 c Information about process to report outcomes to administrative, management and supervisory bodies | Audit committee |
| 20 Information about how policies are communicated to those for whom they are relevant (prevention and detection of corruption or bribery) | Training |
| 21 a Information about nature, scope and depth of anti-corruption or anti-bribery training programmes offered or required | Nature: Face to face and online training Scope: all employees Depth: video recording, training materials, posters |
| 21 b Percentage of functions-at-risk covered by training programmes | Sustainability Annex – Governance -Business Conduct – Metrics & Targets – p 109 |
| 21 c Information about members of administrative, supervisory and management bodies relating to anti-corruption or anti-bribery training | Training received |
| 24 a Number of convictions for violation of anti-corruption and anti- bribery laws | Sustainability Annex – Governance -Business Conduct – Metrics & Targets – p 109 |
| 24 a Amount of fines for violation of anti-corruption and anti- bribery laws | Sustainability Annex – Governance -Business Conduct – Metrics & Targets – p 109 |
| 25 a Number of confirmed incidents of corruption or bribery | Sustainability Annex – Governance -Business Conduct – Metrics & Targets – p 109 |
| 29 a Information about representative(s) responsible in administrative, management and supervisory bodies for oversight of political influence and lobbying activities | General counsel and CEO |
| 29 b Information about financial or in-kind political contributions | Sustainability Annex – Governance -Business Conduct – Metrics & Targets – p 109 |
| 29 b i Financial and In-kind political contributions made | Sustainability Annex – Governance -Business Conduct – Metrics & Targets – p 109 |
| 29 b (ii) Disclosure of how monetary value of in-kind contributions is estimated | n.a. |
| 29 c Disclosure of the main topics covered by lobbying activities and undertaking's main positions on these topics | Only through associations in general interest of the industry |
| 29 d Undertaking is registered in EU Transparency Register or in equivalent transparency register in Member State | Not applicable |
| 30 Information about appointment of any members of administrative, management and supervisory bodies who held comparable position in public administration in two years preceding such appointment | Not the case |
| 33 a Average number of days to pay invoice from date when contractual or statutory term of payment starts to be calculated | Sustainability Annex – Governance -Business Conduct – Metrics & Targets – p 109 |
| 33 b Description of undertakings standard payment terms in number of days by main category of suppliers | Standard 60 days for all, except where national standards deviate |
| 33 b Percentage of payments aligned with standard payment terms | Sustainability Annex – Governance -Business Conduct – Metrics & Targets – p 109 |
| 33 c Number of outstanding legal proceedings for late payments | Sustainability Annex – Governance -Business Conduct – Metrics & Targets – p 109 |
| 33 d Disclosure of contextual information regarding payment practices | Sustainability Annex – Governance -Business Conduct – Metrics & Targets – p 109 |
| 5a Disclosure of role of administrative, management and supervisory bodies related to business conduct | Excom and board members |
| 5 b Disclosure of expertise of administrative, management and supervisory bodies on business conduct matters | Trained on CoC |
What’s Cooking? Annual report 2023140
What’s Cooking? Annual report 2023 141
The corporate governance statement has been prepared in accordance with Article 3:6, §2 and Article 3:32 of the WVV and the Belgian Corporate Governance Code 2020. It contains information on the corporate governance policy of What’s Cooking Group NV in 2023, including:
* a description of the main features of the internal control and risk management systems in the financial reporting process;
* the required information based on special legislation;
* the composition and functioning of the board of directors and its committees;
* a description of the diversity policy with regard to the members of the board of directors, the persons in charge of the management and the persons in charge of the daily management of the company;
* the remuneration report;
* a statement of non-financial information.
The reference code used is the Belgian Corporate Governance Code 2020. This code is publicly available at www.corporategovernancecommittee.be. Our Corporate Governance Charter is published at www.whatscooking. group. In the charter, we clarify our position towards the provisions of the Belgian Corporate Governance Code 2020. We also describe there the other Corporate Governance practices we apply, in addition to the Bel- gian Corporate Governance Code 2020.# Declaration on Corporate Governance over 2023
What’s Cooking Group NV follows the 10 principles of the Belgian Corporate Governance Code 2020, with the exception of the following recommendations (which have not yet been implemented in 2023):
The charter did not undergo any material changes in 2023 with the exception of the installation of a sustainability committee. The statutes of What’s Cooking Group NV were, however, amended in 2023 to reflect the name change.
PVO bv
Paul Van Oyen obtained a master’s degree in geology and mineralogy and then took a management course at KU Leuven. After a period as a lecturer and several years of fieldwork in Morocco, he worked as a researcher on a European study on strategic raw materials. Paul started his industrial career at what is now Steinzeug Keramo. In 1990, he moved to Etex Group, where he held various positions for 31 years. After seven years as CEO of the company, Paul decided to share his experience as an independent board member. In 2022, he was appointed director and chairman of the board of directors of What’s Cooking Group nv for four years. He is also a member of our remuneration and nomination committee and has chaired the sustainability committee since 2023.
Holbigenetics nv
Frank Coopman graduated as a veterinarian in 1990. He obtained additional masters in veterinary supervision of edibles of animal origin and in molecular medical biotechnology. He obtained a PhD in veterinary sciences and was a long-term lecturer in animal production and genetics at Hogent and Ugent. Frank is co-founder and managing director of Biomics and Chemics Consultancy BV, where he is rolling out the biological and genetic part. In 2020, he was appointed director of What’s Cooking Group nv for four years. Since 2023, he has been a member of our remuneration and nomination committee.
C:Solutio bv
Kurt Coffyn graduated as an industrial engineer with specialisation in automation and electronics. He has 30 years of experience in operations and supply chain: first in various operational positions by General Electric in Belgium and Germany, then as COO at firms such as Stanley Black&Decker, Ontex, Provimi, Cargill and Unilabs Switzerland. Since 2019, Kurt has been COO of Belgium’s Lineas, European leader in private rail freight transport. Kurt has been an independent director at What’s Cooking Group nv since 2017 and is also a member of our audit committee.
Hico nv
Johan Pauwels trained as an Industrial Engineer complemented by business administration (Vlerick, INSEAD, IMD). He has a long career at ABB where he was active in various global and local functions, regions and divisions. The common thread of his career is on increasing productivity through industrial automation and sustainably improving energy efficiency through electrification. From 2017 to 2023, he was managing director of ABB’s Benelux companies. From 2023, he was active, ad interim, as General Manager of the ‘Global Solution Centre for Autonomous Mobile Robots’, ABB Robotics in Burgos, Spain. Johan is a director of What’s Cooking Group nv and a member of our audit committee since May 2023.
Famcoo Invest nv
Dominique Coopman graduated as an agricultural and business engineer. She also holds a degree in environmental remediation and a master’s degree in food culture. Dominique works as a freelance consultant in Italy and has been a director at What’s Cooking Group nv since 2008. Her last reappointment dates from 2022, when she renewed her mandate for four years. In addition, Dominique has been a member of our sustainability committee since 2023.
Eddy Van Der Pluym studied economic sciences and an MBA at INSEAD. After a short period at Deloitte, Haskins & Sells, he joined the family company Pluma nv, which merged with What’s Cooking Group nv in 2006. In 2019, Eddy was appointed as a director for four years, renewing his mandate in May 2023. In 2023, he also became a member of our audit committee.
CEO - Leading for Growth bv
Piet Sanders holds a master’s degree in law and management. Almost 30 years of his career were spent in the food sector. Between 1999 and 2002, Piet was Global Sales Director Food at Amylum / Tate & Lyle, a leading producer of starches, cereal-based sweeteners, and wheat proteins. After two years as Chief Sales & Marketing Officer at Reynaers Aluminium, he returned to the food sector in 2004. He joined Puratos, an international group providing innovative ingredients and services to the bakery, patisserie and chocolate sectors. He started there as Managing Director for Central and Eastern Europe, and subsequently became Managing Director for Asia & for Northern and Eastern Europe, and Global Sales & Channels Director, among others. In 2021, Piet became CEO of What’s Cooking Group nv. A year later, he was appointed director for a four-year term. Piet has also been a supervisory director of Cefetra B.V., a Dutch feed & food ingredients company, since 2022.
Ann Vereecke bv
Ann Vereecke is a civil engineer and PhD in management. She is professor of operations & supply chain management at Vlerick Business School and Ghent University. She was also a board member and president of EurOMA (European Operations Management Association) and board member of POMS (Production and Operations Management Society in the US) for a time. Currently, Ann sits on the boards of Tessenderlo Group, North Sea Port and BPost. In 2014, she joined the board of What’s Cooking Group nv as an independent director. Ann also chairs the remuneration and nomination committee and she became a member of our sustainability committee in 2023. At the general meeting in May 2022, her mandate as an independent director was extended for another four years.
IJzer Beheer bv
Aart Duijzer studied at Erasmus University. After studying Business Economics, he completed the Chartered Accountant course there. During the first years of his career, Aart worked at KPMG. He acquired the knowledge and experience in various positions at home and abroad, in particular managerial and financial-economic knowledge and has experience from 2000 to 2022 as CFO at the Dutch Group Refresco which was listed on the stock exchange until 2018. Mr Duijzer is a member of the Supervisory Boards of Koninklijke Sanders, Koninklijke Barenbrug and Sligro Food Group. Aart has been a director of What’s Cooking Group nv and chairman of our audit committee since April 2023.
Tower Consulting bv
Inge Plochaet holds a master’s degree in industrial sciences (chemistry), studied innovation management at IMD, and obtained an in-company MBA at INSEAD & Wharton. Inge started her career at Procter & Gamble as a packaging engineer and today has 26 years of operational experience. Until 2015, she held various positions at AB InBev - from Innovation Director Western Europe to President of AB Inbev UK & Ireland. Today, she helps companies with strategic and operational advice. She is also chairman of the board of directors of B-Steel bv and VBSC nv and a director of Groven+ nv, CSM nv, Colmar nv, Sligro Food Group nv and the Faber Group nv. Inge has held a four-year term as an independent director of What’s Cooking Group nv since 2020 and she became a member of the sustainability committee in 2023.
The table below shows the composition of the board of directors on 31 December 2023, listing meetings and attendance in 2023.# Corporate governance
The table below shows the composition of the board of directors as at 31 December 2023, with a summary of meetings and attendance in 2023.
| Name | Type* | End of mandate | Committees** | Meetings 2023 (x = present) | 16/02 | 20/04 | 25/05 | 24/08 | 2/10 | 23/11 | 12/12 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Dominique Coopman (7) | NE | 2026 | SC | X | X | X | X | X | X | X | X |
| Frank Coopman (3) | NE | 2024 | RNC | X | X | X | X | X | X | X | X |
| Eddy Van Der Pluym | NE | 2027 | AC | X | X | X | X | X | X | X | X |
| Paul Van Oyen (8) | I | 2026 | RNC/SC | X | X | X | X | X | X | X | X |
| Ann Vereecke (1) | I | 2026 | RNC/SC | X | X | X | X | X | X | X | X |
| Dominique Eeman (2) | I | 2023 | AC | - | - | - | - | - | - | - | - |
| Kurt Coffyn (4) | I | 2024 | AC | X | X | X | X | X | X | X | X |
| Inge Plochaet (5) | I | 2024 | SC | X | X | X | X | X | X | X | X |
| Piet Sanders (6) | E | 2026 | X | X | X | X | X | X | X | X | |
| Aart Duijzer (9) | I | 2027 | AC | X | X | X | X | X | X | ||
| Johan Pauwels (10) | NE | 2027 | AC | X | X | X | X | X | X |
As permanent representative for: (1) BV Ann Vereecke, (2) BV Deemanco (end of mandate 20 April 2023), (3) NV Holbigenetics, (4) BV C:Solutio, (5) BV Tower Consulting, (6) BV Leading for Growth, (7) NV Famcoo Invest, (8) BV PVO Advisory, (9) BV IJzer Beheer (as of 20 April 2023), (10) NV Hico (as of 25 May 2023)
* ** E = Executive AC = Audit Committee NE = Non-executive RNC = Remuneration and Nomination Committee I = Independent SC = Sustainability Committee
To the extent necessary, What’s Cooking Group NV confirms its compliance with recommendation 5.5 of the Belgian Corporate Governance Code 2020, which stipulates that non-executive directors should not hold more than five directorships in listed companies. The Board of Directors’ internal regulations describe the detailed functioning of the Board of Directors. The terms of reference are an integral part of the group’s Corporate Governance Charter. Among other things, the board of directors decided on the group’s half-year results, annual results, budget and strategy.
Overall, we continue to build a diverse and inclusive environment across the organisation, encouraging non-discriminatory working practices. We have taken clear steps to engage our leadership teams on what it takes to be sustainable leaders, including recognising the important role equality and wellbeing plays in our organisation. We have taken a number of concrete steps both internally and externally towards corporate responsibility and continuous positive change in that regard. As regards persons in charge of management viz. the members of the Ex-Com, and persons in charge of the daily management of the company we take into account the necessary complementarity of skills, experience, knowledge and diversity. In the composition of the board of directors, following advice from the remuneration committee, we take into account the necessary complementarity of skills, experience, knowledge and diversity - including on the basis of gender in accordance with the provisions for listed companies. The Board of Directors complies with these gender provisions i.e. at least one-third of the members of the Board of Directors are of a different gender than the other members (whereby the required minimum number is rounded off to the nearest whole number). See also Article 1.2 of the internal regulations (see Annex 1 to the Corporate Governance Charter). The review of board members shows that we was met as of 31 December 2023.
The chairman of the board regularly organises a formal evaluation of the board and its functioning, including its interaction with executive management. The results of this evaluation are discussed in the board and, if necessary, improvement actions are prepared. A formal evaluation was completed (with the help of a consultant) in 2022 and will be carried out again in early 2024, based on a previous similar exercise for 2023.
The board plans to ask the general meeting on 30 May 2024:
The board of directors had three active committees in 2023: the audit committee, the remuneration and nomination committee and the sustainability committee. The committees are composed in accordance with legislation and the requirements of the Belgian Corporate Governance Code 2020. The committees work within a mandate from the board of directors. A description of that mandate can be found in the detailed regulations annexed to the Corporate Governance Charter.
The table below shows the composition of the audit committee as at 31 December 2023, with a summary of meetings and attendance in 2023.
| Name | Meetings 2023 (x = present) | 13/02 | 20/04 | 25/05 | 24/08 | 23/11 |
|---|---|---|---|---|---|---|
| BV Deemanco (Dominique Eeman) (1) | - | - | - | - | - | - |
| Paul Van Oyen (2) | X | |||||
| BV C:Solutio (Kurt Coffyn) (3) | X | X | X | X | X | X |
| Eddy Van der Pluym | X | X | X | X | X | X |
| IJzer Beheer BV (Aart Duijzer) (4) | X | X | X | |||
| Hico NV (Johan Pauwels) (5) | X | X | X |
(1) Chair (end of mandate 20 April 2023)
(2) Chair ad interim on 13 February 2023
(3) Chair ad interim on 20 April 2023
(4) Chair (start of mandate 20 April 2023)
(5) Start of mandate 25 May 2023
All members of the audit committee are non-executive directors and have in-depth knowledge of financial management. The majority of the committee members are independent. The committee has the necessary collective expertise relating to the company’s activities. The committee met regularly in the presence of the auditor and always in the presence of the internal auditor. The audit committee advised the board on, among other things:
The audit committee monitors the internal audit function it has established. It regularly reviews its own regulations and operation.
The table below shows the composition of the sustainability committee on 31 December 2023, with a summary of meetings and attendance in 2023.
| Name | Meetings 2023 (x = present) | 16/2 | 24/8 | 22/11 |
|---|---|---|---|---|
| BV PVO Advisory (Paul Van Oyen) * | X | X | X | X |
| NV Famcoo Invest (Dominique Coopman) | X | X | X | X |
| BV Ann Vereecke (Ann Vereecke) | X | X | X | X |
| BV Tower Consulting (Inge Plochaet) | X | X | X | X |
* Chair
All members are non-executive directors and have in-depth relevant knowledge of sustainability management. In addition, the sustainability committee invites ad hoc experts in the field to support the committee members and also in view of the rapid changes regarding the legislative framework in the field. The majority of the committee members are independent. The sustainability committee advises the board of directors on, among other things:
The sustainability committee prepares the sustainability report, submits it to the board of directors and explains it at the general meeting. The committee regularly evaluates its own regulations and operation.
The table below shows the composition of the remuneration and nomination committee on 31 December 2023, with a summary of meetings and attendance in 2023.
| Name | Meetings 2023 (x = present) | 16/2 | 20/4 | 23/11 |
|---|---|---|---|---|
| BV Ann Vereecke (Ann Vereecke)* | X | X | X | X |
| BV PVO Advisory (Paul Van Oyen) | X | X | X | X |
| NV Holbigenetics (Frank Coopman) | X | X | X | X |
* Chair
All members are non-executive directors and have in-depth knowledge of human resources management. The majority of the committee members are independent. The remuneration and appointments committee advises the board of directors on, among other things:
The committee prepares the remuneration report, submits it to the board of directors and explains it at the general meeting. The committee regularly evaluates its own regulations and operation.
Ms Ann De Jaeger is the secretary to the board of directors as General Secretary - General Counsel & Corporate Affairs Director.
Following the introduction of the Companies and Associations Code, What’s Cooking? opted for a one tier governance model in 2020, with a monistic board of directors, a managing director in charge of day-to-day management and an executive committee.# Executive Committee
From 2024, Teun Haegens joined the executive committee as SBU Director Savoury. Ms Ann De Jaeger (General Secretary - General Counsel & Corporate Affairs Director) is attached to the executive committee and is secretary general of the company.
The executive committee met twice a month in 2023 and whenever necessary for operational reasons. The executive committee is responsible for management reporting to the board of directors. The detailed operation of the executive committee is described in the executive committee’s internal regulations, which are an integral part of the group’s Corporate Governance Charter.
The board of directors evaluates once a year the functioning of the CEO (without the CEO being present) and once a year the other members of the executive committee (in the presence of the CEO). The board does so on the proposal of the remuneration and appointments committee. This evaluation also took place in 2023. The board uses both quantitative and qualitative parameters for this purpose. There is no direct link between this evaluation and the annual variable remuneration.
CEO What’s Cooking Group NV / Chairman of the Board of Directors
Piet Sanders holds a master’s degree in law and management. Almost 30 years of his career were spent in the food sector. Between 1999 and 2002, Piet was Global Sales Director Food at Amylum / Tate & Lyle, a leading producer of starches, cereal-based sweeteners, and wheat proteins. After two years as Chief Sales & Marketing Officer at Reynaers Aluminium, he returned to the food sector in 2004. He joined Puratos, an international group providing innovative ingredients and services to the bakery, patisserie and chocolate sectors. He started there as Managing Director for Central and Eastern Europe, and subsequently became Managing Director in Asia & for Northern and Eastern Europe, and Global Sales & Channels Director, among others. In 2021, Piet became CEO of What’s Cooking Group NV. A year later, he was appointed director for a four-year term. Piet has also been a Supervisory Director of Cefetra B.V., a Dutch feed & food ingredients company, since 2022.
CFO What’s Cooking Group NV
Yves Regniers studied law at Ghent University and obtained an MBA from Warwick Business School. After a stint at PwC, he worked for thirteen years at what is now WestRock. There he held various financial positions in Belgium and abroad. In early 2017, he came on board at What’s Cooking Group NV. Yves has been a member of the executive committee since January 2019 and was appointed CFO of the group in March 2020. Since 2023, he has also been responsible for sustainability within What’s Cooking?
COO What’s Cooking Group NV
Eric Kamp studied public administration at the University of Twente. He then built an international career with Mars, United Biscuits and Provimi, among others, and lived and worked in Germany, Hungary and South Africa. Before joining What’s Cooking?, Eric was Operations and Supply Chain Director of the Aquafeed division at Cargill. Since 2020, he has been COO of our group and a member of the executive committee.
Director of Ready Meals What’s Cooking Group NV
Christophe Bolsius graduated in applied economics and international business administration from the University of Antwerp. He has worked in the food sector all his career, including in sales and marketing at Dr. Oetker, Sara Lee Deli and Campina - both in Belgium and abroad - and as a member of the management of FrieslandCampina and Douwe Egberts. In December 2014, Christophe joined our commercial management team and a year later he started as head of the ready-made meals business unit.
Executive committee What’s Cooking? Annual report 2023 149
CPO What’s Cooking Group NV
Else Verstraete obtained her master’s degree in political and social sciences from the University of Antwerp. At Imtech Marine (Radio Holland) in Rotterdam and Aleris in Duffel, she gained experience in HR leadership roles. She then spent six years within 3M as HR Director for Benelux and HR Director EMEA for various business units. In May 2022, she started as our Chief People Officer and became a member of the executive committee of What’s Cooking Group NV.
Chief R&D Officer What’s Cooking Group
Brecht Vanlerberghe obtained his master’s degree in bioengineering and industrial management from Ghent University. At several international agri-food companies, including AVEVE, Campina, FrieslandCampina and Tereos Syral, he was responsible for research, development and innovation. After seven years as Chief R&D Officer at Bio Base Europe Pilot Plant, Brecht went to work as Business Development & Relation Manager of VITO’s Sustainable Chemistry Unit. Since December 2022, he has been our Chief Research and Development Officer and member of the executive committee.
CIO What’s Cooking Group
Peter Bal holds a master’s degree in industrial engineering, a postgraduate degree in public administration and a Digital Transformation Certificate from Massachusetts Institute of Technology. He gained considerable experience in several international listed companies, including Nokia, Proximus and Swift. He then spent 15 years at what is now ZF - first as Chief Information Officer and Vice President Process Optimisation, and later as Managing Director of Transics, a digital services provider he founded within ZF. Peter started as Group Chief Information Officer at What’s Cooking? in November 2022 and is now also a member of the executive committee.
SBU Director Savoury What’s Cooking Group NV (from 2024)
Teun Haegens studied Business Economics with a post-master’s degree in Accountancy at Tilburg University. He worked at Wienerberger as CFO Netherlands between 2015 and 2020. Since 2021, he worked as Commercial Controller within the Savoury Business Unit of What’s Cooking? to take up the role of SBU Director from 2024 and join the executive committee.
General Counsel & Corporate Affairs Director / General Secretary What’s Cooking Group NV
Ann De Jaeger obtained a master’s degree in commercial and corporate law from the University of Ghent and a master’s degree in corporate law from the University of Antwerp. She also became a certified director. Ann started her career in a law firm and rose to General Counsel & Head of Corporate Affairs in international B2B and FMCG food companies such as Tate & Lyle, Tereos Syral, Alpro and Danone. Since April 2022, she has been our General Counsel & Corporate Affairs Director. She is also General Secretary of the listed family-owned company and works closely with the board of directors in this role.
In 2023, the board of directors did not receive any reports of a conflict of interest in terms of asset law within the meaning of the CGC. There were also no reports of related party transactions, as described in Annex 2 to the group’s Corporate Governance Charter.
No related party transactions within the meaning of Annex 2 of the group’s Corporate Governance Charter were reported in 2023.
The general meeting of 27 May 2021 appointed KPMG Bedrijfsrevisoren BV as auditor of What’s Cooking Group NV. KPMG Bedrijfsrevisoren BV appointed Filip De Bock as permanent representative. The appointment was for three years. We consulted regularly with the auditor. For the half-yearly and annual reporting, we invited him to the meeting of the audit committee. The auditor is also invited to discuss the internal audit plan and internal controls. The auditor does not maintain any relationships with What’s Cooking? that influence his judgement. Moreover, he confirmed his independence from the group.
In 2023, we paid EUR 290,000 for audit services to KPMG Bedrijfsrevisoren BV and to the persons with whom KPMG Bedrijfsrevisoren BV is associated (for comparison in 2022: EUR 283,000). Non-audit services of EUR 20,000 were provided in 2023 (for comparison in 2022: EUR 10,000). The companies with which the auditor has a partnership did not invoice additional fees to the group in 2022 and 2023.
The general meeting of 30 May 2024 will be asked to reappoint KPMG Bedrijfsrevisoren BV as auditor, for a period of three years, expiring immediately after the general meeting of 2027. KPMG Bedrijfsrevisoren BV will appoint Filip De Bock as its permanent representative.
The Dealing Code of What’s Cooking Group NV contains rules to prevent market abuse and insider trading (e.g. in transactions in securities of What’s Cooking Group NV). The Dealing Code forms Annex 3 of the group’s Corporate Governance Charter.
Corporate governance What’s Cooking? Annual report 2023 150# Corporate governance
The current remuneration policy 2023-2026 is available on the group’s website. The remuneration report for 2023, prepared by the remuneration and nomination committee, will be explained and submitted for (advisory) vote at the general meeting of 30 May 2024, after prior communication to the works council. The remuneration and appointments committee monitors the application of the policy and advises the board of directors in this respect. The general meeting on 25 May 2023 approved the overall remuneration level for members of the board of directors in the 2023 financial year. On the advice of the remuneration and nomination committee, the board of directors confirmed the remuneration for the CEO and members of the executive committee in the 2023 financial year.
The members of the board of directors and its committees were entitled to the following annual fixed remuneration (in EUR) in 2023:
| Position | Remuneration |
|---|---|
| Chairman of the Board of Directors | € 100,000.00 |
| Member of the Board of Directors | € 30,000.00 |
| Chairman of the Audit Committee | € 10,000.00 |
| Member of the Audit Committee | € 6,000.00 |
| Chairman of the Remuneration and Nomination Committee | € 7,000.00 |
| Member of the Remuneration and Nomination Committee | € 5,000.00 |
| Chairman of the Sustainability Committee | € 7,000.00 |
| Member of the Sustainability Committee | € 5,000.00 |
The members of the board of directors (with the exception of the managing director) are not entitled to any variable, performance-related or share-related remuneration, or to any other remuneration, other than fixed remuneration, for exercising their directorship.
The remuneration of the CEO and other members of the executive committee consists, in principle and in function of their social status, of a basic remuneration, an annual variable remuneration and a long-term variable remuneration (long-term incentive). These remunerations are supplemented, only for those with employee status, by a company car and fuel card and other remuneration components, such as pensions and insurance, all in line with the company’s applicable policies.
The basic allowance aims to compensate the manager for performing his or her duties in accordance with his or her specific competences and experience in the position. Base remuneration is set on the basis of relevant benchmark exercises, with the company aiming for a level of remuneration in line with the median of the relevant market. The same policy is incidentally applied to all employees of the company. As is the case for the (other) employees, the basic remuneration for the members of the executive committee with employee status is adjusted annually in line with life expectancy, in line with legally required indexations or indexations following individual or collective agreements.
The CEO and other members of the executive committee are granted an annual variable remuneration in cash, depending on the achievement of annually set targets, relating to the financial year for which the variable remuneration is due, according to the modalities below. Approximately 75% of the annual targets set are linked to company performance (including financial performance). The remaining ca. 25% are targets linked to individual performance (including some ESG-related performance). Financial targets are based on objective parameters and are closely linked to the group’s results and the role played by the CEO and other members of the executive committee in achieving those results. The main parameters that can be used for this purpose are volume, revenue, FCF, (U)EBITDA, EBIT, EAT, (U)EBITDA/Net debt and ROCE. Which of these parameters are used in a given year and what are the objectives to be achieved in relation to these parameters are evaluated annually by the remuneration and nomination committee and submitted to the board of directors for approval. The recognition of both collective success and individual performance contribute to the long-term importance and sustainability of the company and the successful achievement of its strategy. The collective and individual performance targets establish a close link between the interests of the CEO and the members of the executive committee, on the one hand, and the interests of the company, and its shareholders. The potential annual variable remuneration at 100% payout (at target) concerns an amount equal to 30% or less of the total remuneration, depending on the position and the classification of the position compared to the relevant benchmark. This share is contractually determined individually and aims at a market-based annual variable remuneration. If less than the minimum target to be achieved is achieved in a given year, the right to the variable remuneration linked to that target for that year lapses. If the target to be achieved is exceeded, a maximum of up to 150% of the associated variable remuneration may be awarded.
In addition to the system of annual variable remuneration, the Board of Directors retains the prerogative, at the proposal of the Remuneration and Nomination Committee, to grant the CEO and/or the other members of the Executive Committee, or some of them, an (additional) bonus for specific performance or merit, without however exceeding the total budget for annual variable remuneration for the CEO and the other members of executive management for the financial year concerned. These modalities generally also apply to other employees of the group to whom an annual variable remuneration is granted. Such (additional) bonus shall not exceed 30% of the executive committee member’s annual fixed remuneration. Additional provisions were made for 2023 in the framework of these LTI plans, in accordance with the overview enclosed in the figures on the remuneration of the CEO and the other members of the executive committee. The amounts granted in 2021 in connection with a possible acquisition were finally not granted given the non-occurrence of the transaction.
The CEO and other members of the executive committee, as well as a limited number of other employees of the group, are granted long-term variable remuneration (a so-called long-term incentive) (“LTI”) in cash, according to the modalities below. The LTI aims at value creation - with a clear focus on making the company stronger for the future and executing the strategic plan - and retention. The LTI is awarded according to financial targets (growth in equity value) (approx. 80%) and individual and measurable ESG targets (approx. 20%) over a reference period of at least three years in each case. If less than the minimum target to be achieved is achieved in a given year, the right to the variable remuneration linked to that target for that year lapses. If the target to be achieved is exceeded, a maximum of up to 150% of the associated variable remuneration may be awarded. The board of directors decides annually, on the proposal of the CEO and the remuneration and nomination committee, who is eligible to participate in an LTI plan. The board of directors may decide, on the proposal of the CEO, to make an LTI plan also applicable to other employees of the group. At 100% payout (at target), the potential LTI amounts to an amount of at least 15% and at most 25% of the total remuneration, depending on the position and the ranking of the position compared to the relevant benchmark. This share is contractually determined individually and aims at a market-based LTI. The LTI aims to align the interests of the CEO and other members of the executive committee with those of shareholders and stakeholders. A first LTI payout (for some of the executive committee members) can only be obtained after the close of the 2024 financial year.
We summarise the remuneration of board members (both executive, non-executive and independent directors - overview see below) for their directorship in 2023 as follows:
| Mandate of director | Mandate Remuneration and Nomination Committee | Mandate Audit Committee | Mandate Sustainability Committee | Total |
|---|---|---|---|---|
| BV PVO Advisory (Paul Van Oyen) | 100,000.00 | 5,000.00 | 7,000.00 | 112,000.00 |
| BV Leading for Growth (Piet Sanders) | 30,000.00 | 30,000.00 | ||
| NV Holbigenetics (Frank Coopman) | 30,000.00 | 5,000.00 | 35,000.00 | |
| NV Famcoo Invest (Dominique Coopman) | 30,000.00 | 5,000.00 | 35,000.00 | |
| Eddy Van der Pluym | 30,000.00 | 6,000.00 | 36,000.00 | |
| NV Hico (Johan Pauwels) | 17,500.00 | 3,500.00 | 21,000.00 | |
| BV Ann Vereecke | 30,000.00 | 7,000.00 | 5,000.00 | 42,000.00 |
| BV Deemanco (Dominique Eeman) | 10,000.00 | 3,333.33 | 13,333.33 | |
| BV IJzer Beheer (Aart Duijzer) | 20,000.00 | 6,666.67 | 26,666.67 | |
| BV C:Solutio (Kurt Coffyn) | 30,000.00 | 6,000.00 | 36,000.00 | |
| BV Tower Consulting (Inge Plochaet) | 30,000.00 | 5,000.00 | 36,000.00 | |
| Total mandates | 422,000.00 |
All amounts concern fixed remuneration and are in# Corporate governance What’s Cooking? Annual report 2023 154
The individual gross remuneration of the managing director / chairman of the executive committee / CEO (ie, Leading For Growth BV, permanently represented by Piet Sanders) and the joint gross remuneration of the other members of the executive committee: Esroh BV (permanently represented by Yves Regniers), Sagau Consulting BV (permanently represented by Christophe Bolsius), Eric Kamp, Leading Edge HR BV (permanently represented by Else Verstraete), Creating Digital Value SRL (permanently represented by Peter Bal), Broersbank Advies & Management BV (permanently represented by Brecht Vanlerberghe), are included in the table below:
| CEO*** | Other members of the executive management | |
|---|---|---|
| Base pay ° | 589,535.14 | 2,013,405.62 |
| Variable pay (cash - on a yearly basis) | 75,000.00 | 138,612.99 |
| Pensions* | NA** | 23,093.76 |
| Other insurance (hospitalisation insurance) | NA** | 1,809.79 |
| Other benefits (company car) | NA** | 18,070.32 |
| Long Term Incentive provision 2023 | 133,333.33 | 241,666.36 |
°including recharge of expenses
The pension plan concerns defined contribution contracts
*NA = not applicable
*** Mandate of director
What’s Cooking Group NV excluded. All amounts are in line with the remuneration policy, which contributes to the long-term performance of the group.
Members of the board of directors and executive committee do not have stock options, subscription rights or any other rights to acquire shares. The company did not grant any shares, stock options or other rights to acquire What’s Cooking Group shares in 2023. Not to members of the group’s board of directors and not to members of the executive committee.
Board and CEO remuneration and key performance indicators evolved as follows during the period 2019-2023:
| 2019 | 2020 | 2021 | 2022 | 2023 | |
|---|---|---|---|---|---|
| Former Chairman of the Board of Directors | € 75,000 | € 75,000 | € 75,000 | € 89,583 | € 100,000 |
| Member of the Board of Directors | € 20,000 | € 20,000 | € 20,000 | € 20,000 | € 30,000 |
| Chairman of the Audit Committee | € 10,000 | € 10,000 | € 10,000 | € 10,000 | € 10,000 |
| Member of the Audit Committee | € 6,000 | € 6,000 | € 6,000 | € 6,000 | € 6,000 |
| Chairman of the Remuneration and Nomination Committee | € 7,000 | € 7,000 | € 7,000 | € 7,000 | € 7,000 |
| Member of the Remuneration and Nomination Committee | € 5,000 | € 5,000 | € 5,000 | € 5,000 | € 5,000 |
| Chairman of the Sustainability Committee | € 7,000 | ||||
| Member of the Sustainability Committee | € 5,000 |
| 2019 | 2020 | 2021 | 2022 | 2023 | |
|---|---|---|---|---|---|
| CEO - fixed remuneration - excl, board mandate remuneration | € 484,725 | €466,194 | €500,000* | €529,692 | € 589,535 |
| Sales (in million EUR) | 728.1 | 717.4 | 696.9 | 781.4 | 832.3 |
| EBITDA (in million EUR) | 37.2 | 37.1 | 45.9 | 35.9 | 45.5 |
| Result after taxes (in million EUR) | 4.4 | -2.5 | 7.3 | 4.5 | 7.7 |
The evolution of the average remuneration of employees in the group can be presented as follows:
| 2019 | 2020 | 2021 | 2022 | 2022 | |
|---|---|---|---|---|---|
| Average gross salary for a full time equivalent in the group | 100.00 | 102.44 | 106.08 | 107.91 | 123.26 |
The ratio between the CEO’s fixed remuneration (excluding his remuneration as a member of the board of directors) and the lowest gross remuneration of a group employee in Belgium (in full-time equivalent) is 16 for the month of December 2023.
The group did not agree any recruitment arrangements with members of the executive committee or with executive directors that entitle them to severance pay of more than 12 months. The group also did not enter into any arrangements contrary to legal provisions, the Belgian Corporate Governance Code 2020 or market practice. The contractual notice periods for Sagau Consulting BV (Christophe Bolsius), Esroh BV (Yves Regniers) and Leading For Growth BV (Piet Sanders) are 12 months each. Eric Kamp’s notice period is in principle calculated in accordance with the statutory provisions applicable to his employment contract. The contractual notice period for Leading Edge HR BV (Else Verstraete), Creating Digital Value SRL (Peter Bal) and Broersbank Advies & Management BV ( Brecht Vanlerberghe) is six months each.
The general meeting 25 May 2023 approved the 2022 remuneration report with a majority of 99.53%. The company encourages an open and constructive dialogue with its shareholders to discuss its approach to governance, including remuneration.
Stichting Coopman reported on 21 August 2023 that on 21 August 2023 it (still) holds, through Famcoo Invest NV and Stichting Administratiekantoor Coovan, more than 30% of the voting securities in What’s Cooking Group NV. More specifically, Stichting Coopman reported that Stichting Administratiekantoor Coovan, as of 22 August 2022, had acquired 28,207 voting securities in What’s Cooking Group NV, and as of 21 August 2023, held 1,230,022 (66.27%) voting securities in What’s Cooking Group NV. Stichting Administratiekantoor Coovan 1 is controlled by Famcoo Invest NV 2 , which in turn is controlled by Stichting Coopman 3 . Stichting Coopman is no longer controlled.
1 Basisweg 10, 1043 AP Amsterdam (The Netherlands), with enterprise number KvK Amsterdam 34248201.
2 Kere 103, 9950 Lievegem (Belgium), with enterprise number 0439.850.161 (RPR Gent, Ghent division).
3 Hoogoorddreef 15, 1101 BA Amsterdam (The Netherlands), with enterprise number KvK Amsterdam 41193935.
We attach great importance to high-performance internal control and risk management. We integrate these into our structure and operations as much as possible. To this end, we have implemented numerous internal controls according to the integrated COSO II or Enterprise Risk Management Framework®. The most important elements are summarized here.
On the proposal of the executive committee, the board of directors annually determines or confirms our mission, values and strategy, and thus the group’s risk profile. We actively and repeatedly promote our values to all our employees. We do this at least at every semi-annual information meeting. Integrity is the most important value in risk management.
We communicate to all our employees at the same time the outlines of the strategy and objectives for the Group and the segments / SBUs (Strategic Business Units Ready Meals and Savoury). We describe the governance structure of our Group in detail in our Articles of Association, our Corporate Governance Charter and in the Corporate Governance Statement. This structure defines the distinct roles and responsibilities of each of our governing bodies. These are the board of directors, the audit committee, the remuneration and nomination committee, the executive committee and the managing director/CEO. The duties and responsibilities of these bodies are in line with the legal provisions and the provisions of the Corporate Governance Code 2020. We drew up coherent regulations for each of them. We evaluate them regularly. If necessary, we adapt it. In this way, powers and responsibilities are always clearly defined and verifiable.
We organize (and monitor) our human resources through a job classification system in which all group employees are classified. Detailed job descriptions have been drawn up for each position. These describe not only the study and skill requirements, but also the tasks, responsibilities and reporting lines. We adapt these job descriptions as the content of certain positions changes due to internal or external circumstances. We ensure that we can evaluate all of our non-production employees annually through an elaborated evaluation tool. In this regard, we attach particular importance to values-compliant behavior. We also try to set concrete objectives together for our production employees and organize feedback interviews. We also measure our employees’ commitment at regular intervals at all sites in order to respond even better to the needs of our people.
We have established clear policies for training and compensating our employees. We rigorously apply the legal provisions on conflicts of interest (see above). We introduced regulations for transactions with related parties that do not constitute a legal conflict of interest (Annex 2 to the Corporate Governance Charter).
The internal auditor periodically conducts risk audits and audits of internal controls in all Group departments. The audit committee receives a report on these. Based on the findings of the internal auditor, and in consultation with the audit committee, we adjust the internal control environment. The audit committee devotes two meetings a year to evaluating the risks we face (see above). Internal controls and risk management are also discussed. The discussion is based on a formal and detailed risk assessment prepared by executive management. This reflects how we deal with identified risks. The audit committee reports on its work at the next board meeting.
We have a dealing code to prevent market abuse (Annex 3 to the Corporate Governance Charter). We have also appointed a compliance officer. He oversees proper compliance with the rules on market abuse (see above).
We take out adequate insurance contracts for our main risks. We apply a hedging policy to manage foreign exchange risks. In describing the main risks, we mention a number of other risk management practices. These include our sustainability risks in terms of both impact materiality (our impact on the environment) and financial materiality (the impact of the changing environment on our business).# Corporate governance
| Free float | STAK COOVAN | |
|---|---|---|
| 34% | 66% |
We received no transparency declarations in 2023.
Entries under Article 34 of the Royal Decree of 14 November 2007
There are no security holders with special control rights. The voting rights of the group’s own shares are suspended following the applicable legal provisions.
The extraordinary general meeting can amend the company’s articles of association. This requires a majority of three-quarters of the votes present. Those present must represent at least half of the share capital, as provided for in the Companies and Associations Code. An amendment to the company’s object requires a majority of four-fifths of the votes present.
On 31 December 2023, What’s Cooking Group NV did not own any of its own shares (nor did it on 31 December 2022).
The procedure for the appointment/reappointment of directors (see reappointments above) is set out in Article 4 of the rules of the remuneration and appointments committee (Annex 5 to the group’s Corporate Governance Charter - 2023 version).
The extraordinary general meeting of shareholders of 21 April 2023 authorised the board of directors of What’s Cooking Group NV to increase the company’s share capital within the authorised capital. This must be done under the terms of the Companies and Associations Code. This authorisation is valid for a period of three years.
The extraordinary general meeting of shareholders held on 21 April 2023 authorised the board of directors, in accordance with the Companies and Associations Code, to purchase shares in the company for the account of the company. Such a purchase of shares is authorised only to prevent an imminent serious detriment to the company. This authorisation is valid for three years.
We received in 2017 a transparency declaration from STAK Coovan on their participation in the capital of What’s Cooking Group NV. We included this declaration in the company’s website. We disclosed the content according to the applicable rules. See also above.
To the best of the group’s knowledge, there are no other significant elements that could have an effect in the event of a public takeover bid, nor any legal or statutory restrictions on share transfers.
Every day, thousands of people eat our processed meats and ready meals. These products must be fresh and safe. The end consumer is also entitled to clear information about the composition of the product and its nutritional value. The safety and the confidence of consumers are vitally important to us. Anything that can damage this confidence - either concerning our own products or the sector - will have a negative impact on our sales, our prospects and our reputation.
We have constant high demands for product safety and quality. All our raw materials are traceable. Our packaging clearly states product composition and nutritional values per 100 grammes and per serving. We go further than the statutory requirements with regards to the safety of our packaging. We have insurance to cover our product liability.
The processed meats market is extremely mature and is dominated by the private labels of large discount and retail customers. The ready meals market is growing, but here competition is very fierce. The competition enables customers to increase pressure on our margins. This may have an impact on our profits.
We distinguish ourselves from our competitors in terms of concepts and products. We work continuously on improving efficiency and cost control.
Product and production technologies evolve rapidly. Not being abreast with the latest production technologies can have a negative impact on efficiency and cost control. Competitors may have access to alternative product technology that at some point may win over consumers.
Each year we invest considerable sums in tangible non-current assets to maintain and improve our level of technology. We maintain good contact with our suppliers so that we are always well informed of the most recent developments. We sound out consumer preferences. We work together with research institutes such as Flanders’ FOOD.
For efficient business operations we are becoming increasingly dependent on information systems and integrated control systems which are managed by a complex set of software applications. If these systems do not work well, or if they were to become unavailable, this would have a negative impact on the production volume and on our reputation.
All systems are maintained appropriately. All systems are upgraded when necessary. Regular back-ups are made of all information. A new ERP system has been implemented to structure and simplify our business processes.
An organisation is only as strong as its employees. The knowledge and expertise is to be found in a group of employees who contribute to building the company and its brands. If too many good employees are lured away by the competition and there is too little influx of young people, we run the risk that we will be unable to achieve our growth scenario.
In 2015, we established a Young Potential programme: newly graduated young people receive an attractive training programme. They experience four different positions within the company during two years. We meanwhile have a number of in-house recruitment experts to attract new staff & started an employer branding program. We continue to focus on employee engagement and the retention of existing staff.
We work with natural raw materials. We must therefore take into account possible fluctuations in the quality and the price of our raw materials and packaging materials. Price increases for raw materials and packaging can have a negative influence on the margins.
We enter into long-term contracts whenever possible. We work with volume arrangements on an annual basis.
For specific raw materials we are obliged to work with a limited number of suppliers. If one or more of these suppliers cannot fulfil its contractual commitments and we are unable to secure alternative supplies in time, this could have a negative impact on our business operations.
We enter into long-term contracts whenever possible. We work with volume arrangements on an annual basis. We offer our suppliers fair payment for their added value. We work with preferential suppliers for sustainability.
We market our products via a network of discount and retail customers throughout Europe. The number of large customer groups is limited. The number or larger retail customers is small. If one of them terminates a contract, this may have a significant negative impact on our turnover and profit.# Main risks to our operating activities
What can happen if we don’t make the right decisions? How do we limit the risks in general and in 2023 in particular?
We have receivables outstanding from our clients and retail customers. Receivables not collected on time have a negative impact on the cash flow. We monitor customers and outstanding receivables in order to limit these potential risks. Most receivables relate to large European customers which limits the risk.
As Ter Beke operates in an international environment, we are exposed to an exchange rate risk on the sales, purchases and interest-bearing loans expressed in a currency other than the company’s local currency. Fluctuations in exchange rates can cause fluctuations in the value of financial instruments. We adhere to a consistent hedging policy. We do not use financial instruments for trading and we do not speculate.
The forms of financing with variable interest rates mainly arise from Ter Beke’s Revolving Credit Facility Agreement. The fair value or future cash flows of a financial instrument will fluctuate as a result of changes in the market interest rates. We adhere to a consistent hedging policy. We do not use financial instruments for trading and we do not speculate.
As with any business, Ter Beke monitors liquidities and cash flow. A shortage of cash and cash equivalents could put pressure on the relationships with certain parties. We have a significant net cash flow with respect to the net financial debt position. We have centralised our treasury policy and we hedge against interest rate risks.
Now and then the government changes and tightens legislation on the production and sale of foods. Not meeting these conditions can expose us to the risk of fines or sanctions. We invest significant amounts annually to satisfy new legislation, likewise relating to sustainability and the environment. Each year we organise training programmes to keep our employees up-to-date on new legislation and its impact.
Occasionally we are involved in legal proceedings or disputes with customers, suppliers, consumers or the government. Such litigation could have a negative impact on our financial situation. We anticipate the potential impact of these disputes in our accounts as soon as a risk is judged as realistic under the applicable accounting rules.
Our ESG risks and opportunities have been included in the sustainability report. We’ve based our review on the double materiality matrix as explained in the sustainability report.
What’s Cooking? Annual report 2023
| Information about composition and diversity of members of administrative, management and supervisory bodies | Corporate Governance – p 141-150 |
|---|---|
| a Number of executive members | Corporate Governance – p 141-150 |
| a Number of non-executive members | Corporate Governance – p 141-150 |
| b Information about representation of employees and other workers | Sustainability Annex – Own Workforce – p 101-105 |
| c Information about member's experience relevant to sectors, products and geographic locations of undertaking | Corporate Governance – p 141-150 |
| d Board's gender diversity ratio | Corporate Governance – p 141-150 |
| e Percentage of independent board members | Corporate Governance – p 141-150 |
| Information about roles and responsibilities of administrative, management and supervisory bodies | Corporate Governance – p 141-150 |
|---|---|
| a Information about identity of administrative, management and supervisory bodies or individual(s) within body responsible for oversight of impacts, risks and opportunities | Corporate Governance – p 141-150 |
| b Disclosure of how body's or individuals within body responsibilities for impacts, risks and opportunities are reflected in undertaking's terms of reference, board mandates and other related policies | Corporate Governance – p 141-150 |
| c Description of managements role in governance processes, controls and procedures used to monitor, manage and oversee impacts, risks and opportunities | Corporate Governance – p 141-150 |
| c i Description of how oversight is exercised over management-level position or committee to which management's role is delegated to | Corporate Governance – p 141-150 |
| c ii Information about reporting lines to administrative, management and supervisory bodies | Corporate Governance – p 141-150 |
| c iii Disclosure of how dedicated controls and procedures are integrated with other internal functions | Corporate Governance – p 141-150 |
| d Disclosure of how administrative, management and supervisory bodies and senior executive management oversee setting of targets related to material impacts, risks and opportunities and how progress towards them is monitored | See sustainability report - p 51 and following Corporate Governance – p 141-150 |
| Disclosure of how administrative, management and supervisory bodies determine whether appropriate skills and expertise are available or will be developed to oversee sustainability matters | Corporate Governance – p 141-150 |
|---|---|
| a Information about sustainability-related expertise that bodies either directly possess or can leverage | Corporate Governance – p 141-150 |
| b Disclosure of how sustainability-related skills and expertise relate to material impacts, risks and opportunities | Corporate Governance – p 141-150 |
| Disclosure of whether, by whom and how frequently administrative, management and supervisory bodies are informed about material impacts, risks and opportunities, implementation of due diligence, and results and effectiveness of policies, actions, metrics and targets adopted to address them | Executive committee members typically start with safety, Food safety and ESG. For Board level: Corporate Governance – p 141-150 |
|---|---|
| Disclosure of how administrative, management and supervisory bodies consider impacts, risks and opportunities when overseeing strategy, decisions on major transactions and risk management process | See sustainability statement – double materiality review - p 83-85 |
| Disclosure of list of material impacts, risks and opportunities addressed by administrative, management and supervisory bodies or their relevant committees | Corporate Governance – p 141-150 |
What’s Cooking? Annual report 2023
| Incentive schemes and remuneration policies linked to sustainability matters for members of administrative, management and supervisory bodies exist | Corporate Governance – Remuneration Report p 151-155 |
|---|---|
| a Description of key characteristics of incentive schemes | Corporate Governance – Remuneration Report p 151-155 |
| b Description of specific sustainability-related targets and (or) impacts used to assess performance of members of administrative, management and supervisory bodies | Corporate Governance – Remuneration Report p 151-155 |
| c Disclosure of how sustainability-related performance metrics are considered as performance benchmarks or included in remuneration policies | Corporate Governance – Remuneration Report p 151-155 |
| d Percentage of variable remuneration dependent on sustainability-related targets and (or) impacts | Corporate Governance – Remuneration Report p 151-155 |
| e Description of level in undertaking at which terms of incentive schemes are approved and updated | Corporate Governance – Remuneration Report p 151-155 |
| Description of scope, main features and components of risk management and internal control processes and systems in relation to sustainability reporting | Corporate Governance – p 141-150 |
|---|---|
| a Description of risk assessment approach followed | Corporate Governance – p 141-150 |
| b Description of main risks identified and their mitigation strategies | Corporate Governance – p 141-150 |
| c Description of how findings of risk assessment and internal controls as regards sustainability reporting process have been integrated into relevant internal functions and processes | Corporate Governance – p 141-150 |
| d Description of periodic reporting of findings of risk assessment and internal controls to administrative, management and supervisory bodies | Corporate Governance – p 141-150 |
| Disclosure of how climate-related considerations are factored into remuneration of members of administrative, management and supervisory bodies | Corporate Governance – Remuneration Report p 151-155 |
|---|---|
| Percentage of remuneration recognised that is linked to climate related considerations | Corporate Governance – Remuneration Report p 151-155 |
| Explanation of |
On 31 December 2023, 1,856,180 shares represented the share capital of What’s Cooking Group NV. The shares are listed on the cash market (continuous market) of Euronext Brussels. Following the optional dividend granted for the 2022 financial year, on 6 July 2023, 35,174 new shares were issued and listed. To promote the liquidity of the share, we entered into a liquidity provider agreement with Bank Degroof Petercam NV in 2020. Under this agreement, the bank acts as a counterparty should there be too few buyers or sellers. The liquidity provider also ensures that the gap narrows between bid and offer prices - the prices at which one can buy and sell. The shareholder structure is described in the Corporate Governance Statement (see earlier).
At 31 December 2023, there are no share-related instruments in circulation, such as stock options or warrants.
By declaring an annual dividend payable, What’s Cooking Group NV intends to offer its shareholders a market-competitive return. To the general meeting of 30 May 2024, the board of directors will propose, over 2023, to increase the dividend by 7%, i.e. to approve a gross dividend of 4.28 euros per share. The board of directors will propose to the general meeting not to offer the dividend as an optional dividend this year.
You can check the What’s Cooking? share price at any time on the websites www.whatscooking.group and www.euronext.com
0 20 40 60 80 100 120 140 160 180 200
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2021
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Analysts at Degroof Petercam and KBC Securities tracked shares of What’s Cooking? in 2023.
For the actual agenda and proposed resolutions, please refer to the notice of general meeting.
All amounts in EUR x 1000, unless stated otherwise.
| Note | 2023 | 2022 | |
|---|---|---|---|
| Revenue | 4 | 832,326 | 781,385 |
| Trade goods, raw and auxiliary items | 5 | -511,941 | -495,220 |
| Services and miscellaneous goods | 6 | -132,717 | -120,664 |
| Employee expenses | 7 | -143,532 | -130,826 |
| Depreciation costs | 15 + 16 | -28,510 | -27,833 |
| Impairments, write-downs, and provisions | 8 | -398 | -381 |
| Other operating income | 9 | 4,243 | 3,617 |
| Other operating expenses | 9 | -2,911 | -2,431 |
| Result of operating activities | 10 | 16,560 | 7,647 |
| Financial income | 11 | 1,550 | 1,305 |
| Financial expenses | 12 | -6,524 | -2,754 |
| Results of operating activities after net financing expenses | 11,586 | 6,198 | |
| Taxes | 13 | -3,831 | -1,589 |
| Result for the financial year before result from businesses accounted for using the equity method | 7,755 | 4,609 | |
| Share in the result of enterprises accounted for using the equity method | -98 | -89 | |
| Result in the financial year | 7,657 | 4,520 | |
| Result in the financial year: share third parties | 0 | 299 | |
| Result in the financial year: share group | 7,657 | 4,221 | |
| Basic earnings per share | 31 | 4.17 | 2.33 |
| Diluted earnings per share | 31 | 4.17 | 2.33 |
| 2023 | 2022 | |
|---|---|---|
| Profit in the financial year | 7,657 | 4,520 |
| Other elements of the result (recognised in the shareholders’ equity) | ||
| Other elements of the result that may subsequently be reclassified to the results | ||
| Translation differences * | 2,916 | -1,768 |
| Cash flow hedge | -476 | 597 |
| Other elements of the result that may not subsequently be reclassified to the results | ||
| Revaluation of the net liabilities regarding defined benefit pension schemes | -349 | 442 |
| Related deferred taxes | 87 | -111 |
| Comprehensive income | 9,835 | 3,680 |
| * See the foreign currency section under ‘Accounting policies for financial reporting and explanatory notes’ |
| Note | 2023 | 2022 | |
|---|---|---|---|
| ASSETS | 399,237 | 404,459 | |
| Non-current assets | 224,711 | 225,726 | |
| Goodwill | 14 | 78,041 | 77,871 |
| Intangible non-current assets | 15 | 15,951 | 17,306 |
| Tangible non-current assets | 16 | 120,511 | 121,650 |
| Participations using equity method | 17 | 333 | 431 |
| Deferred tax assets | 18 | 9,808 | 8,392 |
| Other long-term receivables | 19 | 67 | 76 |
| Current assets | 174,526 | 178,733 | |
| Inventories | 20 | 47,264 | 46,889 |
| Trade and other receivables | 21 | 106,949 | 112,491 |
| Cash and cash equivalents | 22 | 20,313 | 19,353 |
| TOTAL ASSETS | 399,237 | 404,459 | |
| LIABILITIES | |||
| Shareholders’ equity | 23 | 125,783 | 120,573 |
| Capital and share premiums | 64,856 | 62,197 | |
| Reserves | 60,927 | 56,494 | |
| Non-controlling interest | 0 | 1,882 | |
| Deferred tax liabilities | 4,929 | 5,615 | |
| Long-term liabilities | 82,290 | 87,759 | |
| Provisions | 24 | 3,695 | 3,442 |
| Long-term interest-bearing liabilities | 25 | 78,595 | 84,317 |
| Other long-term liabilities | 0 | 0 | |
| Current liabilities | 186,235 | 190,512 | |
| Current interest-bearing liabilities | 25 | 2,615 | 2,792 |
| Trade liabilities and other payables | 26 | 155,853 | 162,156 |
| Social liabilities | 24,962 | 22,567 | |
| Tax liabilities | 2,805 | 2,997 | |
| TOTAL LIABILITIES | 399,237 | 404,459 |
| Capital | Share premiums | Reserved profits | Cash flow hedge | Pensions and taxes | Call/put option on minority interests | Translation differences | Attributable to the shareholders | Minority interests | Total | Number of shares | |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Balance on 1 January 2022 | 5,077 | 54,495 | 62,430 | -121 | 234 | -2,944 | 597 | 119,768 | 1,677 | 121,445 | 1,794,217 |
| Capital increase | 76 | 2,549 | 2,625 | 2,625 | 5,250 | 26,789 | |||||
| Treasury shares reserve | 0 | 0 | 0 | 0 | 0 | ||||||
| Minority interests as result of business combination | 0 | 0 | 0 | 0 | 0 | ||||||
| Dividend | -7,177 | -7,177 | -7,177 | -14,354 | |||||||
| Decrease of minority interests as result of call/put option | 0 | 0 | 0 | ||||||||
| Results in the financial year | 4,221 | 4,221 | 299 | 4,520 | |||||||
| Other elements of the comprehensive income for the period | 597 | 331 | -1,674 | -746 | -94 | -840 | -1,764 | ||||
| Comprehensive income for the period | 4,221 | 597 | 331 | 0 | -1,674 | 3,475 | 205 | 3,680 | 0 | 3,680 | |
| Movements via reserves | |||||||||||
| Result from treasury shares | |||||||||||
| Balance on 31 December 2022 | 5,153 | 57,044 | 59,474 | 476 | 565 | -2,944 | -1,077 | 118,691 | 1,882 | 120,573 | 1,821,006 |
| Capital increase | 99 | 2,560 | 2,659 | 2,659 | 5,318 | 35,174 | |||||
| Treasury shares reserve | 0 | 0 | 0 | 0 | 0 | ||||||
| Minority interests as result of business combination | 0 | 0 | 0 | 0 | 0 | ||||||
| Dividend | -7,284 | -7,284 | -7,284 | -14,568 | |||||||
| Decrease of minority interests as result of call/put option | -914 | 2,944 | -148 | 1,882 | 1,882 | ||||||
| Results in the financial year | 7,657 | 7,657 | 0 | 7,657 | |||||||
| Other elements of the comprehensive income for the period | -476 | -262 | 2,916 | 2,178 | 2,178 | 4,356 | |||||
| Comprehensive income for the period | 7,657 | -476 | -262 | 0 | 2,916 | 9,835 | 0 | 9,835 | 0 | 9,835 | |
| Movements via reserves | |||||||||||
| Result from treasury shares | |||||||||||
| Balance on 31 December 2023 | 5,252 | 59,604 | 58,933 | 0 | 303 | 0 | 1,691 | 125,783 | 0 | 125,783 | 1,856,180 |
| 2023 | 2022 | |
|---|---|---|
| OPERATING ACTIVITIES | ||
| Result before taxes | 11,586 | 6,198 |
| Interest | 4,943 | 1,322 |
| Depreciation costs and impairments | 28,510 | 27,833 |
| Write-downs (*) | 101 | 102 |
| Provisions | 245 | -58 |
| Gains & losses on disposal of fixed assets | 287 | -64 |
| Cash |
What’s Cooking Group NV (“the Entity”) is an entity domiciled in Belgium. The consolidated financial statements of the Entity include the entity What’s Cooking Group NV and its subsidiaries (together referred to as “the group”). The consolidated financial statements were issued for publi- cation by the Board of Directors on April 18th 2024. The consolidated financial statements were drawn up in accordance with the International Financial Reporting Standards (IFRS) as accepted within the European Union. The consolidated statements are set out in EUR x 1000. The accounting principles are applied uniformly to the entire group and are consistent with the previous financial year.
The above mentioned standards do not have a material impact on the balance sheet.
Amendments to IAS 1 Presentation of financial statements: classification of liabilities as current or non-current, issued January 23, 2020, clarifies a criteria in IAS 1 for classifying a liability as non-current: it requires that an entity has the right to defer settlement of the liability for at least 12 months after the reporting period. The modifications:
* specify that an entity’s right to defer settlement must exist at the end of the reporting period;
* clarify that the classification is not affected by management’s intentions or expectations about whether the entity will exercise its right to defer settlement;
* Clarify how loan terms affect classification; and
* include a clarification of the requirements for classifying debt that an entity will or may settle by issuing its own equity instru- ments.
On July 15, 2020, the IASB issued Classification of Liabilities as Current or Non-current - Deferral of Effective Date (Amendments to IAS 1), delaying the effective date of the above amendments by one year. On October 31, 2022, the IASB issued Long-Term Debt with Covenants, which further amends IAS 1 to specify that covenants (i.e., terms specified in a loan agreement) that must be met after the reporting period do not affect the classification of a debt as current or non-current at the end of the reporting period. Instead, an entity is required to include information about these covenants in the notes to the financial statements. All adjustments are effective for financial years beginning on or after Jan- uary 1, 2024, with early application permitted. These adjustments have not yet been adopted by the EU.
Amendments to IAS 7 Cash Flow Statement and IFRS 7 Financial Instru- ments: Disclosures: Financing Arrangements with Suppliers, issued May 25, 2023, introduce additional disclosures for entities entering into financing arrangements with suppliers. The amendments are effective for financial years beginning on or after January 1, 2024, with early application permitted. However, in the year of initial application, an ex- emption is provided for certain disclosures. These adjustments have not yet been approved by the EU.
Amendments to IAS 21 The Effects of Changes in Foreign Exchange Rates: Lack of Exchangeability, issued August 15, 2023, clarify when a currency is exchangeable into another currency (or not). When a cur- rency is not exchangeable, the entity estimates a spot exchange rate. This estimate aims to reflect the rate that would have been applicable on the date of the transaction in a regular exchange transaction be- tween market participants given prevailing economic conditions. The adjustments contain no specific requirements for estimating a spot rate. As a result of the adjustments, entities will need to provide new disclosures to assess the impact of using an estimated exchange rate on the financial statements. The adjustments are effective for financial years beginning on or after January 1, 2025, with early adoption per- mitted. These adjustments have not yet been adopted by the EU.
Amendments to IFRS 16 Leases: Lease Obligation in a Sale-and-Lease- back, issued September 22, 2022, introduce a new model that will af- fect how a seller-lessee accounts for variable lease payments in a Sale- and-leaseback transaction. Under this new model, a seller-lessee:
These changes will not alter the processing of other leases. The amendments apply retroactively to financial years beginning on or after January 1, 2024, with early application permitted. These amend- ments have not yet been adopted by the EU. The group does not expect these new amendments to the standards to have a material impact.
The consolidated financial statements include the financial data of What’s Cooking Group NV and its subsidiaries, joint venture and associ- ate. A list of these entities is included in note 33.
The following factors are also considered in determining control:
The financial statements of subsidiaries are included in the consolidated financial statements from the date control begins to the date control ends. A list of the Group’s subsidiaries is included in Note 33.
A joint venture is a joint arrangement whereby What’s Cooking Group NV and other parties that jointly control the arrangement have rights to the net assets of the arrangement. Joint ventures are accounted for using the equity method. The company eliminates the net results between the joint venture and the What’s Cooking Group. On June 1, 2022, What’s Cooking became the owner of 50% of the start-up Davai BV. This joint venture, named Davai BV produces plant-based dumpling snacks under the “Davai” brand and currently sells them in Belgium and the Netherlands. As Davai BV is accounted for using the equity method, only the 50% of the equity in the balance sheet and the 50% of the net result are presented in the consolidated figures of the What’s Cooking group. Joint ventures (under joint control) are accounted for using the equity method and are measured at cost on initial recognition. That cost of the investment includes transaction costs.
| 2023 | 2022 | |
|---|---|---|
| OPERATING ACTIVITIES | ||
| Net profit for the year | 38,630 | 40,310 |
| Adjustments for: | ||
| Depreciation and amortization | 24,770 | 24,139 |
| Impairment losses recognized | 1,211 | 2,825 |
| Provisions | -205 | 375 |
| Profit/(loss) on sale of tangible and intangible assets | -58 | -379 |
| Interest income | -397 | -337 |
| Interest expense | 5,090 | 1,322 |
| Income taxes recognized | 8,397 | 9,577 |
| Dividends received | 639 | 0 |
| Others | -186 | -24 |
| Reversal of provisions | 0 | -95 |
| Change in working capital: | ||
| Decrease/(increase) in receivables more than 1 year | 5,277 | 4,636 |
| Decrease/(increase) in inventory | -285 | -8,888 |
| Decrease/(increase) in receivables less than 1 year | 5,662 | -12,662 |
| Decrease/(increase) in operational assets | 5,377 | -21,550 |
| Increase/(decrease) in trade liabilities | -4,236 | 22,759 |
| Increase/(decrease) in debts relating to remuneration | 3,163 | 2,247 |
| Increase/(decrease) in other liabilities, accruals and deferred income | 13 | -426 |
| Increase/(decrease) in operational debts | -1,060 | 24,580 |
| (Increase)/decrease in the operating capital | 4,317 | 3,030 |
| Taxes paid | -6,220 | -1,750 |
| NET CASH FLOW FROM OPERATING ACTIVITIES | 43,769 | 36,613 |
| INVESTMENT ACTIVITIES | ||
| Acquisition of intangible and tangible non-current assets | -23,746 | -25,082 |
| Acquisition of shares in participations | 0 | -520 |
| Total increase in investments | -23,746 | -25,602 |
| Sale of intangible and tangible non-current assets | 114 | 818 |
| Sale of shares in associated companies | 0 | 0 |
| Total decrease in investments | 114 | 818 |
| CASH FLOW FROM INVESTMENT ACTIVITIES | -23,632 | -24,784 |
| FINANCING ACTIVITIES | ||
| Increase/(decrease) in short-term financial debts | 0 | -1,367 |
| Increase in long-term debts | 1,730 | 8,996 |
| Repayment of long-term debts | -7,651 | -5,632 |
| Interest paid (interest (via income statement)) | -4,943 | -1,322 |
| Acquisition of non-controlling interest | -3,953 | 0 |
| Capital increase (decrease) (**) | 2,659 | 2,625 |
| Dividend paid by parent company (***) | -7,284 | -7,177 |
| CASH FLOW FROM FINANCING ACTIVITIES | -19,442 | -3,877 |
| NET CHANGE IN CASH AND CASH EQUIVALENTS | 695 | 7,952 |
| Cash funds at the beginning of the financial year | 19,353 | 11,544 |
| Translation differences | 265 | -143 |
| CASH FUNDS AT THE END OF THE FINANCIAL YEAR | 20,313 | 19,353 |
(*) Also includes adjustments that are part of the financial result. This was -52 KEUR in 2023 and -337 KEUR in 2022
(**) Share Capital increase following Scrip Dividend: shareholders choosing for shares rather than cash
(***) Dividend paid in cash by the parent company
See also further details in note 23.
What’s Cooking? Annual report 2023
175
Consolidated financial statements
Accounting policies for financial reporting and explanatory notes
Declaration of conformity
What’s Cooking Group NV (“the Entity”) is an entity domiciled in Belgium. The consolidated financial statements of the Entity include the entity What’s Cooking Group NV and its subsidiaries (together referred to as “the group”). The consolidated financial statements were issued for publi- cation by the Board of Directors on April 18th 2024. The consolidated financial statements were drawn up in accordance with the International Financial Reporting Standards (IFRS) as accepted within the European Union. The consolidated statements are set out in EUR x 1000. The accounting principles are applied uniformly to the entire group and are consistent with the previous financial year.
Standards and interpretations applicable to the annual period beginning on January 1st 2023
The above mentioned standards do not have a material impact on the balance sheet.
Standards and interpretations published, but not yet applicable to the annual period beginning on January 1st 2023
Amendments to IAS 1 Presentation of financial statements: classification of liabilities as current or non-current, issued January 23, 2020, clarifies a criteria in IAS 1 for classifying a liability as non-current: it requires that an entity has the right to defer settlement of the liability for at least 12 months after the reporting period. The modifications:
* specify that an entity’s right to defer settlement must exist at the end of the reporting period;
* clarify that the classification is not affected by management’s intentions or expectations about whether the entity will exercise its right to defer settlement;
* Clarify how loan terms affect classification; and
* include a clarification of the requirements for classifying debt that an entity will or may settle by issuing its own equity instru- ments.
On July 15, 2020, the IASB issued Classification of Liabilities as Current or Non-current - Deferral of Effective Date (Amendments to IAS 1), delaying the effective date of the above amendments by one year. On October 31, 2022, the IASB issued Long-Term Debt with Covenants, which further amends IAS 1 to specify that covenants (i.e., terms specified in a loan agreement) that must be met after the reporting period do not affect the classification of a debt as current or non-current at the end of the reporting period. Instead, an entity is required to include information about these covenants in the notes to the financial statements. All adjustments are effective for financial years beginning on or after Jan- uary 1, 2024, with early application permitted. These adjustments have not yet been adopted by the EU.
Amendments to IAS 7 Cash Flow Statement and IFRS 7 Financial Instru- ments: Disclosures: Financing Arrangements with Suppliers, issued May 25, 2023, introduce additional disclosures for entities entering into financing arrangements with suppliers. The amendments are effective for financial years beginning on or after January 1, 2024, with early application permitted. However, in the year of initial application, an ex- emption is provided for certain disclosures. These adjustments have not yet been approved by the EU.
Amendments to IAS 21 The Effects of Changes in Foreign Exchange Rates: Lack of Exchangeability, issued August 15, 2023, clarify when a currency is exchangeable into another currency (or not). When a cur- rency is not exchangeable, the entity estimates a spot exchange rate. This estimate aims to reflect the rate that would have been applicable on the date of the transaction in a regular exchange transaction be- tween market participants given prevailing economic conditions. The adjustments contain no specific requirements for estimating a spot rate. As a result of the adjustments, entities will need to provide new disclosures to assess the impact of using an estimated exchange rate on the financial statements. The adjustments are effective for financial years beginning on or after January 1, 2025, with early adoption per- mitted. These adjustments have not yet been adopted by the EU.
Amendments to IFRS 16 Leases: Lease Obligation in a Sale-and-Lease- back, issued September 22, 2022, introduce a new model that will af- fect how a seller-lessee accounts for variable lease payments in a Sale- and-leaseback transaction. Under this new model, a seller-lessee:
These changes will not alter the processing of other leases. The amendments apply retroactively to financial years beginning on or after January 1, 2024, with early application permitted. These amend- ments have not yet been adopted by the EU. The group does not expect these new amendments to the standards to have a material impact.
What’s Cooking? Annual report 2023
176
Consolidation principles
The consolidated financial statements include the financial data of What’s Cooking Group NV and its subsidiaries, joint venture and associ- ate. A list of these entities is included in note 33.
The following factors are also considered in determining control:
The financial statements of subsidiaries are included in the consolidated financial statements from the date control begins to the date control ends. A list of the Group’s subsidiaries is included in Note 33.
A joint venture is a joint arrangement whereby What’s Cooking Group NV and other parties that jointly control the arrangement have rights to the net assets of the arrangement. Joint ventures are accounted for using the equity method. The company eliminates the net results between the joint venture and the What’s Cooking Group. On June 1, 2022, What’s Cooking became the owner of 50% of the start-up Davai BV. This joint venture, named Davai BV produces plant-based dumpling snacks under the “Davai” brand and currently sells them in Belgium and the Netherlands. As Davai BV is accounted for using the equity method, only the 50% of the equity in the balance sheet and the 50% of the net result are presented in the consolidated figures of the What’s Cooking group. Joint ventures (under joint control) are accounted for using the equity method and are measured at cost on initial recognition. That cost of the investment includes transaction costs.# Consolidated financial statements
In the individual entities of the group, foreign currency transactions are recorded at the exchange rate applicable on the transaction date. Monetary assets and liabilities denominated in foreign currencies are translated at the closing rate applicable at the balance sheet date. Gains and losses resulting from foreign currency transactions and from the translation of monetary assets and liabilities denominated in foreign currencies are recognized in the income statement. Gains or losses on a non-monetary item are recognized in equity. For non-monetary items for which the gain or loss was recognized directly in equity, any foreign exchange component of that gain or loss is also recognized in equity. Exchange differences arising from a monetary item included in the net investment in a foreign operation are recognized in other comprehensive income in the Group’s consolidated financial statements and are reclassified to profit or loss upon disposal of the net investment. From 1/1/2022, the Group designated as part of its net investment its receivable from its foreign operation in Poland (in the amount of EUR 10 million) for which no repayment is planned in the near future. From this date, the related translation differences are recognized in other comprehensive income on the line ‘’Translation differences’’. (IAS 21.15)
All foreign operations of the Group are located in the Euro zone, with the exception of What’s Cooking Deeside UK Ltd and What’s Cooking Savoury UK Ltd in British pounds and What’s Cooking Polska Sp. Z.o.o. in Polish zloty. The assets and liabilities of these foreign entities, are converted to euro at the exchange rate applicable at the balance sheet date. The income statement of these entities is converted monthly into euro at average rates approximating the exchange rate of the transaction date. Any resulting translation differences are recognized directly through equity.
For the financial statements, we used the following exchange rate: 1 euro equals:
| 2023 | 2022 | |
|---|---|---|
| British pound | ||
| Closing rate | 0.8691 | 0.8869 |
| Average rate | 0.869552 | 0.87128 |
| Polish zloty | ||
| Closing rate | 4.348 | 4.6899 |
| Average rate | 4.5445 | 4.686723 |
What’s Cooking? Annual report 2023 177
IFRS 8 defines an operating segment as a component of an entity whose operating results are regularly reviewed by the entity’s chief operating decision maker to make decisions about resources to be allocated to the segment and assess its financial performance, and for which discrete financial information is available. In view of its mission, its strategic lines of force and its management structure, What’s Cooking has opted as its operational segmentation basis to split up the group’s activities into the two business activities (business segments): ‘Savoury’ and ‘Ready meals’. In addition, it provides information for the geographic regions in which the group operates. Segment profit or loss includes revenue and expenses directly generated by a segment, including the portion of attributable revenue and expenses that can reasonably be allocated to the segment. Segment assets and liabilities include those assets and liabilities that belong directly to a segment, including the assets and liabilities that are reasonably allocable to the segment. Davai BV, the startup in which What’s Cooking took a 50% stake, is not included in the segment information but included as “unallocated” since it occupies a separate position within the group.
Intangible assets are initially measured at cost. Intangible assets are recognized if it is probable that the Entity will enjoy the future economic benefits associated with them and if their cost can be measured reliably. After their initial recognition, intangible assets are measured at cost less accumulated amortization and any accumulated impairment losses. Intangible assets are amortized on a straight-line basis over their best estimated useful lives. The amortization period and the amortization method used are reassessed each year at the close of the reporting period.
Expenditure on research activities, undertaken with the prospect of gaining new scientific or technological knowledge, is recognized in the income statement as an expense as incurred. Expenditure on development activities, in which research findings are applied to a plan or design for the production of new or substantially improved products and processes, is capitalized if the product or process is technically and commercially feasible and the group has sufficient resources available for its completion. The capitalized expense includes the cost of raw materials, direct labor costs and a proportionate share of overhead costs. Capitalized development expenditure is measured at cost less accumulated amortization and impairment losses. All other development expenses are expensed as incurred. As the development expenses of What’s Cooking in 2023 and 2022 did not meet the IFRS criteria for capitalization, these expenses were recognized as an expense in the income statement.
Other expenses for internally generated intangible assets, e.g. trademarks, are expensed as incurred. Other intangible assets such as trademark patents, computer software, acquired by the group, are measured at cost less accumulated amortization and impairment losses. In 2022 and 2023, the consolidated other intangible assets of What’s Cooking consisted mainly of computer software and the capitalized customer portfolios acquired from the acquisitions.
Intangible assets are amortized using the straight-line method over their expected useful lives from the date they are placed in service. The depreciation percentages applied are:
We speak of goodwill when the cost of a business combination at the acquisition date exceeds the group’s interest in the net fair value of the acquiree’s identifiable assets, liabilities and contingent liabilities. Goodwill is initially recognized as an asset at cost and is subsequently measured at cost less any accumulated impairment losses. The cash-generating unit to which goodwill has been allocated is tested for impairment annually. This is also done whenever there is an indication that the unit may be impaired by comparing the carrying amount of the unit with its recoverable amount. If the recoverable amount of the unit is less than the carrying amount, the impairment loss is allocated first to the carrying amount of goodwill allocated to the unit and then to the other assets of the unit in proportion to the carrying amount of each asset in the unit. An impairment loss recognized for goodwill cannot be reversed in a subsequent period. On the sale of a subsidiary or joint venture, allocated goodwill is included in the determination of gain or loss on sale.
Tangible non-current assets are recognized if it is probable that future economic benefits associated with the asset will flow to the Entity and the cost of the asset can be measured reliably. Owned tangible non-current assets are stated at cost or manufacturing cost less accumulated depreciation and any accumulated impairment losses. Cost includes, in addition to the purchase price, non-refundable taxes, if applicable, and any directly attributable costs to make the asset ready for use. The manufacturing cost of self-produced property, plant and equipment includes the direct cost of materials, direct manufacturing costs, a proportionate share of the fixed costs of materials and manufacturing, and a proportionate share of the depreciation and write-downs of assets used in manufacture.
What’s Cooking? Annual report 2023 178
Subsequent costs are recognized in the balance sheet in the carrying amount of an asset, or as a separate asset, only when it is probable that future economic benefits associated with it will flow to the group and the cost can be measured reliably. Improvement works are capitalized and depreciated over 4 years. Other repair and maintenance costs are recognized in the income statement in the period in which they are incurred. Tangible non-current assets are depreciated using the straight-line method from the date of commissioning over their expected useful lives. The main depreciation rates currently applied:
Land is not depreciated as it is assumed to have an indefinite useful life.
at each reporting date, the Group reviews its carrying amounts of tangible and intangible assets to determine whether there is any indication that an asset may be impaired. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the impairment loss (if any).# Consolidated Financial Statements
However, if it is not possible to determine the recoverable amount of an individual asset, the group estimates the recoverable amount for the cash-generating unit to which the asset belongs. Recoverable amount is the higher of fair value less costs to sell and its value in use. Value in use is determined by discounting expected future cash flows using a pre-tax discount rate. This discount rate reflects the present time value of money and the specific risks associated with the asset. If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount is reduced to its recoverable amount. An impairment loss is recognized immediately as an expense in the income statement. A previously recognized impairment loss is reversed if there has been a change in the estimates used to determine the recoverable amount, but not to an amount greater than the net carrying amount that would have been determined had no impairment loss been recognized in prior years.
Government grants should be recognized only when it can be stated with reasonable certainty that:
* the group will fulfill the conditions attached to the grants; and
* grant monies will be received.
Government subsidies are systematically recognized as revenues over the periods necessary to attribute these subsidies to the related costs which they are intended to compensate. A government subsidy that is received in compensation for expenses or losses already incurred or for the purpose of providing immediate financial support to the Group without future related costs, is recognized as income in the period in which it is received. Investment subsidies are deducted from the book value of the asset concerned. Operating subsidies are recognized if they are received and reported under ‘Other Operating Income’.
Government subsidies are systematically recognized as revenues over the periods necessary to attribute these subsidies to the related costs which they are intended to compensate. A government subsidy that is received in compensation for expenses or losses already incurred or for the purpose of providing immediate financial support to the Group without future related costs, is recognized as income in the period in which it is received. Investment subsidies are deducted from the book value of the asset concerned. Operating subsidies are recognized if they are received and reported under ‘Other Operating Income’.
IFRS 16 requires lessees since January 1st 2019 to capitalize all lease and rental obligations on the balance sheet. The liability reflects all future lease payments associated with the lease agreement valued at current value. The asset reflects the right to use the asset during the agreed lease term. The user rights (consisting mainly of the amount of the initial valuation of the lease debt) are valued at cost price and depreciated linearly over their estimated useful life. The user rights are shown on the balance sheet together with the tangible non-current assets under own management and the lease liabilities are shown as short and long term lease liabilities. Each lease payment is allocated to the lease liability and the financial expenses on the other hand.
We use the following practical exemptions, as permitted by IFRS 16:
* Use of one ‘incremental borrowing rate’ for a group of leases with the same characteristics.
* Use of previous estimates of loss-making lease contracts, rather than testing for impairments.
* All leases with a total term of less than 12 months are recognized in the income statement as rental expense for the financial year
* Processing all low value operating leases as short-term leases.
What’s Cooking? Annual report 2023 179 Consolidated financial statements
Lease payables are measured as the discounted value of future lease payments over a specified lease term. This calculation takes into account our ‘weighted average incremental borrowing rate’ if the implicit interest rate in the contract cannot be determined. For 2022, our weighted average ‘marginal interest rate’ was 3.35%. In 2023, we had no new leases for which we did not have a contractually negotiated interest rate available.
Inventories are valued at the lowest value of the cost or the net realizable value. The cost is calculated based on the average inventory valuation method and the FIFO method. The cost for work in progress and finished products encompasses all conversion costs and other costs incurred to get the inventories to their current location and in their current state. The conversion costs include the production costs and the attributed fixed and variable production overhead costs (including depreciation). The net realizable value is the estimated sales price that the Group believes it will realize when selling inventory in normal business, less the estimated costs of finishing the product and the estimated costs of sales.
Financial assets are classified at amortized cost when the contract has the characteristics of a basic lending arrangement and they are held with the intention of collecting the contractual cash flows until their maturity. What’s Cooking’s financial assets at amortized cost comprise trade and other receivables, short-term deposits and cash and cash equivalents in the balance sheet. They are valued at amortized cost using the effective interest method, less any impairments.
What’s Cooking had a call option and the former shareholder of What’s Cooking Deeside UK Ltd had a put option on the remaining 9% of the shares of What’s Cooking Deeside UK Ltd. The option was valued at fair value through finance costs in the income statement. In 2023, the put option was exercised and What’s Cooking became the owner of 100% of the shares of What’s Cooking Deeside UK Ltd.
At each reporting date, for the financial assets valued at amortized cost (such as trade receivables), What’s Cooking Group assesses whether there are indications for impairment at individual and/or collective level. Receivables deemed uncollectible are written off at each balance sheet date against the corresponding provision. When assessing a collective impairment, the Group uses historical information regarding the loss incurred and adjusts the results if the economic and credit conditions are such that it is probable that the actual losses will be higher or lower than historical trends suggest. Additions to and reversals of the provision for bad debts relating to trade receivables are recognized in the income statement under ‘Write-downs and provisions’.
Interest-bearing bank borrowings and credit excesses are initially valued at fair value and are then valued at the amortized cost price calculated on the basis of the effective interest method. Any difference between the receipts (after transaction costs) and the repayment of a loan is recognized over the loan period, in accordance with the policies for financial reporting regarding financing costs, which are applied by the Group.
Trade payables are initially booked at fair value and are then valued at the amortized cost price calculated based on the effective interest method. Considering the short-term nature of the trade liabilities in the Group, the trade liabilities are in fact booked at fair value.
The group uses derivatives to mitigate risks related to adverse fluctuations in exchange rates and interest rates arising from operating, financial and investment activities. The group does not use these instruments for speculative purposes, does not hold derivatives and does not issue derivatives for trading purposes (trading). Derivatives are initially valued at cost price and after initial recognition are valued at fair value. There are three types of hedging relationships:
What’s Cooking? Annual report 2023 180 Consolidated financial statements
The part of the profit or loss on the hedging instrument, which is determined to be an effective hedging instrument, is recognized immediately in the shareholders’ equity; the profit or loss on the non-effective part is recognized immediately in the income statement. The profit or loss on the hedging instrument regarding the effective part of the hedge, which is directly recognized in the shareholders’ equity, is recognized in the income statement when the foreign entity is divested. The changes in the fair value of derivatives that are not classified can be recognized immediately in the income statement as cash flow hedging.
Dividends are recognized as a liability in the period in which they are formally declared.
A provision is recognized if:
a. The group has an existing obligation (legally enforceable or effective) as the result of an event in the past;
b. It is likely that an outflow of funds embodying economic benefits will be required to settle the obligation; and
c. The amount of the obligation can be reliably estimated.
The amount recognized as a provision must be the best estimate of the expenses required to settle the existing obligation on the balance sheet date. If the impact is important, provisions are determined by discounting the expected future cash flows, using a discount rate ‘before tax’. This discount rate reflects the present time value of the money and the specific risks pertaining to the obligation.
A provision for restructuring is made when the Group has approved a detailed and formalized plan for the restructuring and when the restructuring has either commenced or has been announced publicly. No provisions are made for costs relating to the Group’s normal activities. A provision for loss-making contracts will be made when the receivable economic benefits for the Group are lower than the unavoidable cost related to the obligatory quid pro quo.
Employee benefits are all forms of remuneration granted by the Entity in exchange for the services provided by employees. Employee benefits include
• short-term employee benefits, such as wages, salaries and social security contributions, holiday pay, paid sick leave, profit-sharing and bonuses, and benefits in kind for the current employees;
• post-employment benefits, such as pensions and life insurance, among others;
• Other long-term employee benefits including “long-term incentives” (LTI);
• Termination benefits
The Group provides retirement benefit plans for its employees mainly via defined contribution schemes and has a limited number of defined benefit pension schemes.
Contributions paid to these defined contribution schemes are recognized immediately in the income statement. Contributions paid to these defined contribution schemes are recognized immediately in the income statement. By law, defined contribution pension plans in Belgium are subject to minimum guaranteed rates of return. Hence, strictly speaking, those plans classify as defined benefit plans which would require that the ‘projected unit credit’ (PUC) method is applied in measuring the liabilities. However, the IASB recognizes that the accounting for such so-called ‘contribution-based plans’ in accordance with the currently applicable defined benefit methodology is problematic (see also the IFRS Staff Paper ‘Research project: Post-employment benefits’ dated September 2014). Also considering the uncertainty with respect to the future evolution of the minimum guaranteed rates of return in Belgium, the Company adopted a retrospective approach whereby the net liability recognized in the statement of financial position is based on the sum of the positive differences, determined by individual plan participant, between the minimum guaranteed reserves and the accumulated contributions based on the actual rates of return at the closing date (i.e. the net liability is based on the deficit measured at intrinsic value, if any). The main difference between this retrospective approach and the prospective PUC method, is that benefit obligations are calculated as the discounted value of the projected benefits, assuming the minimum guaranteed rates of return currently applicable continue to apply.
What’s Cooking? Annual report 2023 181 Consolidated financial statements
The book value of the defined benefit pension scheme is determined by the present value of the pension payment liabilities, less the past service pension costs not yet recognized and with the fair value of the investments in investment funds. All actuarial gains and losses are recognized in the comprehensive income, so that the full value of the deficit or surplus of the plan is recognized in the consolidated statements. The interest costs and projected revenue of the assets in the plan are shown as net interest. The present value of the liabilities of the defined benefit plan and the related pension costs are calculated by a qualified actuary in accordance with the PUC method. The discount rate used is equal to the yield on the balance sheet date from corporate bonds of high creditworthiness with a remaining term that is comparable to the term of the Group’s liabilities. The amount recognized in the income statement consists of the pension costs allocated to the year of service, the financing cost, the expected yield from the pension fund investments and the actuarial gains and losses.
Termination benefits are recognized as a liability and a cost if a group entity is demonstrably commits itself to either:
• terminate the employment of an employee or group of employees before the normal retirement date;
• or the allocation of termination benefits as a result of an offer to encourage voluntary retirement (early retirement scheme).
If termination benefits are due after twelve months following the balance sheet date, then they are discounted at a discount rate equal to the yield on balance sheet date from corporate bonds of high creditworthiness with a remaining term that is comparable to the term of the Group’s liabilities.
The variable pay of clerical staff and management is calculated based on key financial figures and the balanced scorecards. The expected amount of the variable pay is recognized as a cost in the reporting period concerned.
The tax on profits includes the tax on profits and deferred taxes. Both taxes are recognized in the income statement, except in those cases where it concerns components that are part of the shareholders’ equity. In this latter case, this is recognized via the shareholders’ equity. The term ‘tax on profits’ is taken to mean that which is levied on the taxable income for the reporting period, calculated at the tax assessment rates applicable at the balance sheet date, as well as the adjustments to the tax due over previous reporting periods.
Deferred taxes are calculated according to the balance sheet method and arise mainly from the differences between the book value of assets and liabilities in the balance sheet and the tax basis of those assets and liabilities. The amount of deferred tax is based on the expectations regarding the realization of the book value of the assets and liabilities, whereby use is made of the tax assessment rates known on the balance sheet date. A deferred tax liability is only recognized if it is sufficiently certain that the tax credit and the unused fiscal losses can be set off against taxable profits in the future. Deferred tax assets are reduced as and when it is no longer likely that the tax saving can be realized. Deferred taxes are also calculated on temporary differences arising from participations in subsidiaries, unless the Group can decide on the time when the temporary difference is reversed and it is unlikely that the temporary difference will be reversed in the near future.
As the group’s sales have exceeded 750 million euros since 2022, reporting formalities will become applicable on a country-by-country basis from fiscal year 2023. Further GloBE rules (Pilar 2) will also become applicable, from fiscal year 2024 at the earliest.
The Group has entities in 7 countries, with the parent company based in Belgium, which has enacted new legislation to introduce the general minimum tax. The Group has applied a temporary mandatory deferred tax exemption for the effects of the top-up tax and records it as a current tax when due. A new law implemented in Belgium for accounting years after 31 December 2023 introduced a Globe top up tax. The group made an assessment and concluded that if the top-up tax had been applicable in 2023, no significant top-up tax would have been applicable as the effective tax rate was above 15% in all countries involved.
Revenue is recognized if it is likely that the future economic benefits relating to the transaction will accrue to the Entity and the amount of the income can be determined reliably. Turnover is reported after deduction of turnover taxes and discounts.
What’s Cooking? Annual report 2023 182 Consolidated financial statements
What’s Cooking recognizes revenue from the following sources: the supply of products and services. What’s Cooking considers the supply of products to be its most important performance obligation. Revenue is recognized at the point in time when control of a product is transferred to a customer. Customers acquire control when the products are supplied (in accordance with the applicable Incoterms). The revenue amount recognized is adjusted for volume discounts. No adjustment is made for returns or for guarantees of any kind, as, based on historical information, their effect is considered immaterial.
Breaking down revenue according to the timing of recognition, i.e.# What's Cooking? Annual Report 2023
What’s Cooking is a food group. We are a specialist in Europe for the devel- opment, production and sale of savoury products and freshly ready meals. The What’s Cooking? group employed about 3,000 employees, including interims, at the end of 2023 the same as the end of 2022. For details around own employees - see details by cluster in our sustainability report. The group’s management structure corresponds to its business activities. We also align the internal and external reporting systems with the two ex- isting business segments:
Segment results include revenues and expenses directly generated by the segment. This includes revenues and expenses that we can allocate to the segment. We do not allocate finance costs and taxes to segments. Segment assets and liabilities include those assets and liabilities that be- long directly to a segment, including assets and liabilities that are reason- ably allocable to the segment. Segment assets and liabilities are present- ed net of income taxes. Non-current assets by segment are intangible assets, goodwill, property, plant and equipment and financial assets. Segment liabilities are trade, personnel, tax and other liabilities that we can directly allocate to the business segment. We have not allocated all other assets and liabilities to the business segments. They are listed as “unallocated. Assets and liabili- ties by segment are presented before elimination of inter-segment posi- tions. Market conditions are the basis for ‘inter-segment transfer pricing’. Segment capital expenditure is equal to the cost of assets acquired with an expected useful life of more than one year. In segment reporting, we use the same accounting policies as in the consolidated financial state- ments. In both of our SBUs, savoury and ready meals, we sell our products to a broad customer base. This includes most major European discount and retail customers. The ten largest customer groups represent 67.16% of sales (2022: 67.5%). We realize sales to these customers through various contracts and products with various maturities. We do this in several countries, both for our own brands and for the customers’ own brands. The group’s customer portfolio is diversified. Nevertheless, it could have an impact on our operations if the relationship with a large customer group came to an end. In 2022 and 2023, three external customers each reached more than 10% (in 2022: 11.5% each; in 2023: 13.2% , 11.9% and 10.5% re- spectively) of consolidated sales. We realized the sales of these customers in both segments. Revenue between the two segments is immaterial. Therefore, we chose to report only external group sales.
The What’s Cooking? group operates in seven geographic regions: Bel- gium, the Netherlands, Great Britain, Germany, France, Poland and the rest of Europe. The rest of Europe mainly includes Luxembourg, Denmark, Ireland, Portugal, Romania, Spain, Sweden and Switzerland. The breakdown of net sales by region is based on the geographic location of external customers. The breakdown of total assets and capital expendi- tures by region is related to the geographical location of the assets. The investment cost by region is the cost of assets acquired with an expected useful life of more than one year. The customer’s place of residence deter- mines the geographic region.
By applying the Group’s accounting policies, management must make assessments, estimates and assumptions regarding the book value of as- sets and liabilities that are not readily apparent from other sources. These assessments, estimates and assumptions are continually reviewed:
The group’s 2023 consolidated financial statements include What’s Cooking Group NV and consolidated subsidiaries wholly con- trolled by What’s Cooking? (Note 33). In 2023, What’s Cooking acquired the shares of the minority shareholder of What’s Cooking Deeside UK Ltd.
At a point in time or over a period, provides little added value as service contracts are immaterial compared to total product sales. In order to encourage clients to pay immediately, the Group grants dis- counts for payments in cash. Such discounts are recognized as a reduc- tion in the revenue.
Financial income includes interest received, dividends received, foreign exchange income and the revenues from hedging instruments that are recognized in the income statement.
Interest is recognized on a proportional basis that takes into account the effective duration of the asset to which it relates (the effective interest method).
Dividends are recognized when the shareholder has obtained the right to receive payment.
Exchange rate differences from non-operating activi- ties and gains from hedging instruments for non-operating activities are also presented under financial income.
Expenses per type of cost are shown in the income statement. Expenses that relate to the reporting period or to previous reporting periods are rec- ognized in the income statement, regardless of when the expenses are paid. Expenses can only be transferred to a subsequent period if they comply with the definition of an asset.
Purchases of trade goods, raw and auxiliary items, and purchased servic- es are recognized at cost price, after deduction of the permitted trading discounts.
Research, advertising and promotional costs are recognized in profit or loss in the period in which these expenses are incurred. Development and system development costs are recognized in profit or loss in the period in which these expenses are incurred if they do not meet the criteria for cap- italization.
Financing expenses include such things as the interest on loans, ex- change rate losses and losses on hedging instruments that are recog- nized in the income statement. Exchange rate differences from non-oper- ating activities and losses from hedging instruments for non-operating activities are also presented under financing costs.
| Ready | Ready | Savoury Meals | Total | Savoury Meals | Total | |
| 2023 | 2023 | 2023 | 2023 | 2022 | 2022 | |
| SEGMENT INCOME STATEMENT | ||||||
| Segment net turnover | 463,593 | 368,733 | 832,326 | 442,518 | 338,867 | 781,385 |
| Segment results | 338 | 19,468 | 19,806 | 2,325 | 11,456 | 13,781 |
| Non-allocated results | -3,246 | -6,134 | ||||
| Net financing cost | -4,974 | -1,449 | ||||
| Taxes | -3,831 | -1,589 | ||||
| Share in businesses accounted for using the equity method | -98 | -89 | ||||
| Consolidated result | 7,657 | 4,520 | ||||
| SEGMENT BALANCE SHEET | ||||||
| Segment non-current assets | 107,294 | 109,789 | 217,083 | 110,575 | 109,985 | 220,560 |
| Non-allocated non-current assets | 7,628 | 5,166 | ||||
| Total consolidated non-current assets | 224,711 | 225,726 | ||||
| Segment liabilities | 113,967 | 72,133 | 186,100 | 112,785 | 73,122 | 185,907 |
| Non-allocated liabilities | 213,137 | 218,552 | ||||
| Total consolidated liabilities | 399,237 | 404,459 | ||||
| OTHER SEGMENT INFORMATION | ||||||
| Segment investments (*) | 13,698 | 8,419 | 22,117 | 13,732 | 8,756 | 22,488 |
| Non-allocated investments | 2,653 | 886 | ||||
| Total investments | 24,770 | 23,374 | ||||
| Segment depreciation and non-cash costs | 16,620 | 10,870 | 27,490 | 16,281 | 10,539 | 26,820 |
| Non-allocated depreciation and non-cash costs | 1,418 | 1,394 | ||||
| Total depreciation and non-cash costs | 28,908 | 28,214 |
(*) Investments including new capital grants
| 2023 | 2022 | |
|---|---|---|
| Belgium | 213,109 | 199,972 |
| Netherlands | 351,620 | 330,566 |
| UK | 90,332 | 87,282 |
| France | 71,783 | 65,729 |
| Poland | 31,920 | 26,686 |
| Other | 73,562 | 71,150 |
| Total | 832,326 | 781,385 |
| 2023 | 2022 | |
|---|---|---|
| Belgium | 135,206 | 146,111 |
| Netherlands | 105,843 | 106,821 |
| France | 74,969 | 74,296 |
| UK | 43,195 | 41,022 |
| Other | 40,024 | 36,209 |
| Total | 399,237 | 404,459 |
| 2023 | 2022 | |
|---|---|---|
| Belgium | 16,001 | 12,912 |
| Netherlands | 6,165 | 6,479 |
| France | 1,626 | 2,149 |
| UK | 409 | 588 |
| Other | 569 | 1,246 |
| Total | 24,770 | 23,374 |
(*) Investments including new capital grants
| 2023 | 2022 | |
|---|---|---|
| Belgium | 87,180 | 82,994 |
| Netherlands | 50,289 | 53,175 |
| France | 36,279 | 36,527 |
| UK | 21,811 | 23,195 |
| Other | 29,152 | 29,835 |
| Total | 224,711 | 225,726 |
Despite difficult market conditions with high inflation putting pressure on purchasing power and the sometimes problematic availability of raw materials, the group realized sales of 832.3 million euros in 2023 compared to 781.4 million in 2022. The sales increase overall of 6.5% was the result of a 5% increase in Savoury and 9% in Ready Meals. In the second half of the year, the group saw volumes pick up again in Ready Meals after a weaker first half of the year. However, pressure on volumes remains high. The group is committed to vegetarian, plant-based and “blended” (hybrid) products and sustainability. For further details, please refer to our sustainability report.
| 2023 | 2022 | |
|---|---|---|
| Purchases | 512,225 | 504,110 |
| Change in inventory | -284 | -8,890 |
| Total | 511,941 | 495,220 |
The cost of purchasing raw materials, consumables and trade goods increased by 3% in 2023 from EUR 495.2 million to EUR 511.9 million due to sharply higher raw material prices and general inflation. In both 2023 and 2022, the impact of inflation was very significant and we also faced problematic availability of raw materials. The changing climate impacts harvests of, for example, durum wheat or tomatoes, essential ingredients in our products. To reduce dependency, the group has a multi-sourcing strategy, but we will not be able to exclude temporary shortages of certain raw materials in the future. The purchase prices of meat as well as other raw materials such as cheese, milk, durum wheat and vegetables, among others, continued to increase in 2023. The group is committed to being cost-conscious and sustainable through, among other things, innovation in products and packaging.
| 2023 | 2022 | |
|---|---|---|
| Interim staff and consultants to the organisation | 23,605 | 24,414 |
| Maintenance and repairs | 26,679 | 23,516 |
| Cost of marketing and sales | 4,979 | 3,102 |
| Transport costs | 29,278 | 30,439 |
| Gas and electricity | 22,893 | 14,620 |
| Rent | 4,617 | 4,685 |
| Advisory expenses and consultants | 12,241 | 13,735 |
| Other | 8,425 | 6,153 |
| Total | 132,717 | 120,664 |
Costs rose 10% from EUR 121 million to EUR 133 million. This increase is mainly due to sharply increased costs for gas and electricity. In 2022, the cost increase was limited by the partial hedging of 2021. In 2023, the group is confronted with the sharp increase in energy prices. All 2022 hedges related to 2023 were at much less favorable rates than before. Moreover, the group had opted to purchase 50% of green energy at higher cost in 2023. Transportation costs experienced a slight decrease due to the reduced volumes. Maintenance and repair costs increased by 13.5% mainly due to inflation. Marketing and sales costs rose from EUR 3.1 million to EUR 5 million due, among other things, to the launch of new products and the continued rollout of our Come a casa® brand in Eastern Europe. The “Other” account increases by 36.9% in 2023. This item includes office expenses, insurance and compensation to directors and management.
In 2023, personnel costs amounted to EUR 143,532 thousand. The employee expenses also included the expenses related to the social plan in Aalsmeer in 2023 for an amount of EUR 2,272 thousand. In 2022, they were EUR 130,826 thousand. Personnel costs show an increase in 2023 due to indexation in 2023. The number of own personnel employed decreased slightly in 2023. The number of employed personnel at year-end was 2,531 in 2023, compared to 2,554 in 2022. Also this year, the group continued to focus on employee retention, recruitment and selection. For further details around employee benefits, please refer to note 24. Personnel expenses can be broken down as follows:
| 2023 | 2022 | |
|---|---|---|
| Wages and salaries | 102,392 | 94,986 |
| Social security contributions | 23,084 | 21,725 |
| Other employee expenses | 18,056 | 14,115 |
| Total | 143,532 | 130,826 |
| Number of employees expressed in FTEs (excl. temporary employees) at year end | 2,441 | 2,454 |
| 2023 | 2022 | |
|---|---|---|
| Write-downs | 153 | 439 |
| on inventories | 189 | 309 |
| on trade receivables | -36 | 130 |
| Provisions | 245 | -58 |
| Total | 398 | 381 |
Other operating expenses increase from EUR 2.4 million in 2022 to EUR 2.9 million in 2023 due to increased environmental taxes for wastewater, among other things. Other operating income increases from EUR 3.6 million to EUR 4.2 million. This EUR 4.2 million (in 2023) is mainly composed of non-recurring income including claims received following quality complaints and an insurance claim to offset costs incurred during the financial year.
| 2023 | 2022 | |
|---|---|---|
| Recovery of wage-related costs | 726 | 587 |
| Recovery of logistics costs | 91 | 81 |
| Grants | 257 | 548 |
| Profits from the disposal of assets | 17 | 166 |
| Insurance recoveries | 1,949 | 130 |
| Claims | 301 | 927 |
| Rent | 5 | 5 |
| Recovery local taxes | 62 | |
| Others | 897 | 1,111 |
| Total | 4,243 | 3,617 |
| 2023 | 2022 | |
|---|---|---|
| Local taxes | 2,412 | 1,977 |
| Realised loss on disposal of assets | 303 | 102 |
| Claims | 36 | 29 |
| Others | 160 | 323 |
| Total | 2,911 | 2,431 |
| 2023 | 2022 | |
|---|---|---|
| Other operating income and expenses | 1,332 | 1,186 |
| 2023 | 2022 | |
|---|---|---|
| EBITDA | 45,468 | 35,861 |
| Depreciations costs and impairments | -28,510 | -27,833 |
| Impairments, write offs and provisions | -398 | -381 |
| Result of operating activities (EBIT) | 16,560 | 7,647 |
| Costs of acquisitions | 2,259 | |
| Rebranding expenses | 882 | |
| Restructuring costs | 3,444 | |
| Innovation costs plant based products | 600 | |
| Underlying operating result (UEBIT) | 21,486 | 9,906 |
| 2023 | 2022 | |
|---|---|---|
| EBITDA | 45,468 | 35,861 |
| Costs of acquisitions | 0 | 2,259 |
| Rebranding expenses | 882 | 0 |
| Restructuring costs | 2,922 | 0 |
| Innovation costs plant based products | 600 | 0 |
| Underlying EBITDA | 49,872 | 38,120 |
EBITDA increases from EUR 36 million in 2022 to EUR 46 million in 2023. Underlying EBITDA increases 31% from EUR 38 million in 2022 to EUR 50 million in 2023. This despite pressure on volumes, as expected. Transparent pass-through of cost increases, in addition to continuous control of cost increases throughout the year, was a crucial factor in improving results. Non-underlying EBITDA costs (EUR 4 million in total in 2023) in the current financial year consist mainly of costs related to the transfer of production in Aalsmeer to other Dutch sites (EUR 3 million). The other costs relate to operational costs related to the rebranding of Ter Beke into “What’s Cooking?” at the beginning of 2023 and costs for the development of new vegetable products to be marketed in 2024. Last year, non-underlying costs were mainly linked to the Imperial-Stegeman acquisition file. The impact on costs in 2023 of striking off the deal with Imperial-Stegeman was negligible.
In the Ready Meals SBU, sales increased by 9% from EUR 339 million to EUR 369 million mainly due to transparent pass-through of cost increases. We also succeeded in introducing a large number of innovative products both in the UK and on the European continent. We note that our focus on quality in a broad sense is paying off despite the volume decline compared to last year. In the second half of the year we saw volumes increase again compared to the first half. The successful introduction of a number of plant-based and vegetarian products also gives us optimism for further growth of our product portfolio. The ready meals industry in Europe continues to offer good prospects. Our strategy of continuing to supply quality products is bearing fruit, as a number of customers have returned to What’s Cooking?. The right price-quality mix is crucial for consumer loyalty. This portfolio offers a range of internationally known and regionally adapted quality and mostly nutritional products for every budget.Our emphasis on quality and unburdening customers has led to the winning back of a number of contracts, resulting in a nice growth in volumes in the second half of the year. Modified sales contracts that better address purchase price volatility, as well as a number of investments in our plants that support production efficiency, drove a 41% improvement in the segment’s underlying EBITDA, from EUR 22 million in 2022 to EUR 31 million in 2023. Savoury SBU sales increased 5% from EUR 443 million to EUR 464 million, mainly due to the transparent pass-through of increased labor and raw material costs. Volume in the business unit declined as expected and in line with the market. Furthermore, the business unit launched a number of new plant-based products and there are concrete plans to develop this further in the coming months. The evolving product portfolio also includes “blended” (hybrid), vegetarian and plant-based products, whose importance in the segment will gradually increase. We also reintroduced a number of innovative packaging concepts for our customers in 2023. The Group carries “sustainability” as a high priority. Underlying segment EBITDA remained stable compared to 2022: EUR 21 million in 2023, up from EUR 21 million in 2022. The announced restructuring in Aalsmeer, Netherlands is on schedule and will allow the group to produce in an even more sustainable way and respond to customer demands. Thanks to the investments made in Ridderkerk and Wijchen, we can deliver our products even fresher, tastier and with improved service, packaged in very attractive packaging. During the restructuring, the group put maximum effort into guiding the employees involved from job to job.
| 2023 | 2022 | |
|---|---|---|
| Interest income | 40 | 12 |
| Positive exchange rate differences | 981 | 908 |
| Other | 529 | 385 |
| Total | 1,550 | 1,305 |
Finance income consists mainly of foreign exchange differences and is in line with last year.
| 2023 | 2022 | |
|---|---|---|
| Interest cost on loans | 4,728 | 1,099 |
| Interest cost on leasing | 215 | 223 |
| Negative exchange rate differences | 856 | 584 |
| Bank charges | 591 | 726 |
| Revaluation of financial instruments | 0 | 0 |
| Other | 134 | 122 |
| Total | 6,524 | 2,754 |
Consolidated financial statements What’s Cooking? Annual report 2023 188 Consolidated financial statements Financial costs have more than tripled. They increase from EUR 2.8 million in 2022 to EUR 6.5 million in 2023. This increase is due to the increased Euribor on the financial market. Our financial debt has fallen even further, which translates into a decrease in the leverage ratio (net debt to UEBITDA). A better leverage ratio normally results in a lower interest rate, but this advantage is completely cancelled out by the increased Euribor in 2023. Moreover, we recorded a small net positive exchange rate result on both the pound and the Polish Zloty.
| 2023 | 2022 | |
|---|---|---|
| Tax on profits | ||
| Financial year | 4,925 | 3,176 |
| Previous financial years | 541 | 265 |
| Deferred tax liabilities | ||
| Effect of temporary differences | -1,635 | -1,852 |
| Total tax in the income statement | 3,831 | 1,589 |
Taxes in the current financial year are 33.1% compared to 25.6% in 2022. As of 1/4/2023, the tax rate in the UK is also now 25%. In 2022, it was 19%. Now all the group’s companies except What’s Cooking Polska Sp.z.o.o. have a tax rate of 25% or higher. As of January 2022, the transfer pricing model was also applied to What’s Cooking France SAS and What’s Cooking Polska Sp.z.o.o. With the exception of What’s Cooking Deeside UK Ltd (and, of course, Davai BV), the new transfer pricing model is now applied to all companies within the group.
| 2023 | 2022 | |
|---|---|---|
| Accounting profit before tax | 11,586 | 6,198 |
| Tax at Belgian tax rate (2022: 25% and 2023: 25%) | 2,897 | 1,550 |
| Effect of the different tax rates of the foreign companies | -385 | -510 |
| Effect of not recognising DTA during the financial year | 437 | 529 |
| Effect timing differences | -485 | 0 |
| Effect of the expenses not deductible for tax purposes | 853 | 524 |
| Other effects: minimum tax | 29 | -19 |
| Actual tax burden | 3,831 | 1,589 |
| Effective tax percentage | 33.1% | 25.6% |
| 2023 | 2022 | |
|---|---|---|
| GOODWILL | ||
| Start of the financial year | 79,611 | 80,072 |
| Acquisitions | 0 | 0 |
| Transfers and decommissioning | 0 | 0 |
| Translation differences | 170 | -461 |
| End of the financial year | 79,781 | 79,611 |
| IMPAIRMENTS | ||
| Start of the financial year | 1,740 | 1,740 |
| Impairment losses | 0 | 0 |
| Transfers and decommissioning | 0 | 0 |
| End of the financial year | 1,740 | 1,740 |
| Net book value | 78,041 | 77,871 |
Goodwill arises when the cost of a business combination at the acquisition date exceeds the group’s interest in the net fair value of the acquiree’s contingent liabilities, identifiable assets and liabilities. The group chose to allocate goodwill to segments. The risk profile of the business combinations acquired so far was almost identical to the existing business, and/or the cash flows were fully connected. What’s more: these business combinations went from the acquisition entirely into the segment. This makes it impossible for us to recognize, let alone track, any separate cash flows at a lower level. Management reporting is therefore done at the segment level. The group performs an annual “impairment analysis” on goodwill. This is done using the discounted cash flow method. When the recoverable amount of the segment is less than the carrying amount, we first allocate the impairment loss to the carrying amount of goodwill. Next come the other assets of the unit, in proportion to the carrying value of each asset in the segment. In 2023, goodwill is EUR 33,714 thousand (2022: EUR 33,714 thousand) for Savoury. For ready meals, it is EUR 44,327 thousand (2022: EUR 44,157 thousand). The decrease in SBU ready meals is a translation difference.
The basis for the above “impairment analysis” consists of:
The recoverable amount exceeds the carrying value in both SBUs. Therefore, the impairment analysis does not result in impairment losses in any segment. Overall, we may say that the risk of impairment is higher in the Savoury SBU than in the Ready meals SBU. Even when the parameters are estimated more conservatively, the recoverable amount exceeds the carrying amount, so no impairment applies in these scenarios either. Following sensitivity analyses were performed:
| 2023 | 2023 | 2023 | 2023 | 2023 | 2023 | 2023 | 2022 | 2022 | 2022 | 2022 | 2022 | 2022 | |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Land and buildings | Installations, machines, and equipment | Furniture and rolling equipment | Leasing | Other | Assets under construction | Total | Land and buildings | Installations, machines, and equipment | Furniture and rolling equipment | Leasing | Other | Assets under construction | |
| ACQUISITION VALUE | |||||||||||||
| Start of the financial year | 128.838 | 365.508 | 6.049 | 14.918 | 115 | 2.194 | 517.622 | 126,117 | 355,520 | 5,556 | 17,055 | 115 | 163 |
| Group consolidation extension | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| Acquisitions | 3.263 | 13.366 | 583 | 2.261 | 4.025 | 23.498 | 3,328 | 15,639 | 577 | 1,387 | 2,129 | 23,060 | |
| Transfers and decommissioning | -1.003 | -16.941 | -526 | -1.193 | -78 | -33 | -19.774 | -48 | -4,497 | -25 | -3,521 | ||
| Transfer from / to other entries | 57 | 863 | 68 | -923 | 65 | 93 | 7 | -94 | |||||
| Translation differences | 1.046 | 1.858 | 36 | 11 | 11 | 2.962 | -559 | -1,247 | -66 | -3 | -4 | -1,879 | |
| End of the financial year | 132.201 | 364.654 | 6.210 | 15.997 | 37 | 5.274 | 524.373 | 128,838 | 365,508 | 6,049 | 14,918 | 115 | 2,194 |
| DEPRECIATION | |||||||||||||
| Start of the financial year | 86.733 | 293.368 | 4.672 | 8.647 | 110 | 44 | 393.574 | 83,107 | 280,190 | 4,283 | 9,068 | 103 | 44 |
| Group consolidation extension | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| Depreciation * | 4.021 | 18.240 | 522 | 2.754 | 5 | 0 | 25.542 | 3,890 | 18,054 | 456 | 2,730 | 7 | 0 |
| Transfers and decommissioning | -986 | -16.590 | -522 | -1.200 | -78 | -19.376 | -48 | -4,116 | -25 | -3,149 | |||
| Translation differences | 401 | 1.048 | 22 | 4 | 3 | 1.478 | -216 | -760 | -42 | -2 | -1,020 | ||
| End of the financial year | 90.169 | 296.066 | 4.694 | 10.205 | 37 | 47 | 401.218 | 86,733 | 293,368 | 4,672 | 8,647 | 110 | 44 |
| IMPAIRMENT | |||||||||||||
| Start of the financial year | 547 | 0 | 0 | 0 | 0 | 0 | 547 | 600 | 0 | 0 | 0 | 0 | 0 |
| Group consolidation extension | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| Addition* | 655 | 414 | 1.069 | 0 | 0 | 0 | 0 | 0 | 0 | ||||
| Reduction* | -547 | -547 | -53 | ||||||||||
| Transfers and decommissioning | 0 | 0 | 0 | ||||||||||
| End of the financial year | 655 | 414 | 0 | 0 | 0 | 0 | 1.069 | 547 | 0 | 0 | 0 | 0 | 0 |
| NET CAPITAL GRANTS | |||||||||||||
| Start of the financial year | 159 | 1.688 | 4 | 0 | 0 | 0 | 1.851 | 201 | 1,944 | 8 | 0 | 0 | 0 |
| Group consolidation extension | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| New allocations | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 5 | 5 | ||||
| Other | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| Depreciation * | -3 | -261 | -12 | -276 | -47 | -256 | -4 | ||||||
| End of the financial year | 156 | 1.427 | -8 | 0 | 0 | 0 | 1.575 | 159 | 1,688 | 4 | 0 | 0 | 0 |
| Net book value as per 31 December 2023 | 41.221 | 66.747 | 1.524 | 5.792 | 0 | 5.227 | 120.511 | 41,399 | 70,452 | 1,373 | 6,271 | 5 | 2,150 |
In 2023, the group invested EUR 24.8 million (2022: EUR 23.4 million), of which EUR 23.5 million in property, plant and equipment and EUR 1.3 mil- lion in intangible assets. This mainly concerns the continuation of effi- ciency investments, adjustments in infrastructure and refrigeration and other investments to improve the sustainability of our sites and pro- duction
The group is also committed to further greening its car fleet. 47% of newly commissioned leased cars in 2023 will be fully electric cars compared to 15% in 2022. In 2023, EUR 13.7 million was invested in SBU Savoury. Mainly concerns in- vestments in new cooling systems (master cooling plan) to meet the new ecological and legal requirements and reduce our carbon footprint, new slicers, new packaging machines and an expansion of the grill capacity. Adjustments were also made in Ridderkerk and Wijchen to facilitate the transfer of volumes from Aalsmeer. In the Ready Meals SBU, 8.4 million was invested by 2023. The investment program is mainly focused on product, packaging and process improve- ments. These include replacement investments and sustainability pro- jects at the various production sites.
| 2023 | 2022 | |
|---|---|---|
| Joint venture | 333 | 431 |
| Associates | ||
| Total | 333 | 431 |
| 2023 | 2022 | |
|---|---|---|
| Non-current assets | 10,665 | |
| Current assets | 30,827 | |
| Debts | -63,901 | |
| Operating income | 32,415 | |
| Operating expenses | -61,815 | |
| Financial result | -60 | |
| Result before taxes | -29,460 | |
| Net result | -29,460 |
Reconciliation of the above mentioned financial information regarding the net book value of the net book value of the participating interest.
| 2023 | 2022 | |
|---|---|---|
| Net assets of the joint venture | -22,409 | |
| Capital increase | 440,000 | |
| Group participation percentage in the joint venture | 50.00% | |
| Acquisition price | 520,000 | 520,000 |
| Goodwill | 311,204 | 520,000 |
| Share in the result after the acquisition | -89,397 | -187.436 |
| Value joint venture | 430,603 | 332.564 |
On June 1, 2022, the Group became a 50% owner of the start-up Davai BV. Davai makes plant-based dumpling snacks under the “Davai” brand and currently sells them in Belgium and the Netherlands. As expected, the val- ue of the participation has further decreased compared to 2022 due to the negative result of Davai BV on December 31, 2023.
We can assign deferred tax assets and liabilities to the following head- ings:
| 2023 | 2022 | |
|---|---|---|
| Tangible non-current assets | 5,004 | 4,917 |
| Receivables | ||
| Provisions | -75 | -92 |
| Debts | 790 | |
| Transferred losses | 0 | |
| Deferred tax liabilities | 4,929 | 5,615 |
| 2023 | 2022 | |
|---|---|---|
| Tangible non-current assets | 2,974 | 2,331 |
| Receivables | 0 | |
| Provisions | 486 | 484 |
| Debts | -6 | -157 |
| Tax losses carried forward | 6,354 | 5,734 |
| Deferred tax assets | 9,808 | 8,392 |
In 2023, the group did not recognize EUR 11,415 thousand deferred tax as- sets on tax loss carryforwards (2022: EUR 10,949 thousand). The group is not sufficiently certain that these will be realized soon. The tax loss carry- forwards are indefinitely transferable over time. From 2019, a deferred tax benefit was expressed with respect to Poland for EUR 5 million because What’s Cooking Polska is located in a reconver- sion zone. From 2020, a portion of the expressed tax benefit is reversed annually because What’s Cooking Polska closed its financial year with a profit since 2020. This benefit is limited until 2026.
| 2023 | 2022 | |
|---|---|---|
| Receivables and securities in cash | 67 | 76 |
| Total | 67 | 76 |
| 2023 | 2022 | |
|---|---|---|
| Raw and auxiliary items | 28,774 | 29,510 |
| Work in process | 6,412 | 6,341 |
| Finished products | 11,457 | 10,619 |
| Goods for resale | 621 | 419 |
| Total | 47,264 | 46,889 |
For inventory write-downs, see Note 8. Inventories are in line with last year. They increased from EUR 46.9 million to EUR 47.3 million. Stocks of raw materials and consumables decreased slightly but stocks of finished goods increased. The supply of certain raw materials, and more specifically certain vegetables, led us to maintain higher safety stocks while we were able to reduce packaging stocks.
| 2023 | 2022 | |
|---|---|---|
| Trade receivables | 94,362 | 99,350 |
| VAT to be reclaimed | 3,954 | 3,474 |
| Taxes to be reclaimed | 548 | 556 |
| Adjustment accounts | 2,666 | 3,287 |
| Empties | 4,354 | 4,960 |
| Other | 1,065 | 864 |
| Total | 106,949 | 112,491 |
Our trade receivables are non-interest bearing. The average number of days of customer credit for the group is 41 days (2022: 46 days). In 2023, we record a positive release of EUR 35 thousand on write-downs on trade receivables in the income statement (EUR 130 thousand cost in 2022). The percentage of trade receivables that have been due for more than 60 days is 0.1% in 2023 and 2022 (see also note 27). To cope with future inflation (deflation) of costs, most new contracts were concluded for a limited period of time or included automatic indexation for the cost of key commodities.
| 2023 | 2022 | |
|---|---|---|
| Cash investments | 2,305 | 2,733 |
| Current accounts | 18,004 | 16,609 |
| Cash | 4 | 11 |
| Total | 20,313 | 19,353 |
Cash is held with reputable banks. The cash investments involved an overnight deposit with a reputable bank.
The General Meeting of May 25, 2023 approved the Board of Directors’ proposal of a scrip dividend (gross EUR 4.00/share).# 24. Employee benefits
The group and its subsidiaries provide for pension plans and other employee benefits. At December 31, 2023, the total net liability for pension plans and similar obligations was €3,695 thousand for the group’s Belgian and French companies. At December 31, 2022, it was €3,442 thousand.
| Other Defined benefit plan provisions | Total | |
|---|---|---|
| 1 January 2022 | 3,027 | 851 |
| Group consolidation extension | ||
| Service costs | 1,178 | 1,178 |
| Interest costs and income | 8 | 8 |
| Actuarial effect by OCI | -441 | -441 |
| Payments | 0 | 0 |
| Allocations and redemptions | -22 | -22 |
| Other | -1,159 | -1,159 |
| 31 December 2022 | 2,613 | 829 |
| Group consolidation extension | 0 | |
| Service costs | 856 | 856 |
| Interest costs and income | 61 | 61 |
| Actuarial effect by OCI | 349 | 349 |
| Payments | 0 | 0 |
| Allocations and redemptions | 240 | 240 |
| Other | -1,253 | -1,253 |
| 31 December 2023 | 2,626 | 1,069 |
What’s Cooking? Annual report 2023 195
What’s Cooking? Annual report 2023 196
Consolidated financial statements
Employee benefits and provisions for pension and similar obligations 2023 2022
| 2023 | 2022 | |
|---|---|---|
| Defined benefit pension schemes | ||
| Net liability / (asset) | 2,626 | 2,613 |
| Of which liabilities | 17,548 | 17,814 |
| Of which investments in investment funds | -14,922 | -15,201 |
| Amounts recognised in the income statement: | ||
| Pension costs allocated to the year of employment | 856 | 1,178 |
| Interest cost | 61 | 8 |
| Expected return on investments in investment funds | ||
| Recognised actuarial (profits)/losses | ||
| Past service pension costs | ||
| Losses/ (profits) from curtailments or settlements | 3 | -10 |
| Administrative expenses | 28 | 26 |
| Cost recognised in the income statement regarding defined benefit pension schemes | 948 | 1,202 |
| Amounts allocated to the shareholders' equity via the comprehensive result (OCI) | -431 | -780 |
| Recognised actuarial (profits)/losses | 349 | -441 |
| Cumulative of via OCI recognised actuarial results at the beginning of the period | -780 | -339 |
| Present value of the gross liability at the beginning of the year | 17,814 | 24,164 |
| Impact of PUC method on the Belgian fixed contribution plans | ||
| Employer's contributions | ||
| Interest cost | 609 | 144 |
| Pension costs allocated to the year of employment | 802 | 1,057 |
| DBO( profit) loss for the period | -35 | -5,983 |
| Other | -1,642 | -1,568 |
| Present value of the gross liability at the end of the year | 17,548 | 17,814 |
| Fair value of the investments in investment funds at the beginning of the year | -15,201 | -21,145 |
| Expected employer's contributions | -1,246 | -1,104 |
| Expected employee's contributions | -47 | -39 |
| Expected benefits paid (excl. interest) | 2,057 | 1,989 |
| Expected return on investments in investment funds | ||
| Expected taxes on contributions paid | 133 | 119 |
| Expected administrative expenses | 27 | 24 |
| Expected value of the investments in investment funds at the end of the year | -14,277 | -20,156 |
| Fair value of the investments in investment funds to the beginning of the year | -15,201 | -21,145 |
| Impact of PUC method on the Belgian fixed contribution plans | ||
| Actual employer's contributions | -1,282 | -1,157 |
| Actual employees contributions | -41 | -37 |
| Actual benefits paid | 1,595 | 1,589 |
| Interest revenue | -553 | -135 |
| Actual taxes on contributions paid | 141 | 127 |
| Actual administrative expenses | 28 | 26 |
| Actuarial profit (losses) on the investments in investment funds | 392 | 5,533 |
| Fair value of the investments in investment funds at the end of the year | -14,921 | -15,199 |
| Plan assets gain (loss) due to experience adjustments | -1 | -2 |
| Fair value of the investments in investment funds at the end of the year | -14,922 | -15,201 |
What’s Cooking? Annual report 2023 197
Consolidated financial statements
The primary actuarial assumptions are:
| 2023 | 2022 | |
|---|---|---|
| Belgium | France | |
| Discount rate | 3.75% | 3.80% |
| Future salary increases including inflation | 2.50% | 3.35% |
| Inflation | 2.10% | 2.95% |
The companies of What’s Cooking? pay contributions to publicly or privately managed pension or insurance funds. Subject to the application of the law of December 18, 2015, the companies of the group have no further payment obligations once the contribution has been paid. Indeed, the minimum guaranteed reserves are covered by the value of plan assets. The minimum guaranteed returns obtained (cf. Law Dec. 18, 2015):
These pension plans guarantee a minimum rate of return. We therefore consider them defined benefit plans. Every year, What’s Cooking? has a full actuarial calculation performed. This is done according to the PUC method. The analysis of the pension plans shows a limited difference between the legally guaranteed minimum return and the interest guaranteed by the insurance institution. At the end of 2023, this net liability is EUR 60 thousand (2022: EUR 36 thousand). The periodic contributions represent a cost of the year in which the related rights are acquired. In 2023, this expense amounts to EUR 5,567 thousand (2022: EUR 4,075 thousand). We recognize costs for IAS 19 under personnel expenses. We include the interest component in the financial result.
| 2023 | 2022 | ||||
|---|---|---|---|---|---|
| Maturity period | Between the year | Within 1 and 5 years | After 5 years | Between the year | Within 1 and 5 years |
| Interest-bearing liabilities | |||||
| Credit institutions | 0 | 75,000 | 0 | 340 | 80,086 |
| Lease liabilities | 2,615 | 3,595 | 2,452 | 4,231 | |
| Total | 2,615 | 78,595 | 0 | 2,792 | 84,317 |
| 2023 | 2022 | ||||
| Maturity period | Between the year | Within 1 and 5 years | After 5 years | Between the year | Within 1 and 5 years |
| Other liabilities | 0 | 0 | 0 | 0 | 0 |
What’s Cooking? Annual report 2023 198
Consolidated financial statements
The loans from credit institutions in 2023 include:
The loans from credit institutions in 2022 include:
At the end of 2023, the group has leasing debts of EUR 6.2 million compared to EUR 6.7 million at the end of 2022. The group aims to purchase rather than lease all its production-related machinery and rolling stock (such as forklifts). The main open lease payables are related to the fleet of lease cars and the rent of the building in Wijchen, the Netherlands.
Interest on loans from credit institutions - level at year-end:
| 2023 | 2022 | |||
|---|---|---|---|---|
| outstanding loan amount on 31/12/2023 | Interest % | outstanding loan amount on 31/12/2022 | Interest % | |
| Loans with variable interest rate | ||||
| Loans in EURO | 75,000 K EUR | 4.525% | 70,000 K EUR | 3.26% |
| Loans in EURO | 0 K EUR | 0.00% | 8,000 K EUR | 2.50% |
| loans in pounds | 0 K EUR | 0.00% | 1,635 K EUR | 4.07% |
| Loan KK Fine Foods in Pounds | 0 K EUR | 0.00% | 791 K EUR | 5.65% |
Minimum payments to credit institutions (including interest) are:
| 2023 | 2022 | |
|---|---|---|
| Less than 1 year | 3,394 | 2,989 |
| More than 1 year and less than 5 years | 81,788 | 85,348 |
| More than 5 years | 0 | 0 |
The group has sufficient short-term credit lines to meet its short-term needs. The group has not pledged any assets to meet its obligations to credit institutions. Nor has it received any guarantees from third parties.
On June 26, 2018, What’s Cooking entered into long-term financing with a consortium of 3 banks in the form of a Revolving Credit Facility (RCF) with a term of 5 years and the option to extend for 2 years. This extension option was lifted in 2022. As a result, the group has EUR 175 million in guaranteed credit lines. The RCF is conditional to respecting a net financial debt/adjusted EBITDA ratio of 3. In case of new acquisitions, a temporary excess up to 3.5 is accepted. The group fulfilled its covenants in both 2022 and 2023.
On Feb.# What’s Cooking? Annual report 2023
| opening Balance | Cash Flow | non-cash adjustments | Exchange rate adjustment | fair value | Acquisitions | IFRS 16 adjustment | Total | |
|---|---|---|---|---|---|---|---|---|
| Long term Interest-bearing liabilities | ||||||||
| Credit institutions | 80,086 | -5,093 | 7 | 75,000 | ||||
| Lease liabilities | 4,231 | -641 | 5 | 3,595 | ||||
| Short term Interest-bearing liabilities | ||||||||
| Credit institutions | 340 | -347 | 7 | 0 | ||||
| Lease liabilities | 2,452 | 160 | 3 | 2,615 | ||||
| Other long term non-interest bearing liabilities | 0 | 0 | 0 | |||||
| Other short non-interest bearing liabilities | 3,981 | -4,060 | 79 | 0 | ||||
| Total | 91,090 | -9,981 | 0 | 0 | 101 | 0 | 81,210 |
| opening Balance | Cash Flow | non-cash adjustments | Exchange rate adjustment | fair value | Acquisitions | IFRS 16 adjustment | Total | |
|---|---|---|---|---|---|---|---|---|
| Long term interest-bearing liabilities | ||||||||
| Credit institutions | 74,156 | 6,121 | -191 | 80,086 | ||||
| Lease liabilities | 5,572 | -1,340 | -1 | 4,231 | ||||
| Short term interest-bearing liabilities | ||||||||
| Credit institutions | 2,725 | -2,385 | 340 | |||||
| Lease liabilities | 2,854 | -402 | 2,452 | |||||
| Other long term non-interest bearing liabilities | 4,387 | -4,052 | -156 | -179 | 0 | |||
| Other short non-interest bearing liabilities | 0 | 4,052 | -71 | 3,981 | ||||
| Total | 89,694 | 1,994 | 0 | 0 | -419 | -179 | 91,090 |
The group leases its cars and some trucks under a number of operating leases. At the end of 2010, the group entered into an operating lease agreement for a new state of the art ‘value added logistics platform’ in Wijchen. There What’s Cooking centralizes the slicing activities of What’s Cooking Wijchen BV and the Dutch logistics activities. IFRS 16 (standards and interpretations applicable from Jan. 1, 2019) re- quires the lessee to capitalize all lease and rental obligations on the bal-ance sheet. The liability reflects all future lease payments associated with the lease agreement valued at current value. The asset reflects the right to use the asset during the agreed lease term. What’s Cooking has applied IFRS 16 effective January 1, 2019, in accord-ance with the transitional provisions, using the modified retrospective method. Specifically, this means that the cumulative effect of applying IFRS 16 is recognized as an adjustment to the opening balance of re- tained earnings as of January 1, 2019, without adjustment of compara- tive figures. As a result of the adoption of IFRS 16, we recognized lease liabilities for leases previously classified as operating leases in accordance with IAS 17. These lease payables were measured at the present value of the re- maining lease obligations, and discounted at our “incremental interest rate “applicable at January 1, 2019. Our weighted average “marginal interest rate” used to measure lease liabilities as of January 1, 2019 was 3.35%.
| 2023 | 2022 | |
|---|---|---|
| Trade liabilities | 150,561 | 153,143 |
| Dividends | 87 | 87 |
| Put/call option | 0 | 3,981 |
| Other | 5,205 | 4,945 |
| Total | 155,853 | 162,156 |
| Of which empties | 4,201 | 4,354 |
Most trade payables have a maturity date of 30 or 60 days from invoice date. On March 30, 2023, the minority shareholders of What’s Cooking Deeside UK exercised their put option. By purchasing the remaining 9% of the shares for an amount of about 4 million euros, the group is now 100% shareholder of What’s Cooking Deeside UK Ltd.
Interest rates and exchange rates involve risks. This exposure is a normal consequence of the Group’s activities. We use derivative financial instru- ments to reduce these risks. Group policy prohibits the use of derivative financial instruments for speculative purposes.
Interest rate risk is the risk of fluctuation in value of a financial instrument due to changes in market interest rates. What’s Cooking is exposed to the risk of interest rate fluctuations on its entire external financing under the RCF. At December 31, 2023, the amount drawn under the RCF is 75 million. At December 31, 2022, the amount drawn down was EUR 79.6 million of which GBP 1.6 million. What’s Cooking wishes to limit its interest risk by hedging if the Board of Directors considers hedging advantageous. To this end, on November 30, 2018, it entered into a floored IRS with maturities at the end of each quar- ter in the notional amount of EUR 10 million, and an option for the same notional amount with a strike of 1% at the same maturities. On January 11 and 14, 2019, respectively, the group entered into 2 additional floored IRS contracts with the other 2 participating banks of the club deal with ma- turities at the end of each quarter in the amount of a notional amount of EUR 10 million each, and an option for the same notional amount with a strike of 1% at the same maturities. This interest hedging expired on June 27 and June 30, 2023, respectively. No interest rate hedges were taken for the time being for the period after June 30, 2023. Hedges will be reconsid- ered in the future.
Foreign exchange risk lies in the potential fluctuations in value of financial instruments due to exchange rate fluctuations. The group incurs foreign exchange risk on sales, purchases and interest-bearing loans expressed in a currency other than the company’s local currency. At December 31, 2023, the group had a net position in GBP 5,586 thousand. At December 31, 2022, it was GBP 6,409 thousand. An overview of our hedging can be found in the table below. In Poland, at December 31, 2023, we had a net position in Polish Zloty of PLN 5,370 thousand. At December 31, 2022, this was a net debt position of PLN 9,506 thousand.
| Contract type | Initial notional | Contract date | Maturity date |
|---|---|---|---|
| Flexiterm | £2,000,000,00 | 13/07/2023 | 17/01/2024 |
| Flexiterm | £2,000,000,00 | 12/12/2023 | 15/07/2024 |
| Accumulateur protégé | £405,000,00 | 13/07/2023 | 17/01/2024 |
| Accumulateur protégé | £403,000,00 | 12/12/2023 | 15/07/2024 |
Credit risk is the risk that one of the contracting parties will default on its financial obligations, which may cause the other party to incur a loss. In our SBUs savoury and ready meals, we sell our products to a broad cus- tomer base. This includes most major European discount and retail cus- tomers. We achieve sales to these customers through various contracts and products with various maturities. We do this in several countries, both for our own brands and for customers’ own brands. The ten largest customer groups represent 67% of sales in 2023 and 2022. In both 2023 and 2022, 3 external customers exceeded the 10% mark of consolidated sales with each having sales of 13, 12 and 11% respectively (11.5% in 2022). We realized the sales of these customers in both segments. Management worked out a credit policy. We continuously monitor exposure to credit risk.
* Credit risk on trade receivables: we continuously monitor credit risk on all customers.
* Credit risks on cash and short-term investments: short-term invest- ments are made in readily marketable securities or in fixed-term de- posits with reputable banks.
* Transactions with derivative financial instruments: transactions with derivative financial instruments are permitted only with counterpar- ties that have high credit ratings. For all of these risks except for some of the customers at What’s Cooking Deeside UK Ltd and some specific customers at What’s Cooking France SAS, the balance sheet total is the maximum credit risk. The group is cur- rently exploring further coverage of receivables through credit insurance for other entities.
Trade receivables are subject to normal payment terms. On closing date, there are no significant outstanding past due amounts.
| 2023 | 2022 | |
|---|---|---|
| Total outstanding client receivables | 94,362 | 99,350 |
| Overdue < 30 days | 6,033 | 4,457 |
| Overdue between 30 and 60 days | 199 | 833 |
| Overdue > 60 days | 129 | 46 |
| 2023 Book value | 2023 Fair value | 2022 Book value | 2022 Fair value | |
|---|---|---|---|---|
| Current assets | ||||
| Trade and other receivables (Note 21) | 106,949 | 106,949 | 112,491 | 112,491 |
| Cash and cash equivalents (Note 22) | 20,313 | 20,313 | 19,353 | 19,353 |
| Long-term liabilities | ||||
| Long-term interest-bearing liabilities (Note 25) | 78,595 | 78,595 | 84,317 | 84,317 |
| Other long-term liabilities | 0 | 0 | 0 | 0 |
| Current liabilities | ||||
| Current interest-bearing liabilities (Note 25) | 2,615 | 2,615 | 2,792 | 2,792 |
| Trade liabilities and other payables (Note 26) | 155,853 | 155,853 | 162,156 | 162,156 |
| Social liabilities | 24,962 | 24,962 | 22,567 | 22,567 |
| Tax liabilities | 2,805 | 2,805 | 2,997 | 2,997 |
| Level 1 | Level 2 | Level 3 | Fair value | |
|---|---|---|---|---|
| Trade and other receivables | 0 | 0 | ||
| Other long-term liabilities | 0 | 0 | 0 |
| Level 1 | Level 2 | Level 3 | Fair value | |
|---|---|---|---|---|
| Trade and other receivables | 711 | 711 | ||
| Other long-term liabilities | 4,008 | 27 | 3981 |
Level 1: market prices in active markets for identical assets or liabilities
Level 2: inputs other than level 1, which are observable for the asset or lia- bility either directly (through prices) or indirectly (derived from prices)
Level 3: inputs that are not based on observable market prices.The value of the put/call option we had until the end of 2022 in respect of the remaining shares of What’s Cooking Deeside UK Ltd was based on the estimated discounted future value of the company at the date we estimated the option would be exercised. This did not differ materially from the value ultimately paid in 2023.
Liquidity risk is the risk that the group cannot meet its financial obligations. The group mitigates this risk by permanently monitoring cash flows. We also ensure that sufficient credit facilities are available. See also note 25.
As of December 31, 2023, a total amount of EUR 75 million was drawn at a variable interest rate. The covenant is tested each time on the 30/06 and 31/12 figures. In 2022 and 2023, the group met its covenants.
On Feb. 22, 2024, What’s Cooking signed a new 5-year financing agreement for a Revolving Credit Facility (RCF) of EUR 175 million with a consortium of existing and new banks. The agreement can be extended for 2 times 1 year if agreed by all parties. This agreement refinances the existing RCF and ensures the necessary financial stability in an uncertain volatile macroeconomic and geopolitical context. The RCF allows What’s Cooking? to further realize its Sustainable Profitable Growth Plan 2030. The financing is unsecured and allows the group to take on a debt ratio of up to 3.5 times EBITDA. In case of new acquisitions, a temporary excess of up to 4.0 times EBITDA will be accepted. The agreement also provides for a possible increase to EUR 250 million subject to the agreement of the parties and the satisfaction of specific conditions. The financing agreement also provides the option of linking the margin to group sustainability objectives.
What’s Cooking? Annual report 2023 202
Consolidated financial statements
The group leases its passenger vehicles under a number of operating leases. At the end of 2010, the group entered into an operating lease agreement for a new state of the art ‘value added logistics platform’ in Wijchen. There, What’s Cooking centralizes the slicing activities of What’s Cooking Wijchen and the Dutch logistics activities.
IFRS 16 requires the lessee to capitalize all lease and rental obligations on the balance sheet. The liability reflects all future lease payments associated with the lease valued at present value. The asset reflects the right to use the asset during the agreed lease term.
As a result of the adoption of IFRS 16, we recognized lease payables for leases previously classified as operating leases in accordance with IAS 17. These lease payables were measured at the present value of the remaining lease obligations, and discounted at our “marginal interest rate” applicable at January 1, 2019. Our weighted average “marginal interest rate” used to measure the lease payables as of January 1, 2019 was 3.35%.
At December 31, 2023, total purchase commitments for major investment projects amounted to EUR 7,843 thousand (2022: EUR 4,742 thousand). For these, we already awarded contracts or placed orders. At December 31, 2023, the group had EUR 2,249 thousand outstanding purchase commitments with raw material suppliers (2022: nihil).
To limit the impact of increased energy prices, the group has set up a hedging strategy whereby parts of its energy needs are hedged as the period approaches. The group purchases its energy by country. For example, 2024 is now fully hedged for all production sites.
The Remuneration and Nomination Committee prepared What’s Cooking’s compensation policy. The board of directors approved it. The compensation of executive directors and executive committee members is structured into a fixed and a variable portion. The variable portion is subject to review by the remuneration and nomination committee and long-term incentives such as pension plan, among others. Since January 1, 2006, we have included the remuneration policy as an integral part of the Corporate Governance Charter. The compensation of board members and executive management for the financial year 2023, we summarize in the table below. For details, please refer to the remuneration report in the Corporate Governance Statement (see above).
Transactions with Directors of What’s Cooking Group NV:
in EUR million
| 2023 | 2022 | |
|---|---|---|
| Remuneration to Board of Directors What’s Cooking Group NV for the execution of their mandate | 0.42 | 0.31 |
Transactions with members of the Executive Committee:
in EUR million
| 2023 | 2022 | |
|---|---|---|
| Short-term employee benefits | 2.86 | 2.1 |
| Post-employment benefits | ||
| Other long-term employee benefits | 0.37 | 0.17 |
| Termination benefit | ||
| Share-based payments |
Transactions with related parties are primarily commercial transactions. They are based on the “at arm’s length” principle. The costs and revenues of these transactions are immaterial in the consolidated financial statements. In 2023 (as in 2022) we received no reports from directors or management on related transactions, as stipulated in the Corporate Governance Charter.
The calculation of basic earnings per share is based on:
* net income attributable to ordinary shareholders of EUR 7,657 thousand (2022: EUR 4,221 thousand)
* a weighted average number of ordinary shares outstanding during the year of 1,838,256 (2022: 1,807,722)
What’s Cooking? Annual report 2023 203
Consolidated financial statements
We calculated the weighted average number of ordinary shares outstanding as follows:
| 2023 | 2022 | |
|---|---|---|
| Number of outstanding ordinary shares on 1 January | 1,821,006 | 1,794,217 |
| Effect of ordinary shares issued | ||
| Weighted average number of outstanding ordinary shares on 31 December | 1,838,256 | 1,807,722 |
| Group share in net profit of financial year | 7,657 | 4,221 |
| Average number of shares | 1,838,256 | 1,807,722 |
| Earnings per share | 4.17 | 2.33 |
At December 31, 2023, the capital is represented by 1,856,180 shares. On July 6, 2023, the capital was increased by incorporation of 52.15% of dividend rights (EUR 2,625 thousand) instead of a cash payment.
In calculating diluted earnings per share, we adjust the weighted average number of shares. We take into account all dilutive potential common shares. There are none in 2023 and 2022.
| 2023 | 2022 | |
|---|---|---|
| Net group earnings | 7,657 | 4,221 |
| Average number of shares | 1,838,256 | 1,807,722 |
| Dilution effect warrant plans | 0 | 0 |
| Adjusted number of shares | 1,838,256 | 1,807,722 |
| Diluted earnings per share | 4.17 | 2.33 |
| 2023 | 2022 | |
|---|---|---|
| Number of shares | 1,856,180 | 1,821,006 |
| Dividend per share | 4.28 | 4 |
| Total dividend | 7,944,450 | 7,284,024 |
In 2022 and 2023, the group made no new acquisitions that fall within the definition of “business combination.”
What’s Cooking? Annual report 2023 204
In 2022, the group purchased a 50% stake in the start-up Davai BV. This participation was accounted for using the equity method as it is a joint control.
The parent company of the group, What’s Cooking Group NV- Beke 1 - 9950 Lievegem in Belgium, is at December 31, 2023 directly or indirectly the parent company of the following companies:
| Name and full address of the company | Effective holding in % |
|---|---|
| What's Cooking Savoury Belgium NV - Antoon Van der Pluymstraat 1, 2160 Wommelgem - België | 100 |
| What's Cooking Wommelgem NV - Antoon Van der Pluymstraat 1, 2160 Wommelgem - België | 100 |
| What's Cooking Waarschoot NV - Beke 1, 9950 Lievegem - België | 100 |
| What's Cooking Veurne NV - Ondernemingenstraat 1, 8630 Veurne - België | 100 |
| What's Cooking Savoury UK Ltd - Addlestone Road, Bourne Business Park, Addlestone, Surrey KT15 2LE – UK | 100 |
| What's Cooking Savoury Deutschland GmbH - Krefelder Strasse 249 - 41066 Mönchengladbach - Duitsland | 100 |
| What's Cooking Savoury Nederland BV - Bijsterhuizen 24/04, 6604 LL Wijchen - Nederland | 100 |
| What's Cooking Wijchen BV - Bijsterhuizen 24/04, 6604 LL Wijchen - Nederland | 100 |
| What's Cooking Ridderkerk BV - Scheepmakerstraat 5 , 2984 BE Ridderkerk – Nederland | 100 |
| What's Cooking Borculo B.V. - Parallelweg 21, 7271 VB Borculo | 100 |
| What's Cooking Aalsmeer B.V. - Turfstekerstraat 47, 1431 GD Aalsmeer | 100 |
| What's Cooking Immo NV - Beke 1, 9950 Lievegem - België | 100 |
| What's Cooking Belgium NV - Beke 1, 9950 Lievegem - België | 100 |
| What's Cooking Marche-En-Famenne SA - Chaussée de Wavre 259 A, 4520 Wanze - België | 100 |
| What's Cooking Wanze SA - Chaussée de Wavre 259 A , 4520 Wanze - België | 100 |
| What's Cooking Nederland BV - Bijsterhuizen 24/04, 6604 LL Wijchen - Nederland | 100 |
| What's Cooking Ibérica SL - Vía de las Dos Castillas , 33 - Complejo Empresarial Ática, Edificio 6, Planta 3a - Officina B1, 28224 Pozuelo de Alarcón, Madrid - Spanje | 100 |
| Ter Beke France SA - ZI Espace Zuckermann - BP56 - 14270 Mézidon-Canon - Frankrijk | 100 |
| What's Cooking Polska Sp. z.o.o. - Ul. Północna 12 - 45-805 Opole - Polen | 100 |
| What's Cooking France SAS - ZI Espace Zuckermann - BP56 - 14270 Mézidon-Canon – Frankrijk | 100 |
| What's Cooking Deeside UK LTD - Estuary House 10th Avenue - Zone 3 Deeside Industrial Park – Deeside – Flintshire - CH5 2UA - United Kingdom | 100 |
| What's Cooking Deutschland GmbH -Krefelder Strasse 249 - 41066 Mönchengladbach - Deutschland | 100 |
| Davai Stationstraat 114 - 9260 Wichelen (Schellebelle)- België | 50 |
There are no significant restrictions on the ability of the Company or subsidiaries to have access to the use of the assets and meet the obligations of the Group.
Consolidated financial statements
What’s Cooking? Annual report 2023 205
| 2023 | 2022 | |
|---|---|---|
| Non-current assets | 259,981 | 170,721 |
| I. Formation Expenses | ||
| II. Intangible non-current assets | ||
| III. Tangible non-current assets | 3,567 | 2,314 |
| IV. Financial non-current assets | 256,414 | 168,407 |
| Current assets | 79,972 | 132,899 |
| V. Amounts receivable after 1 year | 0 | 0 |
| VI. Inventories | 0 | 0 |
| VII. Amounts receivable within one year | 69,220 | 120,060 |
| VIII. Cash investments | 0 | 0 |
| IX. Cash and cash equivalents | 10,070 | 11,688 |
| X. Accrued income and deferred charges | 682 | 1,151 |
| TOTAL ASSETS | 339,953 | 303,620 |
| Shareholders’ equity | 104,267 | 95,056 |
| I. Capital | 5,253 | 5,153 |
| II. Share premiums | 59,604 | 57,044 |
| IV. Reserves | 3,360 | 3,360 |
| Statutory reserves | 649 | 649 |
| Reserves not available for distribution | 1,457 | 1,457 |
| Untaxed reserves | 679 | 679 |
| Reserves available for distribution | 575 | 575 |
| V. Transferred result | 36,050 | 29,499 |
| Provisions and deferred taxes | 448 | 125 |
| Provisions for risks and costs | 448 | 125 |
| Deferred taxes | ||
| Debts | 235,238 | 208,439 |
| X. Debts payable after 1 year | 136,000 | 79,635 |
| XI. Debts payable within 1 year | 99,234 | 128,804 |
| XII. Accrued charges and deferred income | 4 | 0 |
| TOTAL LIABILITIES | 339,953 | 303,620 |
| 2023 | 2022 | |
|---|---|---|
| Operating income | 33,416 | 16,724 |
| Turnover | ||
| Change in inventory | ||
| Produced non-current assets | ||
| Other operating income | 33,416 | 16,724 |
| Operating costs | 22,690 | 22,265 |
| Trade goods, raw and auxiliary items | ||
| Services and miscellaneous goods | 14,783 | 15,592 |
| Remuneration, social security costs and pensions | 6,668 | 5,473 |
| Depreciation and write-downs on intangible and tangible non- current assets | 907 | 1,067 |
| Write-downs on inventory and trade receivables | ||
| Provisions for risks and costs | 323 | 125 |
| Other operating costs | 9 | 8 |
| Operating result | 10,726 | -5,541 |
| Financial income | 13,325 | 6,472 |
| Financial charges | -9,540 | -2,857 |
| Result from ordinary business operations before tax | 14,511 | -1,926 |
| Profit before tax | 14,511 | -1,926 |
| Tax on profits | -15 | -15 |
| Result for the financial year after tax | 14,496 | -1,941 |
The valuation and translation rules for the statutory financial statements of the parent company comply with Belgian standards (BE GAAP). The consolidated financial statements were prepared in accordance with IFRS. Both valuation rules differ significantly from each other. The statutory auditor has issued an unqualified opinion on the statutory financial statements of What’s Cooking Group NV. The following documents are published in accordance with legal requirements and can be obtained free of charge: the integral version of the statutory financial statements, the unqualified auditor’s report and the non-consolidated annual report, which is not included in the integral version.
| 2023 | 2022 | 2021 | 2020 | 2019 | |
|---|---|---|---|---|---|
| Revenue (net revenue) | 832,326 | 781,385 | 696,906 | 717,422 | 728,132 |
| EBITDA | 45,468 | 35,861 | 45,939 | 37,140 | 37,243 |
| Result of operating activities (EBIT) | 16,560 | 7,647 | 17,149 | 4,839 | 6,205 |
| Result after taxes before share in the result of enterprises is accounted for using the equity method | 7,755 | 4,609 | 7,333 | -2,463 | 4,415 |
| Earnings after taxes (EAT) | 7,657 | 4,520 | 7,333 | -2,463 | 4,415 |
| Net cash flow | 36,663 | 32,823 | 36,123 | 29,838 | 35,453 |
| 2023 | 2022 | 2021 | 2020 | 2019 | |
|---|---|---|---|---|---|
| Non-current assets | 224,711 | 225,726 | 231,701 | 245,108 | 252,148 |
| Current assets | 174,526 | 178,733 | 150,104 | 156,492 | 186,874 |
| Equity | 125,783 | 120,573 | 121,445 | 116,578 | 124,176 |
| Total of balance sheet | 399,237 | 404,459 | 381,805 | 401,600 | 439,022 |
| Net financial debts | 60,897 | 67,756 | 73,763 | 99,909 | 124,434 |
| Net financial debts / Equity | 48.4% | 56.2% | 60.7% | 85.7% | 100.2% |
| Equity/Total of balance sheet | 31.5% | 29.8% | 31.8% | 29.0% | 28.3% |
| 2023 | 2022 | 2021 | 2020 | 2019 | |
|---|---|---|---|---|---|
| Number of shares | 1,856,180 | 1,821,006 | 1,794,217 | 1,767,281 | 1,732,621 |
| Average number of shares | 1,838,256 | 1,807,722 | 1,780,860 | 1,749,951 | 1,732,621 |
| Average stock price (December) | 66.13 | 87.82 | 118.24 | 112.59 | 104.45 |
| Basic profit per share | 4.17 | 2.50 | 4.12 | 1.41 | 2.55 |
| Diluted profit per share | 4.17 | 2.50 | 4.12 | 1.41 | 2.55 |
| EBITDA per share | 24.73 | 19.84 | 25.80 | 21.22 | 21.50 |
| Net cash flow per share | 19.94 | 18.16 | 20.28 | 17.01 | 20.57 |
| Dividend per share | 4.28 | 4.00 | 4.00 | 4.00 | 4.00 |
| Payout ratio | 103.75% | 172.57% | 97.70% | -296.28% | 164.04% |
| Dividend return (December) | 6.50% | 4.60% | 3.40% | 3.60% | 3.80% |
| 2023 | 2022 | 2021 | 2020 | 2019 | |
|---|---|---|---|---|---|
| Market capitalisation (December) | 122,749 | 159,921 | 212,148 | 198,978 | 180,972 |
| Net financial debt | 60,897 | 67,756 | 73,763 | 99,909 | 124,434 |
| Market value of the company | 183,646 | 227,677 | 285,911 | 298,887 | 305,406 |
| Market value / Result | 24.0 | 50.4 | 39.0 | -121.4 | 69.2 |
| Market value / EBITDA | 4.0 | 6.3 | 6.2 | 8.0 | 8.2 |
| Market value / Net cash flow | 5.0 | 6.9 | 7.9 | 10.0 | 8.6 |
As part of this process, preliminary discussions have begun on the possible sale of 100% of the share capital of What’s Cooking Savoury Belgium NV and its Savoury subsidiaries in Belgium, the Netherlands, France, UK and Germany that produce, slice and sell savoury cold cuts. The Strategic Business Unit Savoury represents EUR 464 million of the EUR 832 million consolidated turnover of What’s Cooking? for the financial year 2023. To date, no commitment has been made and no terms of a possible transaction are known. At this stage, it is also uncertain whether a transaction will happen, as well as if it would go ahead on what terms.
For the audit of the What’s Cooking group in 2023, the auditor charged EUR 290 thousand in fees and EUR 20 thousand for non-audit services. The companies with which the auditor has a partnership did not invoice additional fees to the Group in 2023.
The undersigned, Piet Sanders°, managing director, and Yves Regniers*, chief financial officer (CFO), declare that, to the best of their knowledge:
Yves Regniers*
Chief Financial Officer
* Permanent representative BV Esroh
Piet Sanders°
Managing Director
° Permanent representative BV Leading For Growth
In the context of the statutory audit of the consolidated financial statements of What’s Cooking Group NV (“the Company”) and its subsidiaries (jointly “the Group”), we provide you with our statutory auditor’s report. This includes our report on the consolidated financial statements for the year ended 31 December 2023, as well as other legal and regulatory requirements. Our report is one and indivisible. We were appointed as statutory auditor by the general meeting of 27 May 2021, in accordance with the proposal of the board of directors issued on the recommendation of the audit committee and as presented by the workers’ council. Our mandate will expire on the date of the general meeting deliberating on the annual accounts for the year ended 31 December 2023. We have performed the statutory audit of the consolidated financial statements of the Group for 3 consecutive financial years.
We have audited the consolidated financial statements of the Group as of and for the year ended 31 December 2023, prepared in accordance with IFRS Accounting Standards as issued by the International Accounting Standards Board and as adopted by the European Union, and with the legal and regulatory requirements applicable in Belgium. These consolidated financial statements comprise the consolidated balance sheet as at 31 December 2023, the consolidated income statement and the consolidated statement of the comprehensive income, consolidated statement of changes in equity and the consolidated cash flow statement for the year then ended and notes, comprising material accounting policies and other explanatory information. The total of the consolidated statement of financial position amounts to EUR 399.237 (000) and the consolidated statement of profit or loss shows a profit for the year of EUR 7.657 (000).
In our opinion, the consolidated financial statements give a true and fair view of the Group’s equity and financial position as at 31 December 2023 and of its consolidated financial performance and its consolidated cash flows for the year then ended in accordance with IFRS Accounting Standards as issued by the International Accounting Standards Board and as adopted by the European Union, and with the legal and regulatory requirements applicable in Belgium.
We conducted our audit in accordance with International Standards on Auditing (“ISAs”) as adopted in Belgium. In addition, we have applied the ISAs as issued by the IAASB and applicable for the current accounting year while these have not been adopted in Belgium yet. Our responsibilities under those standards are further described in the “Statutory auditors’ responsibility for the audit of the consolidated financial statements” section of our report. We have complied with the ethical requirements that are relevant to our audit of the consolidated financial statements in Belgium, including the independence requirements. We have obtained from the board of directors and the Company’s officials the explanations and information necessary for performing our audit.# Report from the Statutory Auditor on the consolidated annual accounts
What’s Cooking? Annual report 2023 211
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Key audit matters are those matters that, in our professional judgement, 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 consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.
We refer to Note 14 ‘Goodwill’ of the consolidated financial statements.
Description
As described in Note 14 – ‘Goodwill’ of the consolidated financial statements, the Company has recorded a goodwill for an amount of 78.041 (000) EUR as per 31 December 2023. Goodwill is assessed for impairment on an annual basis in accordance with IAS 36 “Impairment of Assets”. Management prepares an analysis in which the recoverable amount is assessed by discounting future cashflow projections at the level of the cash generating units. This recoverable amount is compared to the carrying amount at balance sheet date in order to determine if goodwill is impaired as well as the level of impairment charge to be recognized, if any.
Due to its significance to the balance sheet total and the significant degree of judgement required by management in developing the estimate, which mainly relates to the inputs used in forecasting as well as discounting the future cash flows in order to determine the recoverable amount, we determined impairment of goodwill as a key audit matter.
Our audit procedures
We have performed the following audit procedures:
The board of directors is responsible for the preparation of these consolidated financial statements that give a true and fair view in accordance with IFRS Accounting Standards as issued by the International Accounting Standards Board and as adopted by the European Union, and with the legal and regulatory requirements applicable in Belgium, and for such internal control as board of directors determines, is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the consolidated financial statements, the board of directors is responsible for assessing the Group’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the board of directors either intends to liquidate the Group or to cease operations, or has no realistic alternative but to do so.
Our objectives are to obtain reasonable assurance as to 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 the users taken on the basis of these consolidated financial statements.
When performing our audit we comply with the legal, regulatory and professional requirements applicable to audits of the consolidated financial statements in Belgium. The scope of the statutory audit of the consolidated financial statements does not extend to providing assurance on the future viability of the Group nor on the efficiency or effectivity of how the board of directors has conducted or will conduct the business of the Group. Our responsibilities regarding the going concern basis of accounting applied by the board of directors are described below.
As part of an audit in accordance with ISAs, we exercise professional judgement and maintain professional skepticism throughout the audit. We also perform the following procedures:
What’s Cooking? Annual report 2023 212
We communicate with 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. We also provide the audit committee with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.
For the matters communicated with 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.
The board of directors is responsible for the preparation and the content of the board of directors’ annual report on the consolidated financial statements.
In the context of our engagement and in accordance with the Belgian standard which is complementary to the International Standards on Auditing as applicable in Belgium, our responsibility is to verify, in all material respects, the board of directors’ annual report on the consolidated financial statements, and to report on these matters.
Aspects concerning the board of directors’ annual report on the consolidated financial statements
Based on specific work performed on the board of directors’ annual report on the consolidated financial statements, we are of the opinion that this report is consistent with the consolidated financial statements for the same period and has been prepared in accordance with article 3:32 of the Companies’ and Associations’ Code.## In the context of our audit of the consolidated financial statements, we are also responsible for considering, in particular based on the knowledge gained throughout the audit, whether the board of directors’ annual report on the consolidated financial statements contains material misstatements, that is information incorrectly stated or misleading. In the context of the procedures carried out, we did not identify any material misstatements that we have to report to you.
The non-financial information required by article 3:32 §2 of the Companies’ and Associations’ Code has been included in the board of directors’ annual report on the consolidated financial statements. The Company has prepared this non-financial information based on ESRS Standards. In accordance with art 3:80 §1, 1st paragraph, 5° of the Companies’ and Associations’ Code, we do not comment on whether this non-financial information has been prepared in accordance with the mentioned ESRS Standards.
In accordance with the draft standard on the audit of compliance of the Financial Statements with the European Single Electronic Format (hereafter “ESEF”), we have audited as well whether the ESEF-format is in accordance with the regulatory technical standards as laid down in the EU Delegated Regulation nr. 2019/815 of 17 December 2018 (hereafter “Delegated Regulation”).
What’s Cooking? Annual report 2023 213
Consolidated financial statements
The Board of Directors is responsible for the preparation, in accordance with the ESEF requirements, of the consolidated financial statements in the form of an electronic file in ESEF format (hereafter “digital consolidated financial statements”) included in the annual financial report. It is our responsibility to obtain sufficient and appropriate information to conclude whether the format and the tagging of the digital consolidated financial statements comply, in all material respects, with the ESEF requirements under the Delegated Regulation.
In our opinion, based on our work performed, the format of and the tagging of information in the English version of the digital consolidated financial statements as per 31 December 2023, included in the annual financial report of What’s Cooking Group NV, are, in all material respects, prepared in compliance with the ESEF requirements under the Delegated Regulation.
This report is consistent with our additional report to the audit committee on the basis of Article 11 of Regulation (EU) No 537/2014.
Zaventem, 18 April 2024
KPMG Bedrijfsrevisoren - Réviseurs d’Entreprises
Statutory Auditor
represented by Filip De Bock
Bedrijfsrevisor / Réviseur d’Entreprises
What’s Cooking? Annual report 2023 214
What’s Cooking Group NV
Beke 1 - B-9950 Lievegem
RPR Ghent 0421.364.139
Tel: +32 9 370 12 11
E-mail: [email protected]
Website: www.whatscooking.group
Davai BV
Stationstraat 114 - 9260 Wichelen
RPR Ghent 0735.338.390
What’s Cooking Belgium NV
Beke 1 - B-9950 Lievegem
RPR Ghent 0884.649.304
What’s Cooking Marche-en-Famenne SA
Chaussée de Wavre 259a - B-4520 Wanze
RPM Huy 0442.475.396
Operating seat: 5 Chemin Saint-Antoine, 6900 Marche-en-Famenne
What’s Cooking Wanze SA
Chaussée de Wavre 259a - B-4520 Wanze
RPM Huy 0446.434.778
Ter Beke France SA
ZI Espace Zuckermann BP 56
F-14270 Mézidon-Vallée d’Auge
Registre de commerce Lisieux 309 507 176
What’s Cooking Iberica S.L.
Vía de las Dos Castillas 33
Complejo Empresarial Ática
Edificio 6, planta 3a, Officina B1
E-28224 Pozuelo de Alarcón (Madrid)
ES B 82656521
What’s Cooking Netherlands BV
Bijsterhuizen 24/04 - NL-6604 LL Wijchen
Utrecht Chamber of Commerce 200.53.817
What’s Cooking Polska Sp. z.o.o.
Ul. Północna 12
PL - 45-805 Opole
KRS 0000403908
What’s Cooking France SAS
ZI Espace Zuckermann BP 56
F-14270 Mézidon-Vallée d’Auge
Registre de commerce Lisieux 322 304 197
What’s Cooking Deeside UK Ltd
Estuary House
10th Avenue Zone 3
Deeside Industrial Park
Deeside Flintshire CH5 2UA
United Kingdom
Company House 02077911
What’s Cooking Deutschland GmbH
Krefelder Strasse 249
41066 Mönchengladbach
Deutschland
HRB Krefeld 16709
What’s Cooking Savoury Belgium NV
Antoon Van der Pluymstraat 1 - B-2160 Wommelgem
RPR Antwerp 0475.089.271
What’s Cooking Wommelgem NV
Antoon Van der Pluymstraat 1 - B-2160 Wommelgem
RPR Antwerp 0404.057.854
What’s Cooking Waarschoot NV
Beke 1 - B-9950 Lievegem
RPR Ghent 0406.175.424
What’s Cooking Veurne NV
Ondernemingenstraat 1 - B-8630 Veurne
RPR Veurne 0436.749.725
What’s Cooking? Annual report 2023 215
What’s Cooking Immo NV
Beke 1 - B-9950 Lievegem
RPR Ghent 0413.756.072
What’s Cooking Savoury Nederland BV
Bijsterhuizen 24/04 - NL-6604 LL Wijchen
CoC Limburg North 12032497
What’s Cooking Wijchen BV
Bijsterhuizen 24/04 - NL-6604 LL Wijchen
CoC Limburg North 12036519
What’s Cooking Ridderkerk BV
Scheepmakerstraat 5 - NL-2984 BE Ridderkerk
CoC Rotterdam 24140598
What’s Cooking Savoury UK Ltd
Dixcart House
Addlestone Road
Bourne Business Park
Addlestone KT15 2LE - Surrey - United Kingdom
What’s Cooking Savoury Deutschland GmbH
Krefelder Strasse 249 - D-41006 Mönchengladbach
117 / 5830 / 1047 - THE 123 114 501
What’s Cooking Borculo BV
Parallelweg 21 - NL-7271 VB Borculo
CoC 06039901
What’s Cooking Aalsmeer BV
Turfstekerstraat 47 - NL-1431 GD Aalsmeer
CoC 34053874
What’s Cooking? Annual report 2023 216
Editing and final editing: What’s Cooking Group NV
Translation: What’s Cooking Group NV
Design and layout: Action NV
Publisher responsible: What’s Cooking Group NV
The Dutch-language IXBRL version of this annual report is the official version. This annual report is also available in English (free translation).
We thank all our employees for their commitment and dynamism. We achieve these results thanks to them. They also give us full confidence in the future.
Colofon
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