Unlocking
opportunities
Annual Report 2025
Strategic Report
1 At a glance
2 Business model
3 Investment case
4 Market review
5 Chair’s letter
6 Chief Executive’s review
8 Key Performance Indicators
9 Performance
9 Financial review
15 Regional review
16 People and culture
18 Purpose
20 Risk management
21 Principal risks
25 Viability statement
26 Task Force on Climate-related Financial Disclosures
35 Non-financial and sustainability information statement
Corporate Governance
and Directors’ Report
37 Chair’s letter
37 Compliance with UK Corporate Governance Code2018
38 Board of Directors
41 Governance framework
45 Section 172 and stakeholder engagement
51 Audit Committee Report
56 Corporate Responsibility Committee Report
58 Nomination Committee Report
61 Directors’ Remuneration Report
80 Other statutory disclosures
83 Directors’ responsibilities statement
Visit our website to find out more about our sustainability
strategy, our approach to talent and investor resources:
www.compass-group.com.
Financial statements
85 Independent Auditor’s Report
96 Consolidated financial statements
102 Notes to the consolidated financial statements
170 Parent Company financial statements
172 Notes to the Parent Company financial statements
Shareholder information
177 Shareholder information
is a non-trading investment holding company which derives its
distributable reserves from dividends paid by subsidiary companies.
At a glance
A global leader in food services
Delivering strong underlying revenue growth
A diverse portfolio across five key sectors
solutions through our unique sectorised approach to the market. By understanding what is important to our clients we address their unique needs
and create long-lasting partnerships.
Food services
North America
Support services
International
$46.1 billion
Underlying revenue
16.8%
Compound annual growth rate
Business & Industry
We work with a diverse range of clients including those in the financial,
legal, technology and manufacturing sectors. Our scale, flexible
operating models and digital capabilities help us tailor our dining
solutions to each client.
Healthcare & Senior Living
We work directly with healthcare providers to prepare food
that improves patient and senior living experiences – from restaurant-
style cafés to in-room patient dining and specialistfeeding.
Education
We provide healthy, balanced meals right through the learning
journey, from nurseries to universities. Our catering solutions come in
multiple formats, from traditional onsite dining to vending and delivery
or takeaway options.
Sports & Leisure
We deliver outstanding customer experiences, providing food,
beverages and hospitality across large stadiums, conference venues,
museums and galleries.
Defence, Offshore & Remote
We provide food and support services to many major oil, gas, mining
and construction companies. Our clients rely on us to provide
uninterrupted support, however challenging the operating conditions.
Underlying revenue is defined as revenue plus share of revenue of joint ventures. Statutory revenue for 2025 is $46.1 billion.
The Group’s APMs are defined in note 34 (non-GAAP measures) and reconciled to GAAP measures in notes 2 (segmental analysis) and 34 to the consolidated
financial statements.
Alternative Performance Measure (APM) (see pages 156 to 163).
2524232221
$46.1bn
$42.2bn
$38.2bn
$32.9bn
$24.8bn
Underlying revenue by service
Underlying revenue by region
1
86% 14%
68% 32%
39%
23%
18%
14%
6%
Underlying revenue by sector
1. With effect from 1 October 2024, the Group’s internal management reporting
structure changed to combine Rest of World with Europe to form a new
International region.
1Compass Group PLC Annual Report 2025
Cost of food
Client sales
andmarketing
In-unit
costs
Consumer
sales and
marketing
Above-unit
overheads
Driving
performance
through MAP
M
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Business model
A proven model for success
We use our Management and Performance (MAP) framework to drive
performance across the business. It is a framework embedded in our
culture, which ensures employees are focused on meeting our key
performance objectives.
Winning new business and retaining our existing clients. We invest in sales and
retention and are increasingly sectorising andsub-sectorising the business around
the worldto allow us to get closer to our clients.
Like-for-like revenue consists of both volume andprice. We are focused on attracting
and satisfying our client base with strong consumerpropositions.
Food makes up around one-third of our costs. In addition to the benefits of our scale
in food procurement, we are able to manage food costs through careful menu
planning and by rationalising the number of products we buy.
In-unit costs are predominantly made up of labour. Byusing labourscheduling
techniques and improving productivity, we are able to deliver the optimum level of
serviceinthe most efficient way.
We have a simple organisational model with few layers of management and little
bureaucracy, which enables us to keep overheads low whilst wecontinue to
grow revenue.
Enabled by
our competitive
advantages
People and culture
Our people are at the heart of our
business. Energetic, ambitious and
entrepreneurial, they deliver
amazing food and hospitality to
millions of consumers worldwide.
Sectors and brands
Our sectorised approach is a key
differentiator. Our businesses
create bespoke solutions using
extensive knowledge of their
clients’ requirements.
Culinary and digital innovation
We provide clients and consumers
with greater choice, award-winning
innovation and market-leading
contemporary food offers.
Procurement
Our scale enables our businesses
to pass onpurchasing benefits to
clients and consumers by offering
better quality products at more
attractive prices. Spendingwith
local and diverse suppliers and
social enterprises enables greater
reinvestment into local
communities.
Decentralised structure
The Group operates on a
decentralised basis, enabling
anentrepreneurial approach
bylocalmanagement teams.
Thisissupported by our MAP
framework, which standardises
business processes
andincreasesefficiency.
Financial strength
A resilient balance sheet with a
lowlevel of leverage means we
caninvest in growth, enabling
ourbusinesses to innovate their
offer and evolve their operating
model. Our strong financial
foundation also attracts new
clients seeking stability and
long-term outsourcing solutions.
2 Strategic Report
Investment case
Creating shareholder value
0.00
8.25
16.50
24.75
33.00
41.25
49.50
57.75
66.00
2524232221
19.1c
40.3c
52.6c
59.8c
65.9c
+ + =
This generates
cash which
enables us to
reinvest in
our businesses
Whilst also
focusing
on people
and our purpose
Which creates
greater value
for all our
stakeholders
Our businesses
are growing and
creating value
through their
operations
Higher revenue growth
Capex to support
organic growth
Cost efficiencies Bolt-on M&A
Scale benefits
Progressive
ordinary dividend
Margin opportunity
Surplus cash
returned to shareholders
Generating attractive long-term compounding shareholder returns
Value created through operations (MAP) Value created through capital allocation
Delivered through
Share buybacks
$2.3 billion
Since 2022, the Group
has returned $2.3 billion
in surplus capital to
shareholders through
a number of share
buybacks.
Long-term
compounding
shareholder
returns
Dividend per share
65.9c
Total shareholder return since 2015
197%
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Compass FTSE 100
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100
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20252024202320222021202020192018201720162015
3Compass Group PLC Annual Report 2025
Market review
Significant and expanding
market opportunity
We estimate the global food
services market for Compass
to be worth c.$360 billion
1
,
of which we have less than
15% market share.
Our total addressable market continues to expand as our
additional capabilities enable us to serve new sub-sectors
of the food services market.
This provides a significant runway for growth, with nearly
three-quarters of the market still self-operated or held by
regional players.
Compass is well placed to benefit from market trends
which are accelerating outsourcing, including more
complex consumer demands, the desire for cost savings,
increased use of technology and wider macroeconomic
pressures.
Beyond food services, there are further growth
opportunities in targeted support services, which are not
included in this estimate.
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c.$360bn
addressable global food
services market
Our brand portfolio provides significant growth potential
1. Based on management estimates.
4 Strategic Report
Chair’s letter
Creating long-term shareholder value
Dear Shareholder
I am pleased to report another strong performance for Compass, with
organic revenue growth of 8.7%
1
and increased margin. Our resilient
balance sheet, excellent cash generation and disciplined capital
allocation model support the execution of our strategy; enabling us to
invest for future growth as we continue to create long-term value for
our shareholders.
Strategy
We have a clear strategy focused on the delivery of outsourced food
services, together with targeted support services. With an addressable
global food services market of around $360 billion
2
, we are investing
for growth and have acquired businesses that add scale and capability
to further enable us to capitalise on this attractive opportunity.
Oursectorised approach, wide-ranging client base, flexible operating
models and scale leave us well positioned to capture futuredemand
for outsourced services.
People
Our people provide exceptional service to our clients and consumers,
every day. We are proud of our caring, winning culture that puts safety
first and which is underpinned by high standards of integrity. We aim
to attract, develop and retain the best talent, and invest in
opportunities and programmes that enable our people to flourish.
Oursuccess relies on the dedication of colleagues around the world.
On behalf of the Board, Iwould like to thank all our people for their
continued efforts and commitment to the business.
Financial results
The Group delivered excellent organic revenue growth of 8.7%
1
and
underlying operating margin increased by 10bps to 7.2%
1
. This
resulted in underlying operating profit increasing by 11.7%
1
on a
constant-currency basis to $3,335 million
1
. On a statutory basis,
revenue increased by 9.7% to $46,070 million and operating
profit was up 14.7% to $2,964 million.
Shareholder returns
The Board recognises the importance of returning capital to
shareholders through dividends and, where appropriate, share
buybacks. In line with our policy of paying out 50% of underlying
earnings, the Board has declared a final dividend of 43.3 cents per
share, which, when added to the interim dividend, provides a total
dividend for the year of 65.9 cents per share.
Sustainability
Our Planet Promise is the Group’s global commitment to a sustainable
future for all. It reflects our values as an ethical, inclusive and
responsible business, and our ambition to make a meaningful
difference in the world. As well as being the right thing to do, it also
makes sound commercial sense, helping fuel our own growth, with
sustainability remaining a key priority for many of our clients.
Governance and Board changes
This year, the main governance focus of the Board and its committees
has been on simplifying their operation, the introduction of the 2024
UK Corporate Governance Code, and the external Board performance
review. As part of our simplification exercise, we made a number of
changes to directors' roles and responsibilities and also reviewed the
operation of the principal committees with a view to further improving
their effectiveness. More detail of our activities can be found in the
pages that follow.
During the year, Liat Ben-Zur and Juliana Chugg, who were both
appointed in 2024, completed their induction programmes and,
together with their longer serving colleagues, they continue to bring
valuable insights and experience to the Board and its committees.
At the conclusion of the 2026 AGM, we will say farewell to Stefan
Bomhard, who will retire after nine years at Compass. In advance
ofhis retirement, Stefan stepped down from the Audit, Corporate
Responsibility, Nomination and Remuneration Committees on
30September 2025. On behalf of the Board, I would like to
thankStefan for his contribution to Compass and to wish him well
forthe future.
Summary
Compass delivered another excellent performance in 2025. We
achieved strong growth and margin progression and invested in
targeted acquisitions to drive future growth. Our talented people
continue to provide exceptional service, and our sectorised approach
positions us well to capture future demand and deliver long-term
valuefor all shareholders and other stakeholders.
We continue to pursue a clear and focused strategy and, with
compelling structural growth opportunities ahead, we remain
confident for the future.
Ian Meakins
Chair of the Board
24 November 2025
Statement on section 172 of the Companies Act 2006
Section 172 of the Companies Act 2006 requires the directors to promote
thesuccess of the Company for the benefit of the members as a whole,
havingregard to the interests of stakeholders in their decision-making.
The Company’s section 172 statement is set out on page 45 and
isincorporatedinto this Strategic Report by reference.
Ian Meakins
Chair
1. Alternative Performance Measure (APM) (see pages 156 to 163).
The Group’s APMs are defined in note 34 (non-GAAP measures)
and reconciled to GAAP measures in notes 2 (segmental analysis)
and 34 to the consolidated financial statements.
2. Based on management estimates.
5Compass Group PLC Annual Report 2025
Chief Executive’s review
Significant runway for long-term growth
2025 was another strong year for
Compass, delivering underlying
operating profit growth of nearly 12%
1
on a constant-currency basis, with
both regions performing well.
Net new business, the cornerstone of our growth, remained firmly
within our 4-5% target range for the fourth consecutive year,
underpinned by strong new business wins and client retention.
We are continuing to strengthen our business model,which leverages
the flexibility of our bespoke sector portfolio with significant global
scale, by investing in high-quality platform acquisitions in Europe.
Thisprovides us with further long-term value creation opportunities
and follows our established and proven track record of successful
M&A in North America, which has unlocked decades of high growth
and strong returns.
Our latest agreement to acquire Vermaat
2
in the Netherlands, an
exceptional premium food services business, will further improve our
delivery of tailored on-site concepts and innovative retail solutions,
aswell as bringing exceptional talent. Furthermore, the integration
ofcompleted acquisitions is progressing well, and following the
conclusion of our disposal programme, are now contributing to
profitgrowth.
This year’s strong trading performance, combined with the significant
market opportunity, which keeps expanding as we add new
capabilities through M&A, reinforces our confidence in the
sustainability of our long-term growth algorithm.
Performance
In 2025, Compass delivered another strong performance, with
underlying operating profit growth of 11.7%
1
on a constant-currency
basis, driven by organic revenue growth of 8.7%
1
and a 10bps
increase in underlying operating margin to 7.2%
1
. Statutory revenue
and operating profit increased by 9.7% and 14.7%, respectively.
Underlying free cash flow was $1,975 million
1
(2024: $1,740 million),
an increase of 13.5% on the prior year. At 30 September 2025,
leverage (net debt to underlying EBITDA) was within the Group’s
target range at 1.4
1
.
The Group’s strong balance sheet has enabled it to continue to invest
for future growth. In 2025, capital expenditure was $1.5 billion
1
, 3.3%
of underlying revenue, and net M&A expenditure was $1.3 billion. In
October 2024, the Group acquired Dupont Restauration in France
and, in January 2025, it acquired 4Service in Norway. In addition,
during the year, the Group acquired several small businesses, mainly
in the US and UK, and completed its portfolio reshaping, with the exit
from four countries (Chile, Colombia, Mexico and Kazakhstan).
Strategy
We are focused on the provision of quality food services, with targeted
support services where appropriate. We operate in an attractive
market which we now estimate to be worth around $360 billion
3
, of
which we have less than 15% market share, providing us with a
significant runway for long-term growth.
Nearly three-quarters of the market is still self-operated or serviced
by regional players. With our unique sectorised business model and
benefits of scale, Compass has a differentiated offering. As operational
complexities and macroeconomic pressures persist, we continue to
unlock first-time outsourcing opportunities. Our addressable market
continues to expand, and we are investing in strategic acquisitions
that provide us with additional capabilities and accelerate
sub-sectorisation.
Our sectorised approach, global scale, digital capabilities and
sustainability initiatives differentiate our offer and position us strongly
to capture these growth opportunities. Increasingly, we are seen as a
partner of choice, with clients listing our operational expertise and
thought leadership as key differentiators.
People
People are the heartbeat of Compass. Every day, our chefs and
front-line teams deliver world-class food and experiences for
consumers, guided by the principles of respect, teamwork and growth
that define our caring, winning culture.
We continually invest in our global workforce of over 590,000
colleagues, recognising that attracting, developing and retaining top
talent is essential for achieving our objectives. Across our markets, we
offer a wide range of programmes to support the growth of our people,
while fostering a positive and supportive environment in which they
can fulfil their career ambitions.
Our decentralised structure empowers local teams across the Group.
When sourcing talent, we tailor our approach to reflect the needs of
specific areas of the organisation. We are committed to building
teamsthat represent the communities in which they operate,
supported by inclusive hiring practices and targeted leadership
development pathways.
We prioritise the health, safety and wellbeing of those involved in
ouroperations worldwide. Our robust policies and procedures drive
excellence in both food and personal safety, while ongoing workforce
engagement fosters a thriving workplace for our colleagues and
reinforces our commitment to ethical conduct and high standards
ofintegrity.
Dominic Blakemore
Group Chief Executive Officer
6 Strategic Report
People
Create lifetime
opportunities
See pages 16 and 17
Performance
Deliver long-term
valued relationships
See pages 9 to 15
Purpose
Maintain a positive social
and environmental impact
See pages 18 and 19
Our strategic focus
Purpose
As a global food services leader we help advance climate action,
nurture ethical supply chains and enrich lives in the communities we
serve. It is the passionate leadership of our culinary community that
drives innovation, fosters sustainable practices and inspires positive
change throughout the organisation.
Our Planet Promise is the foundation of our sustainability ambitions.
Itreflects our commitment to achieving climate net zero across our
global operations by 2050, tackling food waste at scale, and ensuring
responsible and transparent sourcing. Achieving the Group’s
sustainability goals requires a multifaceted approach, and we
continually refine our practices to ensure progress.
In 2025, the Group’s overall greenhouse gas intensity ratio
(normalised for revenue growth) decreased by 11% year on year
across Scope 1, 2 and 3 emissions. This reflects an enhanced
approach to measuring emissions in client kitchens, using detailed
location-based factors and adjustments that account for inflation.
Tofurther strengthen supply chain integrity across our operations we
launched a global Deforestation-Free Sourcing Policy. Meanwhile, our
sustainable finance programme continued to unlock investment in
responsible sourcing and inclusive procurement.
Embedding sustainability into our business not only reflects our
values; it is a source of competitive advantage that strengthens client
partnerships, builds consumer trust, and unlocks new opportunities
for responsible growth.
Strategic framework
Our vision is to be a world-class provider of contract food services and support services,
renowned for our great people, our great service, and our great results.
Supported by our competitive advantages
People and culture | Sectors and brands | Culinary and digital innovation
Procurement | Decentralised structure | Financial strength
Underpinned by our robust health and safety programmes, and doing what is right
See pages 16 and 17
Summary
The Group delivered another strong performance in 2025. Underlying
operating profit increased nearly 12%
1
, driven by strong organic
revenue growth in both regions and continued margin progression.
We have now grown net new business within our 4-5% target range for
four consecutive years, supported by strong client retention rates of
over 96%. This compares to a pre-pandemic net new business growth
rate of around 3%, representing a step change in our performance.
Our market opportunity remains very attractive and is continuing to
expand as we acquire additional capabilities by investing in the
business through capex and M&A, particularly in Europe. Our
business model combines the best of both worlds: the flexibility of our
bespoke sector portfolio with global scale, which is crucial to our
continued success.
We remain very positive about the significant runway for long-term
growth and are confident in sustaining mid-to-high single-digit organic
revenue growth with ongoing margin progression, leading to profit
growth ahead of revenue growth.
Dominic Blakemore
Group Chief Executive Officer
24 November 2025
1. Alternative Performance Measure (APM) (see pages 156 to 163). The Group’s APMs are defined in note 34 (non-GAAP measures) and reconciled to GAAP
measures in notes 2 (segmental analysis) and 34 to the consolidated financial statements.
2. Subject to regulatory approval.
3. Based on management estimates.
7Compass Group PLC Annual Report 2025
Key Performance Indicators
Measuring progress
We track our progress against a mix of financial and non-financial
measures, which we believe best reflect the delivery of ourstrategy.
Wemeasure growth, efficiency and shareholder returns, which are all
underpinned by our focus onsafety andourimpact onthe environment.
Greenhouse gas intensity ratio
(GHG)
2
4.9 tCO
2
e/$m
1. Our financial KPIs represent underlying and
other Alternative Performance Measures
(APMs), which are not defined by generally
accepted accounting principles(GAAP). The
Group’s APMs are defined in note 34 (non-GAAP
measures) and reconciled to GAAP measures in
notes 2 (segmental analysis) and 34 to the
consolidated financial statements.
2. Our non-financial KPIs are further explained on
pages 16 to 19.
Financial KPI
Non-financial KPI
KPI type
2524232221
8.7%
10.6%
18.8%
37.5%
(6.3)%
7.2%
7.1%
6.8%
6.2%
4.5%
2524232221
131.9c
119.5c
105.2c
80.6c
40.3c
2524232221
5.0
5.5
6.4
4.9
5.1
2524232221
Strategic link:
Performance
Organic revenue growth was
strong at 8.7% reflecting net
new business growth of 4.5%,
pricing of around 3% and
volume growth of around 1%.
Strategic link:
Performance
Underlying operating margin
improved by 10bps to 7.2% as
the Group benefited from
operating leverage on its
increased revenues.
Underlying free cashflow
1
$1,975m
2524232221
$1,975m
$1,740m
$1,516m
$1,139m
$901m
Strategic link:
Performance
Underlying free cash flow
increased to $1,975 million,
representing a conversion rate
of 87.8% of underlying profit
after tax.
Strategic link:
Performance
Earnings per share growth of
11.1% on a constant-currency
basis in 2025 reflects the
Group’s strong organic revenue
growth and continued
improvement in underlying
operating margin.
Return on Capital Employed
(ROCE)
1
18.2%
18.2%
19.0%
19.3%
16.0%
8.7%
2524232221
Strategic link:
Performance
The reduction in ROCE reflects
the impact of acquisitions on
capital employed. Excluding
acquisitions, ROCE would have
increased in 2025, driven by the
Group’s strong trading
performance.
Strategic link:
Purpose
Our greenhouse gas intensity
ratio has reduced by 4% year on
year. This ratio is based on
Scope 1 and 2 emissions and is
normalised by revenue to allow
for the growth in our business.
Measuring progress and looking ahead
We are evolving how we measure safety progress to reflect
a more proactive and holistic approach across Compass.
Beginning FY2026, safety walks will serve as our new leading
safety Key Performance Indicator, capturing real-time
observations and actions that strengthen our safety culture.
This measure will be underpinned by our established historical
metrics on personal injury and food safety incidents, which
remain important to the business and will continue to be
monitored. Further details on these measures can be found
in the Corporate Responsibility Committee Report on pages
56 and 57.
Organic revenue change
1
8.7%
Underlying operating margin
1
7.2%
Underlying basic earnings
per share
1
131.9c
8 Strategic Report
Performance: Financial review
Continued delivery of strong
financial performance
Petros Parras
Group Chief Financial Officer
Group performance
We manage and assess the performance of the Group using various
underlying and other Alternative Performance Measures (APMs).
These measures are not defined by International Financial Reporting
Standards (IFRS) or other generally accepted accounting principles
(GAAP) and may not be directly comparable with APMs used by other
companies. Underlying measures reflect ongoing trading and,
therefore, facilitate meaningful year-on-year comparison. The Group’s
APMs, together with the results prepared in accordance with IFRS,
provide comprehensive analysis of the Group’s results. Accordingly,
the relevant statutory measures are also presented where appropriate.
Certain of the Group’s APMs are financial Key Performance Indicators
(KPIs) which measure progress against our strategy. The Group’s
APMs are defined in note 34 (non-GAAP measures) and reconciled to
GAAP measures in notes 2 (segmental analysis) and 34 to the
consolidated financial statements.
2025
$m
2024
$m Change
Revenue
Underlying 46,127 42,176 9.4%
Underlying (constant currency) 46,127 42,127 9.5%
Organic 45,007 41,408 8.7%
Statutory 46,070 42,002 9.7%
Operating profit
Underlying 3,335 2,998 11.2%
Underlying (constant currency) 3,335 2,986 11.7%
Statutory 2,964 2,584 14.7%
Operating margin
Underlying 7.2% 7.1% 10bps
Statutory 6.4% 6.2% 20bps
Return on Capital Employed (ROCE)
ROCE 18.2% 19.0% (80)bps
Basic earnings per share
Underlying 131.9c 119.5c 10.4%
Underlying (constant currency) 131.9c 118.7c 11.1%
Statutory 110.1c 82.3c 33.8%
Cash flow
Underlying – free cash flow 1,975 1,740 13.5%
Statutory – net cash flow from operating activities 3,366 3,135 7.4%
Dividend
Full-year dividend per ordinary share 65.9c 59.8c 10.2%
Alternative Performance Measure (APM) (see pages 156 to 163) APM which is also a Key Performance Indicator (see page 8)
9Compass Group PLC Annual Report 2025
Statutory income statement
On a statutory basis, revenue increased by 9.7% to $46,070 million
(2024: $42,002 million).
Statutory operating profit was $2,964 million (2024: $2,584 million),
an increase of 14.7%, with statutory operating margin of 6.4%
(2024:6.2%). Statutory operating profit includes non-underlying item
charges of $371 million (2024: $414 million), including acquisition-
related charges of $357 million (2024: $235 million) and $3 million
(2024: $170 million) of charges related to the strategic portfolio
review. Acquisition-related charges are mainly amortisation of
acquired intangible assets, acquisition transaction and business
integration costs, and adjustments to contingent consideration.
Charges related to the strategic portfolio review mainly reflect the
discontinuation of a cross-market ERP programme in 2024. A full list
of non-underlying items is included in note 34 (non-GAAP measures).
The Group has recognised a net loss of $31 million (2024: $203
million) on the sale and closure of businesses, including exit costs
of$25 million (2024: $92 million) and a charge of $69 million
(2024:$250 million) in respect of the reclassification of cumulative
currency translation differences. The Group exited four countries during
the year (2024: five), which completed its strategic portfolio review.
Finance costs increased to $349 million (2024: $325 million) mainly
reflecting higher net borrowings during the year.
Profit before tax was $2,584 million (2024: $2,056 million) giving rise
to an income tax expense of $704 million (2024: $642 million),
equivalent to an effective tax rate of 27.2% (2024: 31.2%). As the
underlying effective tax rate is unchanged, the decrease in the rate
reflects the impact of the treatment of the different non-underlying
items.
Basic earnings per share was 110.1 cents (2024: 82.3 cents), an
increase of 33.8%, reflecting the higher underlying profit for the year,
together with lower charges in respect of the strategic portfolio review.
Underlying income statement
Organic revenue growth of 8.7% was driven by strong net new
business growth of 4.5%, with pricing at around 3% and like-for-like
volume growth of around 1%. The Group’s client retention rate
improved to 96.3%.
Underlying operating profit increased by 11.7% on a constant-
currency basis, to $3,335 million, with underlying operating margin up
10bps to 7.2% (2024: 7.1%) as the Group benefited from operating
leverage on its increased revenues.
Underlying finance costs increased to $315 million (2024: $249
million) mainly reflecting both higher net borrowings and effective
interest rates during the year.
On an underlying basis, the tax charge was $770 million (2024: $702
million), equivalent to an effective tax rate of 25.5% (2024: 25.5%).
On a constant-currency basis, underlying basic earnings per share
increased by 11.1% to 131.9 cents (2024: 118.7 cents) reflecting the
higher profit for the year.
Income statement
2025 2024
For the year ended 30 September
Statutory
$m
Adjustments
$m
Underlying
$m
Statutory
$m
Adjustments
$m
Underlying
$m
Revenue 46,070 57 46,127 42,002 174 42,176
Operating profit 2,964 371 3,335 2,584 414 2,998
Net loss on sale and closure of businesses (31) 31 – (203) 203 –
Finance costs (349) 34 (315) (325) 76 (249)
Profit before tax 2,584 436 3,020 2,056 693 2,749
Tax expense (704) (66) (770) (642) (60) (702)
Profit for the year 1,880 370 2,250 1,414 633 2,047
Non-controlling interests (12) – (12) (10) – (10)
Attributable profit 1,868 370 2,238 1,404 633 2,037
Average number of shares 1,697m – 1,697m 1,705m – 1,705m
Basic earnings per share 110.1c 21.8c 131.9c 82.3c 37.2c 119.5c
EBITDA $4,645m $4,145m
Alternative Performance Measure (APM) (see pages 156 to 163) APM which is also a Key Performance Indicator (see page 8)
Performance: Financial review continued10 Strategic Report
Liquidity
The Group finances its operations through cash generated by the
business and borrowings from a number of sources, including banking
institutions, the public and the private placement markets. The Group
has developed long-term relationships with a number of financial
counterparties with the balance sheet strength and credit quality to
provide credit facilities as required.
The Group seeks to avoid a concentration of debt maturities in
anyoneperiod to spread its refinancing risk. In December 2024,
a$100million US Private Placement (USPP) note matured and was
repaid. In June 2025, the Group issued a €700 million ($813 million)
fixed-rate bond maturing in June 2032. The new bond effectively
pre-financed a £250 million ($337 million) Eurobond and $300 million
USPP note which matured and were repaid in September 2025.
Thematurity profile of the Group’s principal borrowings at
30September2025 shows that the average period to maturity
is4.8years (2024: 4.6 years).
The Group’s USPP notes contain leverage and interest cover
covenants which are tested semi-annually at 31 March and
30September. The leverage covenant test stipulates that
consolidated net debt must be less than or equal to 3.5 times
consolidated EBITDA. The interest cover covenant test stipulates that
consolidated EBITDA must be more than or equal to 3 times
consolidated net finance costs. Consolidated EBITDA and net finance
costs are based on the preceding 12 months. The leverage and
interest cover ratios were 1.2 and 17.4, respectively, at 30September
2025. Net debt, consolidated EBITDA and net finance costs are
subject to certain accounting adjustments for the purposes of the
covenant tests.
At 30 September 2025, the Group had access to $5,475 million
(2024: $3,236 million) of liquidity, including a Revolving Credit
Facility(RCF) committed to February 2030 of $3,200 million
(2024:$2,683 million), which was fully undrawn, together with
$512million (2024: $553 million) of cash, net of overdrafts, and an
additional facility of €1.5 billion ($1.8 billion), committed to October
2027, to provide interim financing for the acquisition of Vermaat
Groep B.V.. Our credit ratings remain strong investment grade:
Standard & Poor’s A/A-1 long-term/short-term (outlook Stable);
andMoody’s A2/P-1 long-term/short-term (outlook Stable).
Net debt
Net debt has increased by $1,027 million to $6,418 million
(2024:$5,391 million). The Group generated $1,865 million of free
cash flow, after capital expenditure of $1,514 million, which was more
than offset by $1,236 million spent on the acquisition of businesses,
net of disposal proceeds, dividends of $1,047 million and the
completion of the share buyback of $115 million. Adverse exchange
translation was $171 million.
At 30 September 2025, the ratio of net debt to underlying EBITDA was
1.4 (2024: 1.3). Our leverage policy is to maintain strong investment-
grade credit ratings and to target net debt to underlying EBITDA in the
range of 1-1.5.
Post-employment benefits
The Group has continued to monitor its pension obligations, working
closely with the trustees and actuaries of its schemes to ensure
appropriate assumptions are used and adequate contributions are made.
The accounting surplus in the Compass Group Pension Plan (UK Plan)
is $327 million at 30 September 2025 (2024: $542 million). In
December 2024, the UK Plan entered into a buy-in whereby c.98% of
its liabilities of $1.8 billion at 30 September 2025 are covered by an
insurance arrangement which protects the Group’s balance sheet from
future volatility in financial markets and longevity rates in respect of
these liabilities.
The deficit in the rest of the Group’s defined benefit pension schemes
has increased to $1,395 million (2024: $1,274 million). The net deficit
in these schemes is $125 million (2024: $154 million), including
investments of $1,270 million (2024: $1,120 million) held in respect
of unfunded pension schemes and the US Rabbi Trust arrangements
which do not meet the definition of pension assets under IAS 19
Employee Benefits.
The total pensions operating charge for defined contribution schemes
in the year was $340 million (2024: $289 million) and $44 million
(2024: $41 million) for defined benefit schemes.
Return on capital employed
Return on capital employed of 18.2% (2024: 19.0%) includes the
impact of acquisitions on capital employed. Excluding acquisitions,
return on capital employed would have increased in 2025, driven by
the Group’s strong trading performance.
Balance sheet
At 30 September
2025
$m
2024
$m
Goodwill 7,687 6,899
Other non-current assets 10,149 8,757
Working capital (1,617) (1,805)
Provisions (743) (714)
Net post-employment benefit obligations (1,068) (732)
Current tax (200) (94)
Deferred tax (30) (108)
Net debt (6,418) (5,391)
Net assets held for sale – 94
Net assets 7,760 6,906
Borrowings (5,426) (4,596)
Lease liabilities (1,566) (1,315)
Derivatives (1) (103)
Cash and cash equivalents 575 623
Net debt (6,418) (5,391)
Alternative Performance Measure (APM) (see pages 156 to 163)
11Compass Group PLC Annual Report 2025
Free cash flow
Free cash flow totalled $1,865 million (2024: $1,675 million).
Duringthe year, we made cash payments totalling $21 million
(2024:$24 million) in relation to strategic programmes and the
one-off pension charge. Adjusting for this, and for acquisition
transaction costs of $89 million (2024: $41 million) which are
reported as part of operating cash flow, underlying free cash flow
was$1,975 million (2024: $1,740 million), with underlying free
cashflow conversion at 87.8% (2024: 85.0%).
Capital expenditure of $1,514 million (2024: $1,541 million) is
equivalent to 3.3% (2024: 3.7%) of underlying revenue. The working
capital outflow, excluding provisions and pensions, was $40 million
(2024: inflow of $186 million). The net interest outflow increased to
$290 million (2024: $228 million) consistent with the higher
underlying finance costs in the year. The net tax paid was $653 million
(2024: $693 million), which is equivalent to an underlying cash tax
rate of 21.6% (2024: 25.2%).
Acquisition and disposal of businesses
The Group spent $1,402 million (2024: $1,224 million) on business
acquisitions during the year, net of cash acquired, including
$701million on Dupont Restauration in France and 4Service in
Norway (including the repayment of acquired borrowings),
$425million on bolt-on acquisitions and interests in joint ventures and
associates, and $276 million of deferred and contingent consideration
and other payments relating to businesses acquired in previous years.
The Group received $166 million (2024: $225 million) in respect of
disposal proceeds net of exit costs, which primarily comprises the sale
of businesses in four countries during the year.
Including $89 million (2024: $41 million) of acquisition transaction
costs included in net cash flow from operating activities, the total
netcash spent on the acquisition and disposal of businesses is
$1,325million (2024: $1,040 million).
Sale of 19% effective interest in ASM Global Parent, Inc.
In 2025, the Group paid the tax on the sale of its 19% effective interest
in ASM Global Parent, Inc., which completed in 2024.
Dividends paid
Dividends paid in 2025 of $1,047 million represents the 2024 final
dividend ($670 million) and the 2025 interim dividend ($377 million).
Purchase of own shares
The cash outflow in respect of the completion of the $500 million
share buyback announced in November 2023 totalled $115 million
during the year.
Foreign exchange translation
The $171 million (2024: $143 million) loss on foreign exchange
translation of net debt primarily arises in respect of the Group’s
eurodebt.
Other movements
Other movements include the purchase and sale of trade investments
which are excluded from free cash flow and lease liabilities acquired
through businessacquisitions.
Cash flow
For the year ended 30 September
2025
$m
2024
$m
Free cash flow 1,865 1,675
Add back: Lease repayments 265 227
New lease liabilities and amendments (411) (325)
Acquisition and disposal of businesses (1,236) (999)
Sale of 19% effective interest in ASM Global Parent, Inc. (77) 327
Dividends paid (1,047) (963)
Purchase of own shares (115) (577)
Foreign exchange translation (171) (143)
Other movements (134) (120)
Increase in net debt (1,061) (898)
Opening net debt (5,391) (4,459)
Cash and lease liabilities classified as held for sale 34 (34)
Net debt (6,418) (5,391)
Free cash flow 1,865 1,675
Add back: Cash payments related to strategic programmes and the one-off pension charge 21 24
Add back: Acquisition transaction costs 89 41
Underlying free cash flow 1,975 1,740
Alternative Performance Measure (APM) (see pages 156 to 163) APM which is also a Key Performance Indicator (see page 8)
Performance: Financial review continued12 Strategic Report
Capital allocation
Our capital allocation framework is clear and unchanged. Our
priorities are to invest in the business to fund growth opportunities,
target a strong investment-grade credit rating with a leverage target of
around 1-1.5 times net debt to underlying EBITDA and pay an ordinary
dividend, with any surplus capital being returned to shareholders.
Growth investment consists of: (i) capital expenditure to support
organic growth in both new business wins and retention of existing
contracts; and (ii) bolt-on M&A opportunities that strengthen our
capabilities and broaden our exposure. We have a proven track record
of strong returns from our investment strategy as evidenced by our
historical returns on capital employed.
Shareholder returns
Our dividend policy is to pay out around 50% of underlying earnings
through an interim and final dividend, with the interim dividend
reflecting around one-third of the total annual dividend.
In determining the level of dividend in any year, the Board considers a
number of factors, which include but are not limited to:
– the level of available distributable reserves in the Parent Company
– future cash commitments and investment requirements to sustain
the long-term growth prospects of the business
– potential strategic opportunities
– the level of dividend cover
Further surpluses, after considering the matters set out above, may be
distributed to shareholders over time by way of special dividend
payments, share repurchases or a combination of both.
Compass Group PLC, the Parent Company of the Group, is a non-trading
investment holding company which derives its distributable reserves
from dividends paid by subsidiary companies. The level of distributable
reserves in the Parent Company is reviewed annually and the Group
aims to maintain distributable reserves that provide adequate cover
for shareholder returns. The distributable reserves of the Parent
Company include the distributable portion ofretained earnings and
the own shares reserve, which total £2,305million at 30 September
2025 (2024: £2,457 million).
Aninterim dividend of 22.6 cents per share (2024: 20.7 cents per
share), $377million in aggregate, was paid in July 2025. It is proposed
that afinal dividend of 43.3 cents pershare (2024: 39.1 cents per
share), $735 million in aggregate, bepaid on 26 February 2026 to
shareholders on the register on 16January 2026. This will result in a
total dividend for the year of 65.9cents per share (2024: 59.8 cents
per share), $1,112 million inaggregate (2024: $1,027 million).
Thedividend is covered 2.0timeson an underlying earnings basis.
Shareholders appearing on the Register of Members or holding their
shares through CREST will automatically receive their dividends in
sterling, but have the option to elect to receive their dividends in US
dollars. The closing date for the receipt of dividend currency elections
is 2 February 2026. The sterling equivalent of the 2025 final dividend
will be announced on 10 February 2026.
For shares held in certificated form on the register, US dollar elections
can be made by contacting our share registrar, MUFG Corporate
Markets. MUFG’s contact details can be found on page 177 or on our
website under Dividend Information.
A Dividend Reinvestment Plan (DRIP) will be available. The last date
for receipt of elections for the DRIP will be 5 February 2026.
The Group is in a strong position to fund its dividend, which is well
covered by cash generated by the business. Details of the Group’s
going concern assessment can be found on page 103. The ability of
the Board to maintain its future dividend policy will be influenced by
a number of the principal risks identified on pages 21 to 24 that
could adversely impact the performance of the Group, although we
believe we have the ability to mitigate those risks as outlined on
pages21 to 24.
The $500 million share buyback announced in November 2023 was
completed in December 2024, with a cash outflow of $115 million
during the year. We prioritise investment in the business through
capex and M&A to support future growth, with any surplus capital
being returned to shareholders as we maintain our strong track record
of delivering long-term, compounding shareholder returns.
Treasury
The Group manages its liquidity, foreign currency exposure and
interest rate risk in accordance with the policies set out below.
The Group’s financial instruments comprise cash, borrowings,
receivables and payables that are used to finance the Group’s
operations. The Group also uses derivatives, principally interest rate
swaps, forward currency contracts and cross currency swaps, to
manage interest rate and currency risks arising from the Group’s
operations. The Group does not trade in financial instruments. The
Group’s treasury policies are designed to mitigate the impact of
fluctuations in interest rates and exchange rates and to manage the
Group’s financial risks. The Board approves any changes to the
policies.
Foreign currency risk
The Group’s policy is to balance its principal projected cash flows by
currency with actual or effective borrowings in the same currency. As
currency cash flows are generated, they are used to service and repay
debt in the same currency. Where necessary, to implement this policy,
forward currency contracts and cross currency swaps are taken out
which, when applied to the actual currency borrowings, convert these
to the required currency.
The borrowings in each currency can give rise to foreign exchange
differences on translation. Where the borrowings are less than, or
equal to, the net investment in overseas operations, these exchange
rate variances may be treated as movements on reserves and
recorded in the consolidated statement of comprehensive income
rather than in the consolidated income statement.
Non-dollar earnings streams are translated at the average rate of
exchange for the year. Fluctuations in exchange rates have given, and
will continue to give, rise to translation differences. The Group is only
partially protected against the impact of such differences through the
matching of cash flows to currency borrowings.
Interest rate risk
As set out above, the Group has effective borrowings in a number of
currencies and its policy is to ensure that, in the short term, it is not
materially exposed to fluctuations in interest rates in its principal
currencies. The Group implements this policy either by borrowing
fixed-rate debt or by using interest rate swaps or options so that
theinterest rates on at least 80% of the Group’s projected debt are
fixed or capped for one year. For the second, third and fourth years
(andbeyond), interest rates are fixed within ranges of 50% to 100%,
30%to70% and 0% to 40% of projected debt, respectively.
13Compass Group PLC Annual Report 2025
Tax
As a Group, we are committed to creating long-term shareholder value
through the responsible, sustainable and efficient delivery of our key
business objectives. This will enable us to grow the business and make
significant investments in the Group and its operations.
We adopt an approach to tax that supports this strategy and also
balances the various interests of our stakeholders, including
shareholders, governments, employees and the communities in which
we operate. Our aim is to pursue a principled and sustainable tax
strategy that has strong commercial merit and is aligned with our
business strategy. We believe this will enhance shareholder value
whilst protecting our reputation.
In doing so, we act in compliance with the relevant local and
international laws and disclosure requirements, and we conduct an
open and transparent relationship with the relevant tax authorities
that fully complies with the Group’s Code of Business Conduct and
Business Integrity Policy.
After many years of operation, the Group has numerous legacy
subsidiaries across the world. Whilst some of these entities are
incorporated in low-tax territories, Compass does not seek to avoid tax
through the use of tax havens. Details of the Group’s related
undertakings are listed in note 36 to the consolidated financial
statements.
In an increasingly complex international corporate tax environment, a
degree of tax risk and uncertainty is, however, inevitable. Tax risk can
arise from unclear regulations and differences in interpretation but,
most significantly, where tax authorities apply diverging standards in
assessing intra-group cross-border transactions. This is the situation
for many multinational organisations. We manage and control these
risks in a proactive manner and, in doing so, exercise our judgement
and seek appropriate advice from relevant professional firms. Tax
risks are assessed as part of the Group’s formal governance process
and are reviewed by the Board and the Audit Committee on a regular
basis.
Risks and uncertainties
The Board takes a proactive approach to risk management aimed at
protecting the Group’s employees, clients and consumers and
safeguarding the interests of the Company and its shareholders in a
constantly changing environment.
The principal risks and uncertainties facing the business, and the
activities the Group undertakes to mitigate these, are set out on pages
21 to 24.
Related party transactions
Details of transactions with related parties are set out in note 32 to the
consolidated financial statements. These transactions have not had,
and are not expected to have, a material effect on the financial
performance or position of the Group.
Going concern
The factors considered by the directors in assessing the ability of the
Group and Parent Company to continue as a going concern are
discussed on page 103.
The Group has access to considerable financial resources, together
with longer-term contracts with a number of clients and suppliers
across different geographic areas and industries. As a consequence,
the directors believe that the Group is well placed to manage its
business risks successfully.
Based on the assessment discussed on page 103, the directors have a
reasonable expectation that the Group and Parent Company have
adequate resources to continue in operational existence for at least
the period of 12 months from the date of approval of the consolidated
financial statements. For this reason, they continue to adopt the going
concern basis in preparing the financial statements.
Petros Parras
Group Chief Financial Officer
24 November 2025
Performance: Financial review continued14 Strategic Report
North America
Underlying revenue by sector
International
Underlying revenue by sector
Underlying
Operating profit increased by 10.7% on a constant-currency basis, to
$2,582 million, as the region benefited from strong organic revenue
growth of 9.1%. This was driven by strong levels of net new business,
appropriate levels of pricing and good like-for-like volume growth.
Client retention rates remained very strong at 97%. While all our main
sectors performed well, Business & Industry was particularly
impressive with the highest organic growth rate in the region.
Operating margin was 8.2%. We continued to strengthen our market
position through targeted acquisitions and spent $438 million (net)
on M&A in the region during the year. Our North America acquisition
strategy has a particular focus on Canteen, our vending and
unattended market business, where we are continuing to enhance
our capabilities.
Statutory
Statutory revenue increased by 9.9% to $31,398 million reflecting the
strong organic revenue growth.
Statutory operating profit was $2,471 million (2024: $2,251 million),
with the difference compared to underlying operating profit being
acquisition-related charges of $111 million (2024: $84 million).
Underlying
Operating profit increased by 12.9% on a constant-currency basis, to
$904 million, driven by strong organic revenue growth of 7.7% and
good margin progress. Organic revenue was driven by good net new
business growth, appropriate levels of pricing and increasing
like-for-like volumes. Client retention rates were 95%, significantly
higher than our pre-pandemic level, as we benefited from investments
in people, systems and processes. We experienced growth across all
sectors, with the strongest rates in Business & Industry and Sports &
Leisure.
Operating margin increased by 20bps to 6.1% as the region benefited
from operational leverage on the investments it has already made in
growth and retention. We are continuing to invest in M&A to further
enhance our capabilities in the region, spending $887 million (net)
during the year, mainly on Dupont Restauration in France and
4Service in Norway. In July, we agreed to acquire Vermaat Groep B.V.
in the Netherlands, subject to regulatory approval. During the year,
wealso completed the exits from our operations in Chile, Colombia,
Mexico and Kazakhstan as we became an even more focused
business.
Statutory
Statutory revenue increased by 9.1% to $14,672 million, with the
difference between statutory and underlying revenue being the
presentation of the share of results of our joint ventures in the
MiddleEast.
Statutory operating profit was $645 million (2024: $604million),
withthe difference compared to underlying operating profit
primarilyreflecting acquisition-related charges of $246 million
(2024:$151million).
Performance: Regional review
A clear focus on growth markets
Alternative Performance Measure (APM) (see pages 156 to 163) APM which is also a Key Performance Indicator (see page 8)
Business & Industry Business & Industry
Sports & Leisure Sports & Leisure
Education Education
Defence, Offshore & Remote Defence, Offshore & Remote
Healthcare & Senior Living Healthcare & Senior Living
Underlying revenue Change Statutory revenue Change
2025
$m
2024
$m
Reported
rates
%
Constant
currency
%
Organic
%
2025
$m
2024
$m
Reported
rates
%
North America 31,417 28,581 9.9 10.1 9.1 31,398 28,557 9.9
International
1
14,710 13,595 8.2 8.3 7.7 14,672 13,445 9.1
Total 46,127 42,176 9.4 9.5 8.7 46,070 42,002 9.7
Underlying operating profit Change Underlying operating margin Statutory operating profit Statutory operating margin
2025
$m
2024
$m
Constant
currency
%
2025
%
2024
%
2025
$m
2024
$m
2025
%
2024
%
North America 2,582 2,335 10.7 8.2 8.2 2,471 2,251 7.9 7.9
International
1
904 807 12.9 6.1 5.9 645 604 4.4 4.5
Central activities (151) (144) (152) (271)
Total 3,335 2,998 11.7 7.2 7.1 2,964 2,584 6.4 6.2
1. Our former Rest of World region now accounts for c.5% of the Group’s revenue on a pro forma basis. With effect from 1 October 2024, the Group’s internal
management reporting structure changed to combine Rest of World with Europe to form a new International region. Comparative segmental financial information for
2024 has been re-presented.
36% 28% 1%20% 15% 46% 14% 15%13% 12%
15Compass Group PLC Annual Report 2025
Our growth ambitions across the
Group’s businesses rely on the
thousands of dedicated individuals who
provide exceptional service to our
clients and consumers every day.
Our caring, winning culture
Our caring, winning culture puts safety first and is underpinned by our
core values and high standards of integrity, which are reflected in our
actions and behaviours.
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Safety
Building a caring, winning culture means we continue to prioritise the
health, safety and wellbeing of our teams, clients and consumers
across our global operations. Our ongoing commitment to enhancing
safety performance delivered a 9% reduction in personal injury rates
year on year which was below our Global limit (Total Recordable Injury
Frequency Rate (TRIFR) 9.90 vs. 10.30). Food safety risk remained
well controlled, increasing only marginally, despite c.$1 billion in
additional food costs, 168 reported incidents above our Global limit
(Food Safety Incident Rate (FSIR) 0.17 vs. 0.14).
We are continuously enhancing our safety policies and processes to
maintain industry-leading standards across food and personal safety.
As part of this evolution, we are moving towards a more proactive,
forward-looking approach to measurement. From FY2026, safety
walks will become our leading Key Performance Indicator, reflecting
real-time engagement and leadership in fostering a culture of
prevention. For FY2026, this measure will be underpinned by TRIFR
and Material FSIR, which remain important to the business and will
continue to be monitored. Further detail on our performance
measures can be found in the Corporate Responsibility Committee
Report on pages 56 to 57.
People and culture
Recognising the importance of partnering with key industry safety
groups, we remain active board members of SSAFE, working to
strengthen food safety across our supply chain. We continue to invest
in training to build capability, enhance the maturity of our safety
programmes, and uphold world-class food and personal safety
standards as we grow.
Engagement, ethics and integrity
At Compass, our culture fosters a thriving workplace where people can
confidently make their voices heard.
Colleagues can share their workplace experiences in various ways.
Engagement surveys, townhalls, employee representative groups and
social platforms are just some of the ways that the businesses gauge
the sentiment of their employees and identify areas to focus on.
In 2025, over 300,000 people were invited to share their opinions in
our engagement surveys (Your Voice in the US and Your Say in the rest
of the world). The results showed that employees maintained
confidence in leadership and were more positive about the support
they felt for career opportunities within the businesses. The sentiment
around feeling valued remained level and continues to be an area of
focus. Further information about engagement with our people can be
found on pages 43, 48 and 57.
Compass is committed to upholding high standards of ethics and
integrity (E&I) throughout its businesses, a commitment which has
earned Compass recognition as a global leader and trusted partner.
Following a comprehensive evaluation of our E&I programme by
Ethisphere, Compass Group has been awarded Compliance Leader
Verification status. This award recognises our continued commitment
to strengthening integrity and key compliance controls.
As part of our commitment to fostering a positive ethical workplace
more than 21,000 employees, including leaders and managers,
completed our annual E&I training, aligned with our Code of Business
Conduct (CBC) and Business Integrity Policy (BIP). Following the
training, we invited participants to share their reflections through an
E&I pulse survey. The results highlighted increased engagement with
E&I topics, a high level of trust in line managers, and confidence that
ethical concerns are taken seriously and addressed. These insights
provide valuable affirmation of Compass’ continued efforts to nurture
an environment where integrity is understood, supported, and
embedded.
SpeakUp, We’re Listening
Our confidential reporting programme, SpeakUp, We’re Listening
(SpeakUp), empowers colleagues to raise concerns about improper
behaviour or possible violations of our CBC, BIP or other policies or
laws. Reports are managed by the Group E&I team, which operates
independently from other parts of the business. All reports are taken
seriously with a commitment to provide a response to the reporter,
ensuring appropriate actions are taken for all concerns raised.
Openness, Trust
and Integrity
Passion for
Quality
Win Through
Teamwork
Responsibility Can-do Safely
Our core
values
16 Strategic Report
– RISE
– THRIVE
– Mapping for Value
– 30% Club Mentoring
– THRIVE
– Impact Leadership
– Culinarian Leadership
– Consumer-led Growth
– Regional Academies
– Go Fluent
– Mapping for Value
– 30% Club Mentoring
– Consumer-led Growth
– Career Pathways
– Apprenticeships
– Mapping for Action
– Leadership Labs
– Go Fluent
– Leadership in Action
– Mapping for Action
– Leadership Labs
– Career Pathways
– Apprenticeships
Leadership and
career development programmes
First-time/
Front-line leaders
Multi-unit leaders
Emerging leaders
Senior leaders
Compass strictly prohibits and does not tolerate retaliation or
detrimental conduct in response to anyone raising a concern,
irrespective of the outcome.
In 2025, SpeakUp received over 4,000 reports from employees across
the Group, contractors and external parties. Of the ethics-related
matters assessed as potential breaches of our CBC, we maintained a
stable substantiation rate. This reflects consistency in our
investigation processes, including ongoing engagement with reporters
to better understand the concerns raised.
To learn more about our Ethics & Integrity and our SpeakUp, We’re
Listening programme, see the dedicated section on our website:
https://www.compass-group.com/en/who-we-are/
ethics-and-integrity.html
Human rights
We are committed to continuously reviewing and strengthening our
efforts in raising awareness, providing training and fostering
engagement on human rights and modern slavery across our
businesses’ operations and their supply chains.
For more details, see the dedicated section on our website:
https://www.compass-group.com/en/sustainability/people/human-
rights-and-ethical-trade.html
The Compass Group Foundation
In 2025 the Foundation has funded 22 initiatives across eight
countries. For more details, see the dedicated Foundation website,
which includes the most recently published Impact Report:
www.compass-group.com/en/compass-group-foundation
2025 female representation
At Compass we want to be representative of the communities in which
our businesses operate. Our statistics on female representation are
set out below.
2025
1
2024
Board 42% 43%
Executive Committee 44% 44%
Senior leaders 36% 35%
All management 46% 46%
Total workforce 56% 56%
1. Figures stated as at 30 September 2025.
2. The gender breakdown disclosures required in the Strategic Report pursuant
to section 414C(8)(c) of the Companies Act 2006 are made on page 81
andare incorporated by reference into the Strategic Report.
Learning and development
To support sustainable growth and the delivery of exceptional services to our clients and consumers, we invest in meaningful learning and
development opportunities across all sectors. Our programmes are designed to identify talent and enable progression from entry-level to senior
leadership. These initiatives are regularly reviewed to ensure that our people are equipped with the skills and confidence to thrive and shape
our future.
2025 Awards
A selection of awards received by our businesses, reflecting our caring, winning culture in action are shown below.
Fortune: World’s Most
Admired Companies
2025
Compass Group PLC
EcoVadis: Gold
Sustainability
Rating 2025
Compass Group PLC
Newsweek: America’s
Greatest Workplaces
for Women 2025
Compass Group USA
Ethisphere:
Compliance Leader
Verification 2025
Compass Group PLC
Business Group on
Health: Best
Employers Excellence
in Health &
Well-being 2025
Compass Group USA
Institute of
Hospitality: Best
Educational Training
Programme 2025
Compass Group UK&I
17Compass Group PLC Annual Report 2025
Purpose
At Compass Group, our purpose is
rooted in delivering more than world-
class food services. We are committed
to shaping a fairer, more sustainable
future. As a global food services leader,
we recognise both our responsibility and
opportunity to accelerate climate
action, foster ethical supply chains, and
promote wellbeing across communities.
Our Planet Promise represents a Group-wide
commitment to achieving climate net zero,
tackling food waste at scale, and ensuring
responsible, transparent, and ethical
sourcing throughout our businesses’
valuechains.
Key to further embedding sustainability into our businesses is the
passion and leadership of our chefs and in-unit operators, who serve
as catalysts for progress by driving innovation, fostering sustainable
practices, and inspiring positive change across Compass. Our teams
lead by example, delivering measurable impact in areas such as food
waste reduction, the development of delicious plant-forward culinary
solutions, and consumer engagement aimed at encouraging
environmentally responsible behaviours.
We have aligned our sustainability strategy with the United Nations
Sustainable Development Goals (UN SDGs), prioritising the nine goals
where we can make the greatest impact, including food waste
prevention, sustainable consumption, and responsible production.
These priorities are embedded into how we operate, guided by data,
science and long-term impact.
Food waste as a strategic pillar
Reducing food waste is a strategic pillar in our decarbonisation
roadmap. It is embedded across every level of our business, including
as a performance metric in the FY2025 annual bonus plan for
executive directors and senior management.
Key initiatives include:
– food waste reporting: we have deployed food waste tracking
technology at over 10,000
†
locations worldwide and trained our
teams to maximise its potential by recording waste every day
– Waste Not 2.0: our proprietary, tablet-based waste tracking tool,
active in 11 countries, enables real-time logging, trend analysis,
and behavioural change at kitchen level
– Global Culinary Forum: our global network of senior chefs are
advancing waste-aware cooking, upcycled ingredients, and
plant-forward menu design
– Stop Food Waste Day: this year our global initiative reached over
210 million people, raising awareness and driving action in kitchens
and communities worldwide
– collaboration: we are working with partners like ReFED (Rethink
Food Waste Through Economics and Data) in North America and
WRAP (Waste and Resources Action Programme) in Europe to
tackle food waste, recognising that the scale and complexity of the
issue demands cross-sector collaboration
Responsible sourcing and supply chain integrity
Carefully choosing which suppliers we work with and building greater
visibility across our businesses’ supply chains are key levers to drive
climate action, protect the environment and safeguard workers. In
2025, we continued to strengthen our internal capabilities and
processes, while extensively collaborating with suppliers to advance a
more sustainable and ethical supply chain.
Examples of action taken by our businesses include:
– launching a global Deforestation-Free Sourcing Policy for key
commodities, supported by training and decision-making tools for
our businesses’ purchasing teams
– continuing to embed supply chain risk management into our
day-to-day country-level procurement processes, ensuring broad
coverage while maintaining efficient supplier interactions
– collaborating with suppliers at country level through quarterly
business reviews, high-risk supply chain mapping projects and
targeted training sessions
Across our operations, we are working to:
Deliver plant-forward
nutritious menus that reduce
environmental impact
Further embed
sustainable practices
in everyday decisions, from procurement and
menu development to packaging and energy use
Provide climate
dashboards
and carbon-labelling tools to support our clients
in meeting their own environmental goals
Equip our teams
for success
through training, recognition, and leadership -
for example our Planet Promise Change Makers
programme to drive change on the ground
18 Strategic Report
Embedding governance and accountability
Strong governance underpins our approach. We align with the Task
Force on Climate-related Financial Disclosures (TCFD); see pages 26
to 34 for disclosure of our climate-related risks and opportunities.
We have also invested in action through sustainable finance, having
issued over $2 billion in sustainable bonds aligned with our sustainable
financing framework. These instruments are unlocking targeted
investment in areas of focus such as responsible sourcing and
inclusive procurement.
Engaging clients and consumers
in sustainable choices
To support our Planet Promise, our chefs are crafting climate-friendly
dishes that are tasty, nutritious and appealing, using sustainability
data to reformulate menus without compromising flavour:
– our UK & Ireland business (UK&I) partners with Foodsteps to deliver
carbon-labelled menus using an A-E traffic-light system
– over 33% of recipes analysed have achieved ‘A’ or ‘B’ ratings and
our UK&I business continues to reformulate dishes to improve
outcomes
– globally, we are scaling the use of ‘Future 50’ ingredients and tools
that help clients view emissions per dish
Climate leadership and net zero
Our global target to reach climate net zero by 2050 is underpinned by
approved science-based targets to reduce absolute Scope 1 and 2
emissions by 46%, and absolute Scope 3 emissions from purchased
food and drinks by 28% by 2030 (vs. a 2019 baseline
1
).
In 2025, we reported 11,674,889
†
tCO
2
e in Scope 3 emissions, which
represent 98% of Compass Group’s total greenhouse gas (GHG)
emissions. Only 2% of the Group’s GHG emissions are Scope 1 and 2
and these have increased year on year due to our acquisitions,
however our greenhouse gas intensity ratio based on Scope 1 and 2
emissions only, has reduced by 4% year on year.
Our overall GHG intensity ratio (normalised for revenue growth)
covering Scope 1, 2 and 3 emissions has decreased by 11%
compared to 2024, representing an absolute reduction of 2%. Part of
this reduction results from an enhanced methodology for calculating
emissions in client kitchens, applying more granular location-based
emission factors and inflation-adjusted conversion factors
1
.
To increase our ability to achieve our 2050 target, we are:
– continuing to enhance our Scope 3 emissions tracking through
item-level data, supplier collaboration, and hybrid methodologies
that combine spend- and volume-based analysis
– expanding our use of renewable energy, upgrading facilities, and
exploring fleet electrification despite technology constraints in
some countries
– addressing forest, land and agriculture (FLAG) emissions in the
supply chain and regionally focused interventions
Emissions reporting methodology
Compass Group PLC is required to report its global and UK energy use
and carbon emissions in accordance with the Companies (Directors’
Report) and Limited Liability Partnerships (Energy and Carbon Report)
Regulations 2018. The data reported in the table below represents
emissions and energy use for which Compass Group PLC is
responsible and is incorporated by reference in the Directors’ Report
on pages 36 to 82. To calculate our Group emissions, we have used
the main requirements of the GHG Protocol Corporate Standard. We
monitor the actual energy usage and GHG emissions of our owned and
operated sites across 25 countries (2024: 26), which represent 99%
of the Group’s underlying revenue (2024: 98%). In 2025 we
extrapolated emissions to cover the entire Group, based on Group
revenue. tCO
2
e per $ million turnover is calculated by dividing our total
gross emissions (location-based) by underlying revenue
2
for the
countries monitored.
Purpose in action
Our sustainability strategy reflects the belief that the future of food
must be climate-smart, equitable and resilient. By further embedding
environmental priorities into our operations, recognising innovation
across our businesses, and deepening collaboration with clients and
suppliers, Compass Group is helping to lead the food service industry
towards a more sustainable future, for the benefit of the planet, people
and generations to come.
See more at https://www.compass-group.com/en/
sustainability.html
Global energy consumption and greenhouse gas (GHG) emissions for the period 1 October 2024 to 30 September 2025
For the year ended 30 Sept 2025
†
For the year ended 30 Sept 2024
UK and offshore
3
Global UK and offshore
3
Global
Scope 1 – Emissions from the combustion of fuel or the operation of any
facility, including fugitive emissions from refrigerant use tCO
2
e
4
1,313 167,637 1,555 156,924
Scope 2 – Emissions resulting from the purchase of electricity, heat, steam
or cooling (location-based) tCO
2
e 1,990 59,729 2,208 55,364
Scope 2 – Emissions resulting from the purchase of electricity, heat, steam
or cooling (market-based) tCO
2
e 625 52,940 424 51,271
Total gross emissions (location-based) tCO
2
e 3,303 227,366 3,763 212,288
tCO
2
e (location-based) per million $ turnover (GHG intensity ratio) 0.8 4.9 1.1 5.1
Energy consumption used to calculate above emissions/kWh 22,105,084 941,685,374 21,063,846 867,971,724
† KPMG LLP has issued independent limited assurance over the selected data indicated, using assurance standard ISAE(UK) 3000 and ISAE 3410. KPMG’s
assurance statement and Compass’ reporting methodology are available at www.compass-group.com/en/sustainability/performance-and-reports.
1. The 2019 Scope 3 baseline and 2024 emissions have not been adjusted to reflect the methodology change due to availability of data. See our reporting
methodology.
2. Alternative Performance Measure (APM). The Group’s APMs are defined in note 34 (non-GAAP measures) and reconciled to GAAP measures in notes 2 (segmental
analysis) and 34 to the consolidated financial statements.
3. UK and offshore emissions are a subset of the global emissions disclosed.
4. 2025 biogenic emissions (tCO
2
) are 2,538.
19Compass Group PLC Annual Report 2025
Risk management
Identifying and managing risk
The Board takes a proactive approach
to risk management aimed at protecting
the Group’s employees, clients and
consumers and safeguarding the
interests of the Company and its
shareholders in a constantly changing
environment.
Risk management is an essential element of business governance.
The Group has policies, processes and procedures to ensure risks are
identified, evaluated and managed appropriately. Identifying and
managing risks and opportunities, developing action plans, and
monitoring progress against agreed Key Performance Indicators
(KPIs) are integral to business processes and core activities
throughout the Group.
In compliance with Provision 28 of the UK Corporate Governance
Code 2018 (the Code), the Board has conducted a robust assessment
of the Company’s emerging and principal risks, and the following
pages outline the Board’s approach to risk management and
mitigation, the principal risks of the Company, and the procedures in
place to identify emerging risks.
Risk management framework
The Board has overall responsibility for risk management including
setting policies and procedures, overseeing the internal control
framework, reviewing principal risks, setting risk appetite and
promoting a risk management mindset throughout the business.
The Board has approved a Risk Management Policy. In accordance
with the policy, a formal risk management process is in operation. The
Group assesses and prioritises its principal risks biannually. This
process is in line with the Financial Reporting Council’s Guidance on
Risk Management, Internal Control and Related Financial Business
Reporting 2014 and aims to manage rather than eliminate the risk of
failure to achieve the Group’s strategic objectives, safeguard the
Group’s assets against material loss, fairly report the Group’s
performance and position, and ensure compliance with relevant
legislation, regulation and best practice including social,
environmental and ethical matters. This provides reasonable, but not
absolute, assurance against material misstatement or loss.
The Board delegates aspects of risk management, with the Executive
Committee responsible for the day-to-day management of significant
risk, and the Audit Committee responsible for the oversight of
Compass’ risk management systems and internal controls. The Group
Director of Risk and Internal Audit maintains the risk management
framework including the Risk Management Policy.
The Audit Committee annually reviews the effectiveness of the
Group’s approach to risk management and any changes to the
RiskManagement Policy, and recommends the principal risks and
uncertainties disclosures made in the Annual Report and Accounts
tothe Board for approval. The Audit Committee Report is on pages
51 to 55.
Country and regional leadership teams review risks and controls
regularly. Risk updates are part of periodic management reviews and
are regularly reviewed by the Regional Governance Committees
(RGCs) and the Executive Committee.
Emerging and developing risks are identified dynamically at all levels,
providing a comprehensive assessment of key risks. The risks are
considered by the Board twice a year. Risks are considered at gross
and net levels to understand their impact and likelihood of occurrence
before and after controls and mitigations. Risk management plans are
developed for all significant risks and include a clear description of the
nature of the risk, quantification of the potential impact and likelihood
of occurrence, the owners for each risk, and details of the controls and
mitigations in place. Risks are assessed in terms of percentage profit
before interest and tax (PBIT) impact in accordance with the criteria
set out in the Board-approved Risk Management Policy.
All country and Group-level risks are assigned risk owners and,
together with the mitigations, are recorded in the central risk
reportingsystem.
As part of the biannual certificate of assurance, all Group companies
confirm they have performed a review of their major risks, that their
risk register is complete and aligned with the Group’s strategic objectives,
and that they have effective arrangements in place to identify, assess
and develop responses to these risks. The Chair of the Audit Committee
reports to the Board on any matters arising from the Committee’s
review of the risk management and internal control processes.
The Audit Committee reviews the adequacy and effectiveness of the
Company’s and Group’s internal controls and risk management
systems, as detailed in the Audit Committee Report on pages 51 to 55.
20 Strategic Report
Risk appetite
The Board sets the level of risk the Company is willing to take to meet
its strategic objectives. This risk appetite is communicated to the
Group’s businesses through strategy planning and internal risk
governance and control frameworks.
The Board balances risk mitigation with flexibility to maintain the
entrepreneurial spirit that drives the Group’s success. The Board
reviews the three-year business plan and strategic risks to set risk
appetite. Specific financial risks such as funding and liquidity,
counterparty, foreign exchange and interest rate risk are managed
through Board-approved treasury policies. Compliance with legal and
regulatory requirements is mandatory.
New and emerging risks
The Board identifies emerging risks and scans for potential risks over
the medium to long-term. These risks are identified through the
Group’s risk management framework, and direct feedback from
management, after taking into account changing operating
conditions, and market and consumer trends. The Group’s FY2025
major risk assessment process did not identify any new principal or
emerging risks.
The democratisation of generative artificial intelligence (AI) has given
widespread access to powerful online AI services for content creation.
This opportunity continues to present several emerging risks including
breach of data confidentiality and data privacy, and other intellectual
property-related risks. In response, to mitigate these risks, Compass
has implemented principles-based rules that apply globally, and we
have developed a framework for responsible use of AI to support all
our markets.
Our principal risks
All risks disclosed in previous years can be found in the annual reports
available on our website: www.compass-group.com. These risks
remain important to the business and are kept under regular review.
The principal risks and uncertainties facing the business at the date of
this Report are set out on pages 21 to 24. These risks are not listed in
any order of priority.
Other risks
The principal risks do not comprise all the risks that the Group may
face. The Group faces a number of operational risks on an ongoing
basis, such as litigation, and financial and non-financial reporting
risks. Additional risks and uncertainties not presently known to
management, or which are considered to be remote or are deemed to
be less material at the date of this Report, may also have an adverse
effect on the Group.
Our principal risks
Risk and description Mitigation
Food safety
2025: 2024:
Strategic link:
People
Performance
Purpose
Compass Group companies feed millions of consumers every day.
This means setting the highest food hygiene and safety standards
is paramount. Safety breaches could cause serious business
interruption and result in criminal and/or civil prosecution,
increased costs, and reputational damage.
– management meetings across the Group include a health and
safety update as a substantive agenda item, and a food safety
metric was included in the FY2025 annual bonus plan for
executive directors and senior management
– policies, procedures and standards (including the Global Safety
and Global Supply Chain Integrity Standards and Global Allergen
Management Plan) operate to ensure compliance with legal
obligations/industry standards and to protect supply chain safety
and quality. These are regularly reviewed, audited and upgraded
as necessary to improve supply chain visibility and product
integrity
Occupational safety
2025: 2024:
Strategic link:
People
Performance
Compass Group companies employ hundreds of thousands of
people globally. The safety of employees, consumers, suppliers
and third-parties is a priority. Failure to comply with workplace
safety standards can result in injuries and potentially cause
operational disruptions, adverse financial and legal consequences,
and reputational damage.
– management meetings across the Group include a health and
safety update as a substantive agenda item, and an occupational
safety metric was included in the FY2025 annual bonus plan for
executive directors and senior management. Policies, procedures
and standards ensure compliance with legal obligations/industry
standards
– our health and safety framework outlines methods for
implementing and reporting safety measures, ensuring a secure
environment. We regularly update and refine the framework to
address operational changes
– Group standards are supplemented in each country with
occupational safety standards that meet local laws and
regulations
MAP 1: Client sales and marketing
Increased risk
Static risk Decreasing risk
MAP 2: Consumer sales and marketing MAP 3: Cost of food MAP 4: In-unit costs
MAP 5: Above-unit overheads
Link to
See page 2
New risk
21Compass Group PLC Annual Report 2025
MAP 1: Client sales and marketing
Increased risk
Static risk Decreasing risk
MAP 2: Consumer sales and marketing MAP 3: Cost of food MAP 4: In-unit costs
MAP 5: Above-unit overheads
Link to
See page 2
Risk management continued
Risk and description Mitigation
Pandemic
2025: 2024:
Strategic link:
People
Performance
Purpose
The Group’s operations were significantly disrupted by the global
COVID-19 pandemic and associated containment measures.
Compass recovered well and learned from the pandemic, and this
risk has diminished. The outbreak of another pandemic could
cause further business risk.
– operations and working practices have been adjusted to retain
skills and experience, providing flexibility in caseof another
pandemic leading to a resumption of containment measures
– to protect the Group’s employees, clients and consumers, in the
event of another pandemic, enhanced health and safety protocols
and site layout solutions developed in consultation with expert
advisers and clients, would beadopted
– careful cost management and robust measures to protect the
Group’s liquidity position ensure we remain resilient and well
placed to take advantage of appropriate opportunities as they
arise; these measures operate alongside robust incident
management and business continuity plans which are monitored
for effectiveness and regularly reviewed to reflect evolving best
practice
Talent
2025: 2024:
Strategic link:
People
Performance
Attracting, retaining and motivating the best people with the right
skills, at all levels of the organisation, is key to the long-term
success of the Group, and changes to economic conditions may
increase the risk of attrition at all levels.
– leadership succession planning is performed at Board, regional
and country levels. The Group has established tools, such as
training, development, performance management and reward
programmes, and there is an increasing focus on global mobility
and opportunities to help retain, develop, motivate and support a
skilled workforce
– a number of well-established initiatives help us to monitor
employee engagement levels and to respond to employees’
needs. Specifically, Compass has increased its local focus and
employee support on mental health awareness, stress
management and resilience, and the provision of access to
financial advice and assistance to help further equip employees in
times of uncertainty and change
Sales and retention
2025: 2024:
Strategic link:
People
Performance
The Group’s growth ambitions rely on driving positive net new
business sustainably by securing and retaining a diverse range
ofclients. The Group’s operating companies contract with a large
number of clients. Failure to comply with contractual terms,
including proper delivery of services, could lead to the loss of
business and/or claims.
Potential loss of material client contracts and the inability to
secureadditional new contracts in a competitive market is a
risktoCompass’ businesses, as are the emergence of new
industryparticipants and traditional competition using
disruptivetechnology.
– Compass focuses on quality, value, innovation and technology to
strengthen its long-term relationships with clients and consumers
– the Group’s business model is diverse and is not reliant on one
particular sector or group of clients
– technology is used to create efficiencies and to contribute to
growth through, for example, cashierless and cashless payment
systems and the use of AI, benefiting clients and consumers and
positively impacting retention rates and new business wins
– our focus on financial security and safety are key strengths for
clients
– robust processes are in place to ensure that: client services are of
an appropriate standard; they comply with contractual T&Cs; our
offer continues to evolve to increase participation rates; and we
maintain our ability to service different-sized sites
New risk
22 Strategic Report
Risk and description Mitigation
Geopolitical
2025: 2024:
Strategic link:
People
Performance
Geopolitical risks remain elevated with the ongoing conflict in the
Middle East and the Russia-Ukraine war. These factors contribute
to risks such as economic volatility, including cost inflation and
cyber-security threats.
– Compass is closely monitoring the situation with the safety and
security of the Group’s employees front of mind
– while we do not operate in Israel or the Palestinian territories,
we do have limited interests elsewhere in the Middle East.
Compass has exited the Russian market and stopped using all
known Russian suppliers
– the Group has strategies to manage economic volatility, including
cost inflation and cyber-security threats
Economic volatility
2025: 2024:
Strategic link:
People
Performance
Certain sectors of Compass’ business could be susceptible to
negative shifts in the economy and employment rates. Whilst
Compass has strategically exited a number of countries with
higheconomic volatility, the recent global market instability
hasincreased the potential risks of economic volatility in our
primary markets.
– as part of Compass’ strategy, the Group is focused on productivity
and purchasing initiatives which help manage the cost base
– during adverse conditions, actions can be taken to reduce labour
costs and protect profitability and liquidity
– as part of the MAP framework, and by sharing best practice
across the Group, Compass seeks to manage inflation through
menu management, supplier rationalisation, labour scheduling,
productivity, and the increased use of technology. Cost indexation
in our contracts also gives Compass the contractual right to review
pricing with clients
– our success in managing cost inflation also provides an
opportunity, as the scale and maturity of our procurement
operations allows us to manage supply chain price increases more
effectively than some of our competitors and in-house operators,
which we believe is a factor leading to more first-time outsourcing
Climate change
2025: 2024:
Strategic link:
People
Performance
Purpose
Climate change may cause food insecurity, sourcing and supply
chain issues in some of the Group’s markets, which could affect
the availability of some food products, and potentially may lead to
food cost inflation.
– the Group continues to evaluate its exposure to climate change.
This enables it to identify potential future issues early and to adapt
sourcing and operations accordingly, including menu
adjustments. The TCFD scenario analysis helps inform the
materiality of these risks
– the Group works with clients and suppliers to reduce greenhouse
gas (GHG) emissions. Compass has targeted climate net zero
GHG emissions by 2050 alongside validated science-based
targets to reduce emissions by 2030 (from a 2019 baseline year),
in line with the 2015 Paris Agreement
23Compass Group PLC Annual Report 2025
Risk and description Mitigation
Business ethics and integrity
2025: 2024:
Strategic link:
People
Performance
Purpose
Ineffective compliance management systems, a weakly embedded
business integrity culture or serious breaches of our policies,
relevant laws, or regulations (including but not limited to
anti-bribery and corruption, anti-competitive behaviour, fraud,
money laundering, tax evasion, trade and economic sanctions,
human rights and modern slavery, and data protection), could
expose Compass to civil and/or criminal proceedings leading to
significant fines, sanctions, financial loss and reputational damage.
Regulatory expectations and new laws in these areas continue to
evolve across jurisdictions, with an increasing emphasis on
corporate enforcement, accountability and supply chainresilience.
The democratisation of generative AI has given widespread access
to powerful online AI services for content creation. This opportunity
presents several emerging risks including breach of data
confidentiality and data privacy, and other intellectual
property-related risks.
– Compass’ Code of Business Conduct (CBC), Global Supplier Code
of Conduct, Business Integrity Policy (BIP), Data Protection
Policy, and Human Rights Policy (HRP) govern all stakeholder
relationships. These are embedded within the Group’s
EthicsandIntegrity Programme (EIP), which promotes a strong
culture of integrity through policy implementation, training
awareness and the independently operated Speak-Up, We’re
Listening helpline and web platform. As part of its continuous
improvement approach, the EIP has also undergone external
review to validate its design and effectiveness, and further inform
its strategic direction and activities
– the Group’s risk management process identifies key risks and
informs the ongoing monitoring, testing and review of key internal
controls. All alleged breaches of the CBC, BIP or HRP and any
other serious misconduct are investigated (as appropriate)
– to mitigate risks of modern slavery across its operations and
supply chains, Compass focuses its human rights strategy where
it can have the greatest impact – through HRP implementation,
its Human Rights Working Group, the engagement of external
specialist advisers, e-learning, supplier due diligence and labour
agency reviews. The strategic exit from several countries has
further reduced exposure to welfare risks
– in response to the potential risks posed by AI, Compass has
implemented principles-based rules that apply globally, and we
have developed a framework for responsible use of AI to support
all our markets
Cyber-security
1
2025: 2024:
Strategic link:
People
Performance
The digital world presents risks for global businesses including, but
not limited to, technology failures, loss of confidential data, data
privacy breaches and damage to brand reputation through, for
example, the increased threat of cyber attacks, and the
widespread use and instantaneous nature of social media.
Disruption caused by the failure of key software applications,
security controls, or underlying infrastructure, or disruption caused
by cyber attacks, could impact day-to-day operations and
management decision making or result in regulatory fines, other
sanctions and/or third-party claims.
A combination of geopolitical instability and the accessibility of
sophisticated AI-enabled tools and techniques has contributed to
an increase in the risk of phishing and malware attacks, including
ransomware, across all industries.
– Compass continually assesses its cyber risk, and monitors and
manages the maturity of its enterprise infrastructure, platforms
and security controls to ensure that it can effectively prevent,
detect and respond to current or future cyber attacks
– appropriate crisis management procedures are in place to manage
issues in the event of a cyber incident occurring. Our response
protocols are supported by using industry-standard tools,
experienced IT security and privacy professionals, and external
partners to mitigate potential impacts. Assurance is provided by
regular compliance monitoring of our key information technology
control framework, and data privacy framework, both of which are
designed to prevent and defend against cyber threats and other risks
– the Group relies on a variety of digital and technology platforms to
manage and deliver services and communicate with its people,
clients, consumers and suppliers. Compass’ decentralised model
and infrastructure help to mitigate propagation of attacks across
the Group’s technology estate
– Compass continues to be focused on the need to maximise the
effectiveness of its information systems and technology as a
business enabler. As such, the Group continues to invest in
technology and specialist resources in order to further strengthen
its platforms, cyber-security defences and privacy controls to
reduce the risk of cyber threats and ensure appropriate levels of
resilience in order to mitigate the risk of operational disruption,
technology failure, and unauthorised access to and/or loss of data
– the Group provides tools and content to deliver awareness
campaigns, runs phishing simulations and provides cyber and
privacy training to help employees identify these types ofattacks
– the Group monitors the threat landscape, both internally and with
external partners, to understand and respond to changes in levels
of attack and their sophistication
– information systems, technology, privacy and cyber-security
controls and risks are assessed as part of the Group’s formal
governance processes and are reviewed by the Audit Committee
on a regular basis
1. Data privacy, which last year was included in Cyber-security, has this year been included as part of the Business ethics and integrity risk.
Risk management continued
MAP 1: Client sales and marketing
Increased risk
Static risk Decreasing risk
MAP 2: Consumer sales and marketing MAP 3: Cost of food MAP 4: In-unit costs MAP 5: Above-unit overheads
Link to
See page 2
New risk
24 Strategic Report
Viability statement
In accordance with provision 31 of the UK Corporate Governance
Code 2018, the directors have assessed the Group’s viability,
considering its current trading performance, financial position,
financing, strategic plan and principal risks.
Business prospects
The Board has considered the long-term prospects of the Group
based on its business model, strategy and markets as set out on pages
1 to 8. Compass is a global leader in food services and the
geographical and sector diversification of the Group’s operations
helps to minimise the risk of serious business interruption or
catastrophic damage to its reputation. The Group’s business model is
structured so that it is not reliant on one group of clients or sector. The
Group’s largest client constitutes 2% of underlying revenue
1
, with the
top 10 clients accounting for 9%.
Assessment
The directors have determined that a three-year period to
30September 2028 is an appropriate period over which to provide the
Group’s viability statement on the basis that it is the period reviewed
by the Board in its strategic planning process and is aligned to the
typical length of the Group’s contracts (three to five years). The
directors believe that this presents the Board and readers of the
Annual Report with a reasonable degree of confidence over this
longer-term outlook.
The Board’s assessment of the Group’s viability comprises the
following business processes:
– Risk management process: The Group operates a formal risk
management process under which the Group’s principal risks are
assessed and prioritised biannually. Risks and corresponding
controls and mitigations are reviewed by country and regional
leadership teams on an ongoing basis. The findings of the risk
reviews, including the principal risks and any developing trends, are
reported to the Board twice a year. In making its viability
assessment, the Board carried out a robust evaluation of the
emerging and principal risks facing the Group (see pages 21 to 24),
including those that would threaten its business model, future
performance, solvency or liquidity.
– Strategic planning process: The Board considers annually a
three-year, bottom-up strategic plan and a more detailed budget
which is prepared for the following year. Current-year business
performance is reforecast during the year. The plan is reviewed and
approved by the Board, with involvement throughout from the
Group CEO, Group CFO and the executive team. The Board’s role is
to consider the appropriateness of key assumptions, taking into
account the external environment and business strategy. The most
recent three-year plan was approved by the Board in November
2025.
– Headroom and covenant analysis: At 30 September 2025, the
Group’s financing arrangements included a Revolving Credit Facility
(RCF) of $3.2 billion, committed to February 2030, which was fully
undrawn, together with $0.5 billion of cash, net of overdrafts, and
an additional facility of €1.5 billion ($1.8 billion), committed to
October 2027, to provide interim financing for the acquisition of
Vermaat Groep B.V.. Term debt maturities in the three-year period
total $1.2 billion. Based on the forecast cash flows in the strategic
plan, the maturing debt is expected to be refinanced during the
three-year period to 30 September 2028 to maintain the desired
level of headroom. The Group’s long-term (A/A2) and short-term
(A-1/P-1) credit ratings and well-established presence in the debt
capital markets provide the directors with confidence that the
Group could refinance the maturing debt and facilities as required.
A reverse stress test has been undertaken to identify the
circumstances that would cause the Group to breach the headroom
against its committed facilities or the financial covenants on its US
Private Placement (USPP) debt. At 30 September 2025, the
nominal value of USPP debt outstanding totalled $300 million
(2024: $700 million). The USPP debt matures in December 2026.
The reverse stress test, which removes discretionary M&A
expenditure as a mitigating action, shows that underlying operating
profit
1
would have to reduce by more than 60% of the strategic plan
level before the leverage covenant is reached. The refinancing
requirement is not accelerated in the reverse stress test as a
mitigating action given the strong liquidity position of the Group.
The principal risks that would have the most significant impact on
the Group’s business model, future performance, solvency or
liquidity are another pandemic and associated containment
measures and geopolitical tensions, and these, together with the
other principal risks identified on pages 21 to 24, have been
considered as part of the viability assessment. Specific scenarios
based on the principal risks have not been modelled on the basis
that the level of headroom to absorb the occurrence of such risks is
substantial and there is a range of other actions available that could
be implemented to mitigate the potential impact.
Substantial mitigating actions were identified and implemented as
part of the Group’s COVID-19 pandemic response in 2020,
including reducing capital expenditure, resizing the cost base,
renegotiating client contracts, pausing M&A activity and
shareholder returns, raising equity, negotiating covenant waivers
and securing additional committed funding. These actions
illustratethe flexibility the Group has to mitigate the impact of
adverse events.
Conclusion
Based on the results of this analysis, the Board has a reasonable
expectation that the Group will be able to continue in operation and
meet its liabilities as they fall due over the three-year period to
30September 2028.
Petros Parras
Group Chief Financial Officer
24 November 2025
1. Alternative Performance Measure (APM) (see pages 156 to 163). The Group’s APMs are defined in note 34 (non-GAAP measures) and reconciled to GAAP
measures in notes 2 (segmental analysis) and 34 to the consolidated financial statements.
25Compass Group PLC Annual Report 2025
Task Force on Climate-related
Financial Disclosures (TCFD)
We set out below our climate-related financial disclosures, which are
consistent with the four pillars and all 11 disclosure requirements of
the Task Force on Climate-related Financial Disclosures, including the
TCFD all-sector guidance, and in compliance with the requirements of
LR 6.6.6(8) (UK Listing Rules).
This disclosure also complies with the requirements of the Companies
Act 2006 as amended by the Companies (Strategic Report) (Climate-
related Financial Disclosure) Regulations 2022.
Executive summary
Climate change presents significant risks to people, the planet, and
the economy. Extreme weather, water stress, and rising temperatures
affect supply chains, crops, and livelihoods. We are proud of our
businesses’ efforts to support clients in addressing these challenges.
Sustainability is integral to our identity and long-term success – from
chefs to executive leadership.
We manage supply chain risks through our procurement scale,
sourcing flexibility, and innovation. There is no single solution, but we
are implementing changes across our businesses and their supply
chains. Understanding how climate change affects our operations,
clients and strategy is key to our continued growth aspirations.
This TCFD statement helps investors and stakeholders understand our
exposure and resilience to climate risks, and it supports identification
of material climate-related opportunities. Risks and opportunities
outlined here are relevant across our industry and stakeholders.
Our qualitative and quantitative scenario analysis will be updated at
least every three years. For 2025, we have carried forward the outputs
from our 2023 analysis, in agreement with external advisers, as no
internal or external factors changed that could materially impact the
outputs of the analysis.
We have continued to build upon our transition roadmap, developing a
framework, focusing on how we will meet our climate goals. It is built
on three key strategic levers: our supply chain, operations, and clients
and consumers, and forms the basis of our first Group-wide climate
transition plan.
Governance
Compass has well-established governance structures designed to
effectively oversee the management of its principal risks, including
climate change risks and opportunities. Principal risks are reviewed
biannually by the Board. Climate change is a principal risk
and has been embedded into our risk management processes
since 2021 (see page 23).
Climate-related risks and opportunities are identified, overseen and
managed at the highest levels of the Company through the following
governance structures and processes:
– the Board has overall responsibility for oversight of the management
of climate-related risks and opportunities, which it exercises
through the Corporate Responsibility (CR) Committee and the
AuditCommittee
– the CR Committee meets at least three times a year. It receives
reports at every meeting from the Group Chief Commercial Officer
(CCO), the Global Director of Sustainability and other senior
managers to ensure that progress is being made towards meeting
the Group’s specific CR KPIs and ongoing CR commitments,
including greenhouse gas (GHG) emissions and food waste
reduction targets
– the Audit Committee meets at least three times a year. In line with
the governance process used for financial management, it
considers the potential impact of climate change on the financial
statements, including the outputs of the Group’s scenario analysis,
the costs to achieve the Group’s climate net zero commitments and
their impact on the financial statements and related disclosures
– executive sponsorship is shared jointly between the Group CEO and
Group CCO, who have the highest management-level responsibility
to form, review and communicate the Company’s climate-related
global strategy, policies and standards. This includes setting and
reviewing progress towards targeted KPIs, identifying and assessing
climate-related risks, and managing and monitoring associated
opportunities
– they are supported at an operational level by the Global Director
of Sustainability, who leads the Group Sustainability function.
This function provides support to the Group’s regions and countries
to ensure sustainability strategies are implemented and
climate-related risks and corresponding controls and mitigations
are reviewed on an ongoing basis
– at Executive Committee level, the regional CEOs are responsible for
managing climate-related risks and opportunities for their
respective regions. At a country level, the country managing
directors are responsible for managing climate-related risks and
opportunities in their respective markets
Strategy
Climate-related risks and opportunities and their
impact on the operations of the Group
In partnership with external climate resilience experts, our specialist
internal teams have conducted qualitative and quantitative risk
assessments and scenario analysis to identify climate-related
risks and opportunities.
We want to ensure that our strategy is resilient and set up to
deliver on our Planet Promise of a sustainable future for all.
This encompasses our values as an ethical, sustainable
and inclusive business, and is key to our growth aspirations.
We are committed to reaching climate net zero by 2050, supported
by our sustainable financing framework, and have plans in place
to mitigate and adapt to climate-related risks and a future climate
transition. Our strategic investments enable the Group and its
businesses to capitalise on climate-related opportunities and help
clients realise their sustainability goals effectively and efficiently.
We continue to acquire and implement cutting-edge technologies
to enhance our sustainability services for clients and maximise the
opportunities likely to arise from the climate transition. Strategic
investment in our monitoring and measurement capabilities enables
our businesses to offer detailed and tailored roadmaps for clients, and
positions the Group as a trusted partner in helping clients achieve
their own sustainability goals.
26 Strategic Report
Scenario and key attributes Rationale for inclusion Pathway to cost increase
Scenario A – 1.5°C by 2100 (SSP 1/RCP 2.6 combination)
The world takes rapid and drastic action to limit global warming and meet
the ambition of the 2015 Paris Agreement:
– coordinated action across public and private sectors
– low-carbon technologies take over from fossil fuels
– shift in consumer demand and preferences towards low-carbon
products and services
A < 2°C scenario is required by
TCFD. This scenario allows
Compass to explore transition
risks in key markets, consider
changes in consumer and
client preferences and
understand competitor and
stakeholder pressures.
Increase in sourcing costs
due to carbon pricing on
agricultural (farm to farm
gate) and freight emissions.
Scenario B – 2.5°C by 2100 (SSP 2/RCP 4.5 combination)
The world follows a path in which social, economic and technological
trends do not shift markedly from historical patterns:
– development and income growth proceeds unevenly
– middle-of-the-road emissions with inconsistent technological process
– global and national institutions work towards, but make slow progress
in, achieving the UN Sustainable Development Goals
This scenario allows Compass
to prepare for a disorderly
transition away from fossil
fuels. Under the 2.5°C
scenario, Compass examines
both physical and transition
risks and opportunities.
Increase in sourcing costs
due to carbon pricing on
agricultural (farm to farm
gate) and freight emissions,
and production losses
leading to higher
procurement costs.
Scenario C – 4°C by 2100 (SSP 5/RCP 8.5 combination)
The world continues to use fossil fuels as the engine of economic growth,
resulting in worst-case levels of global warming:
– severe and frequent extreme weather, with chronic changes to seasonal
weather patterns
– extensive business disruption, severely damaging economic growth
– protectionist government policies to build resilience to climate change
This scenario allows Compass
to assess the impact of acute
and chronic physical climate-
related risks and opportunities
on the business, supply chain,
supplier network, and
stakeholders.
Loss in production leads to
higher procurement costs
due to the costs involved in
switching sourcing. No
carbon, plastic or food tax
is assumed.
Scenario analysis
Our scenario analysis comprises three climate scenarios (1.5°C, 2.5°C
and 4°C) for which we have considered physical risks, transition risks
and related opportunities. These three climate scenarios, which are
explained in more detail in the table below, were chosen by our
specialist internal team, which includes representatives from the
Sustainability, Finance, Commercial and Procurement functions,
in consultation with our expert external partners. We have reviewed
the outputs from our prior year qualitative and quantitative scenario
analysis and consider that these remain relevant for the current
financial year.
Scope and assumptions
Time horizon
We consider three time horizons – three years (short-term), four to 10
years (medium-term) and greater than 10 years (long-term) – to be
relevant for our scenario analysis, with the assumption that
climate-related issues often manifest over the medium to long-term:
– short-term – three years is the period reviewed by the Board in its
annual strategic planning process and is aligned to the typical
length of the contracts in the Group’s businesses (three to five
years). It is also consistent with the time period used in the Group’s
Viability statement (see page 25)
– medium-term – four to 10 years allows for the outcomes of scenario
analysis to influence the development of our strategic objectives
– long-term – analysis over a period of 10 years or longer is more
uncertain due to the limited availability of data on the long-term
impacts of climate change, the severity of which will be contingent
on the actions taken over the short and medium-term
Geographic and product scopes
The scope of our scenario analysis includes consideration of four
countries and seven product categories to provide granular insight
into how the impacts of climate-related risks and opportunities vary
across geographies and products in each time horizon. We do not
believe there would be any material differences in the outcomes if we
considered different sectors in this exercise, as our business model is
similar across sectors.
The geographic scope of the scenario analysis was determined on the
basis of both materiality (with the US, UK, Australia and France
representing 81% of the Group’s underlying revenue in 2025) and
reach (with both of our reporting regions represented in the analysis).
The balance of our underlying revenue comprises multiple countries,
with no individual country representing more than 4% of the Group’s
total underlying revenue in the year.
The product focus for the scenario analysis was protein (beef, pork,
poultry and dairy), produce (fruit and vegetables) and beverages.
Together, these products represented more than 60% of the total
MAP 3 analysed spend in the four in-scope countries.
Qualitative scenario analysis
The impacts on the business of the climate-related risks and
opportunities identified in the scenario analysis were discussed
withleaders and management across the in-scope markets.
Workshops with our specialist internal teams, market representatives,
Group senior management and external climate resilience experts
were held to qualitatively assess each risk and opportunity to
determine the possible operational and financial impacts.
Participantsincluded representatives from the Sustainability,
Finance,Commercial and Procurement functions. The likelihood
andimpact of the risks were ranked.
The table on pages 28 and 29 summarises the risks and opportunities
identified and, for each one, shows the potential impact, geographical
exposure and time horizon during which the impact is expected to
materialise. The table also highlights for each risk the strategic
business model levers and operational measures available to the
Group to mitigate the impact and seize the opportunities identified.
Many levers and operational measures are ones we regularly
deployand will allow us to mitigate the impacts to levels deemed
minor or negligible.
Climate-related risks and opportunities are continuously reviewed
together with other business risks as part of our biannual major risk
assessment (MRA) process. They are assessed based on their
potential impact on profit before interest and tax (PBIT) in accordance
with the criteria set out in the Board-approved Risk Management
Policy (see page 20).
27Compass Group PLC Annual Report 2025
Multiple material levers we can use to mitigate these risks
The table below shows the relevant physical and transition risks and opportunities identified for Compass, including an assessment of potential
impact, likely time horizon and geographic exposure.
Risk/opportunity
and time horizon Description and impact Exposure Mitigation
Acute physical risks
Drought and
extreme heat
(S)
Increased drought and
extreme heat events
Transportation disruptions, crop stress
leading to reduced yields and/or
catastrophic crop failure, raw material
shortages and increased operating
costs. Transportation routes in the
Australian market are vulnerable to
disruption fromwildfires.
US, UK,
Australia
and
France
– flexible menu planning arrangements that allow our
businesses to select local, seasonal and readily
available ingredients
– minimising food waste to maximise value of
limitedresources
– strategic diversification of suppliers and sourcing
regions to reduce reliance on single-source
ingredients
– increased use of alternative farming methods
(e.g. indoor vertical farming)
Extreme weather
events
(L)
Increased flooding,
hurricanes and cyclones
Increased crop stress, reducing yields
and/or catastrophic crop failure from
flooding, and distribution-network
failures from weather damage (due to
flooding, hurricanes and cyclones) to
public infrastructure, disrupting
operations and sourcing while
increasing operating costs.
US, UK,
Australia
and
France
– flexible menu planning
– minimising food waste
– strategic diversification of suppliers and
sourcingregions
– flexible contractual terms with suppliers to manage
and mitigate short-term disruption
– contingency planning and rapid response to
emergency situations (e.g. the Emergency
Preparedness team in the US)
Chronic physical risks
Extreme heat
(L)
Increased global
temperatures leading to
climate-related health
impacts, diseases and
pests
Increased range, spread and
distribution of weeds, disease, pests
and fungi, reducing crop yields.
Extreme heat and disease leading to
cow weight loss and lower milk
production. Increased exposure of
agricultural workers to extreme heat in
Australia and US, limiting operational
hours and increasing operating and
key input costs for farmers.
Global – market-based initiatives to support farmers
(e.g. Compass US supporting the Carolina Farm
Stewardship Association to provide advice and
support to small farmers), focusing on sustainable
farming practices and climate resilience
– strategic diversification of suppliers and
sourcingregions
– increased use of alternative farming methods
(e.g. indoor vertical farming)
– reducing food waste
Water stress
(L)
Increased water stress
and scarcity
Increased water stress in Australia and
the US leading to reduced water
availability for cattle feed, reducing
dairy and beef herd sizes and
production, and increasing costs of key
inputs. Reduced water availability for
beverage suppliers, disrupting
production and increasing costs of key
inputs.
US
and
Australia
– using analytical tools (e.g. carbon footprinting) to
allow operators to improve energy, water and
wasteperformance through menu and
equipmentmanagement
– strategically building competitive sourcing
programmes in alternative categories (e.g. meatless
proteins and dairy alternatives)
– reducing food waste
Transition risks
Taxation
(S/M)
Taxation on animal protein
(beef and dairy) and
transportation
Higher compliance costs or increased
insurance premiums on carbon use.
Increasing costs and/or decreasing
revenue due to taxation on the
production and sale of beef and dairy.
Increased carbon taxation on GHG
emissions associated with the
transport and distribution of products
and services, increasing operating
costs.
Global – continued menu reformulation and accelerated
plant-forward strategy
– reducing food waste
– continued close collaboration with key suppliers on
GHG emissions reduction
– building local sourcing options to reduce food miles
– mature pricing practices and processes
(S) Short-term (M) Medium-term (L) Long-term
The four specific risks identified by the Group as the most relevant physical climate-related risks, which were the focus of the
quantitative scenario analysis (see table on page 30).
Task Force on Climate-related Financial Disclosures (TCFD) continued
Acute drought Acute extreme heat Chronic extreme heat Chronic water stress
28 Strategic Report
Risk/opportunity
and time horizon Description and impact Exposure Mitigation
Transition risks continued
Market
(M)
Changing consumer
preferences and
behaviours away from
animal proteins (meat and
dairy)
Reduced demand for certain products,
services and menus, and impact on
competitive market position due to
shifts in consumer preferences.
US
and
UK
– continued menu reformulation to reduce animal
proteinon the plate
– reducing food waste
– plant-forward training for our chefs
– expanding use of technology and consumer apps to
display carbon labelling
– working with suppliers on new plant-forward options
and reduced-carbon ingredients
– strategically building competitive sourcing programmes
in alternative protein categories
Policy and legal
(S/M)
Regulation on plastic and
food waste
Increased cost of use (through
increased taxation or ban on use) and
disposal of plastics leading to loss of
revenue and increased regulatory
disciplinary action. Fines due to
inefficient food waste management,
increasing operating costs.
Global – application of technology to measure our food waste
footprint (supporting our food waste reduction objectives)
– exploring and implementing solutions to move away
from single-use and fossil-fuel-based plastics (e.g. in
Australia, Compass has already made the transition
ahead of federal and state legislation)
Opportunities
Resource efficiency
(M)
Reduction in food waste
across all operations
Cost reductions and reputational
benefits resulting in increased demand
for goods/services and increasing
revenue.
Global – continued rollout of and investment in proprietary
technology to measure our food waste footprint
(e.g. Waste Not 2.0)
– food waste metric included in the 2024 and 2025
executive and senior management annual bonus plan
– food reclamation partnerships to repurpose food waste
into meals for community support
Market
(S)
Shift in consumer
preferences towards
plant-based menus and
products
Opportunity to become a market leader
in plant-based meals, resulting in
increased demand and increasing
revenues.
Global – continue to expand our offer of healthy, lower-carbon,
plant-based menu items, reformulating menus in line
with our plant-forward strategy
– increase share of seasonal and locally-sourced products
– use of eco-labels to accelerate the transition and
position Compass as a market leader in this field
Resilience
(M)
Use of operational and
strategic levers such as
procurement scale, menu
management, and
culinary and digital
innovation to mitigate
climate- related supply
chain disruptions
Higher availability of products
compared tocompetitors, and
increasing consequentrevenues.
Global – expand use of existing operational and strategic
leversglobally
– leverage global procurement strategy to reduce
exposure to fluctuations in raw material costs
– flexible menu planning and pricing
Energy sourcing
(M)
Use of lower emission
sources of energy, switch
to renewable electricity
across all operations and
transitioning of all fleet
vehicles to 100% fully
electric
Reduced exposure to fossil fuel prices,
and lower operating costs.
Global – continue seeking to improve operational efficiency and
use new technologies that emerge as the sector
transitions to a low-carbon economy
– increasing adoption of 100% fully electric vehicles by
our businesses
– continue the transition to renewable energy across our
owned and operated sites
Physical opportunity
(L)
Crop diversification
and increasing local
sourcing (especially in
higher latitudes)
Increased growth viability resulting in
reduced logistical emissions and costs.
Global – allocation of funding towards new production
techniques such as regenerative agriculture, vertical
farming and hydroponics; transitioning farmers from
traditional farming
(S) Short-term (M) Medium-term (L) Long-term
29Compass Group PLC Annual Report 2025
Quantitative scenario analysis
The outputs from the quantitative scenario analysis were carried
forward from our prior year disclosures. This decision was made in
conjunction with our external advisers, as no internal and external
factors changed that could materially impact the outputs of the
analysis. The quantitative scenario analysis will be repeated a
minimum of every three years in line with the relevant regulations.
As part of our quantitative scenario analysis, each of the risks and
opportunities identified during the qualitative scenario analysis was
considered for quantification based on the level of risk identified,
itslikelihood and the additional insight that would be gained
fromquantification.
Consistent with the qualitative scenario analysis our modelling
includes short-, medium- and long-term timeframes (2025, 2030 and
2050) and four countries (US, UK, Australia and France). Our analysis
focused on the four most relevant physical climate risks identified
during the qualitative scenario analysis: acute drought and heat
events, and chronic water stress and temperature increases.
Thesewere modelled under the three climate scenarios, A, B and C,
explained on page 27, across the relevant markets and each of the
short-, medium- and long-term timeframes.
The chronic risks were only modelled for the US and Australia on the
basis that of the four, only these countries are expected to experience
temperature increases at levels that will impact livestock and milk
production. The food products selected for the quantitative scenario
focused on protein (beef, dairy, poultry and pork) and produce (fruit
and vegetables).
In prior years, we have also modelled transition risks relating to carbon
taxation. We consider that the conclusions of that analysis remain
relevant andtherefore they have not been re-modelled.
The table below shows the results of the quantitative scenario analysis
in respect of physical risks, together with the low-carbon transition
scenario. We are confident that our strategic business model levers
and operational measures will allow us to mitigate the impacts to
levels deemed minor or negligible.
Quantification of potential cost impacts by climate scenario
Cost impact
1
– 2025/2030 Cost impact
1
– 2050
Risk Type Description Impact Country Focus area
A
(1.5° C)
B
(2.5° C)
C
(4° C)
A
(1.5° C)
B
(2.5° C)
C
(4° C)
Drought Acute Prolonged period of
abnormally low
rainfall leading to a
shortage of water
Crop stress
leading to
reduced yields
US, UK,
Australia
and
France
Poultry, pork,
produce
Extreme
heat
Acute Prolonged period of
abnormally high
surface temperatures
Crop stress
leading to crop
failure
US, UK,
Australia
and
France
Poultry, pork,
produce
Extreme
heat
Chronic Sustained abnormally
high surface
temperatures
Heat leading to
cow weight loss
and lower milk
production
US
and
Australia
Beef, dairy
Water
stress
Chronic Sustained higher
temperatures and
reduced precipitation
Reduced water
availability for
cattle feed, thus
reducing herd
size
US
and
Australia
Beef, dairy
Taxation
2
Transition Carbon tax on
agricultural and
freight (Scope 3)
emissions
Higher
compliance costs
or increased
insurance
premiums
US Beef, dairy,
poultry, pork,
produce
n/a n/a n/a n/a
Potential unmitigated annual food cost increase
1
< 2.5% 2.5-5.0% 5.0-7.5%
1. The cost impact columns indicate the potential unmitigated gross annual percentage increase in the cost of food products in scope for each risk scenario.
2. Scenario analysis on taxation considered the low-carbon (1.5°C and 2°C) transition scenarios and calculated the cost impact for a 2030 time horizon only.
The four specific risks identified by the Group as the most relevant physical climate-related risks.
Key assumptions
– it is assumed that the price elasticity of food products is 100%,
i.e. when the yield decreases by 1, the price increases by 1
– it is assumed that the price elasticity of poultry and pork feed is
50%, i.e. when the price of feed increases by 1, the price of
poultry and pork increases by 0.5
– the output of the analysis is an estimated cost increase assuming
no volume changes from 2022 levels and no changes in business
activities. The results refer to this scope only and, as such,
cannot be extrapolated
– the analysis does not include the mitigation or adaptation
measures that would be undertaken by the Group’s businesses
and their suppliers to offset the estimated cost increases
Task Force on Climate-related Financial Disclosures (TCFD) continued30 Strategic Report
No potential financial impacts related to physical climate risks in 2030
of 2.5% or more of total spend on in-scope food categories before
application of business levers were identified. The most significant
potential impact is from chronic water stress in the US and Australia in
2050 under all three climate scenarios, with an estimated annual cost
increase in the range of 2.5% to 5.0% of the total spend on in-scope
food categories across the US, UK, Australia and France. Beef and
dairy production is likely to be most impacted by climate change, with
costs increasing in the long-term. This is mitigated by our strategy to
build competitive sourcing programmes in alternative food categories
such as meatless proteins and dairy alternatives, and to nudge
consumers towards diets that are more planet-friendly. Consequently,
we are confident in our ability to mitigate the impact of this risk.
In respect of low-carbon transition risks, the analysis identified the
most significant potential impact to be from the transition risk of
carbon taxes on animal protein in the US in 2030 under low-carbon
climate Scenario A, with an estimated annual cost increase in a range
of 5.0% to 7.5%. Whilst we concluded that the application of the
business levers in our operational model would substantially reduce
the financial impact, the analysis showed that carbon tax on our
Scope 3 GHG emissions is a key risk to mitigate. It is, therefore, the
focus of our current efforts, which are highlighted in the Metrics and
targets section on page 32.
Future roadmap on scenario analysis
Despite our extensive scenario analysis, we recognise it is limited
bythe availability of data on the long-term impacts of climate
change,and our disclosures will evolve as this improves. We will
continue to work with experts to review the scope of our analysis
andevolve our process.
The resilience of the Group strategy
Compass Group’s sustainability leadership, climate net zero roadmap
and plant-forward strategy make us resilient and adaptable to the
impacts of climate change, most notably evolving client and consumer
demands and the projected climate impacts on animal protein
production costs and availability.
The Group uses a wide range of processes that can be flexed to
address changing market dynamics, supply disruption and other
impacts of climate change. These include a combination of
operational mitigation measures and strategic business model levers,
outlined in the table on pages 28 and 29. The main levers are flexible
menu arrangements with clients, food waste management to optimise
resource efficiency, and continued strategic diversification of
suppliers and sourcing regions. Compass already widely deploys these
levers as part of its normal business practices, and we are confident
they will continue to provide a competitive advantage during any
climate transition.
We are also evolving our approach to carbon. Most of the Group’s GHG
emissions are Scope 3 and therefore collaboration with our suppliers
is essential if we are to meaningfully impact those levels. We are
working with partners and continue to drive our volume-based data
approach, to build a more granular understanding of food-related
emissions. Helping suppliers reduce their carbon emissions, menu
engineering and reducing food waste form the three key levers to our
carbon reduction strategy.
We believe our business model will be resilient in all three climate
change scenarios considered during the process.
Risk management
Processes for identifying and assessing
climate-related risks
Climate change has been assessed as a principal risk by the Board
since 2021 in recognition of the potential impacts it can have on our
businesses in the medium and long-term. Climate change risks and
opportunities are considered as part of our major risk assessment
(MRA) process: a structured biannual bottom-up and top-down risk
review completed by all countries, which is the cornerstone of our risk
management framework.
The process for identifying climate-related risks and opportunities is
consistent with last year and continues to involve both country
leadership teams and central functions, including Finance, Risk
Management, Legal and Sustainability. Risks are identified and
assessed within each country and region, and the Group risks are
assessed biannually by the Board.
In accordance with our risk management framework, we assess the
materiality of key risks and opportunities, including climate-related
risks and opportunities, and deem them to have a substantive
financial or strategic impact if there is a one-off or recurring annual
profit impact of more than 4% of our PBIT. On climate-related topics
we involve internal and external experts to ensure we maintain an
up-to-date view on specific risks and opportunities to consider as part
of the annual process. More information about our risk management
framework can be found on pages 20 and 21.
Processes for managing climate-related risks
As noted on pages 21 to 26, the Group’s principal risks (which include
climate-related risks) are all considered as part of the Group’s
strategic planning process and viability statement assessment. In
addition, we note on page 103 how climate risk has been considered
in the basis of preparation of the Group’s consolidated financial
statements.
Climate risks and mitigations are monitored throughout the year by
the Executive Committee, as part of the biannual MRA process, and
separately by a cross-functional steering group. Regional CEOs are
responsible for managing climate change risks and opportunities for
their respective regions while responsibility at the country level sits
with the country managing directors.
The development of action plans to manage the climate-related risks
and maximise the opportunities, and the continual monitoring of
progress against agreed performance indicators, are integral parts of
both business process and core activities throughout the Group.
These performance indicators consist mainly of the metrics described
in the Metrics and Targets section on page 32, and are in line with our
strategy and the conclusions of our scenario analysis.
31Compass Group PLC Annual Report 2025
The transition plan will shape our Group-level approach to decarbonisation, supporting our geographies in setting their
own tailored strategies in line with their specific markets. It has been developed to achieve four core objectives:
Metrics and targets
Focus area Commitments/actions Targets/progress
Net zero
Commitment to climate net zero across global
operations and value chain
Net zero by 2050, including Scope 1, 2 and 3
emissions, with 2030 interim targets validated by SBTi
Scope 1 & 2
emissions
Reduce direct GHG emissions; achieve carbon
neutrality worldwide
46% reduction by 2030 from 2019 baseline
Scope 3
emissions
Address emissions from all purchased food and drink 28% reduction by 2030 from 2019 baseline; represents
98% of total emissions
Food waste
Core strategic priority; supports lower emissions and
mitigates climate risks
Food waste tech deployed at over 10,000 sites
2025 metric tied to year-on-year food waste reduction
Measurement
and data
Track emissions across Scopes 1, 2, and 3; use
improved hybrid methodology
Reporting aligned with the financial year. Emissions are
extrapolated to 100% based on Group revenue. See
page 19 for Scope 1 and 2 reporting methodology.
Scope 1 and 2: 25 countries, 99% of Group revenue.
Scope 3: 5 countries, 85% of Group revenue
Supplier
engagement
Formal supplier collaboration sessions; expectations
reflected in contracts and Supplier Code of Conduct
For example, our US business is integrating climate
accountability with partners by embedding SBTi
commitments into supplier contracts
Sustainable
finance
Sustainable financing framework launched in July 2022
to issue sustainable debt
Summary on page 19; full details on our website
Internal
carbon pricing
Prioritising development of internal carbon pricing
method; supports future offset planning and product-
level data capture
Under assessment
Remuneration
2025 annual bonus plans for executive directors and
senior management linked to food waste reduction
Enhanced tracking, planning, and procurement through
focused leadership action
Metrics
evolution
Ongoing review of climate metrics, aligned with TCFD’s
seven categories
Includes transition/physical risks, opportunities, and
capital deployment where relevant
Scenario
analysis
Outputs support our sustainability strategy and
mitigation actions
Reaffirmed by analysis; to be updated at least every
three years
Conclusion
The findings of the scenario analysis support our sustainability strategy and reaffirm the mitigating actions we are already taking across the Group.
We are confident in our ability to manage these riskswhilst maximising the available opportunities. Consequently, weexpect the net impact to be
immaterial to the Group. We remain committed to collaboration with partners in our ecosystem to decarbonise and are progressing our plan,
working with external experts to evaluate our analysis and to further improve our TCFD disclosures year on year.
Transition framework
To respond to climate
change risks and opportunities
Building on our climate scenario analysis conducted in 2023, we
are actively embedding adaptation and mitigation strategies in our
own operations and across our value chain as part of our
implementation strategy and to better respond to the effects of
climate change, through sourcing from sustainable suppliers and
fostering sustainable practices, like reducing food waste and
flexible menu planning.
To empower stakeholders
to decarbonise
We are committed to decarbonisation across our value chainby
supporting clients and suppliers to achieve their sustainability goals
with strategies such as reducing food wasteand expanding the
availability of low-carbon choices forconsumers.
To place individuals at the
heart of our transition
We want to ensure our climate transition initiatives are fair and
inclusive for impacted stakeholders, by collaborating with supply
chains to tackle key ESG issues, training chefs to innovate and
prepare plant-forward meals, and advocating forfair access to
nutritious food.
To drive change by
responding to regulation
By leveraging the knowledge we have gained from responding to
sustainability regulations, we can shape a consolidated strategy
that enables us to actively meet external obligations.
Task Force on Climate-related Financial Disclosures (TCFD) continued32 Strategic Report
As a global leader in food services, we acknowledge the importance of
transitioning our business model to promote social and environmental
responsibility, aiming to empower individuals to make healthier
choices for themselves and the planet. At Compass, we are committed
to fulfilling our Planet Promise of a sustainable future for all, reflecting
the Group’s values as an ethical, sustainable, and inclusive business.
As we work towards our target of net zero emissions across our
global operations and value chain by 2050, we continue to develop
our Group-level climate transition plan, aligned to our low-emissions
scenario analysis, and informed by the Transition Plan Taskforce
Disclosure Framework, the accompanying Food & Beverage Sector
Guidance, and the pivotal activities and initiatives presented on
page 32.
Our progress so far
This year we have continued to embed our climate transition
roadmap, which has provided our businesses with a framework to
focus on the initiatives best suited to their region. This framework is
enabling structured actions to be taken at a country level and
accountability through our governance structures. The framework
focuses on our three strategic levers for decarbonisation: supply
chain, operations, and clients. It not only guides the activities and
initiatives that we implement across our decentralised business
butalso provides a common language to help us report on our
progress annually.
Since we published our near-term decarbonisation targets in 2021, we
have continued to make progress in reducing our emissions across
Scopes 1, 2, and 3 (our 2025 emissions are reported on pages 18 and
19). We have continued work on monitoring and updating our
science-based targets, including SBTi Forest, Land and Agriculture
(FLAG) and non-FLAG targets, which are published on the Group
website https://www.compass-group.com/en/sustainability/planet/
climate-net-zero-2050.html.
We understand that enhanced data accuracy and transparency are an
important part of our journey towards more sustainable operations.
We are implementing robust supplier engagement programmes and
collecting more granular data to better capture and report our Scope 3
emissions.
We are pleased with our progress to date as shown on page 34 and
further details can be found in our Sustainability Report on our website
https://www.compass-group.com/en/sustainability.html (the 2025
Sustainability Report is due to be published in 2026).
Strategy
Following our qualitative and quantitative climate scenario analyses,
we have developed our strategy to directly address our identified risks
and opportunities, mapping our activities to a 1.5°C scenario. Our
transition is built on three key strategic levers which in turn guide our
sustainability priorities, transition activities, and strategic ambition.
Our levers are aligned to historical data from work completed in
collaboration with Planet FWD in 2022, which identified our material
decarbonisation areas. This has allowed us to clearly link our current
and future transition activities to the areas with the most potential for
emissions reductions. We are planning on assessing the time horizons
of these actions in the future, ensuring they are all still aligned to a
1.5°C scenario.
Governance
Embedding mature and robust governance across our wider corporate
strategy is key to providing accountability, reviewing, and refining
strategy, and reporting on our climate transition. We detail our
governance structures on page 26 of this Annual Report and are
continuing work on embedding our transition roadmap within our
organisational arrangements.
Oversight of our transition plan sits with the Global Director of
Sustainability and the regional and country sustainability teams and is
reviewed by the CR Committee.
Financial planning
Financial planning serves as a tool to provide us with fully-costed
actions, allowing Compass to better plan future changes to the
business, and show stakeholders how our transition plan will be
achieved. The sustainable financing framework discussed earlier is an
important tool in driving our transition. We are currently working on
mapping these eligible projects to our strategic levers to align financial
planning with our transition plan, and research will be developed to
quantify different elements of our plan.
Assumptions
Our strategic levers and activities were informed through
consultations with key stakeholders (Finance, Sustainability,
Procurement, and Data and Technology), our climate scenario
analysis and its related assumptions, and the latest guidance
fromtheTransition Plan Taskforce.
Nevertheless, the success of our transition relies on several factors
outside our direct control. 98% of the Group’s GHG emissions are
Scope 3 (originating in the supply chain), and although our strategy
outlines how we plan to engage with suppliers, there are elements
beyond our immediate stakeholders’ control that will impact our ability
to drive change: e.g. a national agriculture or nature policy such as the
EU Deforestation Regulation. Therefore, transitioning our supply chain
requires effort across the industry, which we continue to support – for
example through our work with the World Business Council for
Sustainable Development (WBCSD) and the World Resources
Institute.
With regard to healthy and sustainable diets, we leverage behavioural
change strategies and continue to engage with industry forums and
government to explore nutritional standards, but we rely on our
consumers to choose sustainably-sourced, plant-forward dishes
from our range of diverse and unique menu offerings.
Next steps and reporting
This report provides a comprehensive overview of our strategic
roadmap for transitioning to a low-carbon economy. We continue to
develop our Group-level transition plan, including a decarbonisation
roadmap and framework to illustrate in greater detail how we plan to
reach the near-term and 2050 targets. We will continue to track and
measure our progress as we navigate our sustainability journey,
withthe intention for our transition plan to be iterative, dynamic,
andcontinuously evolving.
33Compass Group PLC Annual Report 2025
Strategic lever: Clients and consumers
Our strategic ambition:
To help clients to work towards the economy-wide transition by
providing consumers with healthy and sustainable food choices and
maximising the efficient use of green energy.
Activities:
– encourage clients to maximise energy efficiency and use renewable
electricity to help them achieve decarbonisation of their on-site
kitchens
– implement dedicated chef training and client and consumer
education programmes to supportthe development and
consumption of sustainable andhealthy menus and raise
awareness on how to reduce foodwaste
– engage with industry forums and communities to develop nutritional
standards and behavioural change toolkits todrive sustainable and
healthydiets
– enable consumers to make sustainable and healthy choices
through deploying behavioural change strategies such as choice
architecture and providing consumers with more sustainability-
related information
Metrics we are using totrackprogress
1
– number of colleagues who have completed net zero training across
Compass Group’s businesses
Progress to date
– Global: increased engagement with clients and consumers through
Stop Food Waste Day, with participation across all of Compass
Group’s operating markets
– UK&I: use of a Climate Net Zero module to train kitchen staff to cut
waste, energy and water consumption, embedding sustainability
into daily operations. The module was completed over 36,000 times
in 2025
– US: enhanced client dashboard and reporting capabilities to
provide operators and clients with visibility of their environmental
impact. By equipping them with detailed emissions data, it
empowers smarter decision-making and more effective
sustainability strategies, supporting our clients’ climate goals
1. Here we have presented our initial metrics and targets for our strategic levers,
but we continue to consider appropriate metrics to phase in over time. The
metrics presented above are not associated with every activity listed under
the strategic levers; however we are aiming to develop metrics to track
progress on all of our actions. For further details on our progress, please see
our Sustainability Report on our website: www.compass-group.com
Strategic lever: Supply chain
Our strategic ambition:
To build business resilience and drive emission reductions by working
with suppliers on their journey to decarbonise; diversifying the supplier
base, respecting human rights, and promoting ethical trade.
Activities:
– segment the supply chain to prioritise engagement efforts to
improve traceability of product-level data and to identify the highest
climate risk categories
– establish minimum sourcing standards and set supplier expectations
through policies aligned with Compass’ carbon reduction plan
– embed expectations into the procurement process by providing
training to internal procurement teams to better equip them to
manage supply chain risks, as well as including contractual
language regarding Compass’ requirement in RFPs
– enable change through training and engagement with suppliers to
help them meet Compass’ minimum standards, and collaborate
with them on carbon reduction roadmaps with the aim of
standardising data collection methods and improving data quality
– collaborate with organisations externally and form partnerships to
leverage Compass’ influence to advocate for transparency and raise
industry standards, including by encouraging more regenerative
agricultural processes
Metrics we are using totrackprogress
1
– % of sourced volume of high-climate-risk commodity covered by
third-party certification (including % of sourced volume of net zero
deforestation commodities)
Progress to date
– Global: further embedded our deforestation policy which includes a
commitment to be deforestation-free in our North America and UK
businesses by the end of 2025. In combination with EUDR this
covers 90% of the Group’s procurement spend
– US: developed product-level life-cycle assessments with over 50
suppliers. This insight enables the business to manage emissions,
as well as purchasing, and ingredient decisions at the product level,
rather than relying on industry averages
Strategic lever: Operations
Our strategic ambition:
To collaborate with clients to drive carbon reductions by reformulating
menus, and reducing and repurposing waste.
Activities:
– deploy and expand usage of green technologies, e.g. food waste
technology or using renewable electricity to improve resource
efficiency
– donate via food reclamation partnerships to minimise waste and
reduce food poverty
– implement solutions to transition from single-use/fossil-fuel plastics
in an effort to further decarbonise products and services
– reformulate menus to lower the carbon footprint associated with
products and services through substituting ingredients with
low-carbon alternatives and using locally sourced products to
reduce food miles
Metrics we are using totrackprogress
1
– use of food waste technology
– number of community meals donated
– emissions reduction in menus that have had ingredients swapped
Progress to date
– Global:food waste technology deployed at over 10,000 sites with
our teams trained to record waste every day
– Global:continued to increase the number of community meals
donated year on year
– UK&I: re-engineering of suitable recipes in its menus, for example,
the associated emissions of a beef burger can be reduced by
combining minced beef with mushrooms
– US: embedding sustainability into processes by integrating
ingredient-level emissions data into menu management and
procurement systems. Real-time insights empower chefs,
operators, and procurement teams to balance taste, cost, and
quality while advancing climate goals
Transition framework
Task Force on Climate-related Financial Disclosures (TCFD) continued34 Strategic Report
Non-financial and sustainability
information statement
The table below sets out where stakeholders can find information in our Strategic Report that relates to non-financial matters detailed
undersection 414CB of the Companies Act 2006, as amended by the Companies (Strategic Report) (Climate-related Financial Disclosure)
Regulations2022.
Reporting
requirement
Some of our
relevant policies
1
Where to read more in this Annual Report
about our impact, including the principal
risks relating to these matters Page
Environmental
matters
– Environmental Policy
– Responsible Sourcing Policy
– Food Waste Policy
– Deforestation Policy
Purpose 7, 18 and 19
GHG emissions 19
TCFD reporting 26 to 34
Principal risks – Climate change 23
Employees
– Code of Business Conduct
– Business Integrity Policy
– Workplace Health and
Safety Policy
– Diversity and Inclusion Policy
Chief Executive’s review – People 6
People 16 and 17
Principal risks – Occupational safety, Talent 21 and 22
Safety 16
Ethics and integrity 16 and 17
Human rights
– Code of Business Conduct
– Business Integrity Policy
– Modern Slavery Act Statement
– Human Rights
Policy Statement
Whistleblowing, anti-bribery and fraud 16 and 17
Human rights 17
Employee diversity 16 and 17
Social matters
– Environmental Policy
– Responsible Sourcing Policy
– Food Waste Policy
– Modern Slavery Act Statement
Chief Executive’s review – Purpose 7
Stakeholder engagement 45 to 49
Purpose 7, 18 and 19
Anti-bribery
andcorruption
– Code of Business Conduct
– Business Integrity Policy
– Speak and Listen Up Policy
– Responsible Sourcing Policy
Ethics and integrity 16 and 17
Principal risks – Business ethics and integrity 24
Whistleblowing, anti-bribery and fraud 16 and 17
Business model
Strategy and business model 2 to 4
Non-financial
KPIs
– Workplace Health and
Safety Policy
– Food Safety Policy
– Environmental Policy
Global Total Recordable Injury Frequency Rate 16
Global Food Safety Incident Rate 16
Greenhouse gas intensity ratio 8 and 19
Principal risks
Risk management 20 to 24
1. The Company’s policies, statements and codes are available on our website: www.compass-group.com.
The Strategic Report, as set out on pages 1 to 35, has been approved by the Board and signed on its behalf by
Alison Yapp
Group General Counsel and Company Secretary
24 November 2025
35Compass Group PLC Annual Report 2025
37 Chair's letter
37 Compliance with UK Corporate Governance Code2018
38 Board of Directors
41 Governance framework
45 Section 172 and stakeholder engagement
51 Audit Committee Report
56 Corporate Responsibility Committee Report
58 Nomination Committee Report
61 Directors’ Remuneration Report
80 Other statutory disclosures
83 Directors’ responsibilities statement
Corporate Governance
and Directors’ Report
36 Governance
Chair’s letter
Governance and leadership
Dear Shareholder
On behalf of the Board, I present Compass Group PLC’s annual
Corporate Governance and Directors’ Report for the financial year
ended 30 September 2025. The report provides insights into how our
governance framework supported our performance in the year.
During the year, the main governance focus of the Board has been on
the introduction of the 2024 UK Corporate Governance Code (2024
Code), the triennial externally facilitated Board performance review
and simplifying the operation of the Board and its Committees.
Board and committees
There were a number of changes to Board composition and directors’
roles and responsibilities, which are described further in the
Nomination Committee Report.
In the past, all of our non-executive directors have been members ofthe
Board’s principal committees. This year, we reviewed the operation of
thecommittees with a view to further improving their effectiveness.
Asa result, we have reduced the number of committees on which
each non-executive director serves with effect from 1October 2025.
Moredetails of this, and other changes, are on pages 38 and 39
and58 and 60.
Governance reforms
The 2024 Code was published in January 2024 and applies to
Compass, for the most part, from 1 October 2025.
Provision 29 relating to the Company’s risk management and internal
control framework and the requirement for the Board to make a
declaration of the effectiveness of the material controls will apply from
1 October 2026.
The Audit Committee and a sub-committee of the Committee have
overseen preparations to comply with the 2024 Code, which are well
advanced, and more detail is on page 54.
Board effectiveness
This year, an external independent performance review of the Board
and its Committees was undertaken. Details are on page 60. The
review concluded that the Board and its Committees are operating
effectively, and I remain confident that our diverse Board possesses
the right blend of skills and experience and continues to discharge its
duties to a high standard.
Annual General Meeting 2026
Our AGM will be held on Thursday, 5 February 2026. Please note that
the venue has changed to 6 Alie Street, London E1 8QT and the
meeting will start promptly at 10.30am. Arrangements for the 2026
AGM can be found in the Notice of Meeting on our website:
www.compass-group.com.
We look forward to seeing you at the AGM.
Ian Meakins
Chair of the Board
24 November 2025
Compliance with the UK Corporate Governance Code 2018
Compliance statement
It is the Board’s view that for the financial year ended 30 September
2025, the Company was compliant with all the principles and
provisions set out in the UK Corporate Governance Code 2018 (the
Code). The Company’s auditor, KPMG LLP, is required to review
whether this statement reflects the Company’s compliance with the
provisions of the Code specified for its review by the Financial
Conduct Authority’s (FCA) UK Listing Rules and to report if it does
not reflect such compliance. No such report has been made.
Our commitment to corporate governance
The Board is committed to the high standards of corporate
governance set out in the Code. This Corporate Governance
Report, which includes the Directors’ Remuneration Report set
outon pages 61 to 79, describes how the Board has applied the
principles and complied with the provisions set out in the Code
forthe year under review. The Directors’ Report also contains
information required to be disclosed under the FCA’s Listing
Rulesand Disclosure Guidance and Transparency Rules. To the
extent necessary, certain information is incorporated into this
Report by reference.
This Corporate Governance Report on pages 37 to 79 and the Other
Statutory Disclosures section on pages 80 to 82, together with the
Directors’ Responsibilities Statement on page 83 and the Strategic
Report on pages 1 to 35, which make up the Directors’ Report, have
been incorporated by reference. Further information about
compliance with the Code can be found on the following pages:
– Board leadership and company purpose: pages 41 and 42
– Division of responsibilities: page 42
– Composition, succession and evaluation: pages 58 to 60
– Audit, risk management and internal control: pages 51 to 55
– Remuneration: pages 61 to 79
The Code can be found on the FRC’s website: www.frc.org.uk
Ian Meakins
Chair
37Compass Group PLC Annual Report 2025
Anne-Françoise Nesmes
Senior Independent Director (SID)
Appointed: July 2018. Appointed Chair of
the Audit Committee in February 2021.
Appointed SID in July 2023.
Other appointments: Non-executive director of Sanofi* and
Vodafone Group Plc*.
Past appointments: Served as CFO of Smith+Nephew plc, Merlin
Entertainments PLC and Dechra Pharmaceuticals PLC. Previously
held a number of senior finance roles during a 16-year tenure at
GlaxoSmithKline.
Liat Ben-Zur
Designated Non-Executive Director for
Workforce Engagement (DNED)
Appointed: July 2024. Appointed
Designated Non-Executive Director for
Workforce Engagement in October 2024.
Other appointments: Independent director of Talkspace, Inc.* and
Splashtop Inc., and an adviser to the Board of Concord Music Group.
Also advises start-ups and other companies through her own
consultancy firm, LBZ Advisory.
Past appointments: Served as an independent member of the
supervisory board of Umicore, a listed Belgian company, and held
senior roles in Microsoft, Philips and Qualcomm.
Petros Parras
Group Chief Financial Officer (CFO)
E
D
G
T
Appointed: December 2023. Joined the
Group in January 2020.
Other appointments: None.
Past appointments: Served as regional finance director for Europe
and the Middle East from January 2020 to November 2023.
Previously held senior finance, operational and strategic roles at
Procter & Gamble, Reckitt Benckiser, and Coty in Europe and
North America.
Palmer Brown
Group Chief Operating Officer (COO),
North America
G
E
Appointed: October 2021. Joined the
Group in 2001. Appointed Group COO,
North America in December 2023.
Other appointments: None.
Past appointments: Served as Group CFO from November 2021 to
November 2023, having previously held the role of Group Chief
Commercial Officer. Prior to that, held other senior finance, strategy
and legal positions in the Group’s North America business.
Dominic Blakemore
Group Chief Executive Officer (CEO)
E
G
Appointed: February 2012. Previously
Group CFO, Group Chief Operating Officer,
Europe, and Deputy Group CEO.
Appointed Group CEO in January 2018.
Other appointments: Non-executive director of
London Stock Exchange Group plc*. Vice-chair of the Council of
University College London, and chair of the board of trustees of
FareShare.
Past appointments: Served as anon-executive director of Shireplc,
CFO of Iglo Foods Group Limited, and European finance and strategy
director of Cadbury Plc. Previously held senior finance roles at
Cadbury and was a director at PwC.
Ian Meakins
Chair of the Board
Appointed: September 2020. Appointed
Chair of the Board in December 2020.
Other appointments: Chair and a
non-executive director of Unilever PLC*.
Past appointments: Served as non-executive chair of Rexel SA
andaschief executive of Wolseleyplc (now Ferguson plc),
TravelexHoldings Ltd and Alliance Unichem plc (until its merger
withBoots). Previously held positions at Diageo plc, Bain & Company
and Procter & Gamble. Was a founding partner at Kalchas Group
management consultants. Also served as a non-executive director of
O2 plc, as SID at Centrica plc, and as non-executive chair of
The Learning Network B.V.
Board of Directors
* Listed company
Board of Directors38 Governance
Juliana Chugg
Non-Executive Director
Appointed: September 2024.
Other appointments: Non-executive
director of V.F. Corporation*, Darden
Restaurants, Inc.*, and Masterbrand, Inc.*.
Past appointments: Served as anon-executive director of Caesars
Entertainment, Inc. and executive vice president and chief brand
officer of Mattel. Previously, held several senior roles at General Mills
in Australia and the USA.
Stefan Bomhard
Non-Executive Director
Appointed: May 2016. Stepped down from
the Audit, Corporate Responsibility,
Nomination and Remuneration Committees
on 30September 2025.
Other appointments: Executive Director Imperial Brands PLC*
andnon-executive director of Flutter Entertainment plc* and
TheMagnum Ice Cream Company B.V.
Past appointments: Served as CEO of Imperial Brands PLC and
Inchcape plc and as president of BacardiLimited’s European region.
Held senior positions at Cadbury Plc, Unilever PLC, Diageo plc,
BurgerKing and Procter & Gamble.
Arlene Isaacs-Lowe
Non-Executive Director
Appointed: November 2021. Appointed
Chair of the Corporate Responsibility
Committee in February 2025.
Other appointments: Non-executive
director of Equitable Holdings, Inc.* and Xenia Hotels & Resorts, Inc.*.
Financial secretary of The Links Foundation, Incorporated, and
amember of the advisory board of Howard University School of
Business.
Past appointments: Served as global head of corporate social
responsibility at Moody’s Corporation. Joined Moody’s Corporation in
1998, holding various senior leadership roles. Previously, CFO of
Equinox Realty Advisors LLC, and portfolio manager with MetLife Realty
Group, Inc. Former advisory board member of Agbanga Karite LLC.
John Bryant
Non-Executive Director
Appointed: September 2018. Appointed
Chair of the Remuneration Committee in
February 2023.
Other appointments: Non-executive
director and chair of Flutter Entertainment plc*, andnon-executive
director of Coca-Cola Europacific Partners plc* andBall Corporation*.
Past appointments: Served as executive chair and CEO of Kellogg.
Before joining Kellogg in 1998, held strategic and operational roles in
various companies worldwide. Also, a former non-executive director of
Macy’sInc.
Sundar Raman
Non-Executive Director
Appointed: January 2022.
Other appointments: Global CEO of
Procter & Gamble’s Fabric and
Home Care business.
Past appointments: President, Home Care and P&G Professional at
Procter & Gamble (P&G). Since joining P&G in 1998 as a market
analyst, he has held senior roles in business intelligence, marketing
and innovation across a variety of product lines and market segments.
Also served as chair of the American Cleaning Institute, and board
member of the National Underground Railroad Freedom Center.
Leanne Wood
Non-Executive Director
Appointed: May 2023.
Other appointments: Chief Human
Resources Officer of Vodafone Group Plc*,
and lead Vodafone non-executive director
for Vodacom Group Limited*.
Past appointments: Served as non-executive director and
chair of the Remuneration Committee of The Go-Ahead Group Plc.
Prior to Vodafone, was chief people, strategy and corporate affairs
officer for Burberry Plc, and worked at Diageo plc for 15 years, latterly
as group HR director. Also held strategy and finance roles for
Allied Domecq Plc, LEK Consulting and United Distillers.
* Listed company
39Compass Group PLC Annual Report 2025
Alison Yapp
Group General Counsel
andCompany Secretary
A
C
N
R
D
G
E
Appointed: October 2018.
Other appointments: None.
Past appointments: Served as chief general counsel and company
secretary of Amec Foster Wheeler plc, company secretary and general
legal counsel of Hays plc and company secretary and group legal
adviser of Charter plc. Previously held senior legal roles at
Johnson Matthey plc, and was a corporate and commercial lawyer at
Turner Kenneth Brown.
Scheduled Board and Committee meeting attendance table
1
Board
Audit
Committee
Corporate
Responsibility
Committee
Nomination
Committee
Remuneration
Committee
Ian Meakins 5/5 – 3/3 3/3 –
Dominic Blakemore 5/5 – 3/3 – –
Petros Parras 5/5 – 3/3 – –
Palmer Brown 5/5 – 3/3 – –
Anne-Françoise Nesmes 5/5 3/3 3/3 3/3 3/3
Liat Ben-Zur 5/5 3/3 3/3 3/3 3/3
Stefan Bomhard
2
5/5 2/3 3/3 2/3 3/3
John Bryant 5/5 3/3 3/3 3/3 3/3
Juliana Chugg 5/5 3/3 3/3 3/3 3/3
Arlene Isaacs-Lowe 5/5 3/3 3/3 3/3 3/3
Sundar Raman 5/5 3/3 3/3 3/3 3/3
Nelson Silva
3
1/1 1/1 1/1 1/1 1/1
Ireena Vittal
3
0/1 0/1 0/1 0/1 0/1
Leanne Wood 5/5 3/3 3/3 3/3 3/3
1. In addition to the above, a number of unscheduled Board and committee meetings were held to deal with important out-of-schedule business.
2. Unable to attend due to the timing of Imperial Brands PLC financial results.
3. Retired from the Board at the conclusion of the AGM on 6 February 2025. Ireena Vittal was unable to attend scheduled Board and Committee meetings in
November 2024 for personal reasons.
Directors’ diversity of skills and experience
CEO
experience
Finance
Strategy and
M&A
Remuneration
Health and
safety
HR/people
Operations
Sales and
marketing
Consumer
goods
andretail
Food and
beverage
Art, culture
and charity
Sustainability
Technology/
cyber-security
Ian Meakins
Dominic Blakemore
Petros Parras
Palmer Brown
Anne-Françoise Nesmes
Liat Ben-Zur
Stefan Bomhard
John Bryant
Juliana Chugg
Arlene Isaacs-Lowe
Sundar Raman
Leanne Wood
0-5 years 5-10 years >10
Board tenure
Chair Executive Directors
Non-Executive Directors
Board balance
147 67%25%8%
Board roles and Committee membership key
Audit Committee
Corporate Responsibility Committee
Disclosure Committee
D
Executive Committee
E
General Business Committee
G
Nomination Committee
Remuneration Committee
Treasury Management Committee
T
Chair
Senior Independent Director
Designated Non-Executive Director
for Workforce Engagement
Secretary
Committee membership information is
shown with effect from 1 October 2025.
Board of Directors continued40 Governance
Responsibilities of the Board
Leadership
The Board leads the Group’s governance structure and stewardship,
safeguards long-term sustainable success and creates value for
shareholders and other stakeholders. The Board sets the tone from
the top by demonstrating leadership.
Purpose, values and culture
Compass’ caring, winning culture is key to its success. It is built on
ethical values and strong governance, supporting long-term value and
sustainable growth. The Board defines the Company’s purpose and
values and these are detailed in the Code of Business Conduct (CBC).
The Group CEO and Executive Committee (whose membership
comprises the Group CEO, Group CFO, Group COO, North America,
Group General Counsel and Company Secretary, Group Chief People
Officer, Group Chief Commercial Officer, and the Regional CEOs)
actively promote ethical standards and good governance supported by
the key functions which help ensure high standards of ethical
behaviour and corporate governance are embedded across the Group.
The Board and its Committees monitor alignment with Compass’
purpose, values and strategy through various mechanisms, cultural
indicators and reporting lines, including those summarised below.
Cultural indicators
Health and safety
– Total Recordable Injury Frequency Rate (TRIFR)
– Food Safety Incident Rate (FSIR)
– safety walks and outcomes
People
– results of the global employee engagement survey and
pulse surveys
– gender pay gap disclosures
– diversity and inclusion statistics
– retention rates
Ethics and integrity
– adherence to the CBC and the Business Integrity Policy
– annual confirmation of compliance and pledge in respect of
compliance with the CBC by senior managers
– SpeakUp, We’re Listening statistics and trends
Clients and suppliers
– client retention rates
– adherence to the Global Supply Chain Integrity Standards
– adherence to the Supplier Code of Business Conduct
– supplier audits
Sustainability
– greenhouse gas emissions
– food waste reduction
– number of sites deploying food waste technology/frequency of use
– sustainable sourcing
– adherence to global Deforestation-Free Sourcing Policy
Workforce engagement
The Designated Non-Executive Director for Workforce Engagement
(DNED) provides a communication channel between the workforce
and the Board to ensure the employee voice is represented in the
boardroom, and holds meetings with a diverse set of employees
representing different sectors, countries and cultures. See page 43.
Governance and risk
The Board is responsible for oversight of risk management and setting risk
appetite. A robust governance and risk management framework ensures
that each business is operated and managed appropriately, and that
prudent and effective controls are inplace to identify new and emerging
risks and to mitigate and manage the principal risks. See pages 20 to 24.
Group strategy
The Board’s approval and oversight of strategy implementation are
crucial for the Group’s long-term sustainable success. The Board sets
and monitors strategic aims over the short, medium and long term.
Food service remains central to Compass’ strategy, with significant
growth opportunities in the global market. To capture these
opportunities, Compass creates innovative, bespoke offerings for
clients and consumers. More details of Compass’ business model and
strategy are on pages 1 to 35.
Governance framework
The Board
Membership of the Board comprises the Chair, the executive directors and the independent
non-executive directors. Their biographies are on pages 38 and 39. The Board has a formal schedule of
matters reserved for its decision which were reviewed during the year. The Board sets the Group’s
purpose, values, strategies and objectives to create and preserve long-term value for shareholders and
to contribute to wider society. It is supported by the four principal committees below which are
responsible for the matters delegated to them by the Board. The matters reserved to the Board and the
terms of reference of the Committees are on our website: www.compass-group.com.
Audit Committee
Oversight of the Group’s financial reporting and the effectiveness of the internal and external audit functions.
Corporate Responsibility
Committee
Oversight of the Group’s corporate responsibility, health, safety and sustainability, ethics and integrity,
people and other stakeholder engagement strategies.
Nomination Committee
Ensures the Board and the Executive Committee have the necessary balance of skills, experience and
diversity to oversee and deliver the Group’s strategy.
Remuneration Committee
Determines the reward strategy for executive directors and senior management in the context of the
wider workforce and ensures reward is aligned with shareholders’ interests.
A number of management committees have also been established. They consider various matters for recommendation to the Board and its
principal committees, or deal with day-to-day matters within the authority delegated by the Board. The Executive Committee, led by the
Group CEO, handles daily operational management and strategy implementation. Biographies of Executive Committee members can be
found on our website: www.compass-group.com. The General Business Committee manages administrative matters within Board-defined
limits. The Treasury Management Committee oversees implementation of treasury policies approved by the Board. The Disclosure
Committee oversees disclosure of market-sensitive information and other public announcements (as necessary).
41Compass Group PLC Annual Report 2025
Board activities 2024-2025
November March May July September
Purpose, strategy and implementation
Group CEO’s review, including a business update covering
financial performance, health and safety performance, ESG,
people and cultural indicators, initiatives and performance
Group CFO’s report, including Group financial performance,
results and outlook, finance, treasury, tax, cyber-security
arrangements and technology developments
Group COO, North America’s report, including an update on the
North America business covering financial performance, health
and safety performance, ESG, people and cultural indicators,
initiatives and performance
M&A and disposals, contract approvals and other capex
Strategy review including Group, regional and sector/forum
updates, post-investment reviews, and budget and three-year plan
Information systems and technology, and cyber-security
Stakeholder engagement and shareholder analysis
Risks
Formal biannual major risk assessment process
Governance
Review of full-year results announcement including going concern
and viability statements,final dividend and share buybacks
Review of half-year results and interim dividend
Trading update
Review of 2025 AGM Notice of Meeting
Approval of corporate governance documentation
Approval of any Board appointments/re-appointments/changes
to directors‘ roles and responsibilities
Review and approval of Board and Committee minutes
Effectiveness
Annual Board performance review process/outturn
Annual and ad-hoc reviews of directors’ conflicts of interest
Non-executive director fee review
Engagement with stakeholders
The Board ensures the Company operates in the best interests of its
shareholders as a whole and considers other stakeholders, the
environment, the Company’s reputation and the need to act fairly
between its members. Details of stakeholder engagement and the
Board’s oversight of stakeholder engagement are on pages 46 to 50.
The section 172 statement is on page 45.
Roles in the boardroom
The Board comprises executive and non-executive directors. This
ensures that no individual or small group of individuals dominates
decision making. All non-executive directors, except the Chair of the
Board, are considered independent. The Chair wasconsidered to be
independent on appointment. The roles andresponsibilities of Board
members are detailed on the Company’s website and demonstrate a
clear division between the roles and responsibilities ofthe Board and
executive management. Role descriptions for theChair of the Board,
Group CEO and SID are reviewed bythe Board and are updated as
necessary to align with legislation and best practice. They were
reviewed in the year. Copies are available on our website:
www.compass-group.com.
Responsibilities of the Board continued42 Governance
Board oversight of People, Performance
and Purpose
At every meeting throughout the year, the Board was briefed in the
Group CEO’s report on the Group’s three strategic pillars: People,
Performance and Purpose. Each update delivered insights into key
aspects of the three pillars. Examples of how the Board directly, or
through the work of its principal committees, has oversight of the
following matters are on the pages that follow: Group strategy;
financial performance; sustainability commitments; caring, winning
culture; talent retention; development and succession planning; and
the views of employees, shareholders and other stakeholders.
People
People are Compass’ greatest asset. During the year, the Board and
the Nomination Committee continued their focus on developing the
Board’s blend of skills and experience. The Board also continued its
employee engagement efforts through a variety of means including
site visits and roundtable meetings held by the Designated Non-
Executive Director for Workforce Engagement (DNED).
Site visits
Each year, the Board holds at least one of its meetings outside the UK.
These visits allow directors to meet colleagues informally, aiding
succession planning. They provide opportunities to assess local
management and understand the day-to-day operations, gather
insights and listen to local management’s views. The visits include an
overview of the country’s macroeconomic environment, social and
political systems and competitive landscape, together with a detailed
review of the country’s safety and financial performance, market,
strategy and opportunities. In March, the Board visited the US.
During the year, Non-Executive Directors, Liat Ben-Zur, Leanne Wood
and Juliana Chugg took the opportunity to visit a Canteen site in
Charlotte, US. In addition, Arlene Isaacs-Lowe visited the Group’s
Japanese business in Tokyo and met with its CEO and CFO.
These visits were valued by colleagues who appreciated the
opportunity to engage directly with Board members, share their
perspectives, and highlight local achievements and challenges.
Designated Non-Executive Director
for Workforce Engagement
The role of the DNED is to provide an effective communication
channel between the Group’s workforce and the Board to ensure that
the employee voice is represented in the boardroom.
During the year, Liat Ben-Zur, DNED, held six roundtable meetings
with employees from a variety of sectors, businesses and geographies
across the Group as part of a structured programme of engagement
designed and supported by the Group CPO. These roundtables
provided the DNED with opportunities to hear directly from employees
about matters of interest to them in an open environment, which in
turn enabled the Board to better understand the views of our people.
Colleagues who participated in the roundtables valued the opportunity
to engage with a representative of the Board, hear from other
colleagues, and create new ways to collaborate.
The main themes discussed in the roundtables included: the
acceleration of AI, technology and digital solutions to support
Compass’ continued growth at scale; the challenges of balancing the
long-term strategy with short-term cycles; preserving Compass’
caring, winning culture as the organisation continues to grow and
evolve; continued focus on talent management and ongoing interest
in, and support for, development programmes.
The feedback from these roundtables as well as the output from the
Group’s wider engagement activities were reported to the Corporate
Responsibility Committee. These engagement activities enabled the
Board to understand the issues that matter most to employees, and
provided invaluable insights which helped inform the Board’s
discussions and decision making during the year.
July Group 5:
UK
Education
UK
Compass One
UK
Defence, Offshore
& Remote
UK
Sports & Leisure
March Group 1:
USA
Finance
USA
Foodbuy
USA
Healthcare
USA
Technology
March Group 2:
USA
People
USA
Healthcare
USA
Business & Industry
USA
Higher Education
September Group 6:
UK&I
Foodbuy
UK&I
Foodbuy
UK&I
Foodbuy
UK&I
Foodbuy
June Group 3:
Europe & Middle East
Procurement
France
Finance
Spain
Sales & Retention
Northern Europe
Finance
DNED roundtables in 2025
The flags and icons above indicate the regions, countries and functions
represented by employee attendees.
June Group 4:
APAC
Commercial
Middle East
Health & Safety
Group
Sales Excellence
Group
People
43Compass Group PLC Annual Report 2025
Performance
Throughout the year, the Board monitored the Group’s performance
against its strategic priorities. The Board received regular reports from
the Group CEO, Group CFO, and Group COO, NorthAmerica,
presentations from the Group’s Regional CEOs on regional
performance, and updates from key functional heads on matters that
could impact the Group’s financial or operational performance.
At each meeting, the Board receives a report from the Group CEO on
progress against strategy and from the Group CFO setting out the
financial performance of the regions and the Group inthe latest period
and for the year to date. The Board considers the key financial
performance metrics, including revenue, organic revenue growth,
operating profit and margin, operating cash flow and cash flow
conversion, and regularly reviews the financial outlook of the Group.
The Group CFO’s report also provides updates on tax, treasury and
insurance matters. Additionally, the Group COO, North America,
regularly updates the Board on performance and developments in
North America. The Board also receives annual business updates
from the regional management teams as part of the regional strategy
reviews.
Twice a year, the Board reviews the major financial and non-financial
risks facing the Group’s businesses, including new and emerging
risks. The Board agrees the Group’s principal risks at the full and
half-year. It considers the identification of risks and opportunities, the
development of action plans to manage the risks and maximise
opportunities, and monitors progress against agreedKey Performance
Indicators. The Board has also established processes for identifying
emerging risks and horizon scanning for medium- to long-term risks.
The Group’s principal risks, and how these are managed, are
described on pages 20 to 24.
The Board also reviewed the Group’s preliminary budget for the
financial year ending 30 September 2026 and the three-year plan for
2026-2028. The budget and the three-year plan were both approved
in September2025.
At every meeting throughout the year, the Board received an
updateinthe Group CFO’s report on cyber-security arrangements.
Thesefocused on key aspects of the cyber-security framework,
including IT controls, security operations, network protection, and
employee awareness and training in relation to phishing and other
threats. In May, the Board received an update on the cyber framework
which had been deployed consistently across the Group with a focus
on operational evidence of compliance with the framework.
The Board takes cyber-security seriously and, in the year, it received a
presentation from one of the Group’s external cyber-security providers
on the cyber-security challenges currently faced by companies.
Thisincluded how threat actors employ AI to penetrate networks
andthe risks of social engineering tactics. The presentation also
considered how AI can be utilised by companies to combat AI threats,
together with other non-technological defence mechanisms such as
culture, mindset, skill sets, organisational structure and processes.
This context helped the Board to consider the maturity of Compass’
cyber-security arrangements. The Group Chief Information Officer also
provided an update on Compass’ AI framework and the guardrails in
place around the use of AI by employees.
The Board recognises the strategic importance of data, digital and
technology solutions to the future growth ambitions of the Group.
TheBoard received an update from the Chief Solutions Officer on the
evolution of the organisational structure to create a Solutions function,
distinct from infrastructure services and cyber security. She also
presented the revised Solutions framework, which had evolved to
integrate the Digital, Data and AI teams in order to accelerate value
delivery and help support Compass’ net new growth ambition.
The framework comprises two streams, namely, solutions and
technology, with the intention of further improving alignment with
Group’s business strategy. The Board also received a presentation on
how AI tools are already enhancing the efficiency and effectiveness of
growth teams across the business.
As part of the Group’s ongoing M&A activities, the Board considered
potential M&A opportunities, including the strategic rationale for
theacquisition of Vermaat Groep B.V. The Board approved the
transaction, concluding it was in line with the Group’s strategy and
capital allocation model and would further strengthen the Group’s
capabilities. More details are on page 50.
Purpose
The Board recognises that the Group’s Purpose is central to its
strategy, and is committed to shaping a fairer, more sustainable
future. The Board also recognises that as a global food services leader,
the Group has an opportunity to accelerate climate action, foster
ethical supply chains, and promote wellbeing across communities.
The Board maintains oversight of the Group’s Purpose primarily
through the Corporate Responsibility Committee and details of the
Committee’s work during the year are on pages 56 and 57. The Board
is also kept informed through the Group CEO’s report which contains a
high-level summary of Purpose matters including health and safety
performance.
Safety updates in the Purpose summary focus on the Group’s two
health and safety performance metrics, including year-to-date
performance and performance for the period. The performance
outcomes for FY2025 are on page 16. Updates on food waste,
responsible sourcing and supply-chain integrity matters also feature
regularly. The Board is updated on wider ESG matters through the
work of the Corporate Responsibility Committee.
The Board recognises the importance of sustainability to shareholders
and wider stakeholders and, at the Company’s AGM in February 2025,
shareholders raised a number of questions relating to sustainability
topics including food waste and the redistribution of surplus food.
More details on these matters can be found in the Purpose section on
pages 18 and 19 and in the TCFD report on pages 26 to 34.
The Company’s 2025 Sustainability Report will be published in 2026
on our website: www.compass-group.com.
During the year, the Board considered and approved the Company’s
Modern Slavery Act (MSA) statement, which provides an update on
the progress made in the year to further develop Compass’ approach
to mitigating the risks of modern slavery in the Group’s businesses and
their supply chains. The 2024 MSA statement is on our website:
www.compass-group.com.
Compass’ 2025 MSA statement will be published in December 2025.
Responsibilities of the Board continued44 Governance
Section 172 of the Companies Act 2006 requires the directors to promote the success of the Company for the benefit of its members as a whole
while having regard to the interests of the Group’s other stakeholders and the likely consequences of any decision in the long term. The directors
understand the importance of taking into account the impact of the Company’s activities on local communities, the environment, and the Group’s
reputation.
The table below sets out the areas of this Report which demonstrate how the directors have had regard to their section 172 responsibilities.
Section 172 disclosure Page
(a) the likely consequences of any decision in the long term
Strategic Report 1 to 35
Consideration of stakeholder interests 50
(b) the interests of the company’s employees
Chief Executive’s review 6
Business model 2 and 3
Stakeholder engagement 43, 45 to 49
Peopleand culture 16 and 17
Consideration of stakeholder interests 50
Remuneration Committee Report 61 to 79
Engagement, ethics and integrity 16, 53 and 56
(c) the need to foster the company’s business
relationships with suppliers, customers and others
Strategic Report 1 to 35
Stakeholder engagement 45 to 49
Consideration of stakeholder interests 50
(d) the impact of the company’s operations
on the community and the environment
Strategic Report 1 to 35
Stakeholder engagement 45 to 49
TCFD disclosures 26 to 34
Consideration of stakeholder interests 50
Purpose 18 and 19
(e) the desirability of the company maintaining
a reputation for high standards of business conduct
Risk management 20 to 24
Consideration of stakeholder interests 50
Audit Committee Report 51 to 55
Engagement, ethics and integrity 16, 53 and 56
Food safety and occupational safety 16, 21, 56 and 70
Corporate Responsibility Report 56 and 57
(f) the need to act fairly as between members of the company
Strategic Report 1 to 35
Stakeholder engagement 43, 45 to 49, 65 and 81
Consideration of stakeholder interests 50
Remuneration Committee Report 61 to 79
The above statement on section 172 of the Companies Act 2006 is incorporated by reference into the Strategic Report on pages 1 to 35.
Section 172 and stakeholder engagement
45Compass Group PLC Annual Report 2025
Stakeholder engagement
Clients
Why we engage Areas of focus Engagement in the year How the Board has oversight Outcomes and actions
We engage with clients
to deepen our
understanding of their
evolving needs, drive
mutual innovation, and
ensure our services are
aligned with their
business priorities.
– clean, safe, and
welcoming
environments
– digital and AI-enabled
service experiences
– local community
representation
– high-quality,
cost-effective food and
support services
– enhancing client
employee engagement
– conducted global client
satisfaction research and
feedback loops
– co-created bespoke ESG
and wellness strategies by
sector
– delivered joint innovation
forums and events (e.g.
Stop Food Waste Day, Chef
Appreciation Week, and
AI in food service
roundtables)
– created digital dashboards
for real-time service
tracking
The Board receives updates
through Group and regional
CEO reports, and gains
insight from additional
inputs from client
satisfaction metrics, Net
Promoter Score data, and
feedback collected via
formal reviews and annual
strategy sessions. These
insights help inform
business priorities and
investment decisions.
By aligning closely with
client priorities, we’ve
strengthened
partnerships, secured
multi-year contract
renewals, and increased
cross-sector wins,
particularly where
sustainability and
innovation are key
differentiators. Tailored
client solutions continue
to be a growth driver and
retention enabler.
Communities
Why we engage Areas of focus Engagement in the year How the Board has oversight Outcomes and actions
We engage with the
communities in which
we operate to build
trust, create inclusive
opportunities, and
strengthen local
economies. Our efforts
focus on supporting
access to employment,
nutrition, and local
sourcing that reflect the
unique needs of each
community.
– fair employment and
skills development
– support for local causes
and social equity
– partnering with small
and diverse suppliers,
including local farms
– food access, food
recovery, and education
– women, veterans, and
underrepresented
groups
– The Compass Group
Foundation and
philanthropic
partnerships
– creating a positive
social impact
– our US business expanded
its Grow With Us
programme to support
small farms through
long-term procurement
and capacity-building
– supported community-led
causes through grants,
employee volunteering,
and in-kind contributions
– continued collaborations
with transformative
organisations to help
create meaningful social
change
– engaged locally through
food recovery efforts, job
training programmes, and
educational initiatives
Community engagement
efforts are reported to the
Board through the
Corporate Responsibility
Committee. Updates come
via the Group Chief
Commercial Officer (CCO)
and Group Sustainability
team, as well as regional
leaders who present
specific community
initiatives and impact
stories throughout the year.
Our community
programmes have helped
advance inclusive hiring,
strengthen regional food
systems, and support
local suppliers. Through
our US business’ Grow
With Us programme,
Compass has deepened
relationships with small
farms and enhanced
sourcing diversity.
Grants and partnerships
have helped create
employment pathways
and promote food
equity, reinforcing our
commitment to
long-term, community-
rooted impact.
Compass is a geographically and culturally diverse business with
operations in over 25 countries. As a result, it has a global and diverse
community of stakeholders, each with their own interests in, and
expectations of, the Company.
As described in the Strategic Report, we have a decentralised structure
enabling the development of strategies on a country-by-country
andsector-by-sector basis, for which country management are
responsible and accountable. The Board’s role is therefore to provide
a framework that gives the Group’s businesses the freedom and
flexibility to make decisions, pursue opportunities, and manage risks.
Responsibility for the day-to-day operational management and
implementation of Group strategy has been delegated to the
Executive Committee, led by the Group CEO.
To enable the effective day-to-day running of the Group’s businesses,
the country managing directors and local leadership teams are
responsible for local strategy, execution and compliance, in alignment
with our values, governance and standards. Depending on the region,
an additional layer of regional and functional leadership may be
present. As a result, stakeholder engagement primarily takes place at
a local operational level, and the Board relies on local management to
keep it informed of the impact of the Group’s operations on its
stakeholders.
During the year, the Board and the Corporate Responsibility Committee
considered information from across the Group’s businesses and
received presentations from management. This enabled the Board to
consider the likely consequences of decisions over the long term and,
where relevant, the impact on stakeholders and the environment.
Examples of decisions made during the year, and the stakeholders
impacted, are on page 50.
A summary and examples of how Compass engages with its
stakeholders, and how the Board is involved and kept informed
ofstakeholder engagement, follow.
Stakeholder engagement46 Governance
Consumers
Why we engage Areas of focus Engagement in the year How the Board has oversight Outcomes and actions
We engage to
understand how
consumer trends evolve,
so we can deliver
delicious, high-quality
food experiences that
are convenient,
technology-enabled,
and represent good
value.
– flavoursome food
created by chefs to
meet consumer
demand
– convenient ordering,
fast service, and flexible
access (grab-and-go,
mobile, kiosks)
– digital solutions that
streamline the
experience and improve
speed
– menu variety,
personalisation, and
transparency
– value-driven choices
that don’t compromise
on quality
– conducted consumer
research to guide menu
innovation and service
enhancements
– expanded mobile ordering
and self-checkout to
reduce wait times and
improve frictionless
experience
– rolled out chef-led demos,
pop-ups, and seasonal
features to elevate the
culinary experience
– introduced
personalisation tools to
enhance decision making
– captured real-time
feedback through
front-line engagement
and digital channels
Consumer insights,
satisfaction scores,
participation metrics, and
feedback on digital and
culinary initiatives are
regularly shared with the
Board through regional and
Group CEO updates. These
inform strategy across food
innovation, digital
investment, and operational
design.
This year, our ability to
blend authentic food
experiences with
modern convenience
drove increased
engagement, repeat
visits, and strong
satisfaction results.
Continued investment in
both culinary creativity
and user-friendly
technology has
strengthened consumer
loyalty and brand
perception.
Government & regulators
Why we engage Areas of focus Engagement in the year How the Board has oversight Outcomes and actions
Ongoing engagement
with governments and
regulators is carried out
with those who are
responsible for
implementing policy,
laws and regulations
relevant to our business.
– consumer health and
public health policies
– food safety
– workplace health
and safety
– human rights
– climate change
– legal and regulatory
compliance
– public sector
procurement
– government buying
standards for food and
catering services
– school meals
– social value
– skills and employment
– our UK&I business
engaged with multiple
UKGovernment
departments, including
the Cabinet Office and
DEFRA. Topics included
the national food strategy
and public sector food
procurement
– the UK&I CEO’s continued
membership of the UK
Government’s Food and
Drink Sector Council
– the UK&I business has
responded to UK
Government consultations
on the Employment
Rights Bill and
Procurement Act
The Group General Counsel
and Company Secretary,
Head of Group Tax, and
other subject matter
experts regularly update the
Board and its committees
on regulatory developments
affecting the Group and its
businesses.
The Board receives updates
from the regional CEOs and
country managing directors
on relevant developments
in their businesses.
Ongoing engagement
with governments and
participation in relevant
consultations.
47Compass Group PLC Annual Report 2025
Non-governmental organisations
Why we engage Areas of focus Engagement in the year How the Board has oversight Outcomes and actions
We engage with
non-governmental
organisations (NGOs) on
targeted issues where
their subject matter
expertise complements
our internal capabilities.
These interactions help
us stay informed on
stakeholder
expectations and global
best practices,
particularly in areas
related to sustainability,
social responsibility,
and regulatory
developments.
– environmental
challenges (e.g. food
waste, climate change,
deforestation)
– ethical sourcing and
human rights
– animal welfare
– public health and food
systems
– social equity and
advocacy
– participated in
roundtables and
issue-specific
workstreams led by NGOs
and coalitions
– contributed to
collaborative initiatives on
food waste reduction and
ethical sourcing
– supported select NGO
campaigns aligned with
our priorities, such as
WRAP's Food Waste
Action Week
– engaged in knowledge-
sharing on evolving risks
and voluntary reporting
frameworks
The Board is kept informed
through the Corporate
Responsibility Committee,
which receives periodic
updates from the Group
CCO, Group Sustainability
team, and the Director of
Employment, Equity &
Social Impact. These
updates include relevant
insights from NGO
engagement and their
potential implications for
business strategy and
reputation.
Insights from NGOs have
helped validate and
refine Compass’
approach in certain
areas such as
responsible sourcing,
food system resilience,
and human rights due
diligence. These
engagements inform our
thinking, while final
action plans are shaped
by our operational goals,
stakeholder
expectations, and
internal governance.
People
Why we engage Areas of focus Engagement in the year How the Board has oversight Outcomes and actions
The ambitious growth
strategy of the business
depends upon the
people who deliver
fantastic service to our
clients and consumers
every day.
Understanding what is
important to them helps
the businesses improve
performance and
support colleagues to
be themselves
regardless of
background.
– attraction and retention
of talent
– career opportunities
and development
– health and wellbeing
– building a caring,
winning culture
– executive remuneration
– engagement surveys
– roundtables
– sector/functional forums
– Group executive, regional
and local management
townhall meetings/
presentations
– SpeakUp, We’re Listening
reports
– internal social media
channels
– consultative bodies
The Board receives regular
updates from the Group
Chief People Officer (CPO)
through the Corporate
Responsibility Committee
on people matters and
initiatives.
The Designated Non-
Executive Director for
Workforce Engagement
(DNED) engages directly
with colleagues from across
the Group to understand
their views and to hear
directly from employees
about the issues most
relevant to them. The DNED
reports feedback from
these sessions to the Board.
Engagement with
colleagues highlighted
the importance of
preserving Compass’
caring, winning culture
as the organisation
continues to grow, and
of providing meaningful
learning and
development
opportunities to our
people.
Wellbeing is recognised
as important, and
through sector and
functional teams the
businesses identify
focus areas and share
best practices.
Stakeholder engagement continued48 Governance
Shareholders
Why we engage Areas of focus Engagement in the year How the Board has oversight Outcomes and actions
Our philosophy is to
engage in regular,open
and transparent
dialogue with existing
and prospective
shareholders. Their
views and opinions are
shared with and valued
by the Board, which
reviews the feedback
and, where appropriate,
takes action to address
any concerns.
– financial performance
– competitive positioning
– strategy and outlook
– ethical business
practices and sound
governance
– leadership and
succession planning
– debt and liquidity
– sustainability and ESG
– executive remuneration
– the Group CEO, Group
CFO, other senior
managers and the IR
team meet regularly with
institutional investors
– one-to-one and group
meetings, webcasts,
presentations and
conference calls
– half- and full-year
meetings with
representatives from
institutional investors
– engagement between
investors and the Chair of
the Remuneration
Committee
– communications/
meetings with major
institutional investors
ahead of AGM
– 2024 Annual Report
– 2025 AGM
– regulatory
announcements
The Chair of the Board
ensures dialogue is
maintained and Committee
Chairs are available to
engage on their areas of
responsibility.
Non-executive directors
also develop a view of
investor sentiment through
updates from IR, the Group
Reward Director, and the
Group General Counsel and
Company Secretary, who
acts as a focal point for
shareholders throughout
the year.
Our AGM also provides a
valuable opportunity for
directors to engage directly
with shareholders.
The Board considered
investor views on
shareholder returns
when considering the
dividends and share
buybacks during the
year.
The Group General
Counsel and Company
Secretary together with
other senior executives
engage extensively with
shareholders, proxy
advisers and voting
agencies in response to
questions, and review
their reports in advance
of the Company’s AGM.
Suppliers
Why we engage Areas of focus Engagement in the year How the Board has oversight Outcomes and actions
We engage with our
suppliers to build a
resilient, ethical, and
future-proofed supply
chain that supports
product quality,
innovation, wellness,
and responsible
business practices
across all markets.
– supply chain integrity
and transparency
– allergen control and
nutritional data
– tariff and trade impact
mitigation
– cost and inflation
management
– wellness, sustainability,
and menu innovation
– labour rights, ethics,
and compliance
– modern slavery risk
mitigation
– health, safety, and
traceability
– held supplier summits
and roundtables to
address sourcing
challenges, tariffs, and
category prospects
– strengthened allergen
protocols in partnership
with key suppliers
– collaborated on
packaging reduction,
emissions tracking, and
wellness-promoting
product innovation
– conducted third-party
audits, compliance
checks, and supplier
performance reviews
The Corporate
Responsibility Committee
receives regular reports
from the Group CCO, Group
CPO, Head of Ethics and
Integrity, and Group
Sustainability team.
Updates cover supply chain
risks, including tariff
implications, modern
slavery mitigation,
sustainability progress, and
allergen management
protocols.
Through close supplier
collaboration, we
improved operational
agility, product
consistency, and cost
predictability. Enhanced
allergen safeguards and
wellness product
innovation supported
consumer trust.
Strategic planning
around tariffs and
tradevolatility helped
maintain pricing stability
and secure supply in
keycategories. Our
partnerships continue
tostrengthen
transparency,
performance, and
long-term value.
49Compass Group PLC Annual Report 2025
Consideration of stakeholder interests
during the year
The examples below give insights into
how the Board had regard forthe
interests of stakeholders in its
decision-making processes during the
year.
Key decisions
Shareholder returns
The Board recognises the importance of shareholder returns and,
during the year, rewarded shareholders by recommending an
increased final dividend of US 39.1 cents (31.42 pence) per share for
the financial year ended 30 September 2024, and approving an
increased interim dividend of US 22.6 cents (16.7 pence) per share
for the financial year ended 30 September 2025.
In its deliberations, the Board considered the Group’s growth
prospects and its strong financial performance in the 2024 financial
year and the first half of 2025, including its cash position and
distributable reserves, together with its stated dividend policy and
capital allocation model, as set out on pages 3, 12 and 13. Having
considered shareholders’ views as part of its deliberations, the Board
concluded that approval of the dividends was in the best interests of
the Company and its shareholders as a whole.
The Board also considered and approved the proposed resolutions to
be put to shareholders at the 2025 AGM, which included the payment
of the final dividend for the year ended 30 September 2024 together
with the renewal of the approval of the Company’s authority to
purchase its own shares. Each of the proposed resolutions was
approved by shareholders.
Stakeholders impacted:
Shareholders People
Bond issuance
During the year, approval was sought from the Board to issue term
debt to refinance maturing debt and maintain the Group’s liquidity
headroom.
In its deliberations, the Board considered the liquidity projections,
thematurity profiles of existing term debt, the status of M&A activity,
timing considerations and pricing options.
The Board approved the proposal to issue term debt. €700 million
ofterm debt was subsequently issued in June 2025 with the
proceedsused by the Company for its general corporate purposes,
including refinancing debt.
Stakeholders impacted:
Shareholders
Acquisition
Vermaat Groep B.V.
The Board considered a proposal to acquire Vermaat Groep B.V.
(Vermaat) a leading premium food services business in Europe,
offering tailored on-site food concepts, delivered-in solutions and
strong consumer-focused retail expertise.
The Board evaluated the strategic rationale for the acquisition,
including potential synergies and projected financial returns, and
determined that the acquisition would increase capabilities and scale,
and further promote sustainable growth in Europe. The Board noted
that the acquisition would enhance the Group’s footprint in the
Netherlands. Vermaat also has a growing presence in Germany and
France, which are among Compass Group’s top 10 markets.
It was concluded that the additional capability would enable the Group
to better capitalise on existing opportunities and continue to expand in
Europe.
The Board approved the acquisition, concluding that it was in line with
the Group’s strategy and capital allocation model and would further
accelerate growth and enhance shareholder returns.
The transaction was subject to consultation with the Vermaat Works
Council (which has approved the transaction). At the date of this
Report, the transaction remains subject to regulatory approval.
Stakeholders impacted:
Shareholders Suppliers Clients
Consumers People
Government
& regulators
Communities
Consideration of stakeholder interests during the year50 Governance
Audit Committee Report
Only members have the right to attend Committee meetings. Typically,
the Group Chief Financial Officer (CFO), Group Financial Controller,
Head of Group Tax and Group Director of Risk and Internal Audit,
together with the external auditor, attend Committee meetings. The
Chair of the Board and Group Chief Executive Officer (CEO) may also
be invited to attend. The Group General Counsel and Company
Secretary, who acts as Secretary to the Committee, attends all
meetings. Other members of senior management are invited to attend
meetings to present reports that are needed for the Committee to
discharge its duties. The Committee holds regular private discussions
with its members and meets separately with the external auditor and
the Group Director of Risk and Internal Audit without executive
management and other invitees present. The Committee Chair also
meets separately with the Group Financial Controller and Heads of
Group Tax and Group Treasury.
The Committee is responsible for the oversight of the Group’s financial
reporting and the effectiveness of the internal and external audit
functions. The Committee’s main responsibilities are more fully
described in its terms of reference, which were reviewed during the
year, and are on our website: www.compass-group.com.
The Committee is authorised to seek external legal and independent
professional advice as it sees fit to enable it to discharge its
responsibilities effectively.
The Committee has an annual agenda aligned to its terms of reference
and key events in the Company’s financial calendar, which provides
flexibility to include additional topics of particular importance, thereby
allowing the Committee to respond to emerging issues.
Governance
Anne-Françoise Nesmes has been the Chair of the Audit Committee
(the Committee) since February 2021. She is a chartered
management accountant and is considered by the Board to have
recent and relevant financial experience and to be competent in
auditing and accounting.
Committee membership in the year comprised all of the non-executive
directors, excluding the Chair of the Board. Committee members are
appointed by the Board on the Nomination Committee’s
recommendation. Committee members have appropriate financial
and commercial experience in multinational and/or complex
organisations, combined with a sound understanding of the
Company’s business, and are therefore considered by the Board to be
competent in the Company’s sector. Their biographies are on pages
38 and 39. The Board considers all Committee members to be
independent in accordance with the UK Corporate Governance Code
2018 (the Code) and capable of assessing the work of management,
the assurances provided by the Group Internal Audit (GIA) function
and the external auditor, and the effectiveness of the risk
management and internal control systems.
The Committee held three scheduled meetings during the year.
Theattendance table is on page 40. The Committee Chair engages
regularly with key individuals involved with the Company’s governance
and maintains regular contact with the external Senior Statutory Audit
Partner. The Committee Chair attends the AGM either virtually or in
person, to respond to questions on the Committee’s activities.
During the year, the Committee reviewed the interim and annual financial statements and considered the following:
Financial reporting and accounting matters
Fair, balanced and
understandable
Whether the description of the performance of the Group in the Annual Report and Accounts, taken as a
whole, is fair, balanced and understandable and provides the information necessary for shareholders to
assess the Company’s position and performance, business model and strategy.
Risk management and
internal controls
The adequacy and effectiveness of risk management and internal control systems including financial
controls, cyber-security risk mitigation, and the implementation of the enterprise resource planning (ERP)
system in North America.
Clarity of disclosures
and compliance
The clarity of disclosures and compliance with financial reporting standards and relevant financial
and governance reporting requirements and guidelines, including in relation to Alternative Performance
Measures.
Accounting policies
The accounting policies adopted in the Group’s financial statements, any proposed changes to them and
the adequacy of their disclosure.
Significant transactions,
accounting matters, and
key judgements and
estimates
The significant transactions, accounting matters, and key judgements and estimates used in preparing the
2025 Annual Report and Accounts and the interim financial statements, including management’s
assumptions underpinning the going concern and viability statements.
TCFD disclosures
The Company’s disclosure in the Strategic Report in response to the Task Force on Climate-related
Financial Disclosures (TCFD) reporting requirements, and related disclosures in the financial statements.
Non-financial Key
Performance Indicators
(KPIs)
Non-financial data points which help investors to develop a deeper understanding of Compass’ business
and to assess the Group’s progress and performance against its strategy.
Governance reforms
Consideration of the Company’s approach and progress in readiness for compliance with the
2024 UK Corporate Governance Code.
51Compass Group PLC Annual Report 2025
Audit Committee Report continued
Fair, balanced and understandable
AnnualReport and Accounts
Throughout the Annual Report and Accounts, performance during the
year is presented against a mix of financial and non-financial KPIs
which the Board and executive management consider best reflect the
Company’s strategic priorities. The Committee has considered these
KPIs and is satisfied that the information helps to convey an
understanding of the Company’s performance, culture and drivers of
success, which are of interest to stakeholders.
At the Board’s request, the Committee has reviewed the 2025 Annual
Report and Accounts, including the KPIs, to determine whether it
considers the Annual Report and Accounts, taken as a whole, provides
a fair, balanced and understandable assessment of the Company’s
position and prospects and provides the information necessary for
shareholders to assess the Company’s position and performance,
business model and strategy. The Committee concluded that this
requirement had been met and recommended the Annual Report and
Accounts to the Board for approval.
Risk management and internal controls
The Committee reviews the Company’s internal control and risk
management systems.
During the year, the Committee:
– received and discussed regular reports summarising the Group’s
risk management activities, noting that the principal risks remained
unchanged from the previous year end, except for the elevation
ofthe economic volatility risk, given global market instability.
TheCommittee also discussed the actions taken to mitigate the
principal risks
– reviewed internal audit findings and the status of agreed actions
with management
– monitored delivery of the internal audit plan, reviewed and
approved the plan for 2026 and noted the draft plans for 2027 and
2028
– reviewed the resources, terms of reference and effectiveness of the
Group Internal Audit and Risk Management function
– received a summary of the Group’s decision making and
governance structures including their evolution in recent years.
These structures aim to achieve an appropriate balance of oversight
while providing regions, countries and sectors with freedom to
operate
– reviewed and approved the Group Risk Management Policy
– reviewed arrangements for the Group’s workforce/stakeholders to
raise concerns in confidence about possible improprieties in
financial reporting or other matters (via SpeakUp, We’re Listening)
In discharging its responsibilities relating to the financial statements for the financial year ended 30 September 2025, the
Committee reviewed the following judgements and estimations, and concluded that they were appropriate:
Areas of significant accounting judgement and estimation Page
Carrying value of goodwill
The Group conducts a goodwill impairment exercise for its cash-generating units (CGUs) at least once a year in accordance
with IAS 36 Impairment of Assets, based on the most recent approved budget and financial plan. The Committee received and
discussed reports from the Group Financial Controller on the methodology and the basis of the assumptions used, noting, in
particular, the sensitivity of the UK CGU to reasonably possible changes in key assumptions. The Committee reviewed the
goodwill impairment assessment disclosures and concluded that these were acceptable.
114 and 115
Tax
The Group operates in multiple tax jurisdictions and is subject to the rules of their various taxation authorities. Due to the
complexity and changing nature of tax rules and transfer pricing across multiple tax jurisdictions, a degree of judgement is
required in determining levels of tax recognised in the financial statements. The Committee received briefings and discussed
reports from the Head of Group Tax on the potential liabilities identified, levels of provisioning and the basis of the
assumptions used.
110 to 112
Acquisition accounting
The valuation of assets on acquisition requires judgement. Estimation is required in determining the future cash flows and
discount rates used to value these assets. The Committee received and discussed reports from the Group Financial Controller
on the methodology and the basis of the assumptions used.
148 to 151
Post-employment benefits
The Group’s defined benefit pension schemes are assessed half-yearly in accordance with IAS 19 Employee Benefits. The
present value of the defined benefit liabilities is based on assumptions determined following independent actuarial advice.
The Committee received reports from the Group Financial Controller on the methodology and the basis of the assumptions
used.
139 to 143
Going concern and viability
The Committee received reports from the Group Financial Controller on the methodology and the basis of the assumptions
used in assessing going concern and viability. Having reviewed liquidity and compliance with debt covenants through the year,
for half-year and full-year reporting, the Committee reviewed the going concern and viability assumptions, including
consideration of a range of severe but plausible events that could have an impact on the Group’s viability and going concern
outlook.
14 and 25
52 Governance
– received an update from the Group Head of Ethics and Integrity
(E&I) on the business integrity risk profile and the effectiveness of
the SpeakUp, We’re Listening programme
– received a report from the Group Director of Risk and Internal Audit
in relation to theft and fraud
– received regular reports from the Head of Group Tax on tax policies,
uncertain tax positions, tax audits and inquiries
– received reports from the Group Financial Controller on
management certificates of assurance and on compliance with the
key internal controls over financial reporting
– received reports on the activities of the Regional Governance
Committees
– received updates in relation to the implementation of the ERP
system in North America
– received an update on the work being undertaken to implement
evolving ESG regulatory reporting, including on climate change
This year, given the importance of cyber threats, updates on
information security were considered by the Board rather than the
Committee. For more detail, see page 44.
The Committee reviews the integrity of any material financial
statements made by the Company. It monitors and conducts a robust
review of the effectiveness of the Group’s internal control systems and
financial, operational, compliance and reporting controls, as well as
the Company’s statements on internal control, before they are agreed
by the Board for inclusion in the Annual Report and Accounts.
The Group has established a risk management framework which was
in place for the full financial year and up to the date on which the
financial statements were approved. The framework is designed to
manage rather than eliminate the risk of failure to achieve the Group’s
strategic objectives, to safeguard the Group’s assets against material
loss, to fairly report the Group’s performance and position, and to
ensure compliance with relevant legislation and regulation including
that related to social, environmental and ethical matters. The
framework provides reasonable, but not absolute, assurance against
material misstatement or loss. Further details of the Group’s risk
management framework and principal risks are set out on pages
20 to 24.
The Committee also reviewed the risk management framework. As
part of this process, Group companies submitted biannual certificates
of assurance to the Group CFO on internal control and risk
management matters. The Group Financial Controller summarised
these for the Committee, and the Committee Chair reported to the
Board on the matters that have arisen from the Committee’s review of
the way in which risk management and internal control processes had
been applied. The Committee annually reviews risk management and
considers the effectiveness of Compass’ approach and any changes to
the risk policy.
Management has defined a set of key internal controls over financial
reporting (KFCs) with which all countries must comply. These KFCs
are regularly reviewed by the Group Financial Control team to ensure
compliance with best practice, regulations and standards.
GIA tests compliance with the KFCs annually for the Group’s largest
countries and on a rotational basis for others. The results were
reported to the Committee including details of the testing and
assessments undertaken. These did not identify any areas of
non-compliance that could have a reasonable possibility of resulting in
a material error or misstatement of the Group’s consolidated financial
statements.
The Committee and the Board are satisfied that the Company’s risk
management framework continues to operate effectively and provides
the necessary flexibility without compromising the integrity of the risk
management and internal control systems.
Whistleblowing, anti-bribery and fraud
The Committee receives updates on any allegations of theft or fraud in
the businesses, with individual updates being given to the Committee,
as needed, in more serious cases. The Group’s Business Integrity
Policy (BIP) and Code of Business Conduct (CBC) strictly prohibit any
involvement in theft or fraudulent activities whatsoever. The BIP sets
out the expectations for risk-assessing, and reporting and
documenting any fraud in accordance with local requirements and the
Speak and Listen Up Policy. It also sets out how allegations and
incidents are to be followed up, such as through investigations
conducted by the GIA, E&I or Legal teams. Fraud and theft reports are
consolidated at Group level, and feed into the regular updates
presented to the Committee.
The Corporate Responsibility Committee oversaw the continued
development of the Group’s overall E&I programme, the training of
employees on key business integrity risk areas and the way in which
management obtains assurance in this area, including the annual
self-certification process via the annual E&I pledge and declaration.
More information on the CBC, and the SpeakUp, We’re Listening
programme, is set out on pages 16 and 17, and 56 and 57.
Learn more about the CBC which is available at:
www.compass-group.com/en/who-we-are/ethics-and-integrity
ERP system
The North America programme lead updated the Committee on the
roll out of the North America ERP system, noting that the pilot
launched in August 2024 was on track both in terms of costs and
timelines. User sentiment overall was mostly positive, and feedback
would be used to further enhance user experience and improve the
system. The Committee challenged the pace of deployment of the
system and received assurance from management that it was
balanced and appropriate and reflected the demand from the
businesses. The Committee noted that assurance activities would
continue with both an external partner and the GIA function. A further
update was provided in September 2025. The solution was working at
scale, and unit-level feedback was largely positive as a result of
usability improvements and integration with source systems. Sector-fit
assessments and design-and-build activities continued to inform
updates to the overall deployment plan, and internal and external
assurance activities were ongoing. The Committee will continue to
monitor progress during the coming year.
Internal audit
The GIA function is led by the Group Director of Risk and Internal Audit
who reports functionally to the Chair of the Committee and
operationally to the Group CFO. The purpose, scope and authority of
the GIA function are set out in its terms of reference. The Committee
monitors and reviews the effectiveness of the GIA function, including
its resources, plans and performance as well as the degree to which
the function is free from management influence or other restrictions.
To help gain assurance on its independence, the Committee met with
the Group Director of Risk and Internal Audit twice during the year
without management being present.
The Committee reviewed and approved the GIA function’s terms of
reference, which are on our website: www.compass-group.com. It also
reviewed and approved the Group’s annual internal audit plan. The
plan was designed with reference to the Group’s principal risks shown
on pages 21 to 24. The Committee received regular updates on
progress against the plan and GIA’s findings, together with
management actions taken to address recommendations.
53Compass Group PLC Annual Report 2025
Audit Committee Report continued
The Committee reviewed the findings of an External Quality
Assessment (EQA) of the GIA function undertaken by Deloitte LLP,
noting that Compass’ GIA had achieved a 'Defined' EQA grading, the
highest among comparable organisations. A number of areas for
enhancement were identified, and an action plan has been
implemented.
The Committee remains satisfied with the effectiveness of the GIA
function and that it has the necessary objectivity and competency to
fulfil its mandate. It has also satisfied itself that GIA has adequate
standing and is free from management influence or other restrictions.
Corporate governance
The Committee considered the development of management’s plans
to meet the new requirements of the 2024 UK Corporate Governance
Code. The majority of the new requirements apply to Compass from
1 October 2025, while the changes which relate to the requirement for
the Board to make a declaration on the effectiveness of material
internal controls will apply from 1 October 2026. As reported last
year, a sub-committee of the Committee was established to oversee
management’s proposals outside the normal Committee cycle in
relation to the declaration on the effectiveness of material internal
controls. The sub-committee met with management’s cross-functional
working group on a number of occasions during the year to review the
Group’s material risk areas, material controls, and assurance over
these. This process focused on those activities and frameworks which
significantly mitigate the risks. In addition, the sub-committee
reviewed the second line of defence function established in North
America, given its materiality to the Group. The sub-committee
regularly reported on the development of the plans to the Committee.
In September, the Committee received a report on the material
controls for each of the risk areas, together with the summary of the
three lines of defence and assurance, and how the controls/control
frameworks managing the risks are kept relevant and validated. This
will allow the preparatory work to continue in relation to evidencing
and assuring the material controls.
The Committee also considered management’s revised preparations
to comply with the EU’s Corporate Sustainability Reporting Directive
(CSRD), given the postponement of the application of reporting
requirements, which will now apply to the Company from the reporting
year commencing 1 October 2027. CSRD requires the Company to
produce a detailed sustainability report on the impacts, risks and
opportunities arising from its activities on the environment, and
people, and how sustainability issues affect its financial performance.
Despite the delay, additional governance controls are being
implemented to ensure effective assessments and availability of
relevant sustainability information.
External audit
External auditor
The Committee is responsible for the development, implementation
and monitoring of the Company’s policy on external audit and has
oversight responsibility for monitoring the external auditor’s
independence, objectivity and compliance with ethical, professional
and regulatory requirements. It is responsible for the re-tendering and
selection process and recommends the appointment, reappointment
and removal of the Company’s external auditor, and considers the
risks associated with its withdrawal from the market in its risk
evaluation and planning.
The Committee sets the terms, areas of responsibility and scope of the
audit described in the external auditor’s engagement letter, including
the overall work plan and associated fees for the upcoming year, and
considers the cost-effectiveness of the audit.
Effectiveness of the external audit process
The Committee assessed the effectiveness of the external audit
process and whether the agreed audit plan for the financial year
ended 30 September 2024 had been fulfilled. The assessment
focused on risks identified by the external auditor and the work
performed by it to test management’s assumptions and estimates.
The effectiveness of the audit process in addressing these matters
was evaluated through reports presented to the Committee at the
half- and full-year.
The review also included a formal evaluation of several aspects of the
external audit. Internal stakeholders including Committee members,
regional finance directors and Group functions (including Internal
Audit, Legal, Finance and Tax) and local finance directors (excluding
countries not in scope for the KPMG audit) completed questionnaires.
A report on KPMG’s audit quality and effectiveness for the financial
year ended 30 September 2024 was presented to the Committee.
Thefindings were considered and opportunities for improvement were
identified and discussed with KPMG.
KPMG’s audit for the financial year ended 30 September 2024 was
selected for inspection by the Audit Quality Review team of the
Financial Reporting Council (FRC). The Committee considered the
outcome of this review. The inspection assessed the external auditor’s
work (and where appropriate oversight of, and involvement in, the
work of overseas component auditors) on: risk assessment and
planning; execution of the audit plan; and completion and reporting,
including the quality of communication with the Committee.
Theinspection focused primarily on key audit matters (goodwill
impairment in respect of the UK cash-generating unit, and uncertain
direct tax provisions) and other audit areas (revenue recognition,
inventory, contingent liabilities, and journal entry testing). The review
highlighted KPMG’s audit work over UK goodwill impairment as an
area of good practice, particularly the challenge of management’s
assumptions in the goodwill impairment model, and the approach
used to evaluate the reasonableness of the model.
During the audit of the 2025 Annual Report and Accounts, the auditor
challenged management as to whether the disclosures in the financial
statements were consistent with the narrative disclosures in the
Strategic Report in relation to the impact of certain risks. Theauditor
also challenged management’s approach to, and assumptions used
in, goodwill impairment testing, acquisition accounting (including the
accounting for the acquisitions of 4Service and Dupont Restauration)
as well as other sources of estimation uncertainty, such as uncertain
tax positions. Management and the external auditor engaged
constructively in relation to the challenges raised, and an unmodified
opinion was issued by the external auditor, which is set out on pages
85 to 95.
Overall, the Committee concluded that the external audit process
continued to be of a high quality and remained effective.
54 Governance
Independence of external auditor
Jonathan Downer was the Senior Statutory Audit Partner for the year
under review. To preserve the external auditor’s independence and
objectivity and to safeguard the integrity of the audit process, key
external audit team members rotate off the Company’s audit
periodically, and senior employees from the auditor cannot be
recruited for at least two years after they cease to be involved with the
provision of services to the Company.
The Committee assessed the external auditor’s independence and
objectivity based on assurances and information provided by the
external auditor at the audit planning stage. This included a written
disclosure of relationships (including the provision of non-audit
services) that could have an impact on the external auditor’s
independence and objectivity, and the safeguards in place to manage
such concerns. As part of this process, the Committee received a
statement from the external auditor advising that: all partners and
staff annually confirm their compliance with KPMG’s ethics and
independence policies and procedures; that they have no prohibited
shareholdings; and that KPMG’s ethics and independence policies are
fully consistent with the requirements of the FRC‘s Ethical Standard.
The Committee concluded that KPMG was independent of the Group
for the year under review.
Non-audit fees
The Company operates a policy on non-audit-related fees under which
it discloses the ratio of audit to non-audit fees paid in each financial
year. The Committee monitors the level of non-audit work which the
external auditor can perform, to ensure that any provision of non-audit
services falls within the scope of the agreed Non-Audit Work Policy
and does not impair the external auditor’s objectivity or independence.
The Group’s policy on non-audit services is aligned with the FRC’s
2019 Ethical Standard for auditing practices for what is permissible
for public interest entities, and no services outside this are approved
by the Committee. Engagements for non-audit services that are not
prohibited are subject to formal approval by the Committee, based on
the level of fees involved. Non-audit services that are pre-approved
are either routine in nature (e.g. the half-year limited review) with a
feewhich is not significant in the context of the audit, or are other
audit-related services. Within the constraints of applicable UK
rules,the external auditor can undertake certain non-audit work.
Theprovision of non-audit services within such constraints and the
agreed policy is assessed on a case-by-case basis to ensure that the
adviser best placed to undertake the work is retained. In accordance
with the Group’s policies, the Group CFO approves individual
non-audit services with fees up to $75,000 and non-audit services
with combined fees up to $150,000. Committee approval is sought
fornon-audit services exceeding these limits.
Fees paid in the year
The total fees paid to KPMG in the year ended 30 September 2025
were $12.4 million, of which $0.8 million (6.5%) related to non-audit
work (2024: $10.6 million of which $0.9 million (8.5%) related to
non-audit work).
The Committee considered the non-audit work undertaken by
KPMG during the year and concluded that the tasks performed
represented permitted non-audit services (as set out in Section 5 of
the FRC’s Revised Ethical Standard 2019). The principal non-audit
services provided by KPMG related to: the half-year review of the
Group’s interim financial report; comfort letters in respect of the
annual extension of the Euro Medium Term Note programme
andbond issue; limited assurance over certain climate-related
disclosures(including Scope 1, 2 and 3 emissions), together with
responsible sourcing and food waste; and assurance over the Group’s
sustainable bond allocation proceeds under the sustainable financing
framework. Costs relating to limited assurance testing are expected to
increase in future years as requirements in this area continue to
expand. The Committee believes that, as external auditor, KPMG
wasbest placed to undertake these non-audit services, and thatthe
level of fees for these services did not adversely impact itsintegrity,
objectivity or independence. Further disclosures on thenon-audit
feespaid during the year can be found in note 3 to the financial
statements on page108.
Statutory audit tender process
The Company complies with the provisions of the Statutory Audit
Services for Large Companies Market Investigation (Mandatory Use of
Competitive Tender Processes and Audit Committee Responsibilities)
Order 2014. The Committee selects and appoints the external auditor.
It initiates and conducts the competitive tender process for the
provision of external audit services and makes recommendations to
the Board, which are subject to shareholder approval at the
Company’s AGM.
The Committee ensures that the external audit services contract is put
out to tender at least once every 10 years. The last competitive tender
process was undertaken in 2023, following which, KPMG LLP (KPMG)
was reappointed as the Company’s external auditor in February 2024.
KPMG has expressed its willingness to continue as the Company’s
auditor. Separate resolutions proposing KPMG’s reappointment and
authorising the Committee on behalf of the Board to determine
KPMG’s remuneration will be proposed at the 2026 AGM.
Committee performance review
The 2024 internal performance review process confirmed that the
Committee continued to be effective. The following areas for
improvement were identified for 2025: ESG and sustainability
reporting, including assessing the level of assurance required;
regulation, especially preparation for the 2024 UK Corporate
Governance Code reforms; and oversight of controls for systems
implementation and migration, cyber-security risk management and
ongoing risk oversight.
As outlined in this, and other sections of this Annual Report (as
appropriate), progress has been made in all areas.
Details of the 2025 triennial external Board and Committee performance
review are on page 60.
Anne-Françoise Nesmes
Chair of the Audit Committee
24 November 2025
55Compass Group PLC Annual Report 2025
Corporate Responsibility
Committee Report
As noted in our 2024 Annual Report, we evolved our personal injury
metric to include all work-related injuries – Total Recordable Injury
Frequency Rate (TRIFR) and from FY2026 we will evolve our food
safety metric to include all substantiated material food safety
incidents – Material Food Safety Incident Rate (Material FSIR).
Material FSIR focuses on more serious incidents such as allergens and
foodborne illness, addressing the principal risk of a material food
safety incident as shown on page 21. Incidents such as foreign objects
will continue to be recorded and reported to the Committee.
The performance outcome of the Group’s occupational health and
safety and food safety measures against the limits set at the beginning
of FY2025 are on page 16.
Sustainability
The Committee reviewed updates at each meeting on the progress to
achieve a reduction in food waste in FY2025, which was linked to 5%
of the annual bonus plan for executive directors and senior management.
The Committee noted that controls had been developed to support
data quality, and dashboards were being used to track performance
by site with training provided to front-line workers to use the food
waste measurement technology. It was noted that food waste had
continued to reduce, notwithstanding the increase in revenue year on
year, and that the Group was on track to achieve its food waste
reduction target for the year.
In May, the Committee considered a proposal to move away from
thefood waste reduction measure at Group level as a standalone
component of the annual bonus plan for FY2026. It was noted
significant progress had been made over the last three years in
measuring and recording food waste and that this was now deeply
integrated into Compass’ operational practices; it was also a key
contributor to operating margin and already captured in the profit
component of the annual bonus plan performance measures.
Thiswasapproved at the September meeting.
More details on the Group’s sustainability initiatives, including
information on the Group’s Scope 1, 2 and 3 emissions, are set out
onpages 18 and 19.
Ethics and integrity
In November 2024, the Committee received an update from the
Group Head of E&I on the Group’s SpeakUp, We’re Listening
programme in the prior year. The Committee noted the positive trends
observed, reflecting the programme’s growing effectiveness. Notably,
there had been an increase in case volumes and business integrity
reports, attributed in part to heightened awareness following the
launch of country-specific business integrity policies and associated
training. These efforts helped further encourage and promote
reporting behaviours across the Group. There had also been a
favourable reduction in the misconduct reporting risk profile,
evidenced by a year-on-year decrease in the most serious types of
reports, and improvements in follow-up and case management
processes contributed to the overall health and maturity of the
programme. The Committee noted that the case substantiation rate
was stable year on year, and the overall reporting profile was
consistent with external benchmarks.
Governance
Arlene Isaacs-Lowe succeeded Nelson Silva as Chair of the Corporate
Responsibility Committee (the Committee) in February 2025.
Committee membership in the year comprised all of the independent
non-executive directors, executive directors, and the Chair of the
Board. Committee members are appointed by the Board on the
Nomination Committee’s recommendation. Their biographies are on
pages 38 and 39.
The Committee held three scheduled meetings during the year.
Theattendance table is on page 40. The Chair of the Committee
attends the AGM virtually or in person to respond to questions on
theCommittee’s activities. Only members have the right to attend
Committee meetings. Other individuals, including senior management
and external advisers, may be invited to attend all or part of any
meeting to enable the Committee to discharge its duties. The Group
General Counsel and Company Secretary, who acts as Secretary to the
Committee, attends all its meetings.
The primary purpose of the Committee is to assist the Board by
agreeing, monitoring and overseeing the delivery of the Group’s
corporate responsibility, health and safety (H&S), sustainability,
ethicsand integrity (E&I), people and other stakeholder engagement
strategies. The Committee’s main responsibilities are more fully
described in its terms of reference, which were reviewed during
theyear and are on our website: www.compass-group.com.
TheCommittee is authorised to seek external legal and independent
professional advice as it sees fit to enable it to discharge its
responsibilities effectively.
Health and safety
Throughout the year, the Committee monitored the Group’s H&S
performance through reports from the Group Chief Commercial
Officer and regular safety moments highlighting key topics and
lessons from recent incidents. Through these briefings, the Committee
gained a deeper understanding of H&S challenges and how lessons
learned are applied to prevent reoccurrence.
To further strengthen this proactive approach, from FY2026 we will
begin measuring leading indicators, with safety walks introduced as a
Key Performance Indicator.
Safety walks are structured, documented and verifiable processes
through which senior leaders observe and promote safe practices
withactions tracked electronically. Safety walks embed a culture of
prevention through enhanced real-time risk identification, improved
leadership visibility and shared safety ownership. This approach has
proven to be effective in markets where it has already been adopted.
Our two established historical metrics on personal injury and food
safety incidents will act as an underpin to safety walks for annual
bonus incentive purposes for executive directors and senior
management for FY2026. The Committee will continue to review
performance against these metrics at every meeting to assess the
effectiveness of H&S strategies and controls.
56 Governance
In September 2025, the Committee received an update on the E&I
programme activities in the year and the priorities for the year ahead.
Programme implementation had progressed well, with key
developments including the roll out of the Investigations Policy and
Group data privacy framework. Third-party integrity due diligence
(TPIDD) continued to be embedded, and M&A compliance due
diligence had matured. Looking ahead, work continues to strengthen
the controls and assurance framework and further embed policies,
procedures and key controls into local control environments.
TheCommittee noted that in July 2025, Compass had been awarded
the prestigious Compliance Leader Verification status by Ethisphere,
in recognition of the Group’s commitment to building and sustaining a
well-designed ethics and compliance programme.
Learn more about our E&I programme and SpeakUp,
We’re Listening on our website: www.compass-group.com/
ethics-and-integrity
People
The Committee reviewed the results of the Group’s FY2024 employee
engagement survey which focused on safety, opportunity and
inclusion. The consolidated results (encompassing the Your Voice
survey in the US and the Your Say survey in the rest of the world)
showed strong engagement across the Group. The Committee also
reviewed participation and response rates, and noted that employees
from 31 countries had participated, with responses in 40 languages.
Employee participation overall had increased year on year, and
engagement and leadership scores remained strong. Overall life
satisfaction and the employee net promoter score had also improved.
The Committee considered insights from the engagement results, and
the areas of opportunity for further improvement that had been
identified, and noted that country action plans were being considered
to further enhance employee’ experiences.
The Committee also received summaries of the FY2025 roundtable
meetings hosted by Liat Ben-Zur, the Designated Non-Executive
Director for Workforce Engagement, with employees from across the
Group. Mrs Ben-Zur shared her observations, noting that the sessions
continued to offer valuable insights and remained popular with
participants, who appreciated the Board taking a direct interest in
their views.
The data and employees’ views gathered from the global engagement
survey and other engagement mechanisms, together with feedback
from the roundtable meetings, helped ensure the Board was aware of
the views and concerns of the workforce so that these could be
considered in the Board’s discussions and decision-making
processes. More details of the roundtable meetings held in FY2025
are on page 43. Engagement with the Group’s employees is also
described on page 48.
Human rights and modern slavery
The Committee reviewed the Group’s Human Rights Policy to ensure it
complied with relevant laws and regulations and was aligned with the
Group’s strategy.
The Committee also reviewed the Company’s 2024 Modern Slavery
Act (MSA) statement and confirmed it met the requirements of section
54 of the MSA 2015 and reflected progress made in 2024. The
Committee recommended the 2024 MSA statement to the Board,
which was approved.
The 2025 MSA statement, which was reviewed by the Committee at
its meeting in November 2025, will be published on our website
inDecember 2025.
Stakeholder engagement
The Committee considered the Group’s stakeholder engagement
activities with its people, clients, consumers, suppliers, communities
and NGOs, including key areas of focus. It was also given a brief
update on the work being undertaken by The Compass Group
Foundation which provides grants to charitable organisations in
countries in which Compass Group companies operate.
Learn more about The Compass Group Foundation
on our website: www.compass-group.com/en/
compass-group-foundation
The Committee noted that Compass’ businesses continued to work
closely with their suppliers to meet their ESG commitments, focusing
on reducing Scope 3 emissions, and also partnering with clients to
support clients’ ESG goals: for example through reducing food waste,
minimising single-use materials, reducing carbon emissions and
supporting communities through local sourcing. Compass’ businesses
had also listened to consumers to better understand their views on
sustainability and evolving tastes and trends, which helped them
improve the services they provided.
By working with NGOs, Compass had helped to drive action on food
waste, animal welfare, responsible sourcing, and supply chain
integrity, reinforcing the credibility of its work with clients, investors,
and peers. In local communities, Compass’ businesses continued to
build trust by acting responsibly and creating further opportunities,
offering training and jobs, and supporting local food systems.
Information on the approach to stakeholder engagement, including
how the Board is apprised of stakeholders’ views, and how the matters
set out in section 172 of the Companies Act 2006 have been considered
in Board discussions and decision making, is on pages 46 to 50.
Committee performance review
The 2024 internal performance review process confirmed that the
Committee continued to be effective. The following areas for
improvement were identified for FY2025: preparing for changes in
ESG and reporting requirements; overseeing and monitoring health
and safety performance and progress, particularly food safety;
andtracking the Group’s performance against its ESG commitments.
Asoutlined in this, and other sections of this Annual Report
(asappropriate), progress has been made in all areas.
Details of the 2025 triennial external Board and Committee
performance review are set out on page 60.
Arlene Isaacs-Lowe
Chair of the Corporate Responsibility Committee
24 November 2025
57Compass Group PLC Annual Report 2025
Nomination Committee Report
Depending on the strategic and succession plans of the Company,
where appropriate, the Company will consider individuals who may not
have direct PLC experience, but who have experience of leading
complex, global-scale organisations. The Committee believes that this
approach broadens the talent pool. The Committee carefully
considers the selection and reappointment of directors, before making
a recommendation to the Board. Non-executive directors and the
Chair of the Board are generally appointed for an initial three-year
term, which may be extended for a further two three-year terms.
Reappointment is not automatic at the end of each term.
Induction process
New non-executive directors receive a comprehensive and tailored
induction programme aligned to the individual’s needs and role.
Thisincludes meetings with senior management, the external auditor
and advisers, alongside technical briefings and site visits to introduce
them to the Group’s businesses and culture. During the year,
Liat Ben-Zur and Juliana Chugg, who were both appointed in 2024,
completed their induction programmes.
Changes in roles and responsibilities
In October 2024, Liat Ben-Zur succeeded Ireena Vittal as Designated
Non-Executive Director for Workforce Engagement. In February 2025,
Ireena Vittal and Nelson Silva retired from the Board at the conclusion
of the AGM. Arlene Isaacs-Lowe succeeded Nelson as Chair of the
Corporate Responsibility Committee. Having completed nine years'
service, Stefan Bomhard will retire from the Board at the conclusion of
the Company’s AGM on 5 February 2026 and will not seek re-election.
Stefan stepped down as a member of the Audit, Nomination,
Remuneration, and Corporate Responsibility Committees, with effect
from 30 September 2025.
Board succession planning
The Committee regularly reviews the skills, knowledge, experience
and diversity of the Board to ensure it can perform its duties
effectively. It determines the skills and attributes needed for new
appointees and reviews the terms of independent non-executive
directors to facilitate future refreshing of the Board, and to maintain
an appropriate balance. The Committee will continue to evolve its
succession plans to align directors’ skills and experience with the
Company’s strategy, while being mindful of statutory and regulatory
requirements and other guidance relating to board composition.
Senior management succession planning
The Committee oversees the development of a strong and
diversepipeline of high-calibre individuals capable of discharging
executive-level responsibilities through the succession planning
process. This enables the Committee to monitor and evaluate the
strength of the talent pipeline, its composition, its diversity and the
training and development needs within the Group’s senior leadership.
Individuals in the talent pipeline are assessed against talent success
profiles which are used to select the strongest candidates for roles, to
identify targeted development needs and to ensure a greater
likelihood of successful performance in role. During the year, the
Group CPO shared insights from the Group’s talent assessment
processes. The Committee noted that since introducing talent success
profiles, around 600 employees from across the Group had been
assessed, the majority of whom compared strongly to external
benchmarks when measured against the top differentiating
competencies for performance at executive level.
Governance
Ian Meakins has been Chair of the Nomination Committee (the
Committee) since December 2020. Committee membership in the
year comprised all of the independent non-executive directors and the
Chair of the Board who was independent on appointment. Committee
members are appointed by the Board on the Nomination Committee’s
recommendation. Their biographies are on pages 38 and 39.
The Chair of the Board acts as Chair of the Committee, except when
dealing with their own succession when the meeting is usually chaired
by the Senior Independent Director (SID).
The Committee held three scheduled meetings during the year.
Theattendance table is on page 40. The Chair of the Committee
attends the AGM to respond to questions on the Committee’s activities.
Only members of the Committee have the right to attend meetings.
Other individuals, including the Group Chief Executive Officer (CEO),
the Group Chief People Officer (CPO), other senior management and
external advisers may be invited to attend all or part of any meeting as
and when appropriate. The Group General Counsel and Company
Secretary, who acts as Secretary to the Committee, attends all its
meetings.
The primary purpose of the Committee is to assist the Board by
leading the process for appointments, ensuring plans are in place for
orderly succession to both the Board and senior management
positions, and overseeing the development of a diverse pipeline of
effective talent capable of delivering shareholder value over the long
term. The Committee’s main responsibilities are more fully described
in its terms of reference, which were reviewed during the year and are
on our website: www.compass-group.com.
The Committee is authorised to seek external legal and independent
professional advice as it sees fit to enable it to discharge its
responsibilities effectively.
Board appointment process
Procedures for appointing new directors are set out in the
Committee’s terms of reference. The appointment process is led by
the Chair of the Board, except where the appointment is for their
successor, when it is usually led by the SID. When appointing a new
Chair of the Board, the process includes an assessment of the time
commitment expected, recognising the need for the Chair of the
Board to be available in the event of a crisis.
Before appointing a director, the Nomination Committee agrees a
candidate specification setting out the role, together with the personal
qualities and capabilities required. The Board promotes an
environment which is supportive of individuals from diverse
backgrounds, and in identifying suitable candidates the Committee:
– uses open advertising or the services of external advisers to
facilitate the search
– considers candidates from different genders and a wide range of
backgrounds
– considers candidates on merit and against objective criteria,
bearing in mind the benefits of diversity on the Board
– ensures that candidates have enough time to devote to the position,
considering any other significant commitments
58 Governance
During the year, the Chief People Officer, North America, reviewed with the Committee the regional approach to talent management in the North
America business. The review covered succession planning and the strong talent pipeline in the region, executive tenure, career progression, and
talent retention. The Committee noted the drivers that assist the business to achieve its aims, including: investment in critical skills to sustain and
scale growth; talent mobility to support business growth and leader development; skills development to drive business impact and build
successful leaders; and succession planning to support business and retirement transitions.
In September 2025, the Committee received a presentation from the Group CPO and the Group Talent & Capability Director as part of its
consideration of succession planning for the executive directors and other members of the Executive Committee, as well as the Board as a whole.
A review of talent identification, retention and development, and the readiness of individuals to undertake key executive director and other
Executive Committee roles had been undertaken. The pipeline of talent continued to strengthen and gender diversity had also increased.
Thefocus on growth continued to provide opportunities for new roles, and progression within and across the organisation in order to invest in and
build skills for the future and to retain talent. Insight over the talent pipeline continued to improve alongside managed career moves within and
across functions, as well as country and regional operational teams, to support the development of talent for senior leadership roles.
Diversity and inclusion
Board diversity and inclusion
At Board level, the approach to appointing new directors reflects the Committee’s objective to ensure there is always an appropriate balance of
experience and backgrounds on the Board, while recognising the benefits of diversity in its broadest sense. For this reason, members of the Board
are drawn from a wide range of disciplines, industries and cultures.
Financial Conduct Authority (FCA) diversity disclosure table
Gender identity or sex
Number of
Board members
Percentage
of the Board
Number of
senior positions
on the Board
(CEO, CFO,
Chair and SID)
Number in
executive
management
Percentage of
executive
management
Men 7 58% 3 5 56%
Women 5 42% 1 4 44%
Ethnic background
Number of
Board members
Percentage
of the Board
Number of
senior positions
on the Board
(CEO, CFO,
Chair and SID)
Number in
executive
management
Percentage of
executive
management
White British or other white (including minority-white groups) 10 84% 4 8 89%
Mixed/multiple ethnic groups – – – 1 11%
Asian/Asian British 1 8% – – –
Black/African/Caribbean/Black British 1 8% – – –
1. The information above is shown as at 30 September 2025. The UK Listing Rules set board diversity targets for listed companies that (i) at least 40% of the board are
women, (ii) at least one of the roles of CEO, CFO, Chair and SID is held by a woman, and (iii) at least one director is from a minority ethnic background. Compass has
met these targets. Data is collected in the UK for Board members and is compiled for the purposes of the Parker Review and reconfirmed annually, and consent is
obtained from the relevant directors in accordance with the requirements of the Parker Review. Data for executive management is also collected in the UK for the
purposes of this disclosure and to help us progress our inclusion agenda, and is disclosed with consent from the individual executive manager.
2. Stefan Bomhard completed his nine-year term on the Board in the year, and will therefore retire from the Board at the conclusion of the 2026 AGM. Following his
retirement, the Company will continue to meet the FCA’s targets.
Group diversity and inclusion
The Committee reviews the Group’s policy on workforce diversity and
inclusion, its objectives and links to strategy.
In September 2025, the Committee received an update from the
Group CPO on the gender diversity disclosures and statistics across
various levels of management and front-line and administrative
colleagues. The Committee was briefed on the progress being made to
improve diversity and inclusion, including work to further strengthen
the pipeline of women through managed career paths, improved
access to opportunities and the removal of barriers to progression.
The Committee noted that the Group had maintained its female
representation at manager level overall and had improved the balance
in representation in its broader leadership teams. Details of gender
diversity across the Group is on pages 17 and 81.
Last year, the Committee reported on the Parker Review’s guidance
on setting a voluntary target to increase ethnic diversity at senior
management level. As previously reported, we believe our goal to be
representative of the communities served by Compass remains the
correct ambition. Due to legislative and other sensitivities in certain
regions, setting a Group target is not considered meaningful or
appropriate. The Group’s UK & Ireland business (UK&I) publishes its
Gender and Ethnicity Pay Gap report annually, which provides insight
into the initiatives supporting representation across the UK&I
business. Their full report can be found on the UK&I’s website:
www.compass-group.co.uk.
In the year, the Committee reviewed the Board Diversity and Group
Diversity and Inclusion Policies, which can be found on our website:
www.compass-group.com.
Information on Board and Executive Committee gender and ethnicity
is shown in the table above.
The gender diversity of Executive Committee direct reports for the
financial year ended 30 September 2025 was 64% male and 36%
female (2024: 65% male and 35% female).
59Compass Group PLC Annual Report 2025
Time commitment and training and
development
The Committee performed its annual evaluation of the time
requiredfrom the Chair of the Board, SID and non-executive directors
to perform their duties. As part of this process, the Committee
reviewed each director’s external commitments and reflected on
theirattendance at meetings and their availability at other times
during the year.
In the year, Board members received training, which was provided
byDeloitte, on the evolving sustainability reporting landscape for UK
and global entities. The training included an overview of regulatory
frameworks with a focus on the key components of the Corporate
Sustainability Reporting Directive (CSRD), including double materiality
which CSRD uses as the foundation for reporting. This training, in
conjunction with the reports from management, helped the directors
to further understand the scope of ESG reporting requirements
forCompass.
The directors also received training sessions in respect of the Group’s
global safety standards and food safety management systems and
protocols. These were provided by internal subject-matter experts and
offered further insights into potential health and safety risks and the
controls that are in place in operating units. The training included a
virtual safety walk in a Compass operating environment, typical of
those undertaken by management, showing how technology is being
used to ensure compliance with safety procedures and practices.
Thistraining material helped the Board further understand how the
information from management safety walks is being shared and used
to improve safety practices and processes and promote a safety
culture and mindset across the Group’s businesses.
The Board was also provided with an overview of the Group’s MAP
framework, which has evolved over time. MAP is centred on key Group
performance metrics, supported by appropriate regional, country and
unit-level subset metrics. The MAP framework is used to support
governance, controls and accountability. The Board found the session
informative, and appreciated the opportunity to refresh its knowledge
of MAP, the common language embedded in Compass’ decentralised
model which has been successfully used in the businesses for nearly
20 years. The Board also received an update on initiatives relating to
working capital and cash management.
These training sessions were in addition to the regular regulatory and
governance updates that the directors receive from the Group General
Counsel and Company Secretary and other in-house and external
subject-matter experts and advisers.
Committee performance review
The 2024 internal performance review process confirmed that the
Committee continues to operate effectively. The following areas for
improvement were identified for FY2025: executive succession,
including for leaders below Executive Committee level; non-executive
succession, including committee leadership; and progressing
diversity. As outlined in this, and other sections of this Annual Report
(as appropriate), progress has been made in all areas.
Board and committee external
performancereview 2025
Every three years, an externally facilitated performance review of the
Board, its Committees, the Chair and individual directors, is
conducted. This year, following a review of prospective providers,
No 4, a leading advisory firm led by Jan Hall, was selected for the
2025 performance review. Jan Hall is a respected Board adviser and
executive coach specialising in Board reviews.
No 4 has not previously carried out an external performance review of
the Board, its Committees and individual directors. However, our
Chair of the Board has worked with No 4 and our Group CEO has
experience of No 4’s board evaluation work at other companies.
Thisprior experience contributed to the decision to select No 4 for this
year’s external performance review. Aside from this, neither Jan Hall
(who led the review) nor No 4 has any other connection with the
Company or any individual director. The content of this disclosure has
been reviewed and approved by No 4.
No 4 was given a clear and comprehensive brief by the Chair of the
Board, the Group CEO and the Group General Counsel and Company
Secretary; and discussion guidelines, which formed the basis of
one-to-one discussions with participants, were agreed with the Chair
of the Board. The review included attending and observing a Board
meeting and one-to-one discussions with participants (Board and
Executive Committee members, the lead audit partner and the
remuneration adviser). Discussions were on a confidential and
unattributable basis.
No 4's final report was presented to the Chair and Group CEO and
then the wider Board. Jan Hall attended the September 2025 Board
meeting to discuss key findings and answer any questions. The Senior
Independent Director ensured the process was not inappropriately
influenced in any way.
The report concluded that the Board continues to operate effectively.
The Chair leads the Board well and provides strong governance
leadership, and Board members enjoy positive working relationships
based on respect, and diversity is valued around the boardroom table.
Every member of the Board demonstrates commitment to Compass
and is invested in its future success.
While the Board continues to operate well, a number of areas were
identified which could provide opportunities for further development
or a change of emphasis. These areas, which will be addressed by the
Board in the year ahead, included: continuing the focus on keeping
the Board agenda at a strategic level; considering strategic scenarios
or options over the medium- to longer-term, beyond the current
three-year strategic planning period; further exploration of how data,
AI and technology can support Compass’ growth trajectory; bringing
more of the ‘outside’ into Board discussions to support both the
functioning of the Board and the future of the business; creating
space on agendas to allow certain topics to be explored in more detail;
and continued focus on talent management and Board succession.
The report also concluded that the Board Committees (Audit,
Corporate Responsibility, Nomination and Remuneration) continue to
operate effectively and each of the Committee Chairs provides strong
leadership. The Board review considered the optimal size and
composition of its Committees, and in response, the Board decided to
reduce the number of Committees on which each non-executive
director serves, and this is reflected in the directors’ biographies on
pages 38 and 39.
The smaller Committee memberships comprising subject experts are
designed to allow the Committees to review certain areas more
deeply.
In the coming year, the Nomination Committee will monitor the
effectiveness of these changes to ensure that each Committee
continues to operate effectively and efficiently.
Ian Meakins
Chair of the Nomination Committee
24 November 2025
Nomination Committee Report continued60 Governance
Remuneration Committee Report
Dear Shareholder
On behalf of the Remuneration Committee, I am pleased to present
the Directors’ Remuneration Report (DRR) for the financial year ended
30 September 2025.
Our report includes the key remuneration decisions made by the
Committee in the year, details how the 2025 Policy was applied in
2024-2025, and outlines the proposed implementation in the
comingyear.
Introduction
In 2025, we introduced a new Remuneration Policy (the 2025 Policy).
The Committee appreciated input from shareholders and proxy
advisers during the consultation process and valued the overwhelming
support from shareholders. We were delighted that both resolutions in
respect of the 2025 Policy and the 2024 DRR were passed at the
2025 AGM with almost 98% of the votes cast being in favour,
demonstrating that shareholders clearly appreciated and agreed with
the rationale for the changes; the voting outcome is a testament to the
extensive shareholder dialogue that took place when the Policy was
being developed.
Shareholder engagement focused predominantly on the approval of
our 2025 Policy, alongside implementation of the Policy in the year
ahead. We consulted extensively with over 100 shareholders during
the 2025 Policy review. A detailed timeline of this engagement is
shown in our 2024 DRR. We received invaluable feedback from
shareholders and proxy advisers during the process, which helped
shape our 2025 Policy.
The 2025 Policy changes included an increase to the annual bonus
opportunity, a phased increase to the LTIP award opportunities, and
an enhancement to the share ownership guidelines, to align with LTIP
award levels. The 2025 Policy contains an appropriate pay mix, with a
market-aligned level of potential performance-related outcomes. It
aims to attract, motivate and retain top talent to support business
growth and maintain our leadership in food service and as a
world-class investment proposition.
We also updated our Long-term Incentive Plan (LTIP) rules to align
with the 2025 Policy approved at the AGM. The Restricted Share
Award (RSA) Plan was also approved by shareholders at the AGM.
Executive directors are not eligible for awards under the RSA Plan.
The2025 Policy is detailed on pages 97 to 106 of the 2024 Annual
Report, which is available on our website: www.compass-group.com.
Asummary of the main Policy elements along with its implementation
for the year ahead is included on pages 66 to 67.
Throughout the year, the Committee assessed performance
rigorously, reviewed updates on incentive plan targets, and applied
stringent controls on the treatment of activities such as mergers and
acquisitions (M&A), ensuring decisions were made in both the
Company’s and shareholders’ long-term interests and reflected
appropriately in the calibration of management rewards.
Business context
We are a global business with over 590,000 employees operating in
over 25 countries. Over two-thirds of the Group’s revenues
aregenerated in North America, where approximately half of the
Group’s employees are based. We continue to grow, both in size
andcomplexity, with acquisitions helping us to grow further in ourcore
market sectors.
We recently announced the acquisition of Vermaat Groep B.V., one of
the leading premium food services businesses in Europe, which,
subject to regulatory approval, will provide us with a unique
opportunity for further sustainable growth in Europe; and completed
the acquisitions of 4Service AS, a catering and facility management
services business in Norway, and Dupont Restauration in France,
during the year. The Group also completed its portfolio reshaping with
the exit from its operations in Chile, Colombia, Mexico and Kazakhstan
as Compass became an even more focused business.
Our sustained performance over many years, when compared to the
broader market and to our principal competitors, has resulted in
strong returns to our investors. This performance is evidenced in our
full-year results, achieving double-digit underlying operating profit
growth, driven by strong organic revenue and margin progression
across both regions.
Looking ahead, the market opportunity remains very attractive. We have
a diverse sector portfolio, a wide-ranging client base and significant
local purchasing scale. Despite macroeconomic pressures, we are
confident in the resilience of our business model, our strong value
proposition, and our ability to capitalise on outsourcing opportunities.
Wider workforce
During the year, we continued to strengthen our approach to fair and
inclusive reward across the wider workforce. Our UK&I business made
continued progress towards the adoption of the real living wage,
reflecting our commitment to ensuring that all those who contribute to
our success are fairly rewarded and can share in the benefits of
sustainable business performance.
The Remuneration Committee has reviewed the Group’s employee
share ownership and incentive arrangements and has concluded that
the introduction of a newSAYE Option Scheme (together with a US
ESPP sub-plan for US tax residents)and the extension of the existing
Share Incentive Plan would be appropriate. These plans will be
operated internationally, enablingeligibleemployees across theGroup
to participate,and will provide colleagues with the opportunity to
become shareholders in the Company. This initiative is designed to
foster an even stronger sense of ownership, alignment and shared
purpose across our global workforce, and to ensure that our people
can participate directly in the long-term value they help to create.
Shareholder approval for each of these plans will be sought at
the2026AGM.
2025 performance outcomes
Bonus outcome
The Group’s strong financial results and operational performance are
reflected in bonus outcomes for the year. We have delivered 11.7%
underlying operating profit growth on a constant currency basis
(10.1% when adjusted for bonus purposes) with strong cash
generation allowing for investment in growth and shareholder returns.
We also made progress against our ESG targets, reducing food waste
by just under 11% across the Group. This resulted in a bonus outcome
of 95% of maximum under the annual bonus plan for the Group Chief
Executive Officer (Group CEO) and Group Chief Financial Officer
(Group CFO), and 95% for the Group Chief Operating Officer (Group
COO), North America.
The Committee considered the business performance and operating
environment, and the wider stakeholder experience holistically - in
addition to the formulaic outcomes - when determining the annual
bonus plan outturn. No discretion was exercised for 2024-2025 bonus
payments. Full details of the targets and outcomes are on page 70.
61Compass Group PLC Annual Report 2025
One-third of the bonus earned by each executive director will be
deferred into shares for a period of three years. The remainder of the
bonus will be paid in cash. The cash payment and deferred bonus
shares will be subject to malus and clawback provisions for a period of
three years following payment/award.
LTIP outcome
The 2022-2023 LTIP award was based on a three-year performance
period which ended on 30 September 2025. Performance measures
and their associated weightings under this award were 40% on Return
on Capital Employed (ROCE), 40% on Adjusted Free Cash Flow (AFCF)
and 20% on relative Total Shareholder Return (TSR).
The business achieved ROCE of 18.4% and AFCF of $5,643 million
over the three-year performance period. TSR performance was
between the median and upper quartile of the comparator group
(FTSE 100 excluding financial services) ranking 27th out of the 75
constituents remaining at the end of the performance period.
The 2022-2023 award will vest at 93.7% of the maximum. The
Committee conducted a comprehensive and holistic review of
performance based on multiple strategic priorities, on both an
absolute and a relative basis, and determined that the payout level
was consistent with the performance achieved and was a fair
reflection of performance over the period. The Committee determined
that no discretion would be exercised on the vesting outcome.
Implementation in the year ahead
Salary review
The Committee determined general base-salary increases of 3% for
the Group CEO and 3% for the Group COO, North America, effective
1 January 2026. These increases are below the average increase for
employees across the wider UK population, expected to be around
4.5% in 2026, including the impact of the national minimum wage,
the national living wage and the real living wage increases in the UK.
As described in the 2023 DRR, following the appointment of
PetrosParras, the Committee established his base salary at a prudent
level and committed to keep this under review as Petros built
experience in the role. The Committee has reviewed both Petros’
individual performance and the strong Company performance and,
considering this and his experience gained in role, has decided to
increase Petros’ base salary to £815,000 per annum, effective
1 January 2026, an increase of 7.9%. We are comfortable that the
revised salary level is appropriate, and is in line with the market, being
the FTSE 30 (excluding financial services companies).
Annual bonus plan
The annual bonus plan has incorporated a food waste measure for the
last three years over which time significant progress has been made
and food waste reduction is now deeply integrated into Compass’
operational practices. Food waste reduction is a key contributor to
operating margin and is captured in the profit component of the
annual bonus plan. Therefore from 2025-2026, food waste will no
longer be a standalone component of the annual bonus plan for
executive directors and other senior management.
From 2025-2026, the health and safety metrics will move from solely
targeting a reduction in TRIFR and FSIR to the introduction of
leadership safety walks as a Key Performance Indicator and annual
bonus plan measure.
Safety walks are structured, documented and verifiable processes
through which senior leaders observe and promote safe practices,
with actions tracked electronically. Safety walks embed a culture of
prevention through enhanced real-time risk identification, improved
leadership visibility and shared safety ownership. This approach has
proven to be effective in markets where it has already been adopted.
For 2025-2026, TRIFR and Material FSIR will act as an underpin to
the safety walks measure within the annual bonus plan. Material FSIR
focuses on more serious incidents, such as allergens and foodborne
illness, addressing the principal risk of a material food safety incident
as shown on page 21.
This change of approach reflects the significant progress we have
made as a Group and will continue to improve operational
engagement and drive our safety performance.
Safety walks, underpinned by TRIFR and Material FSIR, will account
for a 10% weighting under the 2025-2026 annual bonus plan, with
65% being attributable to PBIT growth and 25% being attributable to
cash conversion.
LTIP awards
The Committee plans to implement the second phase of the increase
in LTIP opportunities, where applicable, as set out under the 2025
Policy. The 2025-2026 LTIP award opportunity will be 500% of base
salary for the Group CEO, 400% for the Group CFO, and 450% for the
Group COO, North America. LTIP awards will be granted to executive
directors at these levels shortly after the 2025 full-year results
announcement. The share ownership guideline for each executive
director will also be aligned to these levels.
The financial and share-based performance conditions within the LTIP
will remain the same, being ROCE (40%), AFCF (40%) and Relative
TSR (20%).
Chair of the Board and non-executive director fees
Following a review of market benchmarking data for companies of
comparable size and complexity, it was evident that the Chair fee had
fallen significantly behind the market, which did not reflect the
incumbent’s performance in the role. Consequently, the Committee
determined an increase to the fee from £620,000 to £720,000 per
annum, with effect from 1 October 2025. This adjustment reflects the
Company’s position as a constituent of the FTSE 30 and ensures the
Chair’s remuneration remains competitive and commensurate with
the significant time commitment, responsibilities, and stakeholder
engagement required of the role.
During the year, the Board reviewed the fee structure for
non-executive directors to ensure it remains appropriate and
competitive in the context of the Company’s size and complexity, and
market practice. Following this review, the fee structure has been
revised to comprise a base fee of £105,000, (an increase of 1.4%), a
single committee membership fee of £10,000 per annum (irrespective
of the number of committees on which each non-executive director
serves), and a Committee chair fee (where applicable). The fee for the
Senior Independent Director and Audit and Remuneration Committee
Chairs has been increased from £30,000 to £40,000 per annum to
reflect the size and scope of these roles. In addition, a fee of £10,000
per annum has been introduced for the Designated Non-Executive
Director for Workforce Engagement. This approach more closely
aligns Compass to the market, with the overall package remaining
relatively modest versus our peers. The revised structure and increase
in fees is effective from 1 October 2025.
Concluding remarks
I hope that you will support the resolution to approve the 2025 DRR at
the upcoming AGM. The Committee wishes to thank shareholders for
their ongoing support. We value ongoing dialogue with shareholders
on remuneration matters and I remain available to speak with
shareholders ahead of the 2026 AGM.
John Bryant
Chair of the Remuneration Committee
24 November 2025
Remuneration Committee Report continued62 Governance
Governance
John Bryant has been Chair of the Remuneration Committee since
February 2023.
Committee membership in the year comprised all of the independent
non-executive directors, excluding the Chair of the Board. Committee
members are appointed by the Board on the Nomination Committee’s
recommendation. Their biographies are on pages 38 and 39. The
Board considers all Committee members to be independent in
accordance with the UK Corporate Governance Code 2018 (the Code).
The Committee held three scheduled meetings during the year. The
attendance table is on page 40. The Committee Chair attends the
AGM, either virtually or in person, to respond to shareholder questions
on the Committee’s activities.
Only members of the Committee have the right to attend its meetings.
Typically, the Group Chief People Officer and the Group Reward
Director are invited to attend meetings to advise on remuneration
matters. The Chair of the Board, Group CEO and Group CFO may
attend by invitation. The Group General Counsel and Company
Secretary, who acts as Secretary to the Committee, attends all
meetings. Other individuals are invited to present reports that are
needed for the Committee to discharge its duties. No one attends
meetings when their own remuneration is discussed or in any
circumstance where attendance would be inappropriate.
The Committee is responsible for setting the remuneration policy for
the Chair of the Board, executive directors and other members of the
Executive Committee. It ensures that Executive Committee members
are incentivised appropriately to drive the Group’s performance and
rewarded for their contributions to the long-term success of the
business. This includes designing, monitoring and assessing incentive
arrangements, including setting stretching targets and evaluating
performance. The Committee also reviews remuneration for other
senior executives, taking into consideration the organisation’s
remuneration philosophy and the relationship between executive
remuneration arrangements and those of the wider workforce. The
Committee Chair maintains an active dialogue with major shareholders
and ensures their views and those of proxy advisers are sought, and
considered, when formulating the Remuneration Policy.
The Committee is authorised to seek external legal and independent
professional advice as it sees fit to enable it to discharge its responsibilities
effectively. Details of the Committee’s advisers are on page 79.
Structure and content of the DRR
The DRR is prepared by the Committee on behalf of the Board in
accordance with relevant laws, regulations and best practice. It includes:
– the Committee’s key activities in the year, followed by an ‘at a glance’
summary of the 2024-2025 performance and remuneration outcomes
and a summary of remuneration in the wider employee context
– a summary of the 2025 Policy effective 6 February 2025
– 2025 Policy implementation and proposed implementation in 2026
Auditable disclosures in the DRR:
– executive directors’ single total figure of remuneration (page 69)
– non-executive directors’ remuneration (page 72 and 73)
– long-term incentive awards (pages 71, 72 and 74)
– extant equity incentive awards held by executive directors (page75)
– directors’ interests (page 76)
– payments to past directors (page 76)
Activities
The Committee’s key responsibilities during the year included
monitoring performance, reviewing discretionary matters related to
individuals below executive director level, share plan participation,
and agreeing terms of appointment and exit arrangements for
executive directors and other Executive Committee members. The
Committee met three times during 2024-2025. Its activities included:
November 2024
– 2025 remuneration policy: approving the 2025 Policy, along with
amendments to the LTIP rules and the RSA Plan rules (both of
which were subject to shareholder approval at the 2025 AGM)
– salary review: salaries were reviewed for executive directors and
other Executive Committee members, effective 1 January 2025,
considering the budgets for salary reviews across the Group
– performance outcomes: performance outcomes were determined
for the 2021-2022 LTIP awards and the 2023-2024 annual bonus
plan
– annual bonus plan targets: targets were set for the 2024-2025
annual bonus plan
– LTIP awards: the structure and proposed quantum of the
2024-2025 LTIP awards were approved
– Senior Manager Incentive Plan Plus (SMIPP): the grant and
vesting of the SMIPP for US participants were considered
– 2024 DRR: the 2024 DRR was approved
– share ownership compliance: the share ownership compliance of
directors was assessed against the Share Ownership Guideline
Policy
May 2025
– performance update: received a performance update on the
2024-2025 annual bonus plan and in-flight LTIP awards
– employee landscape: considered the wider employee perspective
including an employee landscape dashboard and remuneration of
the highest earning individuals in the Group
– remuneration trends: received an update on external remuneration
trends from external advisers
– share ownership: ratified the approval of an update to the Share
Ownership Guideline Policy
September 2025
– performance update: received a performance update on the
2024-2025 annual bonus plan and in-flight LTIP awards
– performance measures: determined the structure and measures
for the 2025-2026 LTIP awards and 2025-2026 annual bonus plan
– Chair fees: reviewed and approved the fee for the Chair of the
Board effective 1 October 2025
– salary review: salaries were reviewed for executive directors and
other Executive Committee members, effective 1 January 2026,
considering the budgets for salary reviews across the Group
– draft 2025 DRR: reviewed the draft 2025 DRR
– remuneration philosophy: reviewed the broader Company
remuneration philosophy
– terms of reference: reviewed the Committee’s terms of reference
Committee summary
63Compass Group PLC Annual Report 2025
Remuneration at a glance
Remuneration outcomes in 2025
Linking pay to performance
Our remuneration framework is
designed to align reward with the
delivery of sustainable long-term
value for shareholders. A significant
proportion of total remuneration is
performance-based, linked to
stretching financial and ESG
targets. Incentive outcomes are
supported by the underlying
performance of the business and
aligned with shareholder
experience.
100%
ROCE
100%
AFCF
68.4%
Relative TSR
Measure
Outcome
Remuneration outcomes in 2025
93.7% for the Group CEO and
Group COO, North America,
based on Group performance.
2022-2023 LTIP award
Dominic Blakemore
Palmer Brown
2024-2025 annual bonus plan
Dominic Blakemore
Petros Parras
Palmer Brown
The 2022-2023 LTIP award granted
to Petros Parras pre-dates his
appointment as an executive director.
Measure
Outcome
PBIT growth
Cash conversion
ESG
100%
100%
66.7%
15%
60%
40%
20%
40%
PBIT growth
Cash conversion
ESG
Measure Outcome
100%
100%
66.7%
25%
25%
15%
95% for the Group COO,
North America, based on
regional performance.
2025 performance highlights
Total shareholder return
The performance graph shows the Company’s TSR performance
against the performance of the FTSE 100 over the 10-year period to
30 September 2025. The FTSE 100 Index has been chosen as a broad
equity market index of which the Company has been a constituent
member throughout the period.
KPIs
0
50
100
150
200
250
300
350
20252024202320222021202020192018201720162015
Compass FTSE 100
8.7%
Organic
revenue growth
11.7%
1
Operating profit growth
1. underlying performance on a
constant currency basis (10.1%
adjusted for bonus purposes)
7.2%
Underlying
operating
margin
Total shareholder return (TSR) – Compass vs FTSE 100 (£)
£0m £2m £4m £6m £8m £10m £12m
Palmer Brown
Group COO,
North America
Petros Parras
Group CFO
Dominic Blakemore
Group CEO
LTIPBonusBenefitsPensionBase salary LTIP granted prior to becoming an executive director,
will vest at a value of £0.6m
Fixed pay Performance-based pay
Fixed pay Performance-based pay
Fixed pay Performance-based pay
£7.2m
£10.5m
£2.9m
95% for the Group CEO and
Group CFO, based on Group
performance.
60%
64 Governance
Alignment of executive and workforce remuneration
Component Executive directors Wider workforce
Base pay
Salary increases as a percentage of salary are
normally aligned with, or lower than, the average
percentage increase for the wider UK population.
The average salary increase for employees across the wider UK population
is expected to be around 4.5% during 2026, inclusive of the impact of
national minimum wage, national living wage and thereal living wage
increases in the UK.
Benefits
Benefits are aligned to market practice. Core employee benefits are competitive and reflect local market practice.
Pension
Pension allowance of 6% of base salary, which is
aligned with the maximum rate available to the
majority of the wider UK workforce.
Pension arrangements reflect local market practices and requirements. The
maximum rate available to the majority of the wider UK workforce is
currently 6% of salary.
Annual
bonus
Maximum annual bonus opportunity of 250% of
base salary for the Group CEO and 200% of base
salary for other executive directors.
Annual bonus is subject to performance against
financial and ESG measures.
One-third of any bonus earned by executive
directors is deferred into shares for three years.
Annual bonus opportunities vary by role. For the global leadership team, the
principles of the annual bonus plans are consistent with those for executive
directors and include financial performance targets based on the agreed
budget, where target bonus is normally calibrated for the delivery of budget.
ESG measures also apply.
Alternative annual bonus structures may be used below the global leadership
team to meet local requirements and regulations, such as profit-sharing or
role-focused arrangements (e.g. sales or procurement targets).
Long-term
incentives
Maximum Long-term Incentive Plan (LTIP)
opportunity of 500% of base salary for the Group
CEO, 400% of base salary for the Group CFO and
450% for the Group COO, North America.
LTIP awards are subject to performance against
financial targets measured over a three-year
period, followed by a two-year post-vest holding
period.
The LTIP is in place for both the Executive Committee and the global
leadership team. Eligibility is determined by role and individual contribution.
A Restricted Share Award (RSA) Plan is also operated below executive
director level. It supports recruitment, recognition and retention. Awards
are typically made four times a year.
In 2024-2025, around 470 colleagues below Executive Committee level
received an LTIP and/or RSA award.
Remuneration in the wider context
Employee engagement
We aim to create a fair and inclusive work environment where
employees can thrive. Understanding their needs and motivations
helps us provide a great workplace and drives business performance.
We engage with employees by various means including surveys,
roundtables, townhall meetings, SpeakUp, We’re Listening reports,
and initiatives with trade unions and other consultative bodies. Our
Designated Non-Executive Director for Workforce Engagement
(DNED) also holds roundtable discussions with employees and shares
feedback with the Board.
An overview of engagement with employees and other stakeholders in
the year is on pages 46 to 49.
Details of the DNED roundtable discussions are on page 43.
Employee dashboard
When setting executive remuneration and the Remuneration Policy,
the Committee considers the wider workforce. At the May 2025
meeting, a detailed employee landscape dashboard was presented
covering the following areas:
Minimum and Living Wage
The UK business continued to make significant progress in tackling
low pay across the UK, with around two-thirds of employees receiving
the Real Living Wage or above, as at 30 September 2025, compared
to 37% of employees in 2020, when the UK business first became a
Real Living Wage Recognised Service Provider.
Gender and ethnicity pay gap
The Compass UK gender pay gap reported in 2025 reduced from
8.2% to 8%, which is below the national average of 13.1%. Female
representation at senior management level, including chef roles,
remains a focus for the business. 38% of chefs in our businesses are
female, above the industry average of less than 20%.
The Compass UK ethnicity pay gap was first published in 2022. Our
UK&I business reported in 2025 that there was no ethnic minority pay
gap, i.e. a median of 0%. To continue progress in this area, our UK
business is now breaking down the data on its ethnic minority
colleagues further, with the aim of providing greater insights.
CEO pay ratio
The Committee reviews the CEO pay ratio and the reasons for any
movement in the ratio each year. Further detail can be found on
page 77.
Pay across the organisation
The Committee reviews the structure of the Group’s long-term share
plans to ensure eligibility and participation remain appropriate. In
2024-2025 around 470 colleagues below Executive Committee level
received an LTIP and/or RSA award.
We have a broadly consistent annual bonus plan across our leadership
team, with outcomes in the 2024-2025 financial year based on local,
regional and Group performance.
Further detail of our approach to remuneration below Board level is
set out below:
65Compass Group PLC Annual Report 2025
Framework
The 2025 Remuneration Policy was approved at the 2025 AGM on 6 February 2025. The full Policy is set out in our 2024 Annual Report on pages
97 to 106, and is available on our website: www.compass-group.com.
Remuneration Policy structure
The structure of the 2025 Policy is set out below.
2025 Remuneration Policy
Annual
bonus
LTIP
Malus and clawback provisions apply
2-year
post-
employment
shareholding
requirement
applies
1/3 of bonus
deferred into
shares for
3 years
2/3 of bonus
paid in cash
0 +1 +2 +3 +4 +5
Year
Shares
released
Deferred
shares
released
Holding period
applies on vested
shares (2 years)
LTIP
awards
vest
Remuneration Policy and practices in the
context of the UK Corporate Governance Code
2018 (the Code)
The Committee has considered the Remuneration Policy and its
practices in the context of the principles of the Code, as follows:
Clarity – the Committee supports transparency in pay by regularly
engaging with executives, shareholders and their representatives to
explain executive pay and its link to Compass’ strategy. It is
committed to clear and transparent disclosure on all aspects of
executive remuneration.
Simplicity – the Remuneration Policy clearly outlines the purpose,
structure and strategic alignment of each pay element. Incentive
arrangements are well understood by participants and shareholders.
The Committee ensures the structure of annual bonuses and
long-term incentive plans is easy to understand and avoids
unnecessary complexity. It maintains flexibility to exercise discretion
and override formulaic outcomes where necessary.
Risk – the Committee balances competitive pay with performance-
driven incentives, to mitigate any risk of excessive rewards or
undesirable behaviours. There is an appropriate mix of fixed and
variable pay elements, and the Committee can exercise discretion
based on Compass’ performance. Robust measures are in place
toalign with long-term shareholder interests, including post-vesting
holding periods, shareholding requirements, malus and
clawbackprovisions, and mandatory deferral of a proportion
ofbonuses into shares.
Predictability – the Directors’ Remuneration Policy includes
targetand maximum opportunity details for incentives, with
actualperformance outcomes depending on targets achieved
fortheperiod.
Proportionality – executives are incentivised to achieve stretching,
business-linked targets over annual and three-year performance
periods, aligning with business objectives and creating long-term
sustainable value for shareholders. Performance is assessed
holistically at the end of each period, taking into account underlying
business performance as well as internal and external market
context. The Committee may exercise discretion to ensure payouts
appropriately reflect the Group’s experience during the year.
Alignment with culture – to ensure alignment across the
organisation, executive director pension cash allowances are set at
the maximum rate available to the majority of the wider UK
workforce. Additionally, Compass has regard to the health and safety
of employees, clients and consumers by ensuring a proportion of the
annual bonus plan is focused on health and safety metrics.
66 Governance
Summary of 2025 Policy and implementation of 2025 Policy in 2025-2026
The table below sets out a summary of our 2025 Remuneration Policy for executive and non-executive directors, as well as its proposed
implementation for 2026.
Element and summary of 2025 Policy Implementation of 2025 Policy for 2025-2026
Base salary
Base salaries are reviewed annually with any increases
normally taking effect on 1January of each year.
Base salary levels effective 1 January 2026:
Director Base salary Increase
Dominic Blakemore £1,442,000 3.0%
Petros Parras
1
£815,000 7.9%
Palmer Brown $1,472,000 3.0%
The average increase for employees across the wider UK workforce is expected
to be around 4.5% during 2026.
1. Percentage increase reflects phased approach reflecting progression in role.
Benefits and pension
Benefits include, but are not limited to, healthcare for
executive directors and their dependants, limited
financial advice, life assurance and car benefit.
Pension cash allowances are aligned to the maximum
rate available to the majority of the wider UK workforce
(currently 6% of base salary).
No change in benefits or pension arrangements for 2026.
Annual bonus plan
The maximum award for the Group CEO is 250% of
base salary and for the other executive directors is
200% of base salary.
One-third of the bonus for executive directors is subject
to mandatory deferral into shares, for a period of three
years.
Awards are subject to malus and clawback.
Measures and weightings for the 2026 annual bonus will be as follows:
Measure
1
Weighting
PBIT growth 65%
Cash conversion 25%
Safety walks
2
10%
1. Based on Group performance for the Group CEO and Group CFO, and on North America
performance for the Group COO, North America.
2. Underpinned by TRIFR and Material FSIR.
Long-term incentive plan
Maximum opportunity of 500% of base salary for the
Group CEO, 400% for the Group CFO and 450% for
Group COO, North America.
A two-year post vest holding period applies following
the three-year performance period.
Awards are subject to malus and clawback.
LTIP award levels for 2025-2026 will be as follows:
Director LTIP award
Group CEO 500%
Group CFO 400%
Group COO, North America 450%
Performance measures for the 2025-2026 award are ROCE, AFCF and relative
TSR, weighted 40%, 40% and 20% respectively.
Shareholding requirements
The shareholding requirement is aligned to the LTIP
award granted in the relevant financial year, normally
expected to be achieved within five years.
Executive directors are required to hold the lower of:
(i) their shareholding at the date of termination of
employment; or (ii) shares equivalent to their share
ownership guideline at that date, for a period of two
years post employment.
Shareholding requirement to align with the 2025-2026 LTIP award:
Director
Shareholding requirement
(as a multiple of base salary)
Group CEO 5x
Group CFO 4x
Group COO, North America 4.5x
Fees for Chair of the Board andnon-executive
directors
Fees for the Chair of the Board and non-executive
directors are reviewed and determined annually to
reflect appropriate market conditions and may be
increased if considered appropriate.
Fees for non-executive directors for 2025-2026 effective 1 October 2025:
Role/fee component Fee Increase
Chair of the Board £720,000 16.1%
Non-executive director base fee £105,000 1.4%
Senior Independent Director £40,000 33.3%
Chair of Audit or Remuneration Committee £40,000 33.3%
Chair of Corporate Responsibility Committee £30,000 no increase
DNED for Workforce Engagement £10,000 new
Generic Committee membership
1
£10,000 new
1. A single fee irrespective of the number of Committees on which each non-executive
director serves.
67Compass Group PLC Annual Report 2025
Chair of the Board length of service
Non-executive
Chair
Original date
of appointment
Letter of
appointment/
reappointment
1
Total length
of service as at
30 Sep 2025
Ian Meakins 1 Sep 2020 17 Aug 2020
9 May 2023
2
5 years, 1 month
1. The Chair has a letter of appointment setting out the Chair’s duties and the
time commitment expected. The Chair is appointed for an initial period of
three years, after which the appointment is renewable at three-year intervals
by mutual consent. Re appointment is not automatic. In accordance with the
Code, all directors offer themselves for annual re-election by shareholders.
2. Appointment formally revised with effect from 1 September 2023.
Non-Executive Director length of service
Non-executive
director
Original date
ofappointment
Letter of
appointment/
reappointment
1
Total length
of service as at
30 Sep 2025
Liat Ben-Zur 1 Jul 2024 20 June 2024 1 year,
3 months
Stefan
Bomhard
2
5 May 2016 5 May 2016
13 Mar 2019
17 Mar 2022
25 Mar 2025
9 years,
5 months
John Bryant 1 Sep 2018 17 May 2018
12 May 2021
3 June 2024
7 years,
1 month
Juliana Chugg 26 Sep 2024 26 Sep 2024 1 year,
1 month
Arlene Isaacs-
Lowe
1 Nov 2021 22 Oct 2021
26 Sep 2024
3 years,
11 months
Anne-
Françoise
Nesmes
1 Jul 2018 17 May 2018
12 May 2021
3 June 2024
7 years,
3 months
Sundar
Raman
1 Jan 2022 22 Oct 2021
26 Sep 2024
3 years,
9 months
Leanne Wood 4 May 2023 4 May 2023 2 years,
5 months
1. Non-executive directors have letters of appointment setting out their duties
and the time commitment expected. They are appointed for an initial period
of three years, after which the appointment is renewable at three-year
intervals by mutual consent. Reappointment is not automatic.
2. Will retire from the Board at the conclusion of the 2026 AGM.
Dilution limits
All of the Company’s equity-based incentive plans incorporate
the current Investment Association Principles of Remuneration (the
Principles) on headroom, which provide that overall dilution under all
plans should not exceed 10% over a 10-year period in relation to the
Company’s issued share capital (or reissue of treasury shares).
As at 30 September 2025, the Company’s headroom position, which
remains within the current Principles, was as shown in the chart
below:
Available headroom as at 30 September 2025
10% in 10 years
Headroom available
LTIP/RSA utilised
1
8.9%
1.1%
The Committee monitors the position regularly and prior to making an
award ensures that the Company remains within these limits. Any
awards which are required to be satisfied by market-purchased shares
are excluded from such calculations. On 30 September 2025, the
Company held 87,973,798 shares in treasury. During the 2025
financial year, no shares were purchased in the market by the trustees
of The Compass Group PLC All Share Schemes Trust.
3,242,237 treasury shares and 169,511 market-purchased shares
were used in the year to satisfy the Company’s obligations under the
Group’s employee equity incentive schemes.
Executive directors’ service agreements
It is the Company’s policy that executive directors have rolling service
contracts.
The executive directors in office at the date of this DRR have served
on the Board for the periods shown below and have service
agreements dated as follows:
Executive director Date of contract
Length of Board service
as at 30 Sep 2025
Dominic Blakemore 12 Dec 2011
7 Nov 2017
1
13 years,
7 months
Petros Parras 21 Sept 2023 1 year,
10 months
Palmer Brown 3 Oct 2021
21 Sep 2023
2
4 years,
0 months
1. Appointment formally revised from 1 October 2017.
2. Appointment formally revised with effect from 1 December 2023.
2025 Remuneration Policy continued
1. RSA awards made after 6 February 2025 (post shareholder approval) can use
treasury shares/new issue shares, and count towards the headroom.
68 Governance
Annual report on remuneration
Implementation of the 2025 Policy during the year ended 30 September 2025
Directors’ single total figure of remuneration
The table below sets out in a single figure the total amount of remuneration, including each element, received by each of the executive directors in
office for the year ended 30 September 2025.
Dominic Blakemore Petros Parras
4
Palmer Brown
4,5
2025
£000
2024
£000
2025
£000
2024
£000
2025
£000
2024
£000
Fixed pay
Base salary 1,340 1,144 751 617 1,086 1,043
Taxable benefits
1
28 23 38 66 106 110
Pension 80 69 45 37 65 63
Total fixed pay 1,448 1,236 834 720 1,257 1,216
Performance-related pay
Bonus
2
3,325 2,320 1,435 925 2,074 1,654
LTIP
3
5,735 6,814 – – 3,882 4,094
Total variable pay 9,060 9,134 1,435 925 5,956 5,748
Single total figure of remuneration
4
10,508 10,370 2,269 1,645 7,213 6,964
1. Taxable benefits comprise healthcare insurance, limited financial advice, life assurance and travel and car benefits. Benefit values have been aligned with the
2024–2025 tax year for benefits that are required to be reported on P11D statements.
2. The performance measures and outcome of the 2024-2025 bonus can be found on page 70. Two-thirds of the 2024-2025 bonus for executive directors will be paid
in cash with the remaining one-third being deferred into shares.
3. The 2022-2023 LTIP award will vest shortly after the announcement of the full year results. Details of the performance measures and outcome are shown on
page 71. The amount presented above also includes the value of accrued dividend-equivalent shares. The values attributed to share price growth for Dominic
Blakemore and Palmer Brown were £1,551k and £1,050k respectively. Under the 2022-2023 LTIP, Petros Parras was awarded 22,975 shares prior to his
appointment as Group CFO. This award will vest shortly after the announcement of the full year results, together with accrued dividend-equivalent shares. The 2024
LTIP values for Dominic Blakemore and Palmer Brown have been updated from a provisional value to the actual value to reflect the vesting on 26 November 2024.
4. The base salary, taxable benefits and pension figures for Petros Parras and Palmer Brown for 2024 reflect their change in roles during the year.
5. Palmer Brown’s base salary and other emoluments for the year are shown in sterling at an exchange rate of $1.3091/£1 (2024: $1.2697/£1).
Base salary
The Committee reviewed base salaries in the context of the Group’s strong performance in the year and its relative market positioning when
measured against companies of comparable size, scale and complexity. It also took into account the salary review budgets across the Group.
The base salary increase for the Group CEO was part of a wider review of Dominic Blakemore’s overall remuneration package at the 2025 Policy
review. The base salary increase percentage for the Group CFO and Group COO, North America was lower than the average percentage increase
for the wider UK workforce.
The annual base salary for each executive director for the year ended 30 September 2025 is set out below:
Director Base salary Effective date
Dominic Blakemore £1,400,000 1 January 2025
Petros Parras £755,000 1 January 2025
Palmer Brown $1,429,000 1 January 2025
Pensions
At 30 September 2025, no executive directors were actively participating in any Compass Group defined benefit pension arrangements and none
were accruing additional benefits from arrangements existing prior to their appointment as executive directors.
The Company contributed 6% of each executive director’s base salary either to their pension or as a cash allowance.
Annual bonus plan
2024-2025 bonus
The bonus targets and outcomes for the year ended 30 September 2025 are set out on page 70. The achievement of targets is calculated on a
straight-line basis between minimum and target (par) and between target and maximum, and by reference to budgeted exchange rates.
As in previous years, results have been assessed holistically and adjusted based on our Quality of Performance principles. For example, financial
results are measured based on the underlying outcome achieved in the financial year, with gains/losses from currency movements, charges and
impacts of restructuring and/or acquisitions/disposals usually being excluded. This ensures outcomes reflect underlying performance. Outcomes
can be adjusted positively or negatively.
69Compass Group PLC Annual Report 2025
Structure
The bonus plan for 2024-2025 was designed to align to the Group’s strategy for growth and to establish targets that were achievable, fair and
within management’s control. The bonus structure for 2024-2025 applicable to the executive directors is set outbelow:
Measure
1
Description of measure Weighting
Financial
measures
Profit growth (%) A key measure of our financial performance encompassing revenue and
margin performance in one metric, by comparing the underlying operating
profit delivered in the current year with that of the prior year, expressed as a
percentage and adjusted for exchange rate movements.
60%
Cash conversion (%) Demonstrates our ability to convert profit into cash - by setting a target
percentage of profit to be converted to cash.
25%
ESG measures
Total Recordable Injury
Frequency Rate (TRIFR)
A reduction in injury rates is an important measure of the effectiveness of the
Group’s safety programmes. It also lowers rates of absenteeism and costs
associated with work-related injuries and illnesses.
5%
Food Safety
Incident Rate (FSIR)
Food safety is a measure of the Group’s ability to provide food that is safe and
of the right quality to its consumers globally.
5%
Food waste reduction Food waste is a key contributor to carbon emissions. Reducing this also has a
high correlation with operating margin improvement.
5%
Total 100%
1. Measures for the Group CEO and Group CFO are assessed at a Group level. Those for the Group COO, North America are assessed at regional North America level.
Performance measures and targets
The outcomes against the annual bonus targets for 2024-2025 are set out below. 0% of the bonus is paid at minimum performance, 50% at par
performance, and 100% at maximum performance.
Dominic Blakemore and Petros Parras
1,2
Measures
2
Weighting Minimum Par (target) Maximum Achieved
% of performance
target achieved
Profit growth (%)
3
60% 3.5% 6.5% 9.5% 10.1% 60%
Cash conversion (%)
4
25% 78.1% 82.1% 84.1% 87.5% 25%
Total Recordable Injury Frequency Rate 5% – Limit 10.30 9.90 5%
Food Safety Incident Rate 5% – Limit 0.14 0.17 0%
Food waste reduction 5% 4.5% 5% 5.5% 10.95% 5%
Total 95%
Palmer Brown
1,2
Measures
2
Weighting Minimum Par (target) Maximum Achieved
% of performance
target achieved
Profit growth (%)
3
60% 5.0% 7.5% 10.0% 10.2% 60%
Cash conversion (%)
4
25% 81.0% 85.0% 87.0% 87.7% 25%
Total Recordable Injury Frequency Rate 5% – Limit 15.54 14.61 5%
Food Safety Incident Rate 5% – Limit 0.08 0.11 0%
Food waste reduction 5% 4.5% 5.0% 5.5% 11.5% 5%
Total 95%
Dominic Blakemore Petros Parras Palmer Brown
Value of bonus
5
£3,325,000 £1,434,500 $2,715,100
Notes to bonus outcome tables:
1. Financial targets for 2024-2025 bonus purposes are all set and measured at 2025 foreign exchange budget rates, not actual rates. Where appropriate, results have
been adjusted, based on our Quality of Performance principles, to ensure that outcomes are an appropriate reflection of underlying performance.
2. Measures for the Group CEO and Group CFO are assessed at a Group level. Those for the Group COO, North America are assessed at regional North America level.
3. Profit growth is growth in underlying operating profit on a constant currency basis.
4. Cash conversion is underlying operating cash flow divided by underlying operating profit, expressed as a percentage.
5. One-third of the value of the bonus for each executive director will be deferred into shares.
Annual report on remuneration continued70 Governance
Long-term Incentive Plan awards
Scheme interests vesting during the year
2022-2023 LTIP award
Awards made to Dominic Blakemore and Palmer Brown in December 2022 were subject to the achievement of three-year performance targets for
the year ended 30 September 2025. Performance conditions were ROCE, AFCF and relative TSR, weighted 40%, 40% and 20% respectively. The
definitions are set out in the table below:
Measure Definition of measure
ROCE
The definition aims to measure the underlying economic performance of the Group. ROCE is calculated at the end of the
three-year performance period as net underlying operating profit after tax (NOPAT) divided by 12-month average capital
employed. ROCE targets are updated at the end of the performance period to reflect actual acquisition spend, changes in
accounting standards and constant currency.
AFCF
The definition aims to measure the cash generation of the Group and is calculated as the three-year cumulative underlying free
cash flow, on a constant currency basis.
Relative
TSR
Performance is compared to that of constituent members of the FTSE 100 (excluding the financial services sector). TSR is the
aggregate of share price growth and dividends paid (assuming reinvestment of those dividends in the Company’s shares during
the three-year performance period).
Compass ended the performance period ranked 27th of the 75 companies that remained within the comparator group at the end of the
performance period. As this position is between the median and upper quartile of the comparator group, the proportion of shares subject to the
TSR performance condition will part vest.
The business achieved ROCE of 18.4% and AFCF of $5,643m over the three-year performance period. Our adjusted free cash exceeded the
targets over the three-year period, and has far exceeded any reasonable forecast when the targets were originally set. Consequently, as a result of
our strong performance over the three-year performance period, the 2022-2023 LTIP award will vest at 93.7% of the maximum.
The Committee has taken a disciplined approach to the awards vesting in 2025. It reviewed performance from multiple perspectives on both an
absolute and relative basis and concluded that the achieved performance justifies the vesting outcome.
Targets and outcomes for the 2022-2023 LTIP award are set out below.
ROCE (40% weighting)
Level of performance Threshold Par Maximum Achieved
2
Vesting % of component 0% 50% 100% 100%
As at date of award 17.33% 17.83% 18.33%
Reconciled at the end of the performance period
1
16.07% 16.57% 17.07% 18.40%
AFCF (40% weighting)
Level of performance Threshold Par Maximum Achieved
2
Vesting % of component 0% 50% 100% 100%
AFCF (£) £2,897m £3,049m £3,201m £4,414m
AFCF ($) $3,704m $3,898m $4,092m $5,643m
Relative TSR (20% weighting)
Level of performance Below median Median Upper quartile Achieved
3
Vesting % of component 0% 25% 100% 68.4%
1. ROCE targets are updated at the end of the performance period to reflect actual acquisition spend, changes in accounting standards and constant currency.
2. The Committee applied the established framework to deal with items that were unforeseen at the time the targets were set in November 2022 and were in the
long-term interests of shareholders. ROCE and AFCF were adjusted to exclude the impact of strategic capital expenditure in the North America business in 2024.
This adjustment did not have any impact on the level of vesting under the award.
3. The three-month average price of a Compass share, on which the TSR calculations are based, was £25.6. TSR ranking was 27th out of the 75 constituents that
remained in the comparator group at the end of the performance period, reflecting performance between the median and upper quartile of the comparator group.
Details of awards held for each executive director are set out below:
Performance conditions
Director
ROCE %
vested on
maturity
AFCF %
vested on
maturity
TSR %
vested on
maturity
Number of
shares awarded
Number of
shares vested
Number of
dividend-
equivalent shares
Value of shares
on vesting
1
£000
Dominic Blakemore 100% 100% 68.4% 225,966 211,693 12,391 £5,735
Palmer Brown 100% 100% 68.4% 152,979 143,316 8,389 £3,882
1. The indicative value of the shares on vesting has been calculated by reference to the average market price of Compass Group PLC shares over the three months
from 1 July 2025 to 30 September 2025 of £25.6 per share. Dividend-equivalent shares accrued throughout the performance period and are included in the value
of shares on vesting.
2. Petros Parras received an award of 22,975 shares in respect of the 2022-2023 LTIP prior to his appointment as an executive director. The award was subject to
ROCE and AFCF performance conditions. The award, along with 1,344 dividend-equivalent shares, will vest in full.
3. The share price at the date of grant on 1 December 2022 was £18.67.
71Compass Group PLC Annual Report 2025
Scheme interests awarded during the year
2024-2025 LTIP award
Executive directors received conditional share awards under the 2018 LTIP. Awards may vest after a three-year performance period ending on
30September 2027, based on the achievement of stretching performance conditions. Performance conditions are ROCE, AFCF and relative TSR,
weighted 40%, 40% and 20% respectively. Definitions of each of these measures are set out in the table on page 71.
Awards were made in two stages. The initial grant was made on 3 December 2024 at the 2022 Policy levels. Following approval of the 2025 Policy
at the 2025 AGM, top-up awards were granted on 12 February 2025 to take the overall 2024-2025 LTIP award for each executive director to the
2025 Policy levels.
The combined 2024-2025 LTIP awards are set out in the table below:
Director Type of award
Value of awards
(as a % of
base salary)
1
Value
of awards
£000
1
Number of
shares awarded
2
Dominic Blakemore LTIP 2018 500% 7,000 257,558
Petros Parras LTIP 2018 375% 2,831 104,900
Palmer Brown
3
LTIP 2018 400% 4,615 170,628
1. The overall value of the awards has been calculated by reference to base salary effective 1 January 2025.
2. The share price used to calculate the awards is the average closing market price of the three trading days prior to the grant date, which was £26.93 for the
3 December 2024 grant and £27.69 for the 12 February 2025 grant. The figure shown in the table represents the combined 2024-2025 awards. Individual award
details are set out in the extant equity incentive awards held by executive directors table on page 75.
3. The face value of awards was converted to sterling at the time of award at an exchange rate of $1.2675/£1 for the 3 December 2024 grant and $1.2386/1 for the
12 February 2025 grant.
In setting the performance targets, the Committee considered internal budgets and the Group’s strategic plan, market expectations and general
economic conditions. The targets under the 2024-2025 award are set out in the table below:
ROCE and AFCF
Level of performance
Vesting % of
each component ROCE AFCF
Threshold 0% 17.70% $4,972m
Par (target) 50% 18.45% $5,268m
Maximum 100% 19.20% $5,564m
TSR
Level of performance
Vesting % of
each component
Below median 0%
Median 25%
Upper quartile 100%
Non-executive directors’ remuneration
The fee for the Chair of the Board is reviewed annually by the Committee with any increase taking effect on 1 October. For the year ended
30 September 2025, the fee paid was £620,000 per annum, inclusive of any Board Committee memberships.
Details of the fees received by Ian Meakins during the year ended 30 September 2025 are set out below:
Chair
Fees
£000
Benefits
£000
Total 2025
£000
Total 2024
£000
Ian Meakins 620 – 620 596
The fees for the non-executive directors are reviewed and determined by the Board each year to reflect appropriate market conditions. The base
fee paid to non-executive directors for the year ended 30 September 2025 was £103,500, which included membership of the Audit, Corporate
Responsibility, Nomination and Remuneration Committees.
An additional fee of £30,000 per annum was payable where a non-executive director acted as Chair of the Audit, Remuneration or Corporate
Responsibility Committee and an additional fee of £30,000 per annum was also payable to the director nominated as Senior Independent
Director.
Annual report on remuneration continued72 Governance
Details of the amounts received by each of the non-executive directors in office for the year ended 30 September 2025 are set out below:
Non-executive director
Fees
£000
Benefits
1
£000
Total 2025
£000
Total 2024
£000
Liat Ben-Zur
2
104 41 145 25
Stefan Bomhard 104 5 109 105
John Bryant 134 26 160 156
Juliana Chugg
2
104 14 118 1
Arlene Isaacs-Lowe
3
123 38 161 131
Anne-Françoise Nesmes 164 10 174 160
Sundar Raman 104 10 114 104
Nelson Silva
4
47 17 64 140
Ireena Vittal
4
36 8 44 113
Leanne Wood 104 3 107 107
1. Travel costs relating to attendance at Board meetings held in the UK are treated as a benefit.
2. Fees for 2024 have been pro rated to reflect time in office.
3. Fees for 2025 reflect appointment as Chair of the Corporate Responsibility Committee pro rated for time in role.
4. Fees for 2025 have been prorated to reflect time in office.
Implementation of the 2025 Policy for the 2026 financial year
A summary of how the 2025 Policy will be applied during the 2026 financial year is set out below.
Base salary
The Committee reviewed executive directors’ salaries holistically, taking into account macroeconomic trends including cost of living and
inflationary challenges faced by the Group’s businesses and its employees alike. Consideration was also given to the Group’s strong performance
and market positioning measured against companies of appropriate size, scale and complexity together with the salaries of the wider employee
population within the Group. Taking these factors into account, the Committee determined that the percentage increase for Dominic Blakemore
and Palmer Brown for 2025-2026 be set at a lower rate than the average percentage increase for the wider UK population, which is expected to
be around 4.5% during 2026 inclusive of the impact of national minimum wage, national living wage and the real living wage increases in the UK.
As described in the Chair statement on page 62, the Committee established the base salary for Petros Parras at a prudent level and committed to
keep this under review as Petros built experience in the role. The Committee has reviewed both Petros’ individual performance and the strong
Company performance and, considering this and his experience gained in role, decided to increase Petros’ base salary, to £815,000 per annum,
an increase of 7.9%.
The base salaries for the executive directors as determined by the Committee are set out in the table below:
Director Base salary Effective date Increase
Dominic Blakemore £1,442,000 1 Jan 2026 3.0%
Petros Parras £815,000 1 Jan 2026 7.9%
Palmer Brown $1,472,000 1 Jan 2026 3.0%
Pension
In line with the 2025 Policy, the pension cash allowance for each executive director aligns to the maximum rate available to the majority of the
wider UK workforce (currently 6% of base salary).
Annual bonus plan
For 2025-2026, the maximum bonus opportunity for each executive director will be in line with the 2025 Policy maximum:
Director % salary
Dominic Blakemore 250%
Petros Parras 200%
Palmer Brown 200%
2025-2026 annual bonus plan metrics remain largely unchanged from last year, with two changes to the ESG measures. The plan has
incorporated a food waste measure for the last three years, over which time waste reduction initiatives have made significant progress. Food
waste reduction is now fully integrated into our operations, with measurement tools deployed. Food waste will therefore no longer form part of the
annual bonus plan for executive directors and senior management.
Additionally, the health and safety measures will move from solely targeting a reduction in FSIR and TRIFR to the introduction of leadership safety
walks, with performance underpinned by TRIFR and Material FSIR. Material FSIR focuses on more serious incidents such as allergens and
foodborne illness.
73Compass Group PLC Annual Report 2025
The measures and weightings are as follows:
Executive directors
Measure
1
Description of measure Weighting
Profit growth
(%)
A key measure of our financial performance encompassing revenue and margin performance in one
metric, by comparing the underlying operating profit delivered in the current year with that of the prior
year, expressed as a percentage and adjusted for exchange rate movements.
65%
Cash conversion
(%)
Demonstrates our ability to convert profit into cash - by setting a target percentage of profit to be
converted to cash.
25%
Safety walks
2
Emphasises our commitment to health and safety, embedding a safety culture of prevention. Safety
walks are structured, documented and verifiable processes which involve senior leaders observing and
promoting safe practices with actions tracked in an app.
10%
Total 100%
1. Measures for the Group CEO and CFO are assessed at Group level, and measures for the Group COO, North America are assessed at regional North America level.
2. Underpinned by TRIFR and Material FSIR.
The Committee has chosen not to disclose the details of the targets in this DRR, as in the opinion of the Committee they are commercially
sensitive. However, the specific targets and the extent to which the targets have been met (at both Group and regional levels) will be disclosed in
next year’s DRR.
Long-term Incentive Plan award
The Committee intends to grant LTIP awards to the executive directors during the 2025-2026 financial year, with award levels in line with the
2025 Policy, as shown in the following table. The awards to the Group CFO and Group COO, North America reflect the second phase of the
implementation of the 2025 Policy, as fully described in the 2024 DRR.
Director % of base salary
Group CEO 500%
Group CFO 400%
Group COO, North America 450%
The extent to which these LTIP awards will vest will be dependent on performance assessed over the three financial years 2026-2028 using the
performance measures and targets shown in the tables below.
Measure Description of measure
ROCE
The definition aims to measure the underlying economic performance of the Group. ROCE is calculated at the end of the
three-year performance period as net underlying operating profit after tax (NOPAT) divided by 12-month average capital
employed. ROCE targets are updated at the end of the performance period to reflect the net impact of M&A, changes in
accounting standards and constant currency.
AFCF
The definition aims to measure the cash generation of the Group and is calculated as the three-year cumulative underlying
free cash flow, adjusted for the net impact of M&A and constant currency.
Relative
TSR
Relative TSR performance is compared to that of constituent members of the FTSE 100 (excluding the financial services
sector). TSR is the aggregate of share price growth and dividends paid (assuming reinvestment of those dividends in the
Company’s shares during the three-year performance period).
Measure
Weighting
(% of award) Threshold Par (target) Maximum
ROCE 40% 18.17% 18.77% 19.37%
Vesting (of this component) 0% 50% 100%
AFCF 40% $5,489m $5,868m $6,247m
Vesting (of this component) 0% 50% 100%
Relative TSR 20% Median – Upper quartile
Vesting (of this component) 25% – 100%
There is no vesting for below-threshold performance, and straight-line vesting between the points shown. There will be threshold vesting for
median TSR performance, in line with the approach taken by the majority of the comparator group. The peer group is the FTSE 100 (excluding
financial services companies) as opposed to the FTSE 30 which is our peer group for remuneration benchmarking purposes, as it has been
determined that using a larger group such as the FTSE 100 is more robust, since the outcome is less influenced by the movements of any
individual comparator company.
Executive directors are required to hold shares from vested awards for a period of two years following vesting to strengthen the long-term
alignment of executives’ remuneration packages with shareholders’ interests; and, if required, to facilitate the implementation of provisions
related to clawback. A two-year post-employment shareholding requirement applies to the awards.
Annual report on remuneration continued74 Governance
Non-executive director fees
Following a review of the market which highlighted that the fee paid to the Chair of the Board had fallen significantly behind the market, the
annual fee was increased from £620,000 to £720,000 (16.1%) with effect from 1 October 2025. This adjustment reflects the Company’s position
as a FTSE 30 constituent and ensures the Chair’s remuneration remains competitive and commensurate with the significant time commitment,
responsibilities and stakeholder engagement required of the role. The annual base fee for non-executive directors was increased from £103,500
to £105,000 (1.4%) also with effect from 1 October 2025.
As part of the review, the fee structure for non-executive directors was also updated to ensure it remains appropriate and aligned with market
practice. The revised structure comprises a base fee, a single Committee membership fee of £10,000 per annum irrespective of the number of
Committees on which each non-executive director serves, and a Committee Chair fee where applicable. The fee for the Senior Independent
Director and Audit and Remuneration Committee Chairs increased from £30,000 to £40,000 per annum to reflect the additional responsibilities
of these roles. In addition, a fee of £10,000 per annum has been introduced for the Designated Non-Executive Director for workforce engagement.
This structure and increase in fees is effective 1 October 2025 and the full details are set out below:
Role/fee component
Fees 2025
£
Fees 2024
£ Increase
Chair of the Board 720,000 620,000 16.1%
Non-executive director base fee 105,000 103,500 1.4%
Senior Independent Director 40,000 30,000 33.3%
Chair of Audit or Remuneration Committee 40,000 30,000 33.3%
Chair of Corporate Responsibility Committee 30,000 30,000 n/a
DNED for Workforce Engagement 10,000 n/a n/a
Generic Committee membership
1
10,000 n/a n/a
1. A single fee irrespective of the number of Committees on which each non-executive director serves.
Extant equity incentive awards held by executive directors
Details of all existing equity incentive awards as at the date of this DRR, including awards conditionally made under the various long-term
incentive plans to the executive directors at any time during the year ended 30 September 2025, are shown in the table below:
LTIP
1
Director
As at
30 Sep 2024:
number of shares
Awarded
during the year:
number of shares
Released
during the year:
number of shares
Lapsed
during the year:
number of shares
As at
30 Sep 2025:
number of shares
5
Market price at
date of award
3
£ Date of award
4
Maturity date
Dominic Blakemore 241,385 – 241,385 – – 17.60 8 Feb 2022 1 Oct 2024
225,966 – – – 225,966 18.67 1 Dec 2022 1 Oct 2025
215,728 – – – 215,728 20.26 1 Dec 2023 1 Oct 2026
– 172,319 – – 172,319 27.31 3 Dec 2024 1 Oct 2027
– 85,239 – – 85,239 28.30 12 Feb 2025 1 Oct 2027
Total 683,079 257,558 241,385 – 699,252
Petros Parras
2
127,565 – – – 127,565 20.26 1 Dec 2023 1 Oct 2026
– 96,187 – – 96,187 27.31 3 Dec 2024 1 Oct 2027
– 8,713 – – 8,713 28.30 12 Feb 2025 1 Oct 2027
Total 127,565 104,900 – – 232,465
Palmer Brown 145,040 – 145,040 – – 17.60 8 Feb 2022 1 Oct 2024
152,979 – – – 152,979 18.67 1 Dec 2022 1 Oct 2025
190,687 – – – 190,687 20.26 1 Dec 2023 1 Oct 2026
– 143,574 – – 143,574 27.31 3 Dec 2024 1 Oct 2027
– 27,054 – – 27,054 28.30 12 Feb 2025 1 Oct 2027
Total 488,706 170,628 145,040 – 514,294
Deferred Bonus Plan/deferred annual bonus
Director
As at
30 Sep 2024:
number of shares
Awarded
during the year:
number of shares
Released
during the year:
number of shares
Lapsed
during the year:
number of shares
As at
30 Sep 2025:
number of shares
5
Market price at
date of award
3
£ Date of award Maturity date
Dominic Blakemore 35,954 – – – 35,954 20.26 1 Dec 2023 1 Oct 2026
– 28,719 – – 28,719 27.31 3 Dec 2024 1 Oct 2027
Total 35,954 28,719 – – 64,673
Petros Parras – 11,450 – – 11,450 27.31 3 Dec 2024 1 Oct 2027
Total – 11,450 – – 11,450
Palmer Brown 20,243 – 20,243 – – 15.08 15 Dec 2021 15 Dec 2024
19,779 – – – 19,779 20.26 1 Dec 2023 1 Oct 2026
– 20,510 – – 20,510 27.31 3 Dec 2024 1 Oct 2027
Total 40,022 20,510 20,243 – 40,289
1. Each LTIP award is based on a three-year performance period. Awards are subject to a two-year post-employment holding period.
2. At the date of his appointment, Petros Parras had an award of 39,096 LTIP shares that was granted to him prior to him becoming a director of the Company. 16,121
of these shares, along with 863 dividend equivalent shares, vested in November 2024. A further 22,975 shares will vest shortly after the announcement of the full
year results. In addition, Petros was granted a conditional award of 8,472 shares under the Company’s Restricted Share Award Plan (RSA) prior to him becoming a
director. 2,824 shares vested on 31 December 2023 and 5,648 shares vested on 1 December 2024.
3. The market price at the date of each award is shown to two decimal places.
4. The performance period of the LTIP award granted on 8 February 2022 ended on 30 September 2024. The awards vested in full.
5. Dividend equivalents apply to LTIP and deferred bonus share awards and are not included in the tables above.
75Compass Group PLC Annual Report 2025
Share ownership guidelines and directors’ interests in shares
In order that their interests are aligned with those of shareholders, directors are expected to build up and maintain a personal shareholding in the
Company as set out in the share ownership guidelines described in the 2025 Policy on page 104 of the 2024 Annual Report.
Executive directors are required to achieve their shareholding guideline within a five-year period commencing on the date of appointment or date
of increase in shareholding requirement, whichever is the later. Under the 2025 Policy, the guideline for executive directors aligns to the level
commensurate with the latest LTIP award, as shown in the table below. Compliance with the guideline is assessed annually, on a pro rata basis.
Non-executive directors are required to achieve their shareholding guideline within a five-year period from the date of appointment.
The Committee reviewed and noted that the guidelines were satisfied by all directors in office during the year. The interests of the directors in
office during 2025 in shares (including the interests of persons closely associated) and share incentives are shown in the table below:
Beneficial Conditional
Shares held as at
30 Sep 2025
Shares held as at
30 Sep 2024
LTIP/DBP
holdings as at
30 Sep 2025
LTIP/DBP
holdings as at
30 Sep 2024
Share
ownership
guideline
1
Compliance with
share ownership
guidelines
Executive
directors
Dominic Blakemore 518,239 383,761 763,925 719,033 500% ü
Petros Parras
2
26,929 15,057 266,890 127,565 375% ü
Palmer Brown 174,158 76,757 554,583 528,728 400% ü
Non-executive
directors
Liat Ben-Zur
3
4,300 4,300 – – 100% ü
Stefan Bomhard 10,743 10,743 – – 100% ü
John Bryant 15,781 15,781 – – 100% ü
Juliana Chugg 3,840 – – – 100% ü
Arlene Isaacs-Lowe 5,300 5,300 – – 100% ü
Ian Meakins 58,362 58,362 – – 100% ü
Anne-Françoise Nesmes 11,907 11,907 – – 100% ü
Sundar Raman 5,030 5,030 – – 100% ü
Nelson Silva
4
10,323 10,323 – – 100% ü
Ireena Vittal
4
5,461 5,461 – – 100% ü
Leanne Wood 4,265 2,777 – – 100% ü
1. The share ownership guideline is a percentage of base salary or fee.
2. Petros Parras was appointed to the Board on 1 December 2023 and has five years from the date of appointment/date of change in share ownership guideline in
which to meet the requirement. As announced, on 20 March 2025, a pledge was granted over 26,929 shares held by Petros Parras in favour of Societe Generale in
connection with a loan facility for the purchase of a residential property. Petros’ conditional shares include awards granted prior to him becoming an executive
director.
3. Liat-Ben Zur’s holding is in American Depositary Receipts.
4. Nelson Silva and Ireena Vittal ‘s holding are shown at 6 February 2025 when they retired from the Board.
There were no changes in directors’ interests between 30 September 2025 and 24 November 2025.
Director appointments and role changes during the year
Ireena Vittal and Nelson Silva retired from the Board on 6 February 2025 at the conclusion of the 2025 AGM. Other than the fees and expenses
payable for the period up to 6 February 2025, no payments were made in connection with Ireena and Nelson ceasing to be directors of the
Company.
Payments for loss of office
There were no payments for loss of office during the year.
Payments to past directors
Gary Green, former Group COO, North America retired as a director on 30 November 2023, and remained an employee under his existing terms of
employment until 31 March 2024. Gary’s unvested share awards under the LTIP were preserved in accordance with the good leaver provisions in
the plan rules. Gary holds an award of 122,452 shares under the 2022-2023 LTIP. The award is subject to a time pro-rating adjustment and will
vest in accordance with the 2022-2023 LTIP performance outcomes set out on page 71. 114,717 LTIP shares and 6,742 dividend equivalent
shares will vest shortly after the announcement of the full year results, with an estimated value of £3,108k.
External non-executive director appointments
Executive directors may accept one non-executive directorship in a FTSE 100 company or other significant appointment outside the Company,
subject to the Board’s approval and provided that such an appointment is not likely to lead to a conflict of interest. It is recognised that
non-executive duties can broaden experience and knowledge which can benefit the Company. Dominic Blakemore received fees of £135,000 in
respect of his directorship at London Stock Exchange Group plc for the 2025 financial year. Dominic was unremunerated for his services to the
charity FareShare and to University College London. At the date of this DRR, Petros Parras and Palmer Brown do not hold any external
appointments.
Annual report on remuneration continued76 Governance
Remuneration in detail for the year ended 30 September 2025
Pay for performance
The Committee believes that the 2025 Policy provides a clear alignment with the strategic objectives and performance of the Group. To maintain
this relationship, the Committee regularly reviews the business priorities of the Group and the environment in which it operates. The table below
shows the Group CEO’s total remuneration and achievement against the annual bonus plan and LTIP over the last 10 years, as a percentage of the
maximum opportunity.
2016 2017 2018 2019 2020 2021 2022 2023 2024 2025
Single total figure of remuneration (£000) 5,822 5,617 4,568 4,659 1,162 3,211 3,299 7,498 9,499 10,508
Annual bonus plan outcome (% of maximum
opportunity) 85.8 68.9 95.9 78.3 0 99.9 100 100 100 95
LTIP outcome (% of maximum opportunity) 84.5 74.5 95.0 100 0 0 0 100 100 93.7
Group CEO pay ratio
The ratio between the Group CEO’s remuneration and the lower quartile, median and upper quartile of UK employees is disclosed in the table
below. Figures include the Group CEO’s total remuneration as set out in the single figure table on page 69, and the remuneration paid to
employees at the 25th, 50th and 75th percentiles, over the past five financial years. Methodology A has been chosen to calculate the ratio, as it is
considered the most accurate approach. This method includes total full-time equivalent remuneration for UK employees received by an individual
in respect of the relevant financial year and is calculated in line with the methodology for the single figure of remuneration for the Group CEO.
The best equivalents for the three UK employees whose hourly rates of pay were at the 25th, median and 75th percentiles were selected, with a
small number of employees around each quartile reviewed, to ensure that the employees chosen at the three percentile points were, within
reason, representative of the pay of the UK workforce at each quartile. The Committee has considered the pay data of the three employees
identified and believes that it fairly reflects pay at the relevant quartiles amongst the UK workforce. The three individuals identified did not receive
any remuneration which would otherwise inflate their pay figures.
Executive remuneration, in line with market practice, includes a significant proportion subject to performance and therefore ‘at risk’. As a result,
remuneration of the Group CEO is weighted more heavily towards variable pay than that of the wider workforce. The ratio will therefore fluctuate
each year depending on the performance of the Company. During the financial years 2020, 2021 and 2022, remuneration was notably impacted
by the COVID-19 pandemic, which had a significant impact on variable pay elements. The increase in the Group CEO’s remuneration and
associated pay ratio in 2025 reflects the Group’s strong performance, where record levels of performance have been achieved in many areas. The
ratio has therefore increased, which reflects the correlation between pay and performance. We believe that the median pay ratio is consistent with
the pay, reward and progression policies for the Company’s UK employees taken as a whole.
Year and component Method
25th percentile
pay ratio
Median
pay ratio
75th percentile
pay ratio
2025 total remuneration A 407:1 364:1 309:1
2024 total remuneration A 372:1 330:1 297:1
2023 total remuneration A 323:1 303:1 236:1
2022 total remuneration A 159:1 129:1 115:1
2021 total remuneration A 172:1 138:1 125:1
2020 total remuneration A 63:1 54:1 42:1
The salary and total remuneration levels used in the pay ratio calculations are set out in the table below:
Financial year Component
Group CEO
£000
25th percentile
£000
Median
£000
75th percentile
£000
2025 Salary £1,340 £25 £28 £33
Total remuneration £10,508 £26 £29 £34
2024 Salary £1,144 £23 £26 £31
Total remuneration £9,499 £26 £29 £32
2023 Salary £1,083 £21 £24 £24
Total remuneration £7,494 £23 £25 £32
2022 Salary £1,034 £18 £22 £26
Total remuneration £3,299 £21 £26 £29
2021 Salary £1,000 £16 £19 £24
Total remuneration £3,211 £19 £23 £26
2020 Salary £894 £17 £21 £26
Total remuneration £1,162 £18 £21 £28
77Compass Group PLC Annual Report 2025
Annual percentage change in remuneration of directors and employees
The following table shows the annual change in each individual director’s base salary/fees, benefits and bonuses, compared to the annual change
in average UK employee pay for the year ended 30 September 2025. Figures have been annualised to show a like-for-like comparison.
Change in pay between
2024 and 2025
Change in pay between
2023 and 2024
Change in pay between
2022 and 2023
Change in pay between
2021 and 2022
Change in pay between
2020 and 2021
Base
salary/
fees %
change
1
Bonus %
change
2
Benefit %
change
3
Base
salary/
fees %
change
1
Bonus %
change
2
Benefit %
change
3
Base
salary/
fees %
change
1
Bonus %
change
2
Benefit %
change
3
Base
salary/
fees %
change
1
Bonus %
change
2
Benefit %
change
3
Base
salary/fees
% change
1
Bonus %
change
2
Benefit %
change
3
Executive
directors
Dominic
Blakemore 17.2% 43.3% 23.8% 5.7% 5.9% (20.3)% 4.7% 4.8% (52.0)% 3.4% 4.6% 18.1% 11.9% n/a
4
(27.4)%
Petros Parras 1.5% 29.2% (53.1)% n/a
4
n/a
4
n/a
4
n/a
4
n/a
4
n/a
4
n/a
4
n/a
4
n/a
4
n/a
4
n/a
4
n/a
4
Palmer Brown 7.3% 29.3% (0.5)% 32.0% 37.7% (25.4)% 4.4% 4.8% (30.3)% n/a
4
n/a
4
n/a
4
n/a
4
n/a
4
n/a
4
Non-executive
directors
Liat Ben-Zur 3.9% – n/a n/a
4
– n/a
4
n/a
4
– n/a
4
n/a
4
– n/a
4
n/a
4
– n/a
4
Stefan
Bomhard 3.9% – (5.2)% 5.9% – 113.1% 4.4% – 203.9% 2.3% – n/a
4
10.3% – (100)%
John Bryant 3.0% – 0.2% (5.7)% – 35.5% 14.5% – 804.3% 11.5% – n/a
4
35.0% – (100)%
Juliana Chugg 3.9% – n/a n/a
4
– n/a
4
n/a
4
– n/a
4
n/a
4
– n/a
4
n/a
4
– n/a
4
Arlene
Isaacs-Lowe
5
23.7% – 22.8% 5.9% – 25.0% 4.4% – 651.0% n/a
4
– n/a
4
n/a
4
– n/a
4
Ian Meakins 4.0% – n/a 5.9% – n/a
4
4.7% – n/a
4
18.9% – n/a
4
467.0% – (100)%
Anne-Françoise
Nesmes 2.5% – 5010.0% 22.8% – (89.8)% 8.3% – n/a
4
11.5% – n/a
4
35.0% – (100)%
Sundar
Raman 3.9% – 183.2% 5.9% – (3.9)% 4.4% – n/a
4
n/a
4
– n/a
4
n/a
4
– n/a
4
Nelson Silva
5
3.0% – 394.6% 4.5% – 60.4% 3.3% – 278.0% 1.7% – n/a
4
10.3% – (100)%
Ireena Vittal
5
3.9% – 67.6% 5.9% – (1.5)% 4.4% – n/a
4
2.3% – n/a
4
10.3% – (100)%
Leanne Wood 3.9% – (53.1)% 5.9% – n/a
4
n/a
4
– n/a
4
n/a
4
– n/a
4
n/a
4
– n/a
4
Average
pay of UK
employees
6
8.35% 23.78% (20.7)% 6.5% 50.2% (41.5)% 11.5% (23.4)% (24.8)% 3.8% 191.8% 2.5% 5.2% 113.1% 7.5%
1. The annual percentage change in salary is calculated by reference to actual salary paid, and for directors is calculated on a full-time equivalent basis.
2. The annual percentage change in bonus is calculated by reference to the bonus payable in respect of performance applicable to the financial year for executive
directors, and by reference to all bonus payments received during the financial year for UK employees.
3. The annual percentage change in benefits is calculated by reference to the value of benefits received in respect of the financial year. Non-executive directors’ travel
expenses to/from meetings in the UK are considered a benefit and are disclosed in the DRR. The decrease in benefits value between 2024 and 2025 for UK
employees is due to the continued increase in take-up of electric company vehicles, which have a lower taxable value than a cash for car allowance or a non-electric
Company vehicle.
4. n/a refers to a nil value in the previous year, meaning that a year-on-year change cannot be calculated.
5. Fees for 2025 have been pro rated to reflect time in office and change of role as appropriate.
6. Average employee pay is calculated by reference to the mean average pay of employees within the UK.
Relative importance of spend on pay
The following table sets out the amounts paid in share buybacks, dividends and total employee costs for the 2024 and 2025 financial years.
Disbursements
2025
$m
2024
$m
Change
%
1
Share buybacks
2
107 557 (80.8)%
Dividends paid
3
1,047 963 8.7%
Total employee costs
4
21,787 19,598 11.1%
1. The year-on-year percentage change in disbursements reflects the Company’s continued strong performance.
2. At the AGM on 6 February 2025, shareholders approved Resolution 25 to give the directors authority to make limited on-market purchases of up to 10% of the
Company’s ordinary shares. 3,224,030 shares were repurchased during the financial year ended 30 September 2025 at a cost of $107 million excluding
transaction costs. The directors consider it desirable for such general authority to be available to maintain an efficient capital structure whilst at the same time
retaining the flexibility to fund any bolt-on acquisitions.
3. The share capital in issue on 30 September 2025 and on the same date in 2024 was 1,785 million ordinary shares of 11
1
⁄
20
pence each, including treasuryshares.
4. Total employee costs include wages and salaries, social security costs, share-based payments and pension costs for all employees, including directors. The average
number of employees, including directors and part-time employees during 2025 was 591,767 (2024: 579,126).
Annual report on remuneration continued78 Governance
Remuneration of other senior executives and
management
A number of senior executives and the executive directors comprise
the Executive Committee. These key management roles influence the
ability of the Group to meet its strategic goals. The Remuneration
Committee sets the remuneration for these individuals and considers
the remuneration levels and structure of the wider business. Total
remuneration including base salary and other short-term benefits,
bonus and the expected value of long-term incentives for this group is
summarised in note 4 to the consolidated financial statements on
page 108.
Remuneration advice
The Group Chief People Officer and the Group Reward Director are
normally invited to attend each Committee meeting to advise on
remuneration matters. The Chair of the Board, Group CEO and
GroupCFO may also attend from time to time by invitation. They are
notpaid a fee for attending the Committee in addition to their normal
remuneration from the Company, and none attend when their own
remuneration is discussed. Details of the members of the Committee
who served during the 2025 financial year are set out on pages
38 to 39.
Under its terms of reference, the Committee obtains the advice of
external independent remuneration consultants and is responsible for
their selection and appointment. The Committee appointed
PricewaterhouseCoopers (PwC) as its independent remuneration
adviser in April 2024. Prior to this, the adviser to the Committee was
Deloitte.
PwC’s fees for 2024-2025 were £204,100 for advice relating to
executive remuneration. Fees covered attendance at Committee
meetings, general advice and updates on remuneration
developments. Total fees paid to advisers for the prior year were
£175,650 (£115,650 to PwC and £60,000 to former adviser, Deloitte).
PwC also provided advice to the Group in relation to tax and
accounting, technology and other consulting services during the year.
PwC is a member of the Remuneration Consultants Group and
complies with its Code of Conduct.
Alithos Limited (Alithos) was appointed by the Company in 2002.
During the year, Alithos provided information for the testing of the TSR
performance conditions for the Company’s LTIP awards, for which it
received fixed fees of £24,000 (2024: £24,000). Alithos also provided
TSR data to the Committee during the year for which it received fees
of £500 (2024: £500).
The Committee is satisfied that the advice it received during the year
was objective and independent, based on the experience of its
members.
Committee evaluation
The 2024 internal performance review process confirmed that the
Committee continued to be effective. The following areas for
improvement were identified: finalising the new Remuneration Policy
and obtaining broad stakeholder alignment with the new policy;
ensuring remuneration targets are appropriately stretching and
ensuring that reward is sufficiently competitive to attract and retain
the best talent.
These themes, together with the Committee’s regular programme of
work, shaped the Committee’s agenda and were included in the
principal activities during the year.
Details of the 2025 triennial external Board and Committee
performance review are on page 60.
Shareholder vote at the 2025 Annual General Meeting
The table below sets out the voting outcome at the AGM held on 6 February 2025:
Number of votes
‘For’ and
‘Discretionary’
% of votes cast
‘For’
Number of votes
‘Against’
% of votes cast
‘Against’
Total number
of votes cast
Number of votes
‘Withheld’
1
Remuneration Policy
2
1,370,177,333 97.54 34,594,750 2.46 1,404,772,083 646,033
Annual Remuneration Report
3
1,369,627,681 97.49 35,207,031 2.51 1,404,834,712 583,403
1. A vote withheld is not a vote in law.
2. Binding vote.
3. Advisory vote.
The Committee was delighted with the support from shareholders in respect of the 2024 DRR and 2025 Policy. At the 2026 AGM, shareholders
will be invited to vote on the 2025 Annual Remuneration Report.
On behalf of the Board
John Bryant
Chair of the Remuneration Committee
24 November 2025
79Compass Group PLC Annual Report 2025
The directors present their Annual Report and the audited
consolidated financial statements of the Company and its subsidiaries
for the financial year ended 30 September 2025.
This Directors’ Report forms part of the management report as
required under the Financial Conduct Authority (FCA) Disclosure
Guidance and Transparency Rules (DTR) 4. The Company has
chosen, in accordance with section 414C (11) of the Companies Act
2006, to include certain matters in its Strategic Report that would
otherwise be required to be disclosed in this Directors’ Report.
TheStrategic Report can be found on pages 1 to 35 and includes an
indication of future likely developments in the Company, details of
important events and the Company’s business model and strategy.
The Corporate Governance and Directors’ Report on pages 36 to 79,
the Other Statutory Disclosures section here on pages 80 to 82
and the Directors’ Responsibilities Statement on page 83
are incorporated into the Directors’ Report by reference.
Specifically, the following disclosures have been included elsewhere
within the Annual Report and are incorporated into this Directors’
Report by reference:
Disclosure Page
Financial risk management 11
Future developments in the business 4
Statement of directors’ responsibilities
including disclosure of information to the auditor 83
Disclosure of greenhouse gas (GHG) emissions 19
TCFD disclosure 26 to 34
Shareholder information 177 and 178
Viability statement 25
Going concern statement 14
Results and dividends
In the year ended 30 September 2025, the Group delivered an
underlying profit before tax of $3,020 million (2024: $2,749 million),
an increase of 9.9%; and a statutory profit before tax of $2,584million
(2024: $2,056 million), an increase of 25.7%.
It is proposed that a final dividend of 43.3 cents per share be
paidinrespect of the financial year ended 30 September 2025 on
26 February 2026 to shareholders on the register on 16 January 2026.
The final dividend of 43.3 cents per share will be paid in sterling
unless a shareholder elects to receive the dividend in USdollars.
Thelast date for receipt of currency elections will be 2 February 2026.
A Dividend Reinvestment Plan (DRIP) will be available. The last date
for receipt of DRIP elections will be 5 February 2026.
Year Dividend Pence per share Cents per share
2025 Final N/A
1
43.3
2025 Interim 16.7 22.6
2024 Final 31.42 39.1
2024 Interim 16.2 20.7
1. The exchange rate for the sterling equivalent of the final dividend for the
financial year ended 30 September 2025 will be announced on the London
Stock Exchange Regulatory News Service on 10 February 2026.
Generally, the trustee of the employee benefit trust, the Compass
Group PLC All Share Schemes Trust (ASST), which operates in
connection with the Company’s share plans, waives its right to receive
dividends on shares held by it. Details of the ASST are on page 81 of
this Report. The value of the dividends waived by the ASST during the
year was $100,393 (£78,461) (2024: $205,341 (£162,059)).
Share capital
The Company has a single share class which is divided into ordinary
shares of 11
1
⁄
20
pence each. At the date of this Report, 1,785,403,977
ordinary shares of 11
1
⁄
20
pence each (of which 87,973,798 are held in
treasury) have been issued, are fully paid up and are quoted on the
London Stock Exchange. Each share (excluding treasury shares) has
one vote, and therefore the total number of voting rights at the date of
this Report is 1,697,430,179. Additionally, the Company has a Level 1
American Depositary Receipts programme with BNY under which
Compass shares are traded on the OTCQX® Best Market.
In the year ended 30 September 2025, 3,411,748 awards were
released pursuant to the Company’s long-term incentive plans and
other discretionary share schemes. All awards released were satisfied,
as appropriate, by the reissue of 3,242,237 treasury shares and the
release of 169,511 shares from the ASST. To satisfy an award under
the Compass Group PLC Restricted Share Award Plan which had
vested on 30 September 2025, 2,438 shares were released by the
ASST on 1 October 2025.
No restrictions apply to the transfer of the Company’s ordinary shares
other than those which may be imposed from time to time by law.
TheCompany is not aware of any agreements between shareholders
that may result in restrictions on the transfer of securities and/or
voting rights, or of significant agreements to which it is party that take
effect, alter or terminate upon a change of control of the Company
following a takeover. Detailed information on the rights and obligations
of the Company’s ordinary shares, and those conferred by law, are set
out in its articles of association, which may only be amended by
special resolution at a general meeting of shareholders. The articles of
association are on the Company’s website: www.compass-group.com.
Directors’ indemnity
In accordance with the Company’s articles of association, directors
have been granted an indemnity by the Company to the extent
permitted by law in respect of liabilities incurred as a result of their
office. The indemnity would not provide any coverage where a director
is found to have acted fraudulently or dishonestly. The Company has
insurance for potential legal actions against its directors and officers.
Purchase of own shares
From 1 October 2024 to 17 December 2024, the Company bought
back 3,224,030 ordinary shares of 11
1
⁄
20
pence relating to a
$500million share buyback. These purchases were made under the
shareholder authority obtained by the Company at the 2024 AGM to
purchase its own shares up to a maximum of 171,140,000 ordinary
shares. The cost of the shares purchased was $107 million, excluding
transaction costs. The shares repurchased represented 0.2% of the
issued ordinary share capital of the Company at the date of this
Report. They were subsequently transferred into treasury for the
purpose of satisfying the Company’s obligations under employee
equity incentive plans. At the 2025 AGM, the Company obtained
shareholder approval to purchase up to a maximum of 169,700,000
ordinary shares of 11
1
⁄
20
pence each. At the date of this Report, the
directors have not exercised the 2025 authority.
At the date of this Report, there are 87,973,798 ordinary shares of
11
1
⁄
20
pence each held in treasury, representing 5.2% of the issued
ordinary share capital. Treasury shares are ineligible to participate in
dividends and do not carry any voting rights. Further details of treasury
shares and share buybacks are on page144.
Other statutory disclosures
Other statutory disclosures80 Governance
Issue of shares
At the 2026 AGM, the directors will seek approval from shareholders
to renew the section 551 authority approved by shareholders at the
2025 AGM. The section 551 authority gives directors the ability to allot
approximately one-third of the Company’s issued ordinary share
capital, calculated at the latest practicable date prior to publication of
the Notice of AGM. The directors also intend to seek a further
one-third authority, which is in line with the Investment Association’s
Share Capital Management Guidelines, on the basis that the
additional authority would only be used in connection with a rights
issue. If approved, the two-thirds authority will expire no later than
15months from the date the resolution is passed, or at the conclusion
of the Company’s 2027 AGM, whichever is earlier. Changes to the
Company’s share capital in 2025, including details of purchases and
releases by the ASST, and the reissue of treasury shares, are in notes
25 and 26 to the consolidated financial statements.
Substantial shareholdings
As at 30 September 2025, and up to the date of this Report,
inaccordance with the UK Disclosure Guidance and Transparency
Rules the following information has been received, in accordance with
DTR 5, from holders of notifiable interests in the Company’s issued
ordinary share capital:
% of Compass Group PLC’s voting rights
BlackRock, Inc. 9.99
FMR LLC 5.09
Artisan Partners Limited Partnership 4.96
Invesco Limited 4.95
Massachusetts Financial Services Company 4.60
The above information was correct at the notification date. It may have
changed since; however, the holder is not required to notify the Company
until the next notifiable threshold (defined in DTR 5) is crossed.
Employee share trusts
The Compass Group Employee Share Trust (ESOP) was established on
13 January 1992 in connection with the Company’s share option
plans, but is no longer in use and has not held any shares in the trust
since 2016. The Compass Group Long Term Incentive Plan Trust was
established on 5 April 2001 in connection with the Company’s
long-term incentive plans. In 2019, it was adapted to allow it to source
shares for all the Company’s share schemes and renamed the
Compass Group PLC All Share Schemes Trust (ASST).
Details of employee equity incentive plans are set out in the Directors’
Remuneration Report on pages 61 to 79. As at 30 September 2025,
the trustees of the ASST held 129,201 (2024: 298,712) ordinary
shares of of 11
1
⁄
20
pence each in the Company.
Awards under employee share schemes
Details of awards made during the year and held by executive
directors as at 30 September 2025 are in the Directors’ Remuneration
Report on pages 61 to 79. Details of employee equity incentive plans
and grants made during the year ended 30 September 2025, and
extant awards held by employees, are disclosed in the consolidated
financial statements on pages 146 and 147.
Employee engagement
Particular importance is placed on engaging with employees. It is
recognised that they have an important role to play in delivering the
Group’s commitments and strategy and in living its values. Employee
engagement is based on commitments to respect, teamwork, and
growth in the workforce.
The Group continues to operate on a decentralised basis. This supports
an entrepreneurial approach within a strong control framework,
supported by a small head office team. Local management teams are
responsible for maintaining high standards of health and safety and
ensuring employees’ views are considered in decision making.
Employees are regularly informed about important matters and share
their feedback through engagement surveys. This helps management
to understand employee sentiment and to improve employee
experience in the workplace. Examples of engagement during the year
can be found in other sections of this Report:
– People: pages 16 and 48
– Meetings with the Designated Non-Executive Director
forWorkforceEngagement: page 43
– Stakeholder engagement: pages 46 to 49
– Corporate Responsibility Committee Report: page 57
Certain employees globally are eligible to participate in the Company’s
equity incentive plans, details of which are published on pages 146
and 147, and UK-based employees are eligible to participate in the
Company’s Share Incentive Plan.
Employee benefits and policies
Employees are offered a range of benefits, such as private
medical cover, depending on the local environment. Training and
skills development are important. Employment and the promotion of
people with disabilities are based on merit and the ability of the
individual to carry out therole and, where appropriate, reasonable
adjustments are made for them. An employee who becomes disabled
would, where appropriate, beoffered retraining.
Eligible UK employees can join the Compass Retirement Income
Savings Plan Section (the CRISP Section) of the Compass Group
Pension Plan (the Plan). The Plan has a corporate trustee, Compass
Group Pension Trustee Company Limited. The Company is subject to
the Pension Automatic Enrolment Regulations for its workforce in the
UK. All new UK employees who meet the statutory eligibility criteria
are automatically enrolled into the National Employment Savings
Trust, unless they join the CRISP Section. Permanent employees
outside the UK are usually offered local pension arrangements, if and
where they exist.
Employee diversity and human rights
Our Code of Business Conduct (CBC) provides principles-based
guidance to our businesses and sets out clearly the standards of
behaviour we expect. Our values, CBC and Group policies serve as a
foundation for how we conduct business and compete fairly.
Togetherthey support our environmental, social and governance
activities, including incorporating the Ten Principles of the UN Global
Compact (of which Compass is a signatory) into strategies, policies
and procedures. Our processes and policies together with our actions,
demonstrate a commitment to integrity, inclusion and sustainability
for our people, the communities we serve and the planet.
The contribution of our people plays an important role in the Group’s
success. We respect and value individuality and diversity and treat all
employees with dignity and fairness. The Company publishes an
annual statement in line with the Modern Slavery Act 2015, which is
available on our website: www.compass-group.com.
As at 30 September 2025, there were 591,767 (2024: 579,126)
people employed by the Group (average number of employees
including directors and part-time employees), of whom 330,144
werefemale (2024: 323,182) and 261,623 were male (2024:
255,944). 442 were senior managers, of whom 140 were female and
302 were male (2024: 150 female and 310 male), which includes
members of our global leadership team and statutory directors of
corporate entities whose financial information is consolidated in the
Group’s financial statements in this Annual Report.
81Compass Group PLC Annual Report 2025
As at 30 September 2025, there were 12 directors, comprising seven
males and five females. The Nomination Committee considers
diversity and gender before recommending a candidate for
appointment to the Board.
Compass aims to create a positive and open work environment.
Employee policies comply with local laws within a Group framework,
and employee satisfaction and engagement are monitored through
various indicators.
Our businesses consider the concerns of the communities in which
they operate and use relevant expertise to help contribute to the
wellbeing of communities in line with the businesses’ goals.
Wesupport the rights of all people as set out in the UN Universal
Declaration of Human Rights and give careful consideration before
doing business in countries that do not adhere to it.
Business relationships
For details on how we foster positive business relationships with
stakeholders and examples of how the directors have had regard to
stakeholders’ interests in their principal decision-making processes,
see pages 45 to 50.
Directors’ conflicts of interest
Executive directors can take one external non-executive role on a
non-competitor listed company board with Board approval. They can
keep any fees earned. The Board monitors directors’ other interests
and time commitments to ensure they do not have a detrimental effect
on their role at Compass.
Directors have a duty under the Companies Act 2006 to avoid actual
or potential conflicts of interest and must disclose any actual or
potential conflicts to the Board. In addition, directors have an
obligation to the Company to disclose to the Board an interest in any
transaction or arrangement being considered by the Company.
Whereappropriate, the Board can approve such situations and apply
provisions in order to manage conflicts. An established procedure is
followed when deciding whether to authorise an actual or potential
conflict of interest. Only independent directors (i.e. those with no
interest in the matter being considered) can make these decisions
and directors must act in good faith and in a way they consider
mostlikely to promote the Company’s success. The directors may,
ifappropriate, impose limits or conditions when granting approval.
Directors’ reported actual and potential conflicts of interest were
reviewed by the Board at its July 2025 meeting. It also considers
changes on an ad-hoc basis throughout the year. Authorised conflicts
are reviewed at least every 15 months.
Non-financial reporting
The Company complies with regulations requiring disclosure of
non-financial information to help investors and other stakeholders
understand its development, performance and position, and the
impact of its activities. The Audit Committee, which advises the Board
on thesematters, has concluded that the Company is compliant with
thedisclosure requirements.
The Annual Report includes key financial and non-financial KPIs that
reflect the Group’s strategic priorities and convey an understanding of
the Group’s culture and the drivers which help contribute to Compass’
success. The non-financial and sustainability information statement
on page 35 shows where non-financial information can be found.
Post-balance-sheet events
On 24 November 2025, a final dividend in respect of the financial
year ended 30 September 2025 of 43.3 cents per share, $735 million
(based on the issued share capital, excluding treasury shares as at
30September 2025) in aggregate, was proposed.
Greenhouse gas emissions reporting
The Company reports its annual carbon emissions; these details on
page 19 in the Purpose section of the Strategic Report, form part of
the Directors’ Report disclosures, and are incorporated by reference.
Further details of actions to reduce emissions can also be found in the
Purpose and TCFD sections on pages 18 and 19 and 26 to 34
respectively. TheAnnual Report is certified as a CarbonNeutral®
publication in line with the CarbonNeutral Protocol.In order to achieve
this certification we have supported an emissions reduction project to
offset the emissions arising from the production, printing and delivery
of this Report. This year, the Company has chosen to support
community-based projects in Malawi and Bangladesh.
Task Force on Climate-related Financial
Disclosures (TCFD)
The Company must state if it has made disclosures consistent with the
TCFD’s recommendations. If not, it must explain why and describe the
steps being taken to do so in the future. Details are in the Strategic
Report on pages 26 to 34 and form part of the Directors’ Report
disclosures and are incorporated by reference.
Donations and political expenditure
Charitable objectives support the Company’s sustainability strategy
and have primarily focused on the environment, health and wellbeing,
community engagement, and responsible business practice.
Donations have included employee involvement through fundraising
and financial support.
Group charitable donations $m
2025 8.6
2024 9.4
The Board has a policy of not giving cash contributions to any political
party in the ordinary meaning of those words and has no plans to
change this policy. No material amount of corporate funds or paid
employee time were used for political activities this year.
TheCompany’s Code of Business Conduct does not permit employees
to engage in any form of lobbying or have contact with political
representatives, government employees or public interest groups
unless they are doing so legitimately and adhering to internal control
processes. Information on the CBC is on pages 16 and 53 and on the
Company’s website: www.compass-group.com.
CREST
The Company’s ordinary shares are in CREST, and its bonds are in
Euroclear and Clearstream, the settlement systems for securities.
Disclosures required under UKLR 6.6.1
There are no additional disclosures required under the FCA’s Listing
Rule UKLR 6.6.1. Details of long-term incentive plans are in the
Directors’ Remuneration Report on pages 61 to 79. Dividends waived
by shareholders are on page 80.
AGM
The 2026 Notice of Meeting will be sent to shareholders as a
separatedocument and posted on the Company’s website:
www.compass-group.com and also on the National Storage
Mechanism at: https://data.fca.org.uk/#/nsm/
nationalstoragemechanism.
On behalf of the Board
Alison Yapp
Group General Counsel and Company Secretary
24 November 2025
Compass Group PLC
Registered in England and Wales
Company no. 4083914
Other statutory disclosures continued82 Governance
Directors’ responsibilities statement
The Annual Report and Accounts comply with the Disclosure
Guidance and Transparency Rules of the United Kingdom’s
Financial Conduct Authority and the UK Corporate Governance
Code 2018 in respect of the requirements to produce an
annual financial report.
The Annual Report and Accounts is the responsibility of, and
has been approved by, the directors.
We confirm that to the best of our knowledge:
– the Annual Report and Accounts, taken as a whole, is fair,
balanced and understandable and provides the information
necessary for shareholders to assess the Group’s position
and performance, business model and strategy
– the financial statements, prepared in accordance with the
applicable set of accounting standards, give a true and fair
view of the assets, liabilities, financial position and profit or
loss of the Company and the undertakings included in the
consolidation taken as a whole
– the Annual Report and Accounts includes a fair review of the
development and performance of the business and the
position of the Company, and the undertakings included in
the consolidation taken as a whole, together with a
description of the principal risks and uncertainties that
theyface
The directors have permitted the auditor to undertake whatever
inspections it considers to be appropriate for the purpose of
enabling the auditor to give its audit opinion.
On behalf of the Board
Alison Yapp
Group General Counsel and Company Secretary
24 November 2025
Statement of directors’ responsibilities in respect
oftheAnnual Report and the financial statements
The directors are responsible for preparing the Annual Report and the
Group and Parent Company financial statements in accordance with
applicable law and regulations.
Company law requires the directors to prepare Group and Parent
Company financial statements for each financial year. Under that law
they are required to prepare the Group financial statements in
accordance with UK-adopted international accounting standards and
applicable law and have elected to prepare the Parent Company
financial statements in accordance with UK accounting standards and
applicable law, including FRS 101 Reduced Disclosure Framework.
Under company law the directors must not approve the financial
statements unless they are satisfied that they give a true and fair view
of the state of affairs of the Group and Parent Company and of the
Group’s profit or loss for that period. In preparing each of the Group
and Parent Company financial statements, the directors are
requiredto:
– select suitable accounting policies and then apply them
consistently
– make judgements and estimates that are reasonable, relevant,
reliable and prudent
– for the Group financial statements, state whether they have been
prepared in accordance with UK-adopted international accounting
standards
– for the Parent Company financial statements, state whether
applicable UK accounting standards have been followed, subject to
any material departures disclosed and explained in the Parent
Company financial statements
– assess the Group and Parent Company’s ability to continue as a
going concern, disclosing, as applicable, matters related to going
concern
– use the going concern basis of accounting unless they either intend
to liquidate the Group or the Parent Company or to cease
operations, or have no realistic alternative but to do so
The directors are responsible for keeping adequate accounting
records that are sufficient to show and explain the Parent Company’s
transactions and disclose with reasonable accuracy at any time the
financial position of the Parent Company, and enable them to ensure
that its financial statements comply with the Companies Act 2006.
They have a general responsibility for taking such steps as are
reasonably open to them to safeguard the assets of the Group and to
prevent and detect fraud and other irregularities.
Under applicable law and regulations, the directors are also
responsible for preparing a Strategic Report, Directors’ Report,
Directors’ Remuneration Report and Corporate Governance statement
that comply with that law and those regulations.
The directors are responsible for the maintenance and integrity of the
corporate and financial information included on the Company’s
website. Legislation in the UK governing the preparation and
dissemination of financial statements may differ from legislation in
other jurisdictions. In accordance with Disclosure Guidance and
Transparency Rules (DTR) 4.1.16R, the financial statements will form
part of the annual financial report prepared under DTR 4.1.17R and
4.1.18R. The auditor’s report on these financial statements provides
no assurance over whether the annual financial report has been
prepared in accordance with those requirements.
Disclosure of relevant audit information
The directors confirm that, so far as they are each aware, there is no
relevant audit information of which the auditor, KPMG, is unaware and
each director has taken all the steps that ought to have been taken as
a director to be aware of any relevant audit information and to
establish that KPMG is aware of that information.
83Compass Group PLC Annual Report 2025
85 Independent Auditor’s Report
96 Consolidated financial statements
102 Notes to the consolidated financial statements
170 Parent Company financial statements
172 Notes to the Parent Company financial statements
Financial
statements
84 Financial statements84
To the members of Compass
Group PLC
1. Our opinion is unmodified
In our opinion:
– the financial statements of Compass Group PLC give a true and fair
view of the state of the Group’s and of the Parent Company’s affairs
as at 30 September 2025, and of the Group’s profit for the year
then ended;
– the Group financial statements have been properly prepared in
accordance with UK-adopted international accounting standards;
– the Parent Company financial statements have been properly
prepared in accordance with UK-adopted international accounting
standards as applied in accordance with the provisions of the
Companies Act 2006; and
– the Group and Parent Company financial statements have been
prepared in accordance with the requirements of the Companies
Act 2006.
What our opinion covers
We have audited the Group and Parent Company financial statements
of Compass Group PLC (“the Company”) for the year
ended 30
September 2025 included in the Annual Report, which comprise:
Group
Parent Company
(Compass Group PLC)
– Consolidated Income
Statement
– Consolidated Statement of
Comprehensive Income
– Consolidated Statement of
Changes in Equity
– Consolidated Balance Sheet
– Consolidated Cash Flow
Statement
– Notes 1 to 36 to the Group
financial statements,
including the accounting
policies included within the
respective notes.
– Parent Company Balance Sheet
– Parent Company Statement of
Changes in Equity
– Notes 1 to 8 to the Parent
Company financial statements,
including the accounting policies
in note 1.
Basis for opinion
We conducted our audit in accordance with International Standards
on Auditing (UK) (“ISAs (UK)”) and applicable law. Our
responsibilities are described below. We believe that the audit
evidence we have obtained is a sufficient and appropriate basis for our
opinion. Our audit opinion and matters included in this report are
consistent with those discussed and included in our reporting to the
Audit Committee (“AC”).
We have fulfilled our ethical responsibilities under, and we remain
independent of the Group in accordance with, UK ethical
requirements including the FRC Ethical Standard as applied to listed
public interest entities.
KPMG LLP’s Independent
Auditor’s Report
2. Overview of our audit
Factors driving our view of risks
Our risk assessment is driven by our understanding of the applicable
financial reporting framework, our knowledge of the business, the
industry, and the wider economic environment in which the Group
operates.
There is an elevated level of estimation uncertainty regarding the
assumptions used in the impairment test particularly related to
sustained growth of the UK business. We therefore consider that the
risk associated with goodwill impairment in respect of the UK
cash-generating unit, continues to be heightened, consistent
with2024.
We continue to perform procedures over uncertain direct tax
positions, however, the range of potential outcomes associated with
uncertain direct tax positions is assessed to be not quantitatively
significant to the financial statements in 2025 and is therefore no
longer assessed to be a Key Audit Matter.
In 2024, we identified a Key Audit Matter related to two material
acquisitions made during the year, Hofmann-Menü Holdings GmbH
(HOFMANNS) and Orchestra Topco Limited (CH&CO). This was the
first time in the recent past that management has entered into such
material acquisition transactions. For the acquisitions made in 2025,
based on our assessment of audit risk, we have determined that the
risk associated with the allocation of consideration between intangible
assets and goodwill is no longer considered a Key Audit Matter for the
2025 audit.
Our assessment is that the risk of recoverability of the Parent
Company’s investments in subsidiaries remains consistent with 2024.
Key Audit Matters Vs 2024 Item
Goodwill impairment in respect of
the UK cash-generating unit
4.1
Recoverability of the Parent
Company’s investment in
subsidiaries
4.2
Audit Committee interaction
During the year, the AC met three times. KPMG are invited to attend
all AC meetings and are provided with an opportunity to meet with the
AC in private sessions without the Executive Directors being present.
For each Key Audit Matter, we have set out communications with the
AC in section 4, including matters that required particular judgement
for each.
The matters included in the Audit Committee Chair’s report on page
51 are materially consistent with our observations of those meetings.
85Compass Group PLC Annual Report 2025
Our independence
We have fulfilled our ethical responsibilities under, and we remain
independent of the Group in accordance with, UK ethical
requirements including the FRC Ethical Standard as applied to listed
public interest entities.
We have not performed any non-audit services during the financial
year ended 30 September 2025 or subsequently which are prohibited
by the FRC Ethical Standard.
We were first appointed as auditor by the shareholders for the year
ended 30 September 2014. The period of total uninterrupted
engagement is for the 12 financial years ended 30 September 2025.
The Group engagement partner is required to rotate every five years.
As these are the second set of the Group’s financial statements signed
by Jonathan Downer, he will be required to rotate off after the 2028
audit.
The average tenure of component engagement partners is three
years, with the shortest being one and the longest being seven.
Total audit fee $ 11.6 million
Audit related fees (including
interim review)
$ 0.3 million
Other services $ 0.5 million
Non-audit fee as a % of total
audit and audit related fee %
4.2%
Date first appointed 14 March 2014
Uninterrupted audit tenure 12 years
Next financial period which
requires a tender
30 September 2034
Tenure of Group engagement
partner
2 years
Average tenure of component
engagement partners
3 years
Materiality
(ITEM 6 below)
The scope of our work is influenced by our view of materiality and our
assessed risk of material misstatement.
We have determined overall materiality for the Group financial
statements as a whole at $128 million (2024: $113 million) and for the
Parent Company financial statements as a whole at £49 million (2024:
£49 million).
Consistent with 2024, we determined that Group normalised profit
before tax from continuing operations (normalised PBTCO) remains
the benchmark for the Group as it is the metric in the primary
statements which best reflects the focus of the financial statements’
users and we adjusted for costs that do not represent the normal,
continuing operations of the Group. As such, we based our Group
materiality on Group normalised PBTCO, of which it represents 4.9%
(2024: 4.6%).
Materiality for the Parent Company financial statements was
determined with reference to a benchmark of Parent Company total
assets of which it represents 0.3% (2024: 0.3%).
Group scope
(ITEM 7 below)
We have performed risk assessment procedures to determine which of
the Group’s components are likely to include risks of material
misstatement to the Group financial statements, what audit
procedures to perform at these components and the extent of
involvement required from our component auditors around the world.
We identified 42 components. Of those, we classified 1 component as
a quantitatively significant component and 1 component as requiring
special audit consideration. Additionally, having considered
qualitative and quantitative factors, we selected 11 components with
accounts contributing to the specific risks of material misstatement of
the Group financial statements
In addition, for the remaining components for which we performed no
audit procedures, we performed analysis at an aggregated Group level
to re-examine our assessment that there is not a reasonable possibility
of a material misstatement in these components.
We consider the scope of our audit, as communicated to the AC, to be
an appropriate basis for our audit opinion.
We performed audit procedures in relation to components that
accounted for 88% of Group profit before tax and 88% of Group revenue.
The impact of climate change on our audit
In planning our audit, we considered the potential impacts of climate
change on the Group’s business and its financial statements.
The Group has set out in the Strategic Report its commitment to reach
net zero greenhouse gas (GHG) emissions across the global value chain
by 2050, to reach climate neutrality in the Group’s direct operations by
2030, and its commitment to several other shorter-term targets.
As part of our audit, we have performed a risk assessment, including
enquiries of management, to understand how the impact of
commitments made by the Group in respect of climate change, as well
as the physical or transition risks of climate change, may affect the
financial statements and our audit. There was no material impact from
this work on our Key Audit Matters.
Group Group Materiality
GPM Group Performance Materiality
HCM Highest Component Materiality
PLC Parent Company Materiality
LCM Lowest Component Materiality
AMPT Audit Misstatement Posting Threshold
2025
2024
$6.4
$5.0
AMPT
LCM
PLC
HCM
GPM
Group
$128.0
$113.0
$96.0
$84.7
$102.0
$90.0
£49.0
£49.0
$32.0
$16.0
Materiality levels used in our audit ($ millions)
86 Independent Auditor’s Report continued
Whilst the Group is still undertaking work to quantify and assess the
potential impact of climate change on the business, based on the risk
assessment procedures we performed, including reading the Group’s
roadmap for transitioning to net zero GHG emissions, we did not
identify any significant risk in this period of climate change having a
material impact on the Group’s critical accounting estimates. This is
due to the shorter-term nature of certain estimates (tax provisioning),
the nature of the estimate itself (pension liabilities) and the impact on
the level of headroom (impairment of goodwill and intangible assets).
In addition, we did not identify any significant risks in this period to the
carrying value and useful economic lives of property, plant and
equipment caused by the projected physical risks of climate change
or the transition to a climate neutrality and net zero operating model.
We have read the disclosures of climate-related information in the
front half of the Annual Report and considered their consistency with
the financial statements and our audit knowledge. We have not been
engaged to provide assurance over the accuracy of the climate risk
disclosures in the Annual Report.
Going concern, viability and principal risks and uncertainties
The directors have prepared the financial statements on the going
concern basis as they do not intend to liquidate the Group or the
Parent Company or to cease their operations, and as they have
concluded that the Group’s and the Parent Company’s financial
position means that this is realistic. They have also concluded that
there are no material uncertainties that could have cast significant
doubt over their ability to continue as a going concern for at least a
year from the date of approval of the financial statements (“the going
concern period”).
3. Going concern
We used our knowledge of the Group, its industry and the general
economic environment to identify the inherent risks to its business
model and analysed how those risks might affect the Group’s and
Parent Company’s financial resources or ability to continue operations
over the going concern period. The risk that we considered most likely
to adversely affect the Group’s available financial resources and/or
metrics relevant to debt covenants over this period was the cost
inflation pressures leading to loss of revenue and profits and inability
to retain and/or secure new contracts that may lead to loss of market
share to competition.
We also considered less predictable but realistic second-order
impacts, such as a significant decline in volumes as a consequence of
a global economic downturn.
We considered whether these risks could plausibly affect the liquidity
or covenant compliance in the going concern period by comparing
severe but plausible downside scenarios that could arise from these
risks individually and collectively against the level of available financial
resources and covenants indicated by the Group’s financial forecasts.
We considered whether the going concern disclosure on page 103 of
the Group financial statements gives a full and accurate description of
the directors’ assessment of going concern, including the identified
risks and related sensitivities.
Accordingly, based on those procedures, we found the directors’ use
of the going concern basis of accounting without any material
uncertainty for the Group and Parent Company to be acceptable.
However, as we cannot predict all future events or conditions and as
subsequent events may result in outcomes that are inconsistent with
judgements that were reasonable at the time they were made, the
above conclusions are not a guarantee that the Group or the Parent
Company will continue in operation.
Our conclusions
– We consider that the directors’ use of the going concern basis of
accounting in the preparation of the financial statements is
appropriate;
– We have not identified, and concur with the directors’ assessment
that there is not, a material uncertainty related to events or
conditions that, individually or collectively, may cast significant
doubt on the Group’s or Parent Company’s ability to continue as a
going concern for the going concern period;
– We have nothing material to add or draw attention to in relation to
the directors’ statement in note 1 to the financial statements on the
use of the going concern basis of accounting with no material
uncertainties that may cast significant doubt over the Group and
Parent Company’s use of that basis for the going concern period,
and we found the going concern disclosure in note 1 to be
acceptable; and
– The related statement under the UK Listing Rules set out on page
25 is materially consistent with the financial statements and our
audit knowledge.
Disclosures of emerging and principal risks and
longer-term viability
Our responsibility
We are required to perform procedures to identify whether there is a
material inconsistency between the directors’ disclosures in respect of
emerging and principal risks and the viability statement, and the
financial statements and our audit knowledge.
Based on those procedures, we have nothing material to add or draw
attention to in relation to:
– the directors’ confirmation within the viability statement page 25
that they have carried out a robust assessment of the emerging and
principal risks facing the Group, including those that would threaten
its business model, future performance, solvency and liquidity;
– the Principal Risks disclosures describing these risks and how
emerging risks are identified and explaining how they are being
managed and mitigated; and
– the directors’ explanation in the viability statement of how they have
assessed the prospects of the Group, over what period they have
done so and why they considered that period to be appropriate, and
their statement as to whether they have a reasonable expectation
that the Group will be able to continue in operation and meet its
liabilities as they fall due over the period of their assessment,
including any related disclosures drawing attention to any
necessary qualifications or assumptions.
We are also required to review the Viability statement set out on page
25 under the UK Listing Rules.
Our work is limited to assessing these matters in the context of only
the knowledge acquired during our financial statements audit. As we
cannot predict all future events or conditions and as subsequent
events may result in outcomes that are inconsistent with judgements
that were reasonable at the time they were made, the absence of
anything to report on these statements is not a guarantee as to the
Group’s and Parent Company’s longer-term viability.
Our reporting
We have nothing material to add or draw attention to in relation to
these disclosures.
We have concluded that these disclosures are materially consistent
with the financial statements and our audit knowledge.
87Compass Group PLC Annual Report 2025
4. Key audit matters
What we mean
Key audit matters are those matters that, in our professional judgement, were of most significance in the audit of the financial statements and
include the most significant assessed risks of material misstatement (whether or not due to fraud) identified by us, including those which had the
greatest effect on:
– the overall audit strategy;
– the allocation of resources in the audit; and
– directing the efforts of the engagement team.
We include below the Key Audit Matters in decreasing order of audit significance together with our key audit procedures to address those matters
and our results from those procedures. These matters were addressed, and our results are based on procedures undertaken, for the purpose of
our audit of the financial statements as a whole. We do not provide a separate opinion on these matters.
4.1 Goodwill impairment in respect of the uk cash-generating unit (group)
Financial Statement Elements
2025 2024
Goodwill (UK CGU)
$2,539
million
$2,081
million
Our assessment of risk vs 2024
Our assessment is that the risk
is similar to 2024
Our results
2025: Acceptable
2024: Acceptable
Description of the Key Audit Matter Our response to the risk
Forecast-based assessment:
The Group has a significant carrying amount of goodwill which is
spread across a range of cash-generating units (CGUs) in different
countries.
The value-in-use calculation for the CGUs, which represents the
estimated recoverable amount, is subjective due to the inherent
uncertainty involved in forecasting estimated future cash flows
(specifically the key assumptions such as revenue, operating margin
and long-term growth rate).
Estimation uncertainty in relation to the UK business especially
remains higher, as the recoverable amount is dependent on the ability
of the business to continue to grow at levels it has done historically in
the longer term and to keep improving its margins.
The effect of these matters is that, as part of our risk assessment, we
determined that the carrying amount of the UK CGU has a high degree
of estimation uncertainty, with a potential range of reasonable
outcomes greater than our materiality for the financial statements as a
whole, and possibly many times that amount.
The financial statements (note 9) disclose the sensitivity estimated by
the Group. These disclosures give relevant information about the
estimation uncertainty including the risk of a reduction in the
headroom or need for an impairment as a result of a reasonably
possible change in one or more of the key assumptions.
We performed the tests below rather than seeking to rely on any of the
Group’s controls because the nature of the balance is such that we
would expect to obtain audit evidence primarily through the detailed
procedures described.
Our procedures to address the risk included:
– Historical comparisons: We assessed the Group’s ability to forecast
accurately by comparing assumptions made in historic forecasts to
actual results achieved;
– Our sector experience: We critically assessed the Group’s
assumptions on revenue and operating profit margin taking account
of strategic plans approved by the Board, our wider knowledge of the
industry and the performance of other comparable CGUs;
– Benchmarking assumptions: We challenged the Group’s long-term
growth rate assumption by corroborating this to external data
sources such as industry reports and media reports;
– Sensitivity analysis: We performed sensitivity analysis on the key
assumptions noted above to identify the extent to which changes in
those assumptions could give rise to an impairment; and
– Assessing transparency: We assessed whether the Group’s
disclosures about the sensitivity of the outcome of the impairment
assessment to a reasonably possible change in key assumptions
reflects the risks inherent in the estimation of the recoverable
amount of goodwill.
Communications with the Compass Group PLC’s AC
Our discussions with and reporting to the AC included:
– Our audit approach as set out above, including not seeking to rely
on any of the Group’s controls;
– Our conclusions from procedures performed; and
– Our views on the disclosures included in the financial statements
with respect to the UK CGU and the sensitivity of the impairment
conclusions to reasonably possible changes in assumptions.
Areas of particular auditor judgement
We identified the following as the areas of particular auditor judgement:
– The estimate is sensitive to certain assumptions used in the
impairment model including revenue growth rates, operating profit
margins, and long-term growth rates, and auditor judgement is
required to assess whether the directors’ overall estimate falls within
an acceptable range.
Our results
We found the Group’s conclusion that there is no impairment of the UK
CGU’s goodwill to be acceptable (2024: acceptable) and we found the
sensitivity disclosures made to be acceptable (2024: acceptable).
Further information in the Annual Report and Accounts: See the Audit Committee Report on page 52 for details on how the Audit Committee
considered goodwill impairment in respect of the UK CGU as an area of significant attention, page 114 for the accounting policy on goodwill, and
note 9 for the financial disclosures.
88 Independent Auditor’s Report continued
4.2 Recoverability of parent company’s investment in subsidiaries (parent company)
Financial Statement Elements
2025 2024
Investment in
subsidiaries
£6,821 million
investments
£6,763 million
investments
Our assessment of risk vs 2024
Our assessment is that the risk
is similar to 2024
Our results
2025: Acceptable
2024: Acceptable
Description of the Key Audit Matter Our response to the risk
Low risk, high value:
The carrying amount of the Parent Company’s
investments in subsidiaries represents 46% (2024: 48%)
of the Company’s total assets.
We do not consider the recoverability of these investments
to be at a high risk of material misstatement, or to be
subject to a significant level of judgement. However, due
to their materiality in the context of the Parent Company
financial statements as a whole, this is considered to be
the area which had the greatest effect on our overall
Parent Company audit.
We performed the tests below rather than seeking to rely on any of the Company’s
controls because the nature of the balance is such that we would expect to obtain
audit evidence primarily through the detailed procedures described.
Our procedures to address the risk included:
– Test of detail: We compared the investments carrying amounts to the net assets
of the relevant subsidiary included within the Group consolidation, to identify
whether the net asset value, being an approximation of the minimum recoverable
amount, was in excess of the investment carrying value.
– Assessing subsidiary net assets: For the relevant subsidiaries (investment
holding companies), we compared the net assets of the relevant subsidiary
within the Group consolidation to the final net assets in the most recent audited
standalone financial statements. Based on the knowledge acquired during the
audit of the consolidated Group, including reporting received from component
auditors for the underlying trading operations, we considered whether there were
any events indicating that the net assets would be materially different from the
prior year position.
Communications with the Compass Group PLC’s AC
Our discussions with and reporting to the AC included:
– Our audit approach as set out above; and
– Our conclusions from procedures performed.
Areas of particular auditor judgement
We did not identify any areas of particular auditor judgement.
Our results
We found the Parent Company’s conclusion that there is no impairment of its
investment in subsidiaries to be acceptable (2024: acceptable)
89Compass Group PLC Annual Report 2025
5. Our ability to detect irregularities, and our response
Fraud - identifying and responding to risks of material misstatement due to fraud
Fraud risk assessment
To identify risks of material misstatement due to fraud (“fraud risks”) we assessed events or conditions that
could indicate an incentive or pressure to commit fraud or provide an opportunity to commit fraud.
Our risk assessment procedures included:
– Enquiring of directors, the AC and Internal Audit, and inspection of policy documentation as to the
Group’s high-level policies and procedures to prevent and detect fraud, including the Internal Audit
function and the Group’s channel for ‘whistleblowing’, as well as whether they have knowledge of any
actual, suspected, or alleged fraud.
– Reading Board, Audit and Corporate Responsibility Committee meeting minutes.
– Considering remuneration incentive schemes (primarily the annual bonus plan) and performance targets
for management and directors including revenue, operating profit margin and cash flow targets for
management remuneration.
– Using analytical procedures to identify any unusual or unexpected relationships.
– Our forensic specialists assisted us in identifying key fraud risks. This included attending the Risk
Assessment and Planning Discussion, holding a discussion with the engagement partner, engagement
manager and engagement quality control reviewer, and assisting with designing relevant audit
procedures to respond to the identified fraud risks.
Risk communications
We communicated identified fraud risks throughout the audit team and remained alert to any indications of
fraud throughout the audit. This included communication from the Group audit team to component audit
teams of relevant fraud risks identified at the Group level and request to component audit teams to report to
the Group audit team any identified or suspected instances of fraud that could give rise to a material
misstatement at the Group level.
Fraud risks
As required by auditing standards, and taking into account possible pressures to meet profit targets and our
overall knowledge of the control environment, we perform procedures to address the risk of management
override of controls and the risk of fraudulent revenue recognition, in particular the risk that Group and
component management may be in a position to make inappropriate accounting entries. We did not identify
any additional fraud risks.
Procedures to address
fraud risks
In determining the audit procedures, we took into account the results of our evaluation of some of the
Group-wide fraud risk management controls.
We also performed procedures including:
– Identifying journal entries and other adjustments to test based on risk criteria and comparing the
identified entries to supporting documentation. These included those posted by senior management and
those posted to unexpected account pairings.
– Assessing whether the judgement made in making accounting estimates are indicative of a potential bias.
90 Independent Auditor’s Report continued
Laws and regulations - Identifying and responding to risks of material misstatement relating to compliance with laws and
regulations
Laws and regulations
risk assessment
We identified areas of laws and regulations that could reasonably be expected to have a material effect on
the financial statements from our general commercial and sector experience and through discussion with the
directors and other management (as required by auditing standards), and from inspection of the Group’s
regulatory and legal correspondence; and discussed with the directors and other management the policies
and procedures regarding compliance with laws and regulations.
As the Group is regulated, our assessment of risks involved gaining an understanding of the control
environment including the entity’s procedures for complying with regulatory requirements.
Risk communications
We communicated identified laws and regulations throughout our team and remained alert to any indications
of non-compliance throughout the audit. This included communication from the Group audit team to
component audit teams of relevant laws and regulations identified at the Group level, and a request for
component auditors to report to the Group team any instances of non-compliance with laws and regulations
that could give rise to a material misstatement at Group level.
Direct laws context and
link to audit
The potential effect of these laws and regulations on the financial statements varies considerably.
Firstly, the Group is subject to laws and regulations that directly affect the financial statements, including
financial reporting legislation (including related companies legislation), distributable profits legislation and
taxation legislation, and we assessed the extent of compliance with these laws and regulations as part of our
procedures on the related financial statement items.
Most significant indirect
law/ regulation areas
Secondly, the Group is subject to many other laws and regulations where the consequences of non-
compliance could have a material effect on amounts or disclosures in the financial statements, for instance
through the imposition of fines or litigation. We identified the following areas as those most likely to have such
an effect: health and safety (food and employees), anti-bribery, data privacy, competition and employment
law. Auditing standards limit the required audit procedures to identify non-compliance with these laws and
regulations to enquiry of the directors and other management and inspection of regulatory and legal
correspondence, if any. Therefore if a breach of operational regulations is not disclosed to us or evident from
relevant correspondence, an audit will not detect that breach.
Context
Context of the ability of
the audit to detect fraud
or breaches of law or
regulation
Owing to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected
some material misstatements in the financial statements, even though we have properly planned and
performed our audit in accordance with auditing standards. For example, the further removed non-
compliance with laws and regulations is from the events and transactions reflected in the financial
statements, the less likely the inherently limited procedures required by auditing standards would identify it.
In addition, as with any audit, there remained a higher risk of non-detection of fraud, as fraud may involve
collusion, forgery, intentional omissions, misrepresentations, or the override of internal controls. Our audit
procedures are designed to detect material misstatement. We are not responsible for preventing non-
compliance or fraud and cannot be expected to detect non-compliance with all laws and regulations.
91Compass Group PLC Annual Report 2025
6. Our determination of materiality
The scope of our audit was influenced by our application of materiality. We set quantitative thresholds and overlay qualitative considerations to
help us determine the scope of our audit and the nature, timing and extent of our procedures, and in evaluating the effect of misstatements, both
individually and in the aggregate, on the financial statements as a whole.
$128m
(2024: $113m)
Materiality for the Group
financial statements as a
whole
What we mean
A quantitative reference for the purpose of planning and performing our audit.
Basis for determining materiality and judgements applied
Materiality for the Group financial statements as a whole was set at $128 million (2024: $113 million).
This was determined with reference to a benchmark of Group normalised PBTCO.
Consistent with 2024, we determined that normalised PBTCO is the main benchmark for the Group
considering the sector in which it operates, its ownership and financing structure, and the focus of users of
the financial statements. We normalised by adding back the adjustments that do not represent normal,
continuing operations of the Group. The item we adjusted for was net loss on sale and closure of businesses
amounting to $31 million (note 27). As such, we based our Group materiality on normalised PBTCO of
$2,615 million (2024: normalised PBTCO $2,456 million).
Our Group materiality of $128 million was determined by applying a percentage to the normalised PBTCO.
When using a benchmark of normalised PBTCO to determine overall materiality, KPMG’s approach for
listed entities considers a guideline range of 3% to 5% of the measure. In setting overall Group materiality,
we applied a percentage of 4.9% (2024: 4.6%) to the benchmark.
Materiality for the Parent Company financial statements as a whole was set at £49 million (2024: £49
million), determined with reference to a benchmark of Parent Company total assets. It represents 0.3%
(2024: 0.3%) of the Parent Company total assets.
$ 96.0m
(2024: $ 84.7m)
Performance materiality
What we mean
Our procedures on individual account balances and disclosures were performed to a lower threshold,
performance materiality, so as to reduce to an acceptable level the risk that individually immaterial
misstatements in individual account balances add up to a material amount across the financial statements
as a whole.
Basis for determining performance materiality and judgements applied
We have considered performance materiality at a level of 75% (2024: 75%) of materiality for Compass
Group PLC Group financial statements as a whole to be appropriate.
The Parent Company performance materiality was set at £36.7 million (2024: £36.7 million), which
equates to 75% (2024: 75%) of materiality for the Parent Company financial statements as a whole.
We applied this percentage in our determination of performance materiality because we did not identify
any factors indicating an elevated level of risk.
$6.4m
(2024: $5m)
Audit misstatement posting
threshold
What we mean
This is the amount below which identified misstatements are considered to be clearly trivial from a
quantitative point of view. We may become aware of misstatements below this threshold which could alter
the nature, timing and scope of our audit procedures, for example if we identify smaller misstatements
which are indicators of fraud.
This is also the amount above which all misstatements identified are communicated to Compass Group
PLC’s AC.
Basis for determining the audit misstatement posting threshold and judgements applied
We set our audit misstatement posting threshold at 5% (2024: 4.4%) of our materiality for the Group
financial statements. We also report to the AC any other identified misstatements that warrant reporting on
qualitative grounds.
The overall materiality for the Group financial statements of $128 million (2024: $113 million) compares as follows to the main financial statement
caption amounts:
Group Revenue ($ million) Group profit before tax ($ million) Total Group Assets ($ million)
2025 2024 2025 2024 2025 2024
Financial statement Caption 46,070 42,002 2,584 2,056 26,715 24,349
Group Materiality as % of caption 0.28% 0.27% 5.0% 5.5% 0.48% 0.46%
92 Independent Auditor’s Report continued
7. The scope of our audit
Group scope What we mean
How the Group auditor determined the procedures to be performed across the Group.
This year, we applied the revised group auditing standard in our audit of the consolidated financial statements.
The revised standard changes how an auditor approaches the identification of components, and how the audit
procedures are planned and executed across components.
In particular, the definition of a component has changed, shifting the focus from how the entity prepares
financial information to how we, as the group auditor, plan to perform audit procedures to address group risks
of material misstatement (“RMMs”). Similarly, the group auditor has an increased role in designing the audit
procedures as well as making decisions on where these procedures are performed (centrally and/or at
component level) and how these procedures are executed and supervised. As a result, we assess scoping and
coverage in a different way and comparisons to prior period coverage figures are not meaningful. In this report
we provide an indication of scope coverage on the new basis.
We performed risk assessment procedures to determine which of the Group’s components are likely to include
risks of material misstatement to the Group financial statements and which procedures to perform at these
components to address those risks.
In total, we identified 42 components, having considered our evaluation of the Group’s operational structure,
geographical locations and our ability to perform audit procedures centrally.
Of those, we identified 1 quantitatively significant component which contained the largest percentage of total
revenue of the Group, for which we performed audit procedures.
We also identified 1 component as requiring special audit consideration, owing to the Group risk relating to the
goodwill impairment in respect of the UK cash-generating unit residing in the component.
Additionally, having considered qualitative and quantitative factors, we selected 11 additional components
with accounts and/or disclosures contributing to the specific RMMs of the Group financial statements.
The below summarises where we performed audit procedures:
Component type
Number of
components where
we performed audit
procedures
Materiality/range of
materiality applied
($ million)
Quantitatively significant component 1 102
Component requiring special audit consideration 1 57
Other components where we performed procedures 11 32-44
Total 13
We involved component auditors in performing the audit work on 10 components. We performed audit
procedures on the items excluded from the normalised Group profit before tax used as the benchmark for our
materiality. We set the component materialities having regard to the mix of size and risk profile of the Group
across the components. We also performed the audit of the parent Company.
We performed audit procedures at components that accounted for 88% of Group profit before tax, 88% of
Group revenue, and 90% of total Group assets.
For the remaining components for which we performed no audit procedures, no component represented more
than 2% of Group total revenue or 3% of Group total assets or more than 1% of total profits and losses that
made up the Group profit before tax. We performed analysis at an aggregated Group level to re-examine our
assessment that there is not a reasonable possibility of a material misstatement in these components.
Controls approach for group audit
The Group operates a decentralised IT environment, with a range of IT systems across its operating businesses.
As noted by the AC on page 53, the Group continues to invest in its control environment and is undergoing a
programme of transformation and improvement.
With the assistance of our IT auditors, we obtained an understanding of the IT environment at the Group level
and for in-scope components. Given the diverse nature of the IT systems, we determined that a predominantly
substantive audit approach in most areas of the audit was most efficient.
To respond to the significant risk of management override of controls we assessed the design and operating
effectiveness manual journal entry controls across all in scope components and at Group level. We were able to
rely on these controls and took this into account in determining our response to the risk of management
override of controls. As we did not rely on automated controls on journal entries, our work to respond to the risk
of management override of controls considered both automated and manual journals.
For all scoped-in components, to audit revenue, we have used a combination of AI transaction scoring routines
and other data-oriented approaches. Given that we did not plan to rely on IT controls in our audit, a manual and
direct testing approach was used over the completeness and reliability of data used in these routines.
Parent company audit scope
For the audit of the Compass Group PLC company financial statements, the scope of the audit work performed
was mainly substantive due to its profile of being a holding company.
93Compass Group PLC Annual Report 2025
Group auditor
oversight
What we mean
The extent of the Group auditor’s involvement in work performed by component auditors.
In working with component auditors, we:
– Included the component auditors’ engagement partners and managers in the Group planning discussions to
facilitate inputs from component auditors in the identification of matters relevant to the Group audit.
– Issued Group audit instructions to component auditors on the scope and nature of their work.
– Held a global virtual conference with all component audit teams.
– Held risk assessment alignment meetings and workshops with all component audit teams before the
commencement of each phase of the audit.
– Visited five (2024: four) component auditors in person as the audit progressed to understand and evaluate
their work, and organised regular video conferences with the component auditors. At these visits and video
conferences, the results of the planning procedures and further audit procedures communicated to us were
discussed in more detail and any further work required by us was then performed by the component auditors.
– We inspected the work performed by the component auditors for the purpose of the Group audit and
evaluated the appropriateness of conclusions drawn from the audit evidence obtained and consistencies
between communicated findings and work performed with a particular focus on areas of component level risk
assessment and group significant audit risks.
8. Other information in the annual report
The directors are responsible for the other information presented in the Annual Report together with the financial statements. Our opinion on the
financial statements does not cover the other information and, accordingly, we do not express an audit opinion or, except as explicitly stated
below, any form of assurance conclusion thereon.
All other information
Our responsibility
Our responsibility is to read the other information and, in doing so, consider whether, based on
our financial statements audit work, the information therein is materially misstated or
inconsistent with the financial statements or our audit knowledge.
Our reporting
Based solely on that work we have not
identified material misstatements or
inconsistencies in the other information.
Strategic report and directors’ report
Our responsibility and reporting
Based solely on our work on the other information described above we report to you as follows:
– we have not identified material misstatements in the strategic report and the directors’ report;
– in our opinion the information given in those reports for the financial year is consistent with the
financial statements; and
– in our opinion those reports have been prepared in accordance with the Companies Act 2006.
Directors’ remuneration report
Our responsibility
We are required to form an opinion as to whether the part of the Directors’ Remuneration Report
to be audited has been properly prepared in accordance with the Companies Act 2006.
Our reporting
In our opinion the part of the Directors’
Remuneration Report to be audited has been
properly prepared in accordance with the
Companies Act 2006.
Corporate governance disclosures
Our responsibility
We are required to perform procedures to identify whether there is a material inconsistency
between the financial statements and our audit knowledge, and:
– the directors’ statement that they consider that the annual report and financial statements
taken as a whole is fair, balanced and understandable, and provides the information
necessary for shareholders to assess the Group’s position and performance, business model
and strategy;
– the section of the annual report describing the work of the AC, including the significant issues
that the AC considered in relation to the financial statements, and how these issues were
addressed; and
– the section of the annual report that describes the review of the effectiveness of the Group’s
risk management and internal control systems.
Our reporting
Based on those procedures, we have
concluded that each of these disclosures is
materially consistent with the financial
statements and our audit knowledge.
We are also required to review the part of the Corporate Governance Statement relating to the
Group’s compliance with the provisions of the UK Corporate Governance Code specified by the
UK Listing Rules for our review.
We have nothing to report in this respect.
94 Independent Auditor’s Report continued
Other matters on which we are required to report by exception
Our responsibility
Under the Companies Act 2006, we are required to report to you if, in our opinion:
– adequate accounting records have not been kept by the Parent Company, or returns adequate
for our audit have not been received from branches not visited by us; or
– the Parent Company financial statements and the part of the Directors’ Remuneration Report
to be audited are not in agreement with the accounting records and returns; or
– certain disclosures of directors’ remuneration specified by law are not made; or
– we have not received all the information and explanations we require for our audit.
Our reporting
We have nothing to report in these respects.
9. Respective responsibilities
Directors’ responsibilities
As explained more fully in their statement set out on page 83, the directors are responsible for: the preparation of the financial statements
including being satisfied that they give a true and fair view; assessing the Group and Parent Company’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 they either intend to liquidate
the Group or the Parent Company or to cease operations, or have no realistic alternative but to do so. In addition, the directors are responsible for
such internal control as they determine is necessary to enable the preparation of financial statements that are free from material misstatement,
whether due to fraud or error.
Auditor’s responsibilities
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement,
whether due to fraud or error, and to issue our opinion in an auditor’s report. Reasonable assurance is a high level of assurance, but does not
guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can
arise from fraud or error and are considered material if, individually or in aggregate, they could reasonably be expected to influence the economic
decisions of users taken on the basis of the financial statements.
A fuller description of our responsibilities is provided on the FRC’s website at www.frc.org.uk/auditorsresponsibilities.
The Company is required to include these financial statements in an annual financial report prepared under Disclosure Guidance and
Transparency Rule 4.1.17R and 4.1.18R and using the single electronic reporting format specified in the EU ESEF regulation. This auditor’s report
provides no assurance over whether the annual financial report has been prepared in accordance with those requirements.
10. The purpose of our audit work and to whom we owe our responsibilities
This report is made solely to the Company’s members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit
work has been undertaken so that we might state to the Company’s members those matters we are required to state to them in an auditor’s report
and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and
the Company’s members, as a body, for our audit work, for this report, or for the opinions we have formed.
for and on behalf of KPMG LLP , Statutory Auditor
Chartered Accountants
15 Canada Square, London E14 5GL
24 November 2025
95Compass Group PLC Annual Report 2025
96
Consolidated financial statements
Consolidated income statement for the year ended 30 September 2025
2025 | 2024 | ||
Notes | $m | $m | |
Revenue | 2 | ||
Operating costs | 3 | ( | ( |
Operating profit before joint ventures and associates | |||
Share of results of joint ventures and associates | 14 | ||
Operating profit | 2 | ||
Net loss on sale and closure of businesses | 27 | ( | ( |
Finance income | 5 | ||
Finance expense | 5 | ( | ( |
Finance costs | 5 | ( | ( |
Profit before tax | |||
Income tax expense | 6 | ( | ( |
Profit for the year | |||
Attributable to Equity shareholders | |||
Non -controlling interests | |||
Pro fit for the year | |||
Basic earnings per share | 7 | ||
Diluted earnings per share | 7 |
The accompanying notes form part of these consolidated financial statements.
Consolidated financial statements96
Compass Group PLC Annual Report 2025
97
Consolidated statement of comprehensive income for the year ended 30 September 2025
| 2025 | 2024 | ||
| Notes | $m | $m | |
Profit for the year | |||
Other comprehensive income | |||
Items that will not be reclassified to the income statement | |||
Remeasurement of post-employment benefit obligations | 24 | ( | |
Return on plan assets, excluding interest income | 24 | ( | |
Change in asset ceiling, excluding interest income | 24 | ( | ( |
Change in fair value of financial assets at fair value through other comprehensive income 1 | 15 | ||
Tax credit /(charge) on items relating to the components of other comprehensive income | ( | ||
( | |||
Items that may be reclassified to the income statement | |||
Currency translation differences 2 | ( | ||
Change in fair value of financial assets at fair value through other comprehensive income 1 | 15 | ||
Reclassification of cumulative currency translation differences on sale of businesses | 27 | ||
Tax credit on items relating to the components of other comprehensive income | |||
| | |||
Total other comprehensive income for the year | ( | ||
Total comprehensive income for the year | |||
Attributable to Equity shareholders | |||
Non -controlling interests | |||
Total comprehensive income for the year |
1. The credit totalling $93 m (2024: $350 m) from the change in fair value of financial assets at fair value through other comprehensive income includes $92 m
(2024: $171 m) in respect of assets held by the Rabbi Trust arrangements and $1 m (2024: $179 m) in respect of trade and other investments in the US.
2. Includes a loss of $50 m (2024: gain of $318 m) in relation to the effective portion of net investment hedges.
The accompanying notes form part of these consolidated financial statements.
97Compass Group PLC Annual Report 2025
98
Consolidated financial statements
Consolidated statement of changes in equity for the year ended 30 September 2025
| Attributable to equity shareholders | |||||||
Other | Retained | Non-controlling | |||||
| Share capital | Share premium | reserves 1 | earnings | interests | Total equity | ||
Notes | $m | $m | $m | $m | $m | $m | |
At | |||||||
Profit for the year | |||||||
| Other comprehensive income | |||||||
| Remeasurement of post-employment benefit | 24 | ||||||
| obligations | |||||||
Return on plan assets, excluding interest income | 24 | ( | ( | ||||
Change in asset ceiling, excluding interest income | 24 | ( | ( | ||||
Change in fair value of financial assets at fair value through other comprehensive income | 15 | ||||||
Currency translation differences | ( | ( | |||||
| Reclassification of cumulative currency translation | 27 | ||||||
| differences on sale of businesses | |||||||
Tax credit on items relating to the components of other comprehensive income | 6 | ||||||
Total other comprehensive income for the year | ( | ( | |||||
Total comprehensive income for the year | |||||||
Fair value of share-based payments | 26 | ||||||
Change in fair value of non-controlling interest | ( | ( | |||||
| put options | |||||||
Changes to non-controlling interests due to acquisitions and disposals | ( | ( | |||||
| Reclassification of non-controlling interest put | ( | ||||||
| options reserve on exercise of put options | |||||||
Cost of shares transferred to employees | ( | ||||||
Purchase of own shares – share buyback | |||||||
Tax credit on items taken directly to equity | 6 | ||||||
Dividends paid to equity shareholders | 8 | ( | ( | ||||
Dividends paid to non-controlling interests | ( | ( | |||||
At |
1. Other reserves are analysed in note 25.
The accompanying notes form part of these consolidated financial statements.
Consolidated financial statements98
Compass Group PLC Annual Report 2025
99
| Attributable to equity shareholders | |||||||
Other | Retained | Non-controlling | |||||
| Share capital | Share premium | reserves | earnings | interests | Total equity | ||
| Notes | $m | $m | $m | $m | $m | $m | |
At 1 October 202 3 | |||||||
Profit for the year | |||||||
Other comprehensive income | |||||||
Remeasurement of post-employment benefit | 24 | ( | ( | ||||
| obligations | |||||||
Return on plan assets, excluding interest income | 24 | ||||||
Change in asset ceiling, excluding interest income | 24 | ( | ( | ||||
Change in fair value of financial assets at fair value through other comprehensive income | 15 | ||||||
Currency translation differences | |||||||
Reclassification of cumulative currency translation | 27 | ||||||
| differences on sale of businesses | |||||||
Tax credit/(charge) on items relating to the components of other comprehensive income | 6 | ( | ( | ||||
Total other comprehensive income for the year | |||||||
Total comprehensive income for the year | |||||||
Fair value of share-based payments | 26 | ||||||
Change in fair value of non -controlling interest | |||||||
| put options | |||||||
Changes to non-controlling interests due to acquisitions and disposals | ( | ( | |||||
Reclassification of revaluation reserve on sale of businesses | ( | ||||||
Cost of shares transferred to employees | ( | ||||||
Purchase of own shares – share buyback | ( | ( | |||||
Tax credit on items taken directly to equity | 6 | ||||||
Dividends paid to equity shareholders | 8 | ( | ( | ||||
Dividends paid to non-controlling interests | ( | ( | |||||
At 30 September 2024 |
The accompanying notes form part of these consolidated financial statements.
99Compass Group PLC Annual Report 2025
100
Consolidated financial statements
Consolidated balance sheet at 30 September 2025
| 30 September | 30 September | ||
| 2025 | 2024 | ||
| Notes | $m | $m | |
| Non-current assets | |||
Goodwill | 9 | ||
Other intangible assets | 10 | ||
Costs to obtain and fulfil contracts | 11 | ||
Right-of-use assets | 12 | ||
Property, plant and equipment | 13 | ||
Interests in joint ventures and associates | 14 | ||
Other investments | 15 | ||
Post-employment benefit assets | 24 | ||
Trade and other receivables | 16 | ||
Deferred tax assets | 6 | ||
Derivative financial instruments | 20 | ||
Non-current assets | |||
| Current assets | |||
Inventories | 17 | ||
Trade and other receivables | 16 | ||
Tax recoverable | |||
Cash and cash equivalents | 18 | ||
Derivative financial instruments | 20 | ||
Assets held for sale | |||
Current assets | |||
Total assets | |||
| Current liabilities | |||
Borrowings | 19 | ( | ( |
Lease liabilities | 12 | ( | ( |
Derivative financial instruments | 20 | ( | ( |
Provisions | 23 | ( | ( ) |
Current tax liabilities | ( | ( | |
Trade and other payables | 22 | ( | ( |
| ( | ( | ||
Liabilities held for sale | ( | ||
Current liabilities | ( | ( | |
| Non-current liabilities | |||
Borrowings | 19 | ( | ( |
Lease liabilities | 12 | ( | ( |
Derivative financial instruments | 20 | ( | ( |
Post -employment benefit obligations | 24 | ( | ( |
Provisions | 23 | ( | ( |
Defe rred tax liabilities | 6 | ( | ( |
Tra de and other payables | 22 | ( | ( |
Non-c urrent liabilities | ( | ( | |
Total liabilities | ( | ( | |
Net assets | |||
| Equity | |||
Share capital | 25 | ||
Share premium | |||
Other reserves | 25 | ||
Retained earnings | |||
Total equity shareholders’ funds | |||
Non-controlling interests | |||
Total equity |
The accompanying notes form part of these consolidated financial statements.
Consolidated financial statements100
Compass Group PLC Annual Report 2025
101
Consolidated cash flow statement for the year ended 30 September 2025
| 2025 | 2024 | ||
| Notes | $m | $m | |
Cash flow from operating activities | |||
Cash generated from operations | 28 | ||
Interest paid | ( | ( | |
Tax received | |||
Tax paid | ( | ( | |
Net cash flow from operating activities | |||
Cash flow from investing activities | |||
Purchase of subsidiary companies | 27 | ( | ( |
Purchase of interests in joint ventures and associates | 14 | ( | ( |
Net proceeds from sale of subsidiary companies, joint ventures and associates net of exit costs 1 | 27 | ||
Purchase of intangible assets | ( | ( | |
Purchase of contract fulfilment assets | ( | ( | |
Purchase of property, plant and equipment | ( | ( | |
Proceeds from sale of property, plant and equipment/intangible assets/contract fulfilment assets | |||
Purchase of other investments | ( | ( | |
Net (payments)/p roceeds from sale of other investments 2 | ( | ||
Dividends received from joint ventures and associates 3 | 14 | ||
Interest received | |||
Loans to third parties | ( | ||
Net cash flow from investing activities | ( | ( | |
Cash flow from fin ancing activities | |||
Purchase of own shares – share buyback | ( | ( | |
Increase in borrowings | |||
Repayment of borrowings | ( | ( | |
Repayment of borrowings acquired through business acquisitions | 27 | ( | ( |
Net cash flow from derivative financial instruments | ( | ||
Repayment of principal under lease liabilities | ( | ( | |
Purchase of non-controlling interests | ( | ||
Dividends paid to equity shareholders | 8 | ( | ( |
Dividends paid to non -controlling interests | ( | ( | |
Net cash flow from financing activities | 29 | ( | ( |
Cash and cas h equivalents | |||
Net decrease in cash and cash equivalents | ( | ( | |
Cash and cash equivalents at 1 October 4 | |||
Currency translation gains on cash and cash equivalents | |||
Cash and cash equivalents at 30 September | |||
Cash and cash equivalents 5 | 18 | ||
Bank overdrafts 5 | 19 | ( | ( |
Cash and cash equivalents | |||
Cash classified as held for sale | |||
Cash and cash equivalents at 30 September |
1. Includes $13 m (2024: $35 m) of tax payments arising on the disposal of businesses.
2. 2024 includes $327 m received in respect of the sale of the Group’s 19% effective interest in ASM Global Parent, Inc. in August 2024. 2025 includes $80 m of tax
paid in respect of the sale and additional proceeds of $3 m.
3. 2025 includes $11 m of dividends received from the Group’s business in Qatar, which is classified as held for sale.
4. Cash and cash equivalents at 1 October 2024 include cash of $40 m classified as held for sale and overdrafts of $70 m in the consolidated balance sheet at 30
September 2024.
5. As per the consolidated balance sheet.
The accompanying notes form part of these consolidated financial statements.
101Compass Group PLC Annual Report 2025
102
Consolidated financial statements
Notes to the consolidated financial statements for the year ended 30 September 2025
Consolidated financial statements102
Compass Group PLC Annual Report 2025
103
1 Basis of preparation continued
103Compass Group PLC Annual Report 2025
104
Consolidated financial statements
Notes to the consolidated financial statements for the year ended 30 September 2025 continued
Consolidated financial statements104
Compass Group PLC Annual Report 2025
105
2 Segmental analysis continued
| Geographical segments | |||
Revenue by sector and geographical segment 1,2 | North America | International 3 | Total |
| $m | $m | $m | |
Year ended 30 September 2025 | |||
Business & Industry | 11,244 | 6,702 | 17,946 |
Healthcare & Senior Living | 8,637 | 2,108 | 10,745 |
Education | 6,432 | 1,901 | 8,333 |
Sports & Leisure | 4,763 | 1,758 | 6,521 |
Defence, Offshore & Remote | 341 | 2,241 | 2,582 |
Underlying revenue 4,5 | 31,417 | 14,710 | 46,127 |
Less: Share of revenue of joint ventures | (19) | (38) | (57) |
Revenue | 31,398 | 14,672 | 46,070 |
Year ended 30 September 2024 | |||
Business & Industry | 9,912 | 6,004 | 15,916 |
Healthcare & Senior Living | 7,991 | 1,982 | 9,973 |
Education | 5,932 | 1,652 | 7,584 |
Sports & Leisure | 4,396 | 1,480 | 5,876 |
Defence, Offshore & Remote | 350 | 2,477 | 2,827 |
Underlying revenue 4,5 | 28,581 | 13,595 | 42,176 |
Less: Share of revenue of joint ventures | (24) | (150) | (174) |
Revenue | 28,557 | 13,445 | 42,002 |
Geographical segments | ||||
North America | International | Central activities | Total | |
Profit by geographical segment | $m | $m | $m | $m |
Year ended 30 September 202 5 | ||||
Underlying operating profit/(loss) before results of joint ventures and associates | 2,557 | 892 | (151) | 3,298 |
Add: Share of profit before tax of joint ventures | 1 | – | – | 1 |
Add: Share of results of associates | 24 | 12 | – | 36 |
Underlying operating profit/(loss) 1 | 2,582 | 904 | (151) | 3,335 |
Less: Acquisition-related charges 2 | (111) | (246) | – | (357) |
Less: Charges related to the strategic portfolio review 2 | – | (2) | (1) | (3) |
Less: One-off pension charge 2 | – | (11) | – | (11) |
Operating profit/(loss) | 2,471 | 645 | (152) | 2,964 |
Net loss on sale and closure of businesses 2 | (31) | |||
Finance costs | (349) | |||
Profit before tax | 2,584 | |||
Income tax expense | (704) | |||
Profit for the year | 1,880 |
105Compass Group PLC Annual Report 2025
106
Consolidated financial statements
Notes to the consolidated financial statements for the year ended 30 September 2025 continued
2 Segmental analysis continued
Geographical segments | ||||
North America | International 1 | Central activities | Total | |
| Profit by geographical segment | $m | $m | $m | $m |
Year ended 30 September 2024 | ||||
Underlying operating profit/(loss) before results of joint ventures and associates | 2,313 | 784 | (144) | 2,953 |
Add: Share of profit before tax of joint ventures | 1 | 16 | – | 17 |
Add: Share of results of associates | 21 | 7 | – | 28 |
Underlying operating profit/(loss) 2 | 2,335 | 807 | (144) | 2,998 |
Less: Acquisition-related charges 3 | (84) | (151) | – | (235) |
Less: Charges related to the strategic portfolio review 3 | – | (43) | (127) | (170) |
Less: One-off pension charge 3 | – | (8) | – | (8) |
Less: Tax on share of profit of joint ventures 3 | – | (1) | – | (1) |
Operating profit/(loss) | 2,251 | 604 | (271) | 2,584 |
Net loss on sale and closure of businesses 3 | (203) | |||
Finance costs | (325) | |||
Profit before tax | 2,056 | |||
Income tax expense | (642) | |||
| Profit for the year | 1,414 |
Geographical segments | Unallocated | |||||
Central | Current and | |||||
| North America | International 1 | activities | deferred tax | Net debt | Total | |
| Assets and liabilities by geographical segment | $m | $m | $m | $m | $m | $m |
| At 30 September 2025 | ||||||
Total assets | 15,095 | 10,267 | 387 | 290 | 676 | 26,715 |
Total liabilities | (7,389) | (3,631) | (321) | (520) | (7,094) | (18,955) |
Net assets/(liabilities) | 7,706 | 6,636 | 66 | (230) | (6,418) | 7,760 |
| Total assets include: | ||||||
Interests in joint ventures and associates | 59 | 150 | – | – | – | 209 |
Non-current assets 2 | 10,811 | 7,377 | 391 | 246 | 97 | 18,922 |
| At 30 September 2024 | ||||||
Total assets | 13,787 | 8,795 | 719 | 320 | 728 | 24,349 |
Total liabilities | (6,869) | (3,464) | (469) | (522) | (6,119) | (17,443) |
Net assets/(liabilities) | 6,918 | 5,331 | 250 | (202) | (5,391) | 6,906 |
| Total assets include: | ||||||
Interests in joint ventures and associates | 58 | 145 | – | – | – | 203 |
Non-current assets 2 | 9,860 | 6,069 | 679 | 179 | 69 | 16,856 |
Consolidated financial statements106
Compass Group PLC Annual Report 2025
107
2 Segmental analysis continued
Geographical segments | |||||
North America | International 1 | Central activities | Total | ||
Other segmental disclosures | Notes | $m | $m | $m | $m |
Year ended 30 September 2025 | |||||
Additions to other intangible assets | 10 | 271 | 67 | 9 | 347 |
Additions to contract fulfilment assets | 11 | 484 | 8 | – | 492 |
Additions to right -of-use assets | 12 | 232 | 138 | – | 370 |
Additions to property, plant and equipment | 13 | 319 | 218 | – | 537 |
Amortisation of other intangible assets 2 | 10 | 235 | 163 | 11 | 409 |
Amortisation of contract fulfilment assets | 11 | 328 | 10 | – | 338 |
Depreciation of right -of-use assets | 12 | 128 | 132 | 2 | 262 |
Depreciation of property, plant and equipment | 13 | 254 | 152 | 1 | 407 |
Impairment losses – strategic portfolio review | 34 | – | 13 | – | 13 |
Impairment losses – other non-current assets | 3 | 7 | 1 | – | 8 |
Impairment reversals – strategic portfolio review | 34 | – | (7) | – | (7) |
Other non -cash items 3 | 26 | 38 | 22 | 22 | 82 |
Year ended 30 September 202 4 | |||||
Additions to other intangible assets | 10 | 239 | 63 | 27 | 329 |
Additions to contract fulfilment assets | 11 | 495 | 19 | – | 514 |
Additions to right -of-use assets | 12 | 169 | 93 | – | 262 |
Additions to property, plant and equipment | 13 | 357 | 215 | – | 572 |
Amortisation of other intangible assets 2 | 10 | 200 | 107 | 5 | 312 |
Amortisation of contract fulfilment assets | 11 | 296 | 10 | – | 306 |
Depreciation of right -of-use assets | 12 | 112 | 107 | 1 | 220 |
Depreciation of property, plant and equipment | 13 | 226 | 147 | 1 | 374 |
Impairment losses – strategic portfolio review | 34 | – | 29 | 127 | 156 |
Impairment losses – other non-current assets | 3 | 1 | 2 | 7 | 10 |
Impairment reversals – non-current assets | 3 | (6) | (1) | – | (7) |
Other non-cash items 3 | 26 | 27 | 18 | 23 | 68 |
Assets held for sale | – | 273 | – | 273 | |
Liabilities held for sale | – | (179) | – | (179) |
107Compass Group PLC Annual Report 2025
108
Consolidated financial statements
Notes to the consolidated financial statements for the year ended 30 September 2025 continued
2025 | 2024 | ||
| Operating costs | Notes | $m | $m |
Cost of inventories consumed | 12,434 | 11,482 | |
Employee remuneration | 4 | 21,787 | 19,598 |
Commissions and fees paid to clients | 1,778 | 1,811 | |
Amortisation – other intangible assets | 10 | 183 | 150 |
Amortisation – contract fulfilment assets | 11 | 338 | 306 |
Depreciation – right-of-use assets | 12 | 262 | 220 |
Depreciation – property, plant and equipment | 13 | 407 | 374 |
Impairment losses – non-current assets | 8 | 10 | |
Impairment reversals – non-current assets | – | (7) | |
Acquisition-related charges 1 | 34 | 357 | 235 |
Charges related to the strategic portfolio review 1 | 34 | 3 | 170 |
Other | 5,586 | 5,113 | |
Total | 43,143 | 39,462 |
2025 | 2024 | |
| Audit and non-audit services | $m | $m |
Fees payable for the audit of the Company and consolidated financial statements | 2.7 | 2.4 |
Fees payable for the audit of the Company’s subsidiaries and joint ventures | 8.9 | 7.3 |
Audit services | 11.6 | 9.7 |
Audit-related assurance | 0.3 | 0.3 |
Other assurance | 0.5 | 0.6 |
Non-audit services | 0.8 | 0.9 |
Total | 12.4 | 10.6 |
4 Employees
| Average number of employees, including directors and part-time employees | 2025 | 2024 |
North America | 320,241 | 292,993 |
International 1 | 271,526 | 286,133 |
Total | 579,126 |
1. Our former Rest of World region now accounts for c.5% of the Group’s revenue on a pro forma basis. With effect from 1 October 2024, the Group’s internal
management reporting structure changed to combine Rest of World with Europe to form a new International region. Comparative segmental information for 2024
has been re-presented.
2025 | 2024 | ||
| Aggregate remuneration of all employees, including directors | Notes | $m | $m |
Wages and salaries | 18,243 | 16,594 | |
Social security costs | 3,078 | 2,606 | |
Share-based payments | 26 | 82 | 68 |
Pension costs – defined contribution plans | 24 | 340 | 289 |
Pension costs – defined benefit plans | 24 | 44 | 41 |
Total | 21,787 | 19,598 |
In addition to the pension costs shown in operating costs above, there is an interest charge on net post-employment benefit obligations of $38m
(2024: $29m).
The remuneration of directors and key management personnel
1
is set out below. Additional information on directors’ and key management
remuneration, long-term incentive plans, pension contributions and entitlements can be found in the audited section of the Directors’
Remuneration Report on pages 61 to 79 and forms part of these accounts.
Remuneration of key management personnel 1 | 2025 | 2024 |
| $m | $m | |
Salaries | 10.9 | 10.7 |
Other short-term employee remuneration | 15.3 | 15.0 |
Share-based payments | 19.6 | 19.2 |
Pension salary supplement | 0.5 | 0.4 |
Total | 46.3 | 45.3 |
Consolidated financial statements108
Compass Group PLC Annual Report 2025
109
2025 | 2024 | ||
Finance costs | Notes | $m | $m |
Interest on cash and cash equivalents | 29 | 30 | |
Dividends received from Rabbi Trust investments | 15 | 38 | 28 |
Change in fair value of financial assets at fair value through profit or loss | 15 | – | 2 |
Net gains on derivative financial instruments at fair value through profit or loss | 4 | – | |
Other | 9 | 8 | |
Finance income | 80 | 68 | |
Interest on bank loans and overdrafts | (4) | (4) | |
Interest on other borrowings 1 | (259) | (207) | |
Interest on lease liabilities | 12 | (77) | (65) |
Net present value adjustments – contingent consideration | 21 | (11) | (9) |
Net present value adjustments – provisions | 23 | (12) | (10) |
Change in fair value of financial assets at fair value through profit or loss | 15 | (4) | – |
Net losses on derivative financial instruments in a fair value hedge | (7) | (3) | |
Net losses on derivative financial instruments in a net investment hedge | (13) | (5) | |
Net losses on derivative financial instruments at fair value through profit or loss | – | (61) | |
Interest on net post-employment benefit obligations | 24 | (38) | (29) |
Other | (4) | – | |
Finance expense | (429) | (393) | |
Finance costs | (349) | (325) |
109Compass Group PLC Annual Report 2025
110
Consolidated financial statements
Notes to the consolidated financial statements for the year ended 30 September 2025 continued
Consolidated financial statements110
Compass Group PLC Annual Report 2025
111
6 Tax continued
2025 | 2024 | |
Income tax expense | $m | $m |
Current tax | ||
Current year | 766 | 703 |
Adjustment in respect of prior years | (12) | (38) |
Current tax expense | 754 | 665 |
Deferred tax | ||
Current year | (26) | (39) |
Adjustment in respect of prior years | (24) | 16 |
Deferred tax credit | (50) | (23) |
Total | 704 | 642 |
2025 | 2024 | |
Reconciliation of effective tax rate | $m | $m |
Profit before tax | 2,584 | 2,056 |
Notional income tax expense at the effective UK statutory rate of 25% (2024: 25%) on profit before tax | 646 | 514 |
Effect of different tax rates of subsidiaries operating in other jurisdictions | 34 | 45 |
Permanent differences | 59 | 103 |
Tax on profit of joint ventures and associates | – | 1 |
Unrelieved current year tax losses | 1 | 1 |
Prior year items | (36) | (22) |
Income tax expense | 704 | 642 |
111Compass Group PLC Annual Report 2025
112
Consolidated financial statements
Notes to the consolidated financial statements for the year ended 30 September 2025 continued
6 Tax continued
Tax (credited)/charged to other comprehensive income
2025 | 2024 | |
| Tax (credited)/charged to other comprehensive income | $m | $m |
Current and deferred tax credit on actuarial and other movements on post-employment benefits | (41) | (11) |
Deferred tax charge on change in fair value of financial assets at fair value through other comprehensive income | – | 48 |
Current tax credit on foreign exchange movements | (1) | (2) |
Total | (42) | 35 |
Tax credited to equity
2025 | 2024 | |
| Tax credited to equity | $m | $m |
Current and deferred tax credit on share-based payments | (18) | (8) |
Total | (18) | (8) |
Intangibles | Net pensions | ||||||
| and contract | and post- | Net self-funded | Net short-term | ||||
| Movement in net deferred tax | Tax | fulfilment | employment | insurance | temporary | ||
| depreciation | assets | benefits | Tax losses | provisions | differences | Total | |
| asset/(liability) | $m | $m | $m | $m | $m | $m | $m |
At 1 October 2023 | (40) | (520) | 125 | 103 | 110 | 327 | 105 |
(Charge)/credit to income | (22) | (2) | 18 | (16) | 4 | 41 | 23 |
Credit/(charge) to other comprehensive income/equity | – | – | 14 | – | – | (48) | (34) |
Business acquisitions | – | (173) | – | (2) | – | 2 | (173) |
Sale and closure of businesses | – | – | – | – | – | (14) | (14) |
Classified as held for sale | (1) | – | – | (6) | – | (10) | (17) |
Reclassification | 1 | – | – | (1) | – | 14 | 14 |
Exchange adjustment | 6 | (16) | (11) | 2 | – | 7 | (12) |
At 30 September 2024 | (56) | (711) | 146 | 80 | 114 | 319 | (108) |
| Classified as held for sale at 30 | 1 | – | – | 6 | – | 10 | 17 |
September 2024 1 | |||||||
(Charge)/credit to income | (16) | 30 | 20 | (12) | 6 | 22 | 50 |
Credit to other comprehensive income/equity | – | – | 41 | – | – | 4 | 45 |
Business acquisitions | (1) | (101) | – | – | – | 2 | (100) |
Sale and closure of businesses 1 | (4) | – | – | (4) | – | (10) | (18) |
Transfer to current tax | – | – | 20 | – | – | 80 | 100 |
Reclassification | (1) | – | – | 1 | – | – | – |
Exchange adjustment | (2) | (14) | – | 2 | – | (2) | (16) |
At 30 September 2025 | (79) | (796) | 227 | 73 | 120 | 425 | (30) |
2025 | 2024 | |
| Net deferred tax balance | $m | $m |
Deferred tax assets | 246 | 179 |
Deferred tax liabilities | (276) | (287) |
Net deferred tax liability | (30) | (108) |
Consolidated financial statements112
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2025 | 2024 | |
Profit for the year attributable to equity shareholders | $m | $m |
Profit for the year attributable to equity shareholders | 1,868 | 1,404 |
2025 | 2024 | ||
| Ordinary | Ordinary | ||
| shares of | shares of | ||
11 1 / | p each | p each | |
| 20 | 20 | ||
Weighted average number of ordinary shares | millions | millions | |
Weighted average number of ordinary shares for basic earnings per share | 1,697 | 1,705 | |
Dilutive effect of share -based payment plans | 2 | 2 | |
Weighted average number of ordinary shares for diluted earnings per share | 1,699 | 1,707 |
2025 | 2024 | |
Earnings per share | cents | cents |
Basic | 110.1 | 82.3 |
Diluted | 109.9 | 82.2 |
2025 | 2024 | |||
Dividends | Dividends | |||
| per share | per share | |||
Dividends on ordinary shares | cents | $m | cents | $m |
Amounts recognised as distributions to equity shareholders during the year | ||||
Final 202 3 | – | – | 34.7 | 606 |
Interim 202 4 | – | – | 20.7 | 357 |
Final 202 4 | 39.1 | 670 | – | – |
Interim 202 5 | 22.6 | 377 | – | – |
Total | 61.7 | 1,047 | 55.4 | 963 |
113Compass Group PLC Annual Report 2025
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Consolidated financial statements
Notes to the consolidated financial statements for the year ended 30 September 2025 continued
Dupont | |||||
| Restauration | 4Service | Other | 2025 | 2024 | |
| Goodwill | $m | $m | $m | $m | $m |
| Cost | |||||
At 1 October | – | – | 7,681 | 7,681 | 6,748 |
Classified as held for sale at 30 September 2024 1 | – | – | 14 | 14 | (14) |
Business acquisitions | 144 | 298 | 248 | 690 | 618 |
Sale and closure of businesses 1 | – | – | (15) | (15) | (78) |
Currency adjustment | 12 | 47 | (70) | (11) | 407 |
At 30 September | 156 | 345 | 7,858 | 8,359 | 7,681 |
| Impairment | |||||
At 1 October | – | – | 782 | 782 | 643 |
Classified as held for sale at 30 September 2024 1 | – | – | 1 | 1 | (1) |
Sale and closure of businesses 1 | – | – | (1) | (1) | (7) |
Currency adjustment | – | – | (110) | (110) | 147 |
At 30 September | – | – | 672 | 672 | 782 |
| Net book value | |||||
At 30 September | 156 | 345 | 7,186 | 7,687 | 6,899 |
Consolidated financial statements114
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9 Goodwill continued
2025 | 2024 | |
Goodwill by business segment | $m | $m |
Net book value | ||
US | 3,097 | 2,961 |
Canada | 313 | 328 |
North America | 3,410 | 3,289 |
UK 1,2 | 2,539 | 2,433 |
Norwa y | 378 | 31 |
Other | 1,360 | 1,146 |
International 3 | 4,277 | 3,610 |
Total | 7,687 | 6,899 |
2025 | 2024 | |||
Long-term growth | Pre-tax discount | Long-term growth | Pre-tax discount | |
Growth and discount rates | rates | rates | rates | rates |
US | 2.3% | 11.2% | 2.6% | 11.3% |
Canada | 2.1% | 11.7% | 2.1% | 11.5% |
UK | 2.0% | 11.4% | 2.0% | 11.1% |
Norway | 2.1% | 11.0% | 2.0% | 11.0% |
Other 1 | 0.9% – 4.4% | 8.2% – 17.0% | 1.2% – 4.2% | 8.3% – 15.9% |
115Compass Group PLC Annual Report 2025
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Consolidated financial statements
Notes to the consolidated financial statements for the year ended 30 September 2025 continued
Consolidated financial statements116
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10 Other intangible assets continued
Acquisition | Client contract | Computer | Trademarks and | ||
| intangibles | intangibles | software | licences | Total | |
Other intangible assets | $m | $m | $m | $m | $m |
Cost | |||||
At 1 October 2023 | 2,275 | 971 | 923 | 10 | 4,179 |
Additions | – | 156 | 173 | – | 329 |
Disposals | – | (72) | (72) | (2) | (146) |
Business acquisitions | 901 | 1 | 5 | – | 907 |
Sale and closure of businesses | (34) | (6) | (13) | (3) | (56) |
C lassified as held for sale | – | (2) | (7) | – | (9) |
Reclassification | (1) | 19 | 2 | – | 20 |
Currency adjustment | 74 | 10 | 38 | 1 | 123 |
At 30 September 202 4 | 3,215 | 1,077 | 1,049 | 6 | 5,347 |
C lassified as held for sale at 30 September 2024 1 | – | 2 | 7 | – | 9 |
Additions | – | 163 | 182 | 2 | 347 |
Disposals | – | (63) | (73) | – | (136) |
Business acquisitions | 678 | – | 4 | 2 | 684 |
Sale and closure of businesses 1 | (1) | (2) | (6) | (2) | (11) |
Reclassification | (2) | 11 | 2 | – | 11 |
Currency adjustment | 83 | 1 | 9 | 1 | 94 |
At 30 September 202 5 | 3,973 | 1,189 | 1,174 | 9 | 6,345 |
Amortisation | |||||
At 1 October 2023 | 736 | 497 | 457 | 9 | 1,699 |
Charge for the year | 162 | 80 | 69 | 1 | 312 |
Impairment – strategic portfolio review 2 | – | – | 146 | – | 146 |
Impairment – other | – | – | 7 | – | 7 |
Disposals | – | (60) | (65) | (2) | (127) |
Sale and closure of businesses | (28) | (3) | (10) | (2) | (43) |
C lassified as held for sale | – | (2) | (6) | – | (8) |
Currency adjustment | 14 | 6 | 16 | – | 36 |
At 30 September 2024 | 884 | 518 | 614 | 6 | 2,022 |
C lassified as held for sale at 30 September 2024 1 | – | 2 | 6 | – | 8 |
Charge for the year | 226 | 97 | 85 | 1 | 409 |
Impairment – strategic portfolio review | – | – | 13 | – | 13 |
Impairment – other | – | – | 1 | – | 1 |
Disposals | – | (49) | (73) | – | (122) |
Sale and closure of businesses 1 | (1) | (1) | (6) | (1) | (9) |
Reclassification | (2) | – | 2 | – | – |
Currency adjustment | 17 | – | 7 | – | 24 |
At 30 September 202 5 | 1,124 | 567 | 649 | 6 | 2,346 |
Net book value | |||||
At 30 September 202 4 | 2,331 | 559 | 435 | – | 3,325 |
At 30 September 202 5 | 2,849 | 622 | 525 | 3 | 3,999 |
| Client contracts | Brands | ||||||
Net book value | Net book value | ||||||
2025 | 2024 | Remaining useful | 2025 | 2024 | Remaining useful | ||
Acquisition | Year | $m | $m | economic life | $m | $m | economic life |
Fazer Food Services | 2020 | 212 | 224 | 5-13 years | |||
CH&CO | 2024 | 288 | 317 | 10 years | 145 | 152 | 4-19 years |
HOFMANN s | 2024 | 110 | 118 | 7-9 years | 65 | 65 | 18 years |
4Service | 2025 | 169 | – | 9 years | 64 | – | 4-19 years |
Dupont Restauration | 2025 | 129 | – | 10 years | 29 | – | 19 years |
117Compass Group PLC Annual Report 2025
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Consolidated financial statements
Notes to the consolidated financial statements for the year ended 30 September 2025 continued
2025 | 2024 | ||
| Contract balances | Notes | $m | $m |
| Contract costs | |||
Contract fulfilment assets | 1,523 | 1,405 | |
Costs to obtain contracts | 142 | 120 | |
Costs to obtain and fulfil contracts | 1,665 | 1,525 | |
| Contract assets | |||
Accrued income | 16 | 521 | 537 |
| Contract liabilities | |||
Deferred income | 22 | (877) | (768) |
| Other contract balances | |||
Contract prepayments | 16 | 381 | 299 |
Trade receivables | 16 | 4,570 | 4,139 |
Net contract balances | 6,260 | 5,732 |
Consolidated financial statements118
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11 Contract balances continued
119Compass Group PLC Annual Report 2025
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Consolidated financial statements
Notes to the consolidated financial statements for the year ended 30 September 2025 continued
Consolidated financial statements120
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12 Leases continued
Land and | Plant and | Fixtures and | ||
| buildings | machinery | fittings | Total | |
Right -of-use assets | $m | $m | $m | $m |
Net book value | ||||
At 1 October 2023 | 685 | 306 | 1 | 992 |
Additions | 117 | 144 | 1 | 262 |
Amendments 1 | 62 | 1 | – | 63 |
Business acquisitions | 33 | 4 | – | 37 |
Depreciation charge for the year | (135) | (84) | (1) | (220) |
Sale and closure of businesses | (4) | – | – | (4) |
C lassified as held for sale | (1) | (4) | – | (5) |
Reclassification | – | (11) | – | (11) |
Currency adjustment | 26 | 4 | – | 30 |
At 30 September 2024 | 783 | 360 | 1 | 1,144 |
C lassified as held for sale at 30 September 2024 2 | 1 | 4 | – | 5 |
Additions | 167 | 202 | 1 | 370 |
Amendments 1 | 41 | – | – | 41 |
Business acquisitions | 70 | 13 | 1 | 84 |
Depreciation charge for the year | (158) | (103) | (1) | (262) |
Impairment | (4) | – | – | (4) |
Derecognition on sub -lease | (7) | – | – | (7) |
Sale and closure of businesses 2 | (2) | (5) | – | (7) |
Reclassification | – | (9) | – | (9) |
Currency adjustment | 20 | 2 | – | 22 |
At 30 September 202 5 | 911 | 464 | 2 | 1,377 |
2025 | 2024 | |
Lease liabilities | $m | $m |
Current | 338 | 273 |
Non -current | 1,228 | 1,042 |
Total | 1,566 | 1,315 |
2025 | 2024 | |
Amounts recognised in the income statement | $m | $m |
Leases of low-value assets, excluding short-term leases of low-value assets | 60 | 58 |
Short -term leases | 134 | 112 |
Variable lease payments | 28 | 22 |
Expense relating to short -term leases, low-value assets and variable lease payments | 222 | 192 |
Depreciation expense of right -of-use assets | 262 | 220 |
Impairment | 4 | – |
Interest on lease liabilities | 77 | 65 |
Total | 565 | 477 |
121Compass Group PLC Annual Report 2025
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Consolidated financial statements
Notes to the consolidated financial statements for the year ended 30 September 2025 continued
Land and | Plant and | Fixtures and | ||
| buildings | machinery | fittings | Total | |
| Property, plant and equipment | $m | $m | $m | $m |
Cost | ||||
At 1 October 2023 | 459 | 2,248 | 997 | 3,704 |
Additions | 28 | 397 | 147 | 572 |
Disposals | (21) | (247) | (91) | (359) |
Business acquisitions | 34 | 37 | 12 | 83 |
Sale and closure of businesses | – | (52) | (44) | (96) |
Classified as held for sale | – | (44) | (8) | (52) |
Reclassification | – | 5 | 4 | 9 |
Currency adjustment | 14 | 43 | 44 | 101 |
At 30 September 2024 | 514 | 2,387 | 1,061 | 3,962 |
Classified as held for sale at 30 September 2024 1 | – | 44 | 8 | 52 |
Additions | 39 | 369 | 129 | 537 |
Disposals | (13) | (197) | (74) | (284) |
Business acquisitions | 20 | 19 | 8 | 47 |
Sale and closure of businesses 1 | (37) | (44) | (16) | (97) |
Reclassification | (7) | 22 | 11 | 26 |
Currency adjustment | (6) | 10 | 16 | 20 |
At 30 September 2025 | 510 | 2,610 | 1,143 | 4,263 |
| Depreciation | ||||
At 1 October 2023 | 284 | 1,507 | 747 | 2,538 |
Charge for the year | 29 | 255 | 90 | 374 |
Impairment | – | 2 | 1 | 3 |
| Impairment reversal | – | – | (1) | (1) |
Disposals | (19) | (223) | (83) | (325) |
Sale and closure of businesses | – | (37) | (33) | (70) |
Classified as held for sale | – | (34) | (6) | (40) |
Reclassification | – | 1 | (3) | (2) |
Currency adjustment | 8 | 34 | 32 | 74 |
At 30 September 2024 | 302 | 1,505 | 744 | 2,551 |
Classified as held for sale at 30 September 2024 1 | – | 34 | 6 | 40 |
Charge for the year | 29 | 276 | 102 | 407 |
| Impairment | 2 | 1 | – | 3 |
Disposals | (12) | (172) | (69) | (253) |
Sale and closure of businesses 1 | (31) | (31) | (12) | (74) |
Reclassification | (4) | 20 | (7) | 9 |
Currency adjustment | (5) | 6 | 10 | 11 |
At 30 September 2025 | 281 | 1,639 | 774 | 2,694 |
| Net book value | ||||
At 30 September 2024 | 212 | 882 | 317 | 1,411 |
At 30 September 2025 | 229 | 971 | 369 | 1,569 |
Ss
Ss
Consolidated financial statements122
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2025 | 2024 | ||
Interests in joint ventures and associates | Notes | $m | $m |
Net book value | |||
At 1 October | 203 | 298 | |
Additions 1 | 4 | 15 | |
Sale and closure of businesses | 27 | (3) | (61) |
Step acquisitions | – | (30) | |
Loss on step acquisitions | – | (1) | |
Share of profit before tax of joint ventures | 2 | 1 | 17 |
Tax on share of profit of joint ventures 2 | 2 | – | (1) |
Share of results of associates | 2 | 36 | 28 |
Classified as held for sale 3 | – | (10) | |
Dividends received 4 | (32) | (65) | |
Currency adjustment | – | 13 | |
At 30 September | 209 | 203 | |
Comprised of Interests in joint ventures | 1 | 1 | |
Interests in associates | 208 | 202 | |
Total | 209 | 203 |
123Compass Group PLC Annual Report 2025
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Consolidated financial statements
Notes to the consolidated financial statements for the year ended 30 September 2025 continued
2025 | 2024 | ||
| Other investments | Notes | $m | $m |
| Net book value | |||
At 1 October | 1,149 | 1,049 | |
Additions | 39 | 2 | |
Disposals 1 | (14) | (330) | |
Change in fair value of financial assets at fair value through other comprehensive income | 93 | 350 | |
Change in fair value of financial assets at fair value through profit or loss | 5 | (4) | 2 |
Rabbi Trust contributions 2 | 115 | 101 | |
Rabbi Trust benefits paid 2 | (86) | (53) | |
Dividends received from Rabbi Trust investments 2 | 5 | 38 | 28 |
At 30 September | 1,330 | 1,149 | |
Comprised of Rabbi Trust investments 2,3 | 1,181 | 1,022 | |
Mutual fund investments 3,4 | 57 | 62 | |
Life insurance policies 4,5 | 32 | 36 | |
Trade investments 3 | 53 | 29 | |
Other investments | 7 | – | |
Total | 1,330 | 1,149 |
Consolidated financial statements124
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2025 | 2024 | |||||
Current | Non-current | Total | Current | Non-current | Total | |
Trade and other receivables | $m | $m | $m | $m | $m | $m |
Trade receivables | 4,570 | – | 4,570 | 4,139 | – | 4,139 |
Accrued income | 521 | – | 521 | 537 | – | 537 |
Rebates receivable 1 | 766 | – | 766 | 578 | – | 578 |
Prepayments – contract | 71 | 310 | 381 | 54 | 245 | 299 |
Prepayments – other | 273 | 5 | 278 | 211 | 3 | 214 |
Deferred consideration receivable on business | 30 | 10 | 40 | 27 | 80 | 107 |
disposals 2 | ||||||
Other 3 | 119 | 91 | 210 | 140 | 82 | 222 |
Total | 6,350 | 416 | 6,766 | 5,686 | 410 | 6,096 |
2025 | ||||||
0-3 months | 3-6 months | 6-12 months | Over 12 months | |||
| Not yet due | overdue | overdue | overdue | overdue | Total | |
Trade receivables | $m | $m | $m | $m | $m | $m |
Expected loss rate | – | 3% | 27% | 85% | 94% | 3% |
Gross | 3,877 | 664 | 62 | 27 | 71 | 4,701 |
Provision | (4) | (20) | (17) | (23) | (67) | (131) |
Total | 3,873 | 644 | 45 | 4 | 4 | 4,570 |
2024 | ||||||
0-3 months | 3-6 months | 6-12 months | Over 12 months | |||
| Not yet due | overdue | overdue | overdue | overdue | Total | |
Trade receivables | $m | $m | $m | $m | $m | $m |
Expected loss rate | – | 4% | 26% | 83% | 94% | 3% |
Gross | 3,387 | 738 | 66 | 24 | 48 | 4,263 |
Provision | (14) | (28) | (17) | (20) | (45) | (124) |
Total | 3,373 | 710 | 49 | 4 | 3 | 4,139 |
2025 | 2024 | |||||||
Trade | Rebates | Trade | Rebates | |||||
| receivables | receivable | Other | Total | receivables | receivable | Other | Total | |
Provision for impairment | $m | $m | $m | $m | $m | $m | $m | $m |
At 1 October | 124 | 7 | 14 | 145 | 113 | 12 | 43 | 168 |
Classified as held for sale at 30 September 2024 1 | 2 | – | – | 2 | (2) | – | – | (2) |
Charged to income statement | 33 | 18 | – | 51 | 48 | 17 | 2 | 67 |
Credited to income statement | (11) | (17) | – | (28) | (11) | (12) | – | (23) |
Utilised | (16) | (3) | – | (19) | (24) | (10) | (2) | (36) |
Sale and closure of business es 1 | (2) | – | – | (2) | (4) | – | (29) | (33) |
Currency adjustment | 1 | – | – | 1 | 4 | – | – | 4 |
At 30 September | 131 | 5 | 14 | 150 | 124 | 7 | 14 | 145 |
125Compass Group PLC Annual Report 2025
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Consolidated financial statements
Notes to the consolidated financial statements for the year ended 30 September 2025 continued
2025 | 2024 | |
| Inventories | $m | $m |
Net book value | ||
At 1 October | 734 | 692 |
Classified as held for sale at 30 September 2024 1 | 11 | (11) |
Business acquisitions | 22 | 30 |
Sale and closure of businesses 1 | (13) | (21) |
Net movement | 64 | 36 |
Currency adjustment | 2 | 8 |
At 30 September | 820 | 734 |
2025 | 2024 | |
| Cash and cash equivalents by type | $m | $m |
Cash at bank and in hand | 476 | 437 |
Short-term bank deposits | 98 | 60 |
Money market funds 1 | 1 | 126 |
Total | 575 | 623 |
2025 | 2024 | |
| Cash and cash equivalents by currency | $m | $m |
US dollar | 45 | 38 |
Sterling | 293 | 174 |
Euro | 49 | 215 |
Japanese yen | 19 | 40 |
Other | 169 | 156 |
Total | 575 | 623 |
Consolidated financial statements126
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127
18 Cash and cash equivalents continued
2025 | 2024 | |||||
Gross | Offset | Net | Gross | Offset | Net | |
| $m | $m | $m | $m | $m | $m | |
Cash and cash equivalents | 1,117 | (542) | 575 | 1,634 | (1,011) | 623 |
Bank overdrafts | (605) | 542 | (63) | (1,081) | 1,011 | (70) |
| 2025 | 2024 | ||||
Borrowings by type | Nominal value | Maturity | Interest | $m | $m |
US Private Placement | $100m | Dec 2024 | 3.54% | – | 100 |
Eurobond | £250m | Sep 2025 | 2.00% | – | 326 |
US Private Placement | $300m | Sep 2025 | 3.81% | – | 297 |
Eurobond | £250m | Jun 2026 | 3.85% | 337 | 335 |
US Private Placement | $300m | Dec 2026 | 3.64% | 300 | 300 |
Eurobond | €500m | Sep 2028 | 1.50% | 554 | 517 |
Eurobond | £300m | Jul 2029 | 2.00% | 360 | 353 |
Eurobond | €500m | Mar 2030 | 3.00% | 578 | 547 |
Eurobond | €750m | Feb 2031 | 3.25% | 889 | 849 |
Eurobond | €700m | Jun 2032 | 3.13% | 815 | – |
Eurobond | £250m | Sep 2032 | 4.38% | 314 | 317 |
Eurobond | €500m | Sep 2033 | 3.25% | 572 | 556 |
Issued debt | 4,719 | 4,497 | |||
Commercial paper | 639 | 25 | |||
Bank loans | 5 | 4 | |||
Bank overdrafts | 63 | 70 | |||
Total | 5,426 | 4,596 | |||
Comprised of Current | 1,043 | 822 | |||
Non -current | 4,383 | 3,774 | |||
Total | 5,426 | 4,596 |
127Compass Group PLC Annual Report 2025
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Consolidated financial statements
Notes to the consolidated financial statements for the year ended 30 September 2025 continued
19 Borrowings continued
2025 | 2024 | |
| Borrowings by maturity | $m | $m |
Within 1 year, or on demand | 1,043 | 822 |
Between 1 and 2 years | 300 | 335 |
Between 2 and 3 years | 554 | 300 |
Between 3 and 4 years | 360 | 517 |
Between 4 and 5 years | 578 | 353 |
In more than 5 years | 2,591 | 2,269 |
Total | 5,426 | 4,596 |
| 2025 | 2024 | |
| Borrowings by currency | $m | $m |
US dollar | 987 | 771 |
Sterling | 1,024 | 1,334 |
Euro | 3,411 | 2,480 |
Other | 4 | 11 |
Total | 5,426 | 4,596 |
Covenant | Ratio 2 | Covenant ratio 3 | |||
requirement 1 | 2025 | 2024 | 2025 | 2024 | |
Leverage covenant | ≤3.5 | 1.4 | 1.3 | 1.2 | 1.1 |
Interest cover covenant | ≥3 | 14.7 | 16.6 | 17.4 | 19.6 |
Consolidated financial statements128
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129Compass Group PLC Annual Report 2025
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Consolidated financial statements
Notes to the consolidated financial statements for the year ended 30 September 2025 continued
20 Financial risk management continued
2025 | 2024 | |||
Sterling | Euro | Sterling | Euro | |
| Financial instruments: impact of US dollar strengthening by 10% | $m | $m | $m | $m |
Decrease in profit for the year (after tax) | (12) | – | (3) | – |
(Decrease)/increase in total equity | (7) | 97 | 31 | 96 |
Consolidated financial statements130
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131
20 Financial risk management continued
2025 | |||||
US dollar | Sterling | Euro | Other | Total | |
Interest rate sensitivity analysis | $m | $m | $m | $m | $m |
Increase in interest rate | +1% | +1% | +1% | +1% | |
Floating rate exposure – debt | 121 | 197 | (412) | (366) | (460) |
Increase/(d ecrease) in profit for the year (after tax) | 1 | 2 | (3) | (3) | (3) |
2024 | |||||
US dollar | Sterling | Euro | Other | Total | |
Interest rate sensitivity analysis | $m | $m | $m | $m | $m |
Increase in interest rate | +1% | +1% | +1% | +1% | |
Floating rate exposure – debt | (666) | (629) | (241) | (274) | (1,810) |
Decrease in profit for the year (after tax) | (5) | (5) | (2) | (2) | (14) |
131Compass Group PLC Annual Report 2025
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Consolidated financial statements
Notes to the consolidated financial statements for the year ended 30 September 2025 continued
20 Financial risk management continued
2025 | 2024 | |||||||
Current | Non-current | Current | Non-current | Current | Non-current | Current | Non-current | |
| assets | assets | liabilities | liabilities | assets | assets | liabilities | liabilities | |
| Derivative financial instruments | $m | $m | $m | $m | $m | $m | $m | $m |
| Fair value hedges | ||||||||
Interest rate swaps | – | 1 | – | (37) | – | 4 | (19) | (67) |
Cross currency swaps | – | 55 | – | (42) | – | 1 | – | (105) |
| Net investment hedges | ||||||||
Cross currency swaps | – | 35 | (2) | – | 12 | 60 | – | – |
Forward currency contracts | 2 | 3 | (4) | – | 11 | – | (1) | – |
Cash flow hedges | ||||||||
Forward currency contracts | – | – | (2) | – | 1 | – | (1) | – |
Not in a hedging relationship 1 | ||||||||
Interest rate swaps | – | 2 | (2) | (10) | 12 | 4 | – | (12) |
Interest rate options | – | – | – | – | – | – | – | (3) |
Forward currency contracts | 2 | 1 | (3) | – | – | – | – | – |
Total | 4 | 97 | (13) | (89) | 36 | 69 | (21) | (187) |
2025 | 2024 | |||||
Accumulated | Accumulated | |||||
| amount of fair | amount of fair | |||||
| value hedge | Change in fair value hedge | Change in fair | ||||
| adjustments | value of | adjustments | value of | |||
| on the hedged | hedged items | on the hedged | hedged items | |||
| items included | used to | items included | used to | |||
| Carrying amount | in the carrying | determine | Carrying amount | in the carrying | determine | |
| of the hedged | amount of the | hedge | of the hedged | amount of the | hedge | |
| items | hedged items | effectiveness | items | hedged items | effectiveness | |
| Hedged items | $m | $m | $m | $m | $m | $m |
Fair value hedges | ||||||
| Interest rate risk | ||||||
Short-term borrowings | – | – | (623) | 12 | ||
Long-term borrowings | (3,267) | 92 | (3,139) | 88 | ||
Total | (3,267) | 92 | – | (3,762) | 100 | (175) |
Consolidated financial statements132
Compass Group PLC Annual Report 2025
133
20 Financial risk management continued
2025 | Change in fair | 2024 | Change in fair | |||
| value of | value of | |||||
| hedging | hedging | |||||
| instruments | instruments | |||||
| used to | used to | |||||
| Nominal amount | Carrying amount | determine | Nominal amount | Carrying amount | determine | |
| of the hedging | of the hedging | hedge | of the hedging | of the hedging | hedge | |
| instruments | instruments | effectiveness | instruments | instruments | effectiveness | |
Hedging instruments | $m | $m | $m | $m | $m | $m |
Fair value hedges | ||||||
Interest rate risk | ||||||
Derivative financial instruments – non-current | 1,704 | 56 | 1,395 | 5 | ||
| assets | ||||||
Derivative financial instruments – current liabilities | – | – | 635 | (19) | ||
Derivative financial instruments – non-current | 1,679 | (79) | 1,853 | (172) | ||
| liabilities | ||||||
Total | 3,383 | (23) | 1 | 3,883 | (186) | 172 |
Net investment hedges | ||||||
Foreign currency risk | ||||||
Derivative financial instruments – current assets | (1,255) | 2 | (1,553) | 23 | ||
Derivative financial instruments – non-current | (1,177) | 38 | (1,137) | 60 | ||
| assets | ||||||
Derivative financial instruments – current liabilities | (1,118) | (6) | (201) | (1) | ||
Derivative financial instruments – non-current | (17) | – | – | – | ||
| liabilities | ||||||
Short -term borrowings | (640) | (639) | (425) | (422) | ||
Long-term borrowings | (1,710) | (1,687) | (858) | (856) | ||
Total | (5,917) | (2,292) | (50) | (4,174) | (1,196) | 318 |
2025 | 2024 | |||||
Notional amount of interest rate and cross | Fair value | Net investment | Not in a hedging | Fair value | Net investment | Not in a hedging |
| hedges | hedges | relationship | hedges | hedges | relationship | |
currency swaps by currency | $m | $m | $m | $m | $m | $m |
US dollar | – | 813 | 2,150 | 300 | 813 | 885 |
Sterling | 741 | – | 155 | 1,072 | – | – |
Euro | 2,642 | 341 | 353 | 2,511 | 649 | 313 |
Other | – | – | 335 | – | – | 385 |
Total | 3,383 | 1,154 | 2,993 | 3,883 | 1,462 | 1,583 |
2025 | 2024 | |||||||
Effective currency denomination of | Forward | Effective | Forward | Effective | ||||
borrowings and leases after the | Gross | currency | currency of | Gross | currency | currency of | ||
| borrowings | Lease liabilities | contracts 1 | borrowings | borrowings | Lease liabilities | contracts 1 | borrowings | |
effect of derivatives | $m | $m | $m | $m | $m | $m | $m | $m |
US dollar | 987 | 787 | 1,384 | 3,158 | 771 | 672 | 1,214 | 2,657 |
Sterling | 1,024 | 307 | (839) | 492 | 1,334 | 286 | (946) | 674 |
Euro | 3,411 | 240 | (1,491) | 2,160 | 2,480 | 203 | (1,103) | 1,580 |
Other | 4 | 232 | 883 | 1,119 | 11 | 154 | 844 | 1,009 |
Total | 5,426 | 1,566 | (63) | 6,929 | 4,596 | 1,315 | 9 | 5,920 |
133Compass Group PLC Annual Report 2025
134
Consolidated financial statements
Notes to the consolidated financial statements for the year ended 30 September 2025 continued
20 Financial risk management continued
2025 | ||||||||
Between | Between | Between | Between | |||||
| Maturity analysis of the contractual | Less than | 1 and 2 | 2 and 3 | 3 and 4 | 4 and 5 | Over | Carrying | |
| 1 year | years | years | years | years | 5 years | Total | amount | |
| cash flows of financial liabilities | $m | $m | $m | $m | $m | $m | $m | $m |
Borrowings | 1,044 | 300 | 587 | 404 | 587 | 2,629 | 5,551 | 5,426 |
Interest on borrowings | 147 | 131 | 123 | 114 | 106 | 166 | 787 | 49 |
Trade and other payables | 6,925 | 123 | 31 | 35 | 56 | 5 | 7,175 | 7,157 |
Lease liabilities | 344 | 299 | 251 | 218 | 184 | 620 | 1,916 | 1,566 |
Interest rate swaps | 7 | 8 | 6 | 7 | 4 | 16 | 48 | 46 |
Cross currency swaps | 38 | 35 | 59 | 20 | (1) | (77) | 74 | (46) |
Forward currency contracts | 5 | (2) | (15) | – | – | – | (12) | 1 |
| 2024 | ||||||||
Between | Between | Between | Between | |||||
| Maturity analysis of the contractual | Less than | 1 and 2 | 2 and 3 | 3 and 4 | 4 and 5 | Over | Carrying | |
| 1 year | years | years | years | years | 5 years | Total | amount | |
| cash flows of financial liabilities | $m | $m | $m | $m | $m | $m | $m | $m |
Borrowings | 834 | 335 | 300 | 558 | 402 | 2,288 | 4,717 | 4,596 |
Interest on borrowings | 137 | 117 | 101 | 93 | 85 | 188 | 721 | 48 |
Trade and other payables | 6,570 | 80 | 87 | 3 | 27 | 1 | 6,768 | 6,752 |
Lease liabilities | 282 | 255 | 212 | 173 | 150 | 553 | 1,625 | 1,315 |
Interest rate swaps | 30 | 14 | 10 | 10 | 11 | 5 | 80 | 78 |
Cross currency swaps | 36 | 17 | 36 | 85 | 16 | (10) | 180 | 32 |
Forward currency contracts | (10) | – | – | – | – | – | (10) | (10) |
Consolidated financial statements134
Compass Group PLC Annual Report 2025
135
2025 | 2024 | |||
Financial instruments measured at fair value | Notes | Level | $m | $m |
Non -current | ||||
Rabbi Trust investments 1 | 15 | 1 | 1,181 | 1,022 |
Mutual fund investments 1 | 15 | 1 | 57 | 62 |
Life insurance policies 1 | 15 | 2 | 32 | 36 |
Derivative financial instruments – assets | 20 | 2 | 97 | 69 |
Derivative financial instruments – liabilities | 20 | 2 | (89) | (187) |
Trade investments 1 | 15 | 3 | 53 | 29 |
Other investments 1 | 15 | 3 | 7 | – |
Contingent consideration payable on business acquisitions 2 | 22 | 3 | (104) | (102) |
Non -controlling interest put options 2 | 22 | 3 | (119) | (65) |
Current | ||||
Money market funds 3 | 18 | 1 | 1 | 126 |
Derivative financial instruments – assets | 20 | 2 | 4 | 36 |
Derivative financial instruments – liabilities | 20 | 2 | (13) | (21) |
Contingent consideration payable on business acquisitions 2 | 22 | 3 | (110) | (250) |
Non -controlling interest put options 2 | 22 | 3 | – | (5) |
135Compass Group PLC Annual Report 2025
136
Consolidated financial statements
Notes to the consolidated financial statements for the year ended 30 September 2025 continued
21 Financial instruments continued
2025 | 2024 | |||||
Contingent | Contingent | |||||
| consideration | Non- | consideration | Non- | |||
| payable on | controlling | payable on | controlling | |||
| Trade | business | interest put | Trade | business | interest put | |
| investments | acquisitions | options | investments | acquisitions | options | |
| Level 3 financial instruments | $m | $m | $m | $m | $m | $m |
At 1 October | 29 | (352) | (70) | 181 | (158) | (22) |
Change in fair value recognised in the income | – | (27) | – | – | (67) | – |
| statement | ||||||
Change in fair value recognised in the statement of comprehensive income | (3) | – | – | 175 | – | – |
Change in fair value recognised in the statement of changes in equity | – | – | (3) | – | – | 7 |
Additions | 30 | (88) | (52) | – | (153) | (54) |
Disposals | (3) | – | – | (327) | – | – |
Purchase of non-controlling interests 1 | – | – | 5 | – | – | – |
Payments relating to businesses acquired in previous years | – | 263 | – | – | 50 | – |
Net present value adjustments | – | (11) | – | – | (9) | – |
Currency translation | – | 1 | 1 | – | (15) | (1) |
At 30 September | 53 | (214) | (119) | 29 | (352) | (70) |
Consolidated financial statements136
Compass Group PLC Annual Report 2025
137
2025 | 2024 | |||||
Current | Non-current | Total | Current | Non-current | Total | |
Trade and other payables | $m | $m | $m | $m | $m | $m |
Trade payables | 3,851 | – | 3,851 | 3,317 | – | 3,317 |
Accruals | 2,936 | 4 | 2,940 | 2,896 | 9 | 2,905 |
Deferred income | 625 | 252 | 877 | 554 | 214 | 768 |
Social security and other taxes | 648 | 32 | 680 | 569 | 32 | 601 |
Contingent consideration payable on business acquisitions | 110 | 104 | 214 | 250 | 102 | 352 |
Non -controlling interest put options | – | 119 | 119 | 5 | 65 | 70 |
Other payables 1 | 469 | 53 | 522 | 581 | 41 | 622 |
Total | 8,639 | 564 | 9,203 | 8,172 | 463 | 8,635 |
2025 | |
Carrying amou nt of liabilities that are part of SCF arrangements | $m |
Amount included in trade payables | 1,205 |
Amount included in trade payables of which suppliers have received payment from the bank | 999 |
| 2025 | |
Range of invoice due dates | Days |
Trade payables that are part of SCF arrangements | 0-90 |
T rade payables that are not part of SCF arrangements | 0-90 |
137Compass Group PLC Annual Report 2025
138
Consolidated financial statements
Notes to the consolidated financial statements for the year ended 30 September 2025 continued
Provisions | |||||||
| Workers’ | in respect of | ||||||
| compensation | discontinued | ||||||
| and similar | Onerous | Legal and | and disposed | ||||
| obligations | Severance | contracts | other claims | businesses | Other | Total | |
| Provisions | $m | $m | $m | $m | $m | $m | $m |
At 1 October 2024 | 508 | 15 | 29 | 33 | 74 | 55 | 714 |
| Classified as held for sale at 30 | – | 1 | – | – | – | 7 | 8 |
September 2024 1 | |||||||
Charged to income statement – | – | – | 8 | – | 1 | 2 | 11 |
| specific adjusting items | |||||||
Charged to income statement – other | 207 | 1 | 6 | 12 | – | 1 | 227 |
Released to income statement | (12) | (1) | (2) | (5) | – | (2) | (22) |
Utilised in the year | (168) | (11) | (10) | (9) | – | (8) | (206) |
Business acquisitions | – | – | 1 | 2 | – | 4 | 7 |
Sale and closure of businesses 1 | – | (1) | – | (1) | – | (6) | (8) |
Net present value adjustments | 12 | – | – | – | – | – | 12 |
Reclassification | – | – | (2) | (2) | (3) | 3 | (4) |
Currency adjustment | (1) | – | – | 1 | 3 | 1 | 4 |
At 30 September 2025 | 546 | 4 | 30 | 31 | 75 | 57 | 743 |
| 2025 | 2024 | |
| Comprised of | $m | $m |
Current | 388 | 370 |
Non-current | 355 | 344 |
Total | 743 | 714 |
Consolidated financial statements138
Compass Group PLC Annual Report 2025
139
139Compass Group PLC Annual Report 2025
140
Consolidated financial statements
Notes to the consolidated financial statements for the year ended 30 September 2025 continued
24 Post-employment benefits continued
The Group also has non-qualified deferred compensation plans (Rabbi Trust arrangements), which are salary sacrifice schemes providing a tax-
efficient way of saving for senior management. Employee and employer contributions credited to the plans are deemed invested on behalf of the
employees in investment funds and they are entitled to the account balance, as adjusted for deemed investments, on or after leaving the Group.
Plan benefits are paid in cash. Participants can elect to receive payment either as a lump sum or in annual instalments over 5 or 10 years.
Compass USA engages with a number of unions and is required to abide by the individual collective bargaining agreements (CBAs) negotiated
with each union. Under the terms of certain CBAs, Compass USA is required to pay the union members’ salary and contribute to various multi-
employer benefit plans which include: post-employment benefits, including pensions and post-employment healthcare; defined contribution
plans, such as 401(k) and annuity and savings plans; and other plans which include legal funds, training funds and education funds.
Participation in multi-employer pension plans bears risks that differ from single-employer plans. These risks include:
– assets contributed to the plans by Compass USA may be used to provide benefits to employees of other participating employers i.e. there are
no individual accounts in these plans
– if a participating employer stops contributing to the plan for any reason, the unfunded obligation remaining may transition to the remaining
employers participating in the plan
– if Compass USA stops participating in the plan for any reason, or has a significant decrease in its level of participation, it may be required to pay
a proportionate amount to the plan for its share of the unfunded liability, known as withdrawal liability
Compass USA is involved with 35 multi-employer defined benefit pension plans (2024: 41). The Group is not aware, and has no reasonable
expectation, that any plan in which it currently participates is in imminent danger of becoming insolvent or is likely to experience a mass
withdrawal.
These plans are accounted for as defined contribution plans as the information provided by the plan administrators is insufficient for them to be
accounted for as defined benefit plans. The Group made total contributions of $59m in the year (2024: $52m) to these arrangements.
Other schemes
In Canada, Germany, India, Norway, Spain and Switzerland, the Group also participates in funded defined benefit arrangements. In other
countries, Group employees participate primarily in state arrangements to which the Group makes the appropriate contributions. Other than
where required by local regulation or statute, the defined benefit schemes are closed to new entrants.
UK | US 1 | Other | ||||
| Assumptions | 2025 | 2024 | 2025 | 2024 | 2025 | 2024 |
Discount rate | 5.8% | 5.1% | 5.1% | 4.7% | 6.2% | 5.9% |
Inflation | 3.3% | 3.4% | 2.3% | 2.3% | 1.2% | 1.3% |
CPI inflation | 3.0% | 3.0% | n/a | n/a | n/a | n/a |
Rate of increase in salaries | 3.3% | 3.4% | 3.2% | 3.2% | 4.8% | 6.6% |
Rate of increase for pensions in payment | 3.0% | 3.2% | 2.3% | 2.3% | 0.2% | 0.2% |
Rate of increase for deferred pensions | 3.1% | 3.2% | n/a | n/a | n/a | n/a |
2025 | 2024 | |||
| Life expectancy at age 65 | Male | Female | Male | Female |
Member aged 65 in 2025 (2024) | 21.4 | 23.7 | 20.9 | 23.6 |
Member aged 65 in 2050 (2049) | 22.8 | 25.8 | 22.6 | 25.6 |
2025 | 2024 | |||
| Life expectancy at age 65 | Male | Female | Male | Female |
Member aged 65 in 2025 (2024) | 22.1 | 23.5 | 22.0 | 23.5 |
Member aged 65 in 2050 (2049) | 23.8 | 25.2 | 23.7 | 25.1 |
Consolidated financial statements140
Compass Group PLC Annual Report 2025
141
24 Post-employment benefits continued
Increase/(decrease) in defined benefit obligations | ||||
2025 | 2024 | |||
+1% | -1% | +1% | -1% | |
Financial assu mptions | $m | $m | $m | $m |
Discount rate | (180) | 216 | (208) | 253 |
Inflation | 97 | (96) | 119 | (115) |
Increase in defined benefit | ||
| obligations | ||
2025 | 2024 | |
+1 year | +1 year | |
Demographic assumptions | $m | $m |
Life expectancy from age 65 | 67 | 78 |
2025 | 2024 | |||||
UK Plan 1 | Other | Total | UK Plan 1 | Other | Total | |
Fair value of plan assets by major category | $m | $m | $m | $m | $m | $m |
Insurance policies | ||||||
Unquoted insurance policies | 1,785 | 7 | 1,792 | – | 7 | 7 |
Equities | ||||||
Quoted global equities | 61 | 41 | 102 | 1 | 45 | 46 |
Government bonds | ||||||
Quoted UK fixed interest | – | – | – | 820 | – | 820 |
Quoted UK index -linked | – | – | – | 1,090 | – | 1,090 |
Corporate bonds | ||||||
Quoted c orporate bonds | 149 | 28 | 177 | – | 29 | 29 |
Quoted d iversified securities | – | 22 | 22 | – | 20 | 20 |
Other Quoted property funds | – | 9 | 9 | – | 10 | 10 |
Unquoted property funds | 69 | 17 | 86 | 106 | 18 | 124 |
Derivatives | – | 2 | 2 | 5 | – | 5 |
Cash and cash equivalents | 78 | 6 | 84 | 418 | 3 | 421 |
Other | – | 19 | 19 | – | 18 | 18 |
At 30 September | 2,142 | 151 | 2,293 | 2,440 | 150 | 2,590 |
141Compass Group PLC Annual Report 2025
142
Consolidated financial statements
Notes to the consolidated financial statements for the year ended 30 September 2025 continued
24 Post-employment benefits continued
2025 | ||||
Present value | ||||
| of defined | ||||
| Fair value of | benefit | Effect of | ||
| plan assets | obligations | asset ceiling | Total | |
| Post-employment benefit assets/(obligations) recognised in the balance sheet | $m | $m | $m | $m |
UK Plan | 2,142 | (1,815) | – | 327 |
Post-employment benefit assets | 2,142 | (1,815) | – | 327 |
UK unfunded arrangements 1 | – | (10) | – | (10) |
US | – | (1,275) | – | (1,275) |
Other | 151 | (259) | (2) | (110) |
Post-employment benefit obligations | 151 | (1,544) | (2) | (1,395) |
Net post-employment benefit obligations | 2,293 | (3,359) | (2) | (1,068) |
2024 | ||||
Present value | ||||
| of defined | ||||
| Fair value of | benefit | Effect of | ||
| plan assets | obligations | asset ceiling | Total | |
| Post-employment benefit assets/(obligations) recognised in the balance sheet | $m | $m | $m | $m |
UK Plan | 2,440 | (1,898) | – | 542 |
Post-employment benefit assets | 2,440 | (1,898) | – | 542 |
UK unfunded arrangements | – | (40) | – | (40) |
US | – | (1,122) | – | (1,122) |
Other | 150 | (261) | (1) | (112) |
Post-employment benefit obligations | 150 | (1,423) | (1) | (1,274) |
Net post-employment benefit obligations | 2,590 | (3,321) | (1) | (732) |
2025 | 2024 | |||||||
Present value | Present value | |||||||
| Fair value | of defined | Effect of | Fair value | of defined | Effect of | |||
| of plan | benefit | asset | of plan | benefit | asset | |||
| assets | obligations | ceiling | Total | assets | obligations | ceiling | Total | |
| Movements in net defined benefit asset/(obligation) | $m | $m | $m | $m | $m | $m | $m | $m |
At 1 October | 2,590 | (3,321) | (1) | (732) | 2,292 | (2,750) | – | (458) |
Reclassification | – | – | – | – | – | (15) | – | (15) |
Current service cost | – | (35) | – | (35) | – | (32) | – | (32) |
Past service credit | – | – | – | – | – | 1 | – | 1 |
Administration expenses 1 | (9) | – | – | (9) | (10) | – | – | (10) |
Interest income/(expense) | 120 | (158) | – | (38) | 128 | (157) | – | (29) |
Remeasurements – financial assumptions | – | 97 | – | 97 | – | (280) | – | (280) |
Remeasurements – demographic assumptions | – | (21) | – | (21) | – | 5 | – | 5 |
Remeasurements – experience adjustments | – | (52) | – | (52) | – | (11) | – | (11) |
Return on plan assets, excluding interest income | (278) | – | – | (278) | 63 | – | – | 63 |
Change in asset ceiling, excluding interest income | – | – | (1) | (1) | – | – | (1) | (1) |
Employer contributions 2 | 11 | – | – | 11 | 14 | – | – | 14 |
Employee contributions | 4 | (97) | – | (93) | 3 | (84) | – | (81) |
Benefits paid | (149) | 235 | – | 86 | (126) | 179 | – | 53 |
Business acquisitions | – | (3) | – | (3) | – | (1) | – | (1) |
Currency adjustment | 4 | (4) | – | – | 226 | (176) | – | 50 |
| At 30 September | 2,293 | (3,359) | (2) | (1,068) | 2,590 | (3,321) | (1) | (732) |
Consolidated financial statements142
Compass Group PLC Annual Report 2025
143
24 Post-employment benefits continued
2025 | 2024 | ||
Net post -employment benefit assets | Notes | $m | $m |
Net post -employment benefit obligations | (1,068) | (732) | |
Rabbi Trust investments | 15 | 1,181 | 1,022 |
Mutual fund investments | 15 | 57 | 62 |
Life insurance policies | 15 | 32 | 36 |
Total | 202 | 388 |
Amounts recognised | 2025 | 2024 | ||||||
UK | US | Other | Total | UK | US | Other | Total | |
in the income statement | $m | $m | $m | $m | $m | $m | $m | $m |
Current service cost | – | 22 | 13 | 35 | – | 20 | 12 | 32 |
Past service credit | – | – | – | – | – | – | (1) | (1) |
Administration expenses | 9 | – | – | 9 | 10 | – | – | 10 |
Charged to operating expenses | 9 | 22 | 13 | 44 | 10 | 20 | 11 | 41 |
Interest on net post-employment benefit | (24) | 53 | 9 | 38 | (28) | 52 | 5 | 29 |
| assets/obligations | ||||||||
(Credited)/charged to finance costs | (24) | 53 | 9 | 38 | (28) | 52 | 5 | 29 |
Total | (15) | 75 | 22 | 82 | (18) | 72 | 16 | 70 |
2025 | 2024 | |
Amounts recognised in other comprehensive income | $m | $m |
Effect of changes in financial assumptions | 97 | (280) |
Effect of changes in demographic assumptions | (21) | 5 |
Effect of experience adjustments | (52) | (11) |
Remeasurement of post -employment benefit obligations | 24 | (286) |
Return on plan assets, excluding interest income | (278) | 63 |
Change in asset ceiling, excluding interest income | (1) | (1) |
Total | (255) | (224) |
143Compass Group PLC Annual Report 2025
144
Consolidated financial statements
Notes to the consolidated financial statements for the year ended 30 September 2025 continued
2025 | 2024 | ||||
| Share capital | Number | $m | Number | $m | |
| Allotted, called up and fully paid | |||||
Ordinary shares of 11 1 ⁄ | p each | 1,785,403,977 | 346 | 1,785,403,977 | 346 |
| 20 | |||||
At 30 September | 1,785,403,977 | 346 | 1,785,403,977 | 346 |
Consolidated financial statements144
Compass Group PLC Annual Report 2025
145
25 Share capital and other reserves continued
Non- | |||||||
| controlling | |||||||
| Capital | Own | interest put | |||||
| redemption | shares | Merger | Translation | options | Revaluation | ||
| reserve | reserve | reserve | reserve 1 | reserve | reserve | Total | |
Other reserves | $m | $m | $m | $m | $m | $m | $m |
At 1 October 202 4 | 511 | (2,296) | 7,554 | (1,025) | (152) | – | 4,592 |
Other comprehensive income | |||||||
Currency translation differences | – | – | – | (8) | – | – | (8) |
Reclassification of cumulative currency translation | – | – | – | 69 | – | – | 69 |
| differences on sale of businesses | |||||||
Tax credit on items relating to the components of other comprehensive income | – | – | – | 1 | – | – | 1 |
Total other comprehensive income for the year | – | – | – | 62 | – | – | 62 |
Change in fair value of non-controlling interest | – | – | – | – | (3) | – | (3) |
| put options | |||||||
Changes to non -controlling interests due to acquisitions and disposals | – | – | – | – | (45) | – | (45) |
Reclassification of non-controlling interest put | – | – | – | – | 6 | – | 6 |
| options reserve on exercise of put options | |||||||
Cost of shares transferred to employees | – | 72 | – | – | – | – | 72 |
Purchase of own shares – share buyback | – | 4 | – | – | – | – | 4 |
At 30 September 202 5 | 511 | (2,220) | 7,554 | (963) | (194) | – | 4,688 |
Non- | |||||||
| controlling | |||||||
| Capital | Own | interest put | |||||
| redemption | shares | Merger | Translation | options | Revaluation | ||
| reserve | reserve | reserve | reserve 1 | reserve | reserve | Total | |
Other reserves | $m | $m | $m | $m | $m | $m | $m |
At 1 October 202 3 | 511 | (1,848) | 7,554 | (1,544) | (105) | 14 | 4,582 |
Other comprehensive income | |||||||
Currency translation differences | – | – | – | 267 | – | – | 267 |
Reclassification of cumulative currency translation | – | – | – | 250 | – | – | 250 |
| differences on sale of businesses | |||||||
Tax credit on items relating to the components of other comprehensive income | – | – | – | 2 | – | – | 2 |
Total other comprehensive income for the year | – | – | – | 519 | – | – | 519 |
Change in fair value of non-controlling interest | – | – | – | – | 7 | – | 7 |
| put options | |||||||
Changes to non -controlling interests due to acquisitions and disposals | – | – | – | – | (54) | – | (54) |
Reclassification of revaluation reserve on sale | – | – | – | – | – | (14) | (14) |
| of businesses | |||||||
Cost of shares transferred to employees | – | 64 | – | – | – | – | 64 |
Purchase of own shares – share buyback 2 | – | (512) | – | – | – | – | (512) |
At 30 September 2024 | 511 | (2,296) | 7,554 | (1,025) | (152) | – | 4,592 |
145Compass Group PLC Annual Report 2025
146
Consolidated financial statements
Notes to the consolidated financial statements for the year ended 30 September 2025 continued
2025 | 2024 | |
| Share-based payment charge | $m | $m |
Long-term incentive plans | 73 | 59 |
Restricted shares | 8 | 8 |
Deferred Bonus Plan | 1 | 1 |
Total | 82 | 68 |
2025 | 2024 | |
| Number of | Number of | |
| Long-term incentive plans | shares | shares |
Outstanding at 1 October | 9,047,467 | 8,878,102 |
Awarded | 3,062,762 | 3,024,294 |
Notional Dividend Shares awarded 1 | 161,050 | 182,806 |
Vested | (3,056,699) | (2,528,072) |
Lapsed | (289,270) | (509,663) |
Outstanding at 30 September | 8,925,310 | 9,047,467 |
2025 | ||
| LTIP awards | Award date | Fair value |
Executive Committee | 3 Dec 2024 | 1,997.27p |
Leadership | 3 Dec 2024 | 1,960.35p |
Executive Committee 1 | 12 Feb 2025 | 1,978.66p |
Leadership | 19 May 2025 | 1,930.34p |
2024 | ||
| LTIP awards | Award date | Fair value |
Executive Committee | 1 Dec 2023 | 1,474.16p |
Leadership | 1 Dec 2023 | 1,656.36p |
Leadership | 20 May 2024 | 2,097.80p |
| Weighted average assumptions – long-term incentive plans | 2025 | 2024 |
Expected volatility 1 | 19.6% | 22.2% |
Risk-free interest rate | 4.3% | 4.1% |
Expected life | 3.0 years | 3.0 years |
Share price at date of grant | 2,693.20p | 2,036.36p |
Consolidated financial statements146
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147
26 Share-based payments continued
Eligible awards granted under the 2018 LTIP accrue dividends in the form of Notional Dividend Shares. Accordingly, the dividend yield in the fair
value calculation is nil.
The weighted average share price at the date of vesting for the 3,056,699 shares (2024: 2,528,072) that vested during the year was 2,680.00p
(2024: 2,037.92p).
The LTIP awards outstanding at the end of the year have a weighted average remaining contractual life of 1.2 years (2024: 1.2 years).
Restricted shares
Restricted shares are awarded to certain employees in order to incentivise the achievement of particular business objectives under specific
circumstances or where similar shares have been forfeited by a new employee on joining the Group. The plan can take different forms, such as an
award of shares dependent on service or achievement of specific performance conditions other than service.
The following table shows the movements in shares during the year:
2025 | 2024 | |
| Number of | Number of | |
Restricted shares | shares | shares |
Outstanding at 1 October | 793,615 | 825,280 |
Awarded | 397,425 | 342,180 |
Notional Dividend Shares awarded 1 | 13,481 | 15,584 |
Vested | (356,711) | (304,146) |
Lapsed | (16,589) | (85,283) |
Outstanding at 30 September | 831,221 | 793,615 |
1. Eligible awards granted under the Restricted Share Award Plan accrue dividends in the form of Notional Dividend Shares.
The following assumptions were used in calculating the fair value of restricted share awards made during the year:
Weighted average a ssumptions – restricted shares | 2025 | 2024 |
Expected volatility 1 | 18.6% | 21.5% |
Risk -free interest rate | 4.4% | 4.1% |
Expected life | 2.5 years | 2.4 years |
Share price at date of grant | 2,675.74p | 2,101.49p |
1. Expected volatility is calculated based on the Group’s weekly share price during the three years prior to the date of each award.
Eligible awards granted under the Restricted Share Award Plan accrue dividends in the form of Notional Dividend Shares. Accordingly, the
dividend yield in the fair value calculation is nil.
The weighted average share price at the date of vesting for the 356,711 shares (2024: 304,146) that vested during the year was 2,658.06p
(2024: 2,074.05p).
Deferred Bonus Plan
The Deferred Bonus Plan (DBP) is used to facilitate the grant of deferred bonus shares to executive directors. The first awards under the DBP
were made in December 2023.
The following table shows the movements in shares during the year:
2025 | 2024 | |
| Number of | Number of | |
Deferred Bonus Plan | shares | shares |
Outstanding at 1 October | 56,866 | – |
Awarded | 62,857 | 88,931 |
Vested | – | (32,065) |
Outstanding at 30 September | 119,723 | 56,866 |
147Compass Group PLC Annual Report 2025
148
Consolidated financial statements
Notes to the consolidated financial statements for the year ended 30 September 2025 continued
Consolidated financial statements148
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149
27 Acquisition, sale and closure of businesses continued
Acquisition of businesses
The total cash spent on the acquisition of subsidiaries during the year, net of cash acquired, was $1,485m (2024: $1,256m), including $145m
(2024: $431m) on the repayment of borrowings acquired through business acquisitions, $274m (2024: $61m) of deferred and contingent
consideration and other payments relating to businesses acquired in previous years, and $89m (2024: $41m) of acquisition transaction costs
included in net cash flow from operating activities.
The Group made two individually material acquisitions during the year (Dupont Restauration and 4Service). Detailed disclosures in respect of
these acquisitions are provided below.
Dupont Restauration
On 31 October 2024, the Group acquired 100% of the issued share capital of DR Holding (trading as Dupont Restauration), a provider of contract
catering services in France, for cash consideration of €198m ($215m) net of cash acquired. The cash consideration excludes third-party debt
acquired and repaid on the date of acquisition of €64m ($69m).
The goodwill of $144m represents the premium the Group has paid to acquire a company that complements its existing businesses and creates
significant opportunities for synergies, including economies of scale in purchasing and overhead cost savings.
The fair value of net assets acquired includes $160m in respect of other intangible assets which mainly relate to brands ($28m) and client
contracts ($130m). The brands were valued using the relief from royalty method, with the key assumptions being forecast revenue, royalty rate,
useful life and discount rate. The client contracts were valued using the multi-period excess earnings method, with the key assumptions being
forecast operating profit, attrition rate, useful life and discount rate. The intangible assets were valued by independent valuation experts.
The acquisition did not have a material impact on the Group’s revenue or profit for the year. If the acquisition had occurred on 1 October 2024, it
would not have had a material impact on the Group’s revenue or profit for the year.
4Service
On 17 January 2025, the Group acquired 100% of the issued share capital of 4Service Holding (trading as 4Service), a provider of catering and
facility management services in Norway, for cash consideration of NOK 3,964m ($343m) net of cash acquired. The cash consideration excludes
third-party debt acquired and repaid on the date of acquisition of NOK 854m ($74m).
The goodwill of $298m represents the premium the Group has paid to acquire a company that complements its existing businesses and enhances
its capabilities, as well as creating significant opportunities for synergies, including economies of scale in purchasing, overhead cost savings and
cross-selling opportunities with existing clients.
The fair value of net assets acquired includes $218m in respect of other intangible assets which mainly relate to brands ($57m) and client
contracts ($157m). The brands were valued using the relief from royalty method, with the key assumptions being forecast revenue, royalty rate,
useful life and discount rate. The client contracts were valued using the multi-period excess earnings method, with the key assumptions being
forecast operating profit, attrition rate, useful life and discount rate. The intangible assets were valued by independent valuation experts.
The acquisition did not have a material impact on the Group’s revenue or profit for the year. If the acquisition had occurred on 1 October 2024, it
would not have had a material impact on the Group’s revenue or profit for the year.
149Compass Group PLC Annual Report 2025
150
Consolidated financial statements
Notes to the consolidated financial statements for the year ended 30 September 2025 continued
27 Acquisition, sale and closure of businesses continued
Dupont | ||||
| Restauration | 4Service | Others | Total | |
| Acquisition of businesses | $m | $m | $m | $m |
| Net assets acquired | ||||
Other intangible assets | 160 | 218 | 306 | 684 |
Costs to obtain and fulfil contracts | – | – | 3 | 3 |
Right-of-use assets | 14 | 52 | 18 | 84 |
Property, plant and equipment | 11 | 8 | 28 | 47 |
Trade and other receivables | 78 | 64 | 45 | 187 |
Deferred tax assets | – | – | 1 | 1 |
Inventories | 6 | 5 | 11 | 22 |
Cash and cash equivalents | 37 | 47 | 37 | 121 |
Borrowings | (69) | (74) | (4) | (147) |
Lease liabilities | (14) | (52) | (18) | (84) |
Provisions | (6) | (1) | – | (7) |
Current tax liabilities | (1) | (5) | (1) | (7) |
Trade and other payables | (66) | (118) | (72) | (256) |
Post-employment benefit obligations | (3) | – | – | (3) |
Deferred tax liabilities | (39) | (47) | (15) | (101) |
Fair value of net assets acquired | 108 | 97 | 339 | 544 |
Less: Non-controlling interests | – | (5) | (27) | (32) |
Goodwill | 144 | 298 | 248 | 690 |
Total consideration | 252 | 390 | 560 | 1,202 |
Satisfied by Cash consideration paid | 252 | 390 | 456 | 1,098 |
Deferred and contingent consideration payable | – | – | 95 | 95 |
Settlement of pre-existing relationship | – | – | 2 | 2 |
Non-controlling interest put options payable | – | – | 7 | 7 |
Total consideration | 252 | 390 | 560 | 1,202 |
| Cash flow | ||||
Cash consideration paid | 252 | 390 | 456 | 1,098 |
Less: Cash and cash equivalents acquired | (37) | (47) | (37) | (121) |
Cash consideration net of cash acquired | 215 | 343 | 419 | 977 |
Add: Repayment of borrowings acquired through business acquisitions 1 | 69 | 74 | 2 | 145 |
Add: Acquisition transaction costs 2 | 8 | 14 | 67 | 89 |
Net cash outflow arising on acquisition | 292 | 431 | 488 | 1,211 |
Deferred and contingent consideration and other payments relating to businesses acquired in previous years | – | – | 274 | 274 |
Total cash outflow from purchase of subsidiary companies | 292 | 431 | 762 | 1,485 |
| Consolidated cash flow statement | ||||
Net cash flow from operating activities 2 | 8 | 14 | 67 | 89 |
Net cash flow from investing activities | 215 | 343 | 693 | 1,251 |
Net cash flow from financing activities 1 | 69 | 74 | 2 | 145 |
Total cash outflow from purchase of subsidiary companies | 292 | 431 | 762 | 1,485 |
Consolidated financial statements150
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151
27 Acquisition, sale and closure of businesses continued
Sale and closure of businesses
The Group has recognised a net loss of $31m (2024: $203m) on the sale and closure of businesses, including exit costs of $25m (2024: $92m).
Activity in the year includes the sale of the Group’s businesses in Chile, Colombia, Mexico and Kazakhstan.
A summary of business disposals completed during the year is presented in aggregate below:
2025 | 2024 | |
Sale and closure of businesses | $m | $m |
Net assets disposed | ||
Goodwill | 14 | 71 |
Other intangible assets | 2 | 13 |
Costs to obtain and fulfil contracts | 1 | – |
Right -of-use assets | 7 | 4 |
Property, plant and equipment | 23 | 26 |
Interest in joint ventures and associates | 3 | 61 |
Trade and other receivables | 162 | 200 |
Deferred tax assets | 18 | 14 |
Inventories | 13 | 21 |
Tax recoverable | 12 | 1 |
Cash and cash equivalents | 36 | 30 |
Assets held for sale | – | 5 |
Lease liabilities | (6) | (4) |
Provisions | (8) | (14) |
Current tax liabilities | (12) | (15) |
Trade and other payables | (156) | (210) |
Net assets disposed | 109 | 203 |
Consolidated income statement | ||
Cash consideration | 241 | 319 |
Deferred consideration 1 | (69) | 24 |
Less: Net assets disposed | (109) | (203) |
Less: Exit costs | (25) | (92) |
Less: Loss on step acquisitions | – | (1) |
Less : Reclassification of cumulative currency translation differences on sale of businesses 2 | (69) | (250) |
Net loss on sale and closure of businesses | (31) | (203) |
Consolidated cash flow statement | ||
Cash consideration received | 241 | 319 |
Tax payments arising on disposal of businesses | (13) | (35) |
Exit costs paid | (26) | (29) |
Cash and cash equivalents disposed | (36) | (30) |
Net proceeds from sale of subsidiary companies, joint ventures and associates net of exit costs | 166 | 225 |
1. Includes deferred consideration received of $95m (2024: $13m).
2. Includes cumulative foreign exchange losses of $1m (2024: gains of $8m) on net investment hedges (see note 20).
151Compass Group PLC Annual Report 2025
152
Consolidated financial statements
Notes to the consolidated financial statements for the year ended 30 September 2025 continued
28 Reconciliation of operating profit to cash generated from operations
2025 | 2024 | |
| Reconciliation of operating profit to cash generated from operations | $m | $m |
Operating profit before joint ventures and associates | 2,927 | 2,540 |
| Adjustments for: | ||
Acquisition-related charges 1 | 269 | 194 |
Charges related to the strategic portfolio review | 3 | 170 |
One-off pension charge | 11 | 8 |
Amortisation – other intangible assets 2 | 183 | 150 |
Amortisation – contract fulfilment assets | 338 | 306 |
Amortisation – contract prepayments | 112 | 94 |
Depreciation – right-of-use assets | 262 | 220 |
Depreciation – property, plant and equipment | 407 | 374 |
Unwind of costs to obtain contracts | 39 | 33 |
Impairment losses – non-current assets 3 | 8 | 10 |
Impairment reversals – non-current assets 3 | – | (7) |
Gain on disposal of property, plant and equipment/intangible assets/contract fulfilment assets | – | (5) |
Other non-cash changes | (8) | – |
(Decrease)/increase in provisions | (1) | 7 |
Investment in contract prepayments | (197) | (213) |
Increase in costs to obtain contracts 4 | (60) | (47) |
Post-employment benefit obligations net of service costs | 11 | 7 |
Share-based payments – charged to profit | 82 | 68 |
Operating cash flow before movements in working capital | 4,386 | 3,909 |
Increase in inventories | (64) | (36) |
Increase in receivables | (444) | (670) |
Increase in payables | 468 | 892 |
Cash generated from operations | 4,346 | 4,095 |
1. Includes amortisation and impairment of acquisition intangibles. Excludes acquisition transaction costs of $88m (2024: $41m) as acquisition transaction costs are
included in net cash flow from operating activities.
2. Excludes amortisation of acquisition intangibles.
3. Excludes impairment losses of $13m (2024: $156m) and impairment reversals of $7m (2024: $nil) included in charges related to the strategic portfolio review.
4. Cash payments in respect of contract balances are classified as cash flows from operating activities, with the exception of contract fulfilment assets which are
classified as cash flows from investing activities as they arise out of cash payments in relation to assets that will generate long-term economic benefits. During the
year, the purchase of contract fulfilment assets classified as cash flows from investing activities was $492m (2024: $508m).
Consolidated financial statements152
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153
29 Movements in assets and liabilities arising from financing activities
New lease | Currency | |||||
Movements for the year ended | 1 October | Cash (inflow)/ | Other non-cash | liabilities and | translation | 30 September |
| 2024 | outflow | movements | amendments | losses | 2025 | |
30 September 2025 | $m | $m | $m | $m | $m | $m |
Borrowings (excluding bank overdrafts) | (4,526) | (530) | (160) | – | (147) | (5,363) |
Lease liabilities | (1,315) | 265 | (84) | (411) | (21) | (1,566) |
Derivative financial instruments | (103) | 138 | (11) | – | (25) | (1) |
Net movement in assets and liabilities arising from financing activities | (127) | |||||
Purchase of own shares – share buyback | 115 | |||||
Purchase of non -controlling interests | 2 | |||||
Dividends paid to equity shareholders | 1,047 | |||||
Dividends paid to non -controlling interests | 8 | |||||
Net cash flow from financing activities | 1,045 |
New lease | Currency | |||||
Movements for the year ended | 1 October | Cash outflow/ | Other non-cash | liabilities and | translation | 30 September |
| 2023 | (inflow) | movements | amendments | (losses)/gains | 2024 | |
30 September 202 4 | $m | $m | $m | $m | $m | $m |
Borrowings (excluding bank overdrafts) | (3,915) | 211 | (610) | – | (212) | (4,526) |
Lease liabilities | (1,153) | 227 | (25) | (325) | (39) | (1,315) |
Derivative financial instruments | (221) | (46) | 115 | – | 49 | (103) |
Net movement in assets and liabilities arising from financing activities | 392 | |||||
Purchase of own shares – share buyback | 577 | |||||
Dividends paid to equity shareholders | 963 | |||||
Dividends paid to non -controlling interests | 10 | |||||
Net cash flow from financing activities | 1,942 |
Other non-cash movements are as follows:
2025 | 2024 | |
Other non -cash movements | $m | $m |
Borrowings acquired through business acquisitions | (147) | (431) |
Amortisation of fees and discounts on issue of debt | (5) | (4) |
Changes in fair value of borrowings in a fair value hedge | (8) | (175) |
Borrowings | (160) | (610) |
Le ase liabilities classified as held for sale at 30 September 2024 1 | (6) | 6 |
Lease liabilities acquired through business acquisitions | (84) | (35) |
Lease liabilities derecognised on sale and closure of businesses 1 | 6 | 4 |
Lease liabilities | (84) | (25) |
Changes in fair value of derivative financial instruments | (11) | 115 |
Total | (255) | (520) |
1. The assets and liabilities of the businesses classified as held for sale at 30 September 2024 were sold during 2025 and are included in sale and closure of
businesses (see note 27).
153Compass Group PLC Annual Report 2025
154
Consolidated financial statements
Notes to the consolidated financial statements for the year ended 30 September 2025 continued
Consolidated financial statements154
Compass Group PLC Annual Report 2025
155
2025 | 2024 | |
Contracted for but not provided for | $m | $m |
Client contract intangibles | 92 | 89 |
Contract balances | 895 | 790 |
Property, plant and equipment | 51 | 70 |
Total | 1,038 | 949 |
33 Post-balance sheet events
On 24 November 2025, a final dividend in respect of 2025 of 43.3c per share, $735m in aggregate, was proposed.
155Compass Group PLC Annual Report 2025
156
Consolidated financial statements
Notes to the consolidated financial statements for the year ended 30 September 2025 continued
34 Non-GAAP measures
Introduction
The Executive Committee manages and assesses the performance of the Group using various underlying and other Alternative Performance
Measures (APMs). These measures are not defined by International Financial Reporting Standards (IFRS) or other generally accepted accounting
principles (GAAP) and may not be directly comparable with APMs used by other companies. Underlying measures reflect ongoing trading and,
therefore, facilitate meaningful year-on-year comparison. The Group’s APMs, together with the results prepared in accordance with IFRS, provide
comprehensive analysis of the Group’s results. Accordingly, the relevant statutory measures are also presented where appropriate. Certain of the
Group’s APMs are financial Key Performance Indicators (KPIs) which measure progress against our strategy.
In determining the adjustments to arrive at underlying results, we use a set of established principles relating to the nature and materiality of
individual items or groups of items, including, for example, events which: (i) are outside the normal course of business; (ii) are incurred in a
pattern that is unrelated to the trends in the underlying financial performance of our ongoing business; or (iii) are related to business acquisitions
or disposals as they are not part of the Group’s ongoing trading business and the associated cost impact arises from the transaction rather than
from the continuing business.
Definitions
Measure | Definition | Purpose |
| Income statement | ||
Underlying revenue | Revenue plus share of revenue of joint ventures. | Allows management to monitor the sales |
| performance of the Group’s subsidiaries and | ||
| joint ventures. | ||
Underlying | Operating profit excluding specific adjusting items 2 . | Provides a measure of operating profitability |
| operating profit | that is comparable over time. | |
Underlying | Underlying operating profit divided by underlying revenue. | An important measure of the efficiency of |
operating margin 1 | our operations in delivering great food and | |
| support services to our clients and consumers. | ||
Organic revenue 1 | Current year: Underlying revenue excluding businesses acquired, | Embodies our success in growing and retaining |
sold and closed in the year. Prior year: Underlying revenue | our customer base, as well as our ability to drive | |
including a pro forma 12 months in respect of businesses | volumes in our existing businesses and | |
acquired in the year and excluding businesses sold and closed | maintain appropriate pricing levels in light of | |
in the year, translated at current year exchange rates. | input cost inflation. | |
Where applicable, a 53rd week is excluded from the current or | ||
prior year. | ||
Organic operating profit | Current year: Underlying operating profit excluding businesses | Provides a measure of operating profitability |
acquired, sold and closed in the year. Prior year: Underlying | that is comparable over time. | |
operating profit including a pro forma 12 months in respect of | ||
businesses acquired in the year and excluding businesses sold | ||
and closed in the year , translated at current year exchange rates. | ||
Where applicable, a 53rd week is excluded from the current or | ||
prior year. | ||
Underlying finance costs | Finance costs excluding specific adjusting items 2 . | Provides a measure of the Group’s cost of |
financing excluding items outside of the control | ||
| of management. | ||
Underlying profit before | Profit before tax excluding specific adjusting items 2 . | Provides a measure of Group profitability that is |
| tax | comparable over time. | |
Underlying income tax | Income tax expense excluding tax attributable to specific | Provides a measure of income tax expense that |
| expense | adjusting items 2 . | is comparable over time. |
Underlying effective | Underlying income tax expense divided by underlying profit | Provides a measure of the effective tax rate that |
| tax rate | before tax. | is comparable over time. |
1. Key Performance Indicator.
2. See pages 159 to 161 for definitions of the specific adjusting items and a reconciliation from the statutory to the underlying income statement.
Consolidated financial statements156
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34 Non-GAAP measures continued
Definitions (continued)
Measure | Definition | Purpose |
| Income statement (continued) | ||
Underlying profit for | Profit for the year excluding specific adjusting items 2 and tax | Provides a measure of Group profitability that is |
| the year | attributable to those items. | comparable over time. |
Underlying profit | Profit for the year attributable to equity shareholders excluding | Provides a measure of Group profitability that is |
| attributable to equity | specific adjusting items 2 and tax attributable to those items. | comparable over time. |
| shareholders (underlying | ||
| earnings) | ||
Underlying earnings | Earnings per share excluding specific adjusting items 2 and tax | Measures the performance of the Group in |
per share 1 | attributable to those items. | delivering value to shareholders. |
Net operating profit after | Underlying operating profit excluding the operating profit | Provides a measure of Group operating |
| tax (NOPAT) | of non -controlling interests, net of tax at the underlying | profitability that is comparable over time. |
effective tax rate. | ||
Underlying EBITDA | Underlying operating profit excluding underlying impairment, | Provides a measure of Group operating |
depreciation and amortisation of intangible assets, tangible | profitability that is comparable over time. | |
assets and contract -related assets. | ||
| Balance sheet | ||
Net debt | Bank overdrafts, bank and other borrowings, lease liabilities and | Allows management to monitor the |
derivative financial instruments, less cash and cash equivalents. | indebtedness of the Group. | |
Net debt to EBITDA | Net debt divided by underlying EBITDA. | Provides a measure of the Group’s ability to |
finance and repay its debt from its operations. | ||
Capital employed | Total equity shareholders’ funds, excluding: net debt; | Provides a measure of the Group’s efficiency in |
post -employment benefit assets and obligations; | allocating its capital to profitable investments. | |
and investments held to meet the cost of unfunded | ||
post -employment benefit obligations. | ||
Return on Capital | NOPAT divided by 12-month average capital employed. | ROCE demonstrates how we have delivered |
Employed (ROCE) 1 | against the various investments we make in the | |
business, be it operational expenditure, capital | ||
expenditure or bolt -on acquisitions. | ||
| Cash flow | ||
Capital expenditure | Purchase of intangible assets, purchase of contract fulfilment | Provides a measure of expenditure on |
assets, purchase of property, plant and equipment and | long -term intangible, tangible and contract- | |
investment in contract prepayments, less proceeds from sale of | related assets, net of the proceeds from | |
property, plant and equipment/intangible assets/contract | disposal of intangible, tangible and | |
fulfilment assets. | contract -related assets. | |
Underlying operating | Net cash flow from operating activities, including purchase of | Provides a measure of the success of the Group |
| cash flow | intangible assets, purchase of contract fulfilment assets, | in turning profit into cash that is comparable |
purchase of property, plant and equipment, proceeds from sale | over time. | |
of property, plant and equipment/intangible assets/contract | ||
fulfilment a ssets, repayment of principal under lease liabilities | ||
and share of results of joint ventures and associates, and | ||
excluding interest and net tax paid, post -employment benefit | ||
obligations net of service costs, and cash payments related to | ||
specific adjusting items 2 . |
1. Key Performance Indicator.
2. See pages 159 to 161 for definitions of the specific adjusting items and a reconciliation from the statutory to the underlying income statement.
157Compass Group PLC Annual Report 2025
158
Consolidated financial statements
Notes to the consolidated financial statements for the year ended 30 September 2025 continued
34 Non-GAAP measures continued
Definitions (continued)
Measure | Definition | Purpose |
| Cash flow (continued) | ||
Underlying operating cash | Underlying operating cash flow divided by underlying | Provides a measure of the success of the Group |
| flow conversion | operating profit. | in turning profit into cash that is comparable |
| over time. | ||
Free cash flow 3 | Net cash flow from operating activities, including purchase of | Provides a measure of the success of the Group |
intangible assets, purchase of contract fulfilment assets, | in turning profit into cash that is comparable | |
purchase of property, plant and equipment, proceeds from sale | over time. | |
of property, plant and equipment/intangible assets/contract | ||
fulfilment a ssets, purchase of other non-trade investments, | ||
proceeds from sale of other non-trade investments, dividends | ||
received from joint ventures and associates, interest received, | ||
repayment of principal under lease liabilities and dividends paid | ||
to non -controlling interests. | ||
Underlying free | Free cash flow excluding cash payments related to specific | Provides a measure of the success of the Group |
cash flow 1 | adjusting items 2 . | in turning profit into cash that is comparable |
| over time. | ||
Underlying free cash flow | Underlying free cash flow divided by underlying profit for | Provides a measure of the success of the Group |
| conversion | the year. | in turning profit into cash that is comparable |
| over time. | ||
Underlying cash | Net tax paid included in net cash flow from operating activities | Provides a measure of the cash tax rate that is |
| tax rate | divided by underlying profit before tax. | comparable over time. |
| Business growth | ||
New business | Current year underlying revenue for the period in which no | The measure of incremental revenue in the |
revenue had been recognised in the prior year. | current year from new business. | |
Lost business | Prior year underlying revenue for the period in which no revenue | The measure of lost revenue in the current year |
has been recognised in the current year. | from ceased business. | |
Net new business | New business minus lost business as a percentage of prior year | The measure of net incremental revenue in the |
organic revenue . | current year from business wins and losses. | |
Retention | 100% minus lost business as a percentage of prior year | The measure of our success in retaining business. |
organic revenue. |
1. Key Performance Indicator.
2. See pages 159 to 161 for definitions of the specific adjusting items and a reconciliation from the statutory to the underlying income statement.
3. The definition of free cash flow has been clarified to confirm that it excludes the purchase of trade investments and the proceeds from the sale of trade investments.
Consolidated financial statements158
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34 Non-GAAP measures continued
Reconciliations
Income statement
Underlying revenue and operating profit are reconciled to GAAP measures in note 2 (segmental analysis).
Geographical segments | |||
| North America | International 1 | Total | |
Organic revenue | $m | $m | $m |
Year ended 30 September 202 5 | |||
Underlying revenue | 31,417 | 14,710 | 46,127 |
Organic adjustments | (96) | (1,024) | (1,120) |
Organic revenue | 31,321 | 13,686 | 45,007 |
Year ended 30 Septem ber 2024 | |||
Underlying revenue | 28,581 | 13,595 | 42,176 |
Currency adjustments | (38) | (11) | (49) |
Underlying revenue – constant currency 2 | 28,543 | 13,584 | 42,127 |
Organic adjustments | 161 | (880) | (719) |
Organic revenue | 28,704 | 12,704 | 41,408 |
Increase in underlying revenue at reported rates – % | 9.9% | 8.2% | 9.4% |
Increase in underlying revenue at constant currency – % | 10.1% | 8.3% | 9.5% |
Increase in organic revenue – % | 9.1% | 7.7% | 8.7% |
Geographical segments | ||||
| North America | International 1 | Central activities | Total | |
| Organic operating profit | $m | $m | $m | $m |
| Year ended 30 September 2025 | ||||
Underlying operating profit/(loss) | 2,582 | 904 | (151) | 3,335 |
Underlying operating margin – % | 8.2% | 6.1% | 7.2% | |
Organic adjustments | (4) | (69) | – | (73) |
Organic operating profit/(loss) | 2,578 | 835 | (151) | 3,262 |
| Year ended 30 September 2024 | ||||
Underlying operating profit/(loss) | 2,335 | 807 | (144) | 2,998 |
Underlying operating margin – % | 8.2% | 5.9% | 7.1% | |
Currency adjustments | (2) | (6) | (4) | (12) |
Underlying operating profit/(loss) – constant currency 2 | 2,333 | 801 | (148) | 2,986 |
Organic adjustments | 11 | (69) | – | (58) |
Organic operating profit/(loss) | 2,344 | 732 | (148) | 2,928 |
Increase in underlying operating profit at reported rates – % | 10.6% | 12.0% | 11.2% | |
Increase in underlying operating profit at constant currency – % | 10.7% | 12.9% | 11.7% | |
Increase in organic operating profit – % | 10.0% | 14.1% | 11.4% |
1. Our former Rest of World region now accounts for c.5% of the Group’s revenue on a pro forma basis. With effect from 1 October 2024, the Group’s internal
management reporting structure changed to combine Rest of World with Europe to form a new International region. Comparative segmental financial information for
2024 has been re-presented.
2. Prior year amounts retranslated at current year average exchange rates.
Specific adjusting items | ||||||||
2025 | 2025 | |||||||
| Statutory | Underlying | |||||||
Underlying income statement | Notes | $m | 1 | 2 | 3 | 4 | 5 | $m |
Operating profit | 2 | 2,964 | 357 | 11 | – | 3 | – | 3,335 |
Net loss on sale and closure of businesses | 27 | (31) | – | – | – | 31 | – | – |
Finance costs | 5 | (349) | 13 | – | – | – | 21 | (315) |
Profit before tax | 2,584 | 370 | 11 | – | 34 | 21 | 3,020 | |
Income tax expense | 6 | (704) | (75) | (3) | – | 17 | (5) | (770) |
Profit for the year | 1,880 | 295 | 8 | – | 51 | 16 | 2,250 | |
Less: Non -controlling interests | (12) | – | – | – | – | – | (12) | |
Profit attributable to equity shareholders | 1,868 | 295 | 8 | – | 51 | 16 | 2,238 | |
Earnings per share ( cents) | 7 | 110.1c | 17.4c | 0.5c | – | 3.0c | 0.9c | 131.9c |
Effective tax rate (%) | 27.2% | 25.5% |
159Compass Group PLC Annual Report 2025
160
Consolidated financial statements
Notes to the consolidated financial statements for the year ended 30 September 2025 continued
34 Non-GAAP measures continued
Reconciliations (continued)
2024 | Specific adjusting items | 2024 | ||||||
| Statutory | Underlying | |||||||
| Underlying income statement | Notes | $m | 1 | 2 | 3 | 4 | 5 | $m |
Operating profit | 2 | 2,584 | 235 | 8 | 1 | 170 | – | 2,998 |
Net loss on sale and closure of businesses | 27 | (203) | – | – | – | 203 | – | – |
Finance costs | 5 | (325) | 9 | – | – | – | 67 | (249) |
Profit before tax | 2,056 | 244 | 8 | 1 | 373 | 67 | 2,749 | |
Income tax expense | 6 | (642 ) | (43) | (2) | (1) | 1 | (15) | (702) |
Profit for the year | 1,414 | 201 | 6 | – | 374 | 52 | 2,047 | |
Less: Non-controlling interests | (10) | – | – | – | – | – | (10) | |
Profit attributable to equity shareholders | 1,404 | 201 | 6 | – | 374 | 52 | 2,037 | |
Currency adjustments | (13) | |||||||
| Profit attributable to equity shareholders – | 2,024 | |||||||
| constant currency | ||||||||
Earnings per share (cents) | 7 | 82.3c | 11.8c | 0.4c | – | 22.0c | 3.0c | 119.5c |
Earnings per share – constant currency (cents) | 118.7c | |||||||
Effective tax rate (%) | 31.2% | 25.5% |
Specific adjusting items are as follows:
1. Acquisition-related charges
Amortisation and impairment charges in respect of intangible assets acquired through business combinations, direct costs incurred through
business combinations or other strategic asset acquisitions, business integration costs, changes in consideration in relation to past acquisition
activity, other acquisition-related items, and net present value adjustments on deferred and contingent consideration payable on business
acquisitions.
2025 | 2024 | ||
| Acquisition-related charges | Notes | $m | $m |
Amortisation – acquisition intangibles | 10 | 226 | 162 |
Acquisition transaction costs | 88 | 41 | |
Adjustment to contingent consideration payable on business acquisitions | 21 | 27 | 67 |
Gains on bargain purchases | – | (35) | |
Other | 16 | – | |
Net charge included in operating profit | 357 | 235 | |
Net present value adjustments – contingent consideration | 21 | 11 | 9 |
Other | 2 | – | |
Net charge included in profit before tax | 370 | 244 |
2. One-off pension charge
Costs incurred in respect of the UK Plan insurance buy-in transaction.
3. Tax on share of profit of joint ventures
Reclassification of tax on share of profit of joint ventures to income tax expense.
4. Gains and losses on sale and closure of businesses and charges related to the strategic portfolio review
Profits and losses on the sale of subsidiaries, joint ventures and associates, exit costs on closure of businesses (see note 27) and charges in
respect of a strategic portfolio review to focus on the Group’s core markets.
2025 | 2024 | ||
| Gains and losses on sale and closure of businesses and charges related to the strategic portfolio review | Notes | $m | $m |
Other intangible assets 1 | 10 | 13 | 146 |
Joint ventures and associates 2 | (7) | 10 | |
Net impairment losses | 6 | 156 | |
Provisions | (5) | 14 | |
Other | 2 | – | |
Charges related to the strategic portfolio review | 3 | 170 | |
Net loss on sale and closure of businesses | 27 | 31 | 203 |
Net charge included in profit before tax | 34 | 373 |
1. In 2024, a $146m charge was recognised for the non-cash impairment of work-in-progress head office (non-client-related) computer software assets.
2. The impairment reversal in 2025 relates to an asset held for sale.
5. Other financing items
Financing items, including hedge accounting ineffectiveness, change in the fair value of derivatives held for economic hedging purposes, change
in the fair value of investments and financing items relating to post-employment benefits.
Consolidated financial statements160
Compass Group PLC Annual Report 2025
161
34 Non-GAAP measures continued
Reconciliations (continued)
2025 | 2024 | ||
Other financing items | Notes | $m | $m |
Dividends received from Rabbi Trust investments | 15 | 38 | 28 |
Change in fair value of financial assets at fair value through profit or loss | 15 | (4) | 2 |
Net losses on derivative financial instruments in a fair value hedge | (7) | (3) | |
Net losses on derivative financial instruments in a net investment hedge | (13) | (5) | |
Net gains/(losses) on derivative financial instruments at fair value through profit or loss | 4 | (61) | |
Interest on net post-employment benefit obligations | 24 | (38) | (29) |
Other | (1) | 1 | |
Net charge included in profit before tax | (21) | (67) |
2025 | 2024 | |
Net operating profit after tax ( NOPAT) | $m | $m |
Underlying operating profit | 3,335 | 2,998 |
Deduct: | ||
Tax on underlying operating profit at effective tax rate | (847) | (762) |
Operating profit of non-controlling interests net of tax | (12) | (10) |
NOPAT | 2,476 | 2,226 |
| 2025 | 2024 | |
Underlying EBITDA | $m | $m |
Underlying operating profit | 3,335 | 2,998 |
Add back/(deduct): | ||
Depreciation of property, plant and equipment and right-of-use assets | 669 | 594 |
Amortisation of other intangible assets, contract fulfilment assets and contract prepayments 1 | 633 | 550 |
Impairment losses –non-current assets 2 | 8 | 10 |
Impairment reversals –non-current assets 2 | – | (7) |
Underlying EBITDA | 4,645 | 4,145 |
2025 | 2024 | |
Components of net debt | $m | $m |
Borrowings | (5,426) | (4,596) |
Lease liabilities | (1,566) | (1,315) |
Derivative financial instruments | (1) | (103) |
Gross debt | (6,993) | (6,014) |
Cash and cash equivalents | 575 | 623 |
Net debt | (6,418) | (5,391) |
| 2025 | 2024 | |
Net debt reconciliation | $m | $m |
Net decrease in cash and cash equivalents | (103) | (296) |
(Deduct)/add back: | ||
Increase in borrowings | (1,412) | (1,381) |
Repayment of borrowings | 737 | 1,161 |
Repayment of borrowings acquired through business acquisitions | 145 | 431 |
Net cash flow from derivative financial instruments | 138 | (46) |
Repayment of principal under lease liabilities | 265 | 227 |
( Increase)/decrease in net debt from cash flows | (230) | 96 |
New lease liabilities and amendments | (411) | (325) |
Borrowings acquired through business acquisitions | (147) | (431) |
Amortisation of fees and discounts on issue of debt | (5) | (4) |
Changes in fair value of borrowings in a fair value hedge | (8) | (175) |
Lease liabilities acquired through business acquisitions | (84) | (35) |
Lease liabilities derecognised on sale and closure of businesses | 6 | 4 |
Changes in fair value of derivative financial instruments | (11) | 115 |
Currency translation losses | (171) | (143) |
Increase in net debt | (1,061) | (898) |
Net debt at 1 October 1 | (5,357) | (4,459) |
Net debt at 30 September | (6,418) | (5,357) |
161Compass Group PLC Annual Report 2025
162
Consolidated financial statements
Notes to the consolidated financial statements for the year ended 30 September 2025 continued
34 Non-GAAP measures continued
Reconciliations (continued)
2025 | 2024 | |
| Net debt | $m | $m |
Net debt 1 | (6,418) | (5,391) |
| Add back: | ||
Cash and lease liabilities classified as held for sale | – | 34 |
Net debt at 30 September | (6,418) | (5,357) |
| 2025 | 2024 | |
| Net debt to EBITDA | $m | $m |
Net debt | (6,418) | (5,391) |
Underlying EBITDA | 4,645 | 4,145 |
Net debt to EBITDA (times) | 1.4 | 1.3 |
| 2025 | 2024 | |
| Return on Capital Employed (ROCE) | $m | $m |
NOPAT | 2,476 | 2,226 |
Average capital employed | 13,572 | 11,722 |
ROCE (%) | 18.2% | 19.0% |
2025 | 2024 | |
| Capital expenditure | $m | $m |
Purchase of intangible assets | 347 | 329 |
Purchase of contract fulfilment assets | 492 | 508 |
Purchase of property, plant and equipment | 545 | 572 |
Investment in contract prepayments | 197 | 213 |
Proceeds from sale of property, plant and equipment/intangible assets/contract fulfilment assets | (67) | (81) |
Capital expenditure | 1,514 | 1,541 |
| 2025 | 2024 | |
| Underlying operating cash flow | $m | $m |
Net cash flow from operating activities | 3,366 | 3,135 |
Purchase of intangible assets | (347) | (329) |
Purchase of contract fulfilment assets | (492) | (508) |
Purchase of property, plant and equipment | (545) | (572) |
Proceeds from sale of property, plant and equipment/intangible assets/contract fulfilment assets | 67 | 81 |
Repayment of principal under lease liabilities | (265) | (227) |
Share of results of joint ventures and associates | 37 | 44 |
| Add back/(deduct): | ||
Interest paid | 327 | 267 |
Net tax paid | 653 | 693 |
Post-employment benefit obligations net of service costs | (11) | (7) |
Cash payments related to specific adjusting items 1 | 114 | 65 |
Underlying operating cash flow | 2,904 | 2,642 |
2025 | 2024 | |
| Underlying operating cash flow conversion | $m | $m |
Underlying operating cash flow | 2,904 | 2,642 |
Underlying operating profit | 3,335 | 2,998 |
Underlying operating cash flow conversion (%) | 87.1% | 88.1% |
Consolidated financial statements162
Compass Group PLC Annual Report 2025
163
34 Non-GAAP measures continued
Reconciliations (continued)
2025 | 2024 | |
Free cash flow | $m | $m |
Net cash flow from operating activities | 3,366 | 3,135 |
Purchase of intangible assets | (347) | (329) |
Purchase of contract fulfilment assets | (492) | (508) |
Purchase of property, plant and equipment | (545) | (572) |
Proceeds from sale of property, plant and equipment/intangible assets/contract fulfilment assets | 67 | 81 |
Purchase of other investments | (2) | (2) |
Proceeds from sale of other investments 1 | 11 | 3 |
Dividends received from joint ventures and associates 2 | 43 | 65 |
Interest received | 37 | 39 |
Repayment of principal under lease liabilities | (265) | (227) |
Dividends paid to non -controlling interests | (8) | (10) |
Free cash flow | 1,865 | 1,675 |
2025 | 2024 | |
Underlying free cash flow | $m | $m |
Free cash flow | 1,865 | 1,675 |
A dd back: | ||
Cash payments related to specific adjusting items 1 | 110 | 65 |
Underlying free cash flow | 1,975 | 1,740 |
2025 | 2024 | |
Underlying free cash flow conversion | $m | $ m |
Underlying free cash flow | 1,975 | 1,740 |
Underlying profit for the year | 2,250 | 2,047 |
Underlying free cash flow conversion (%) | 87.8% | 85.0% |
| 2025 | 2024 | |
Underlying cash tax rate | $m | $m |
Tax received | 5 | 18 |
Tax paid | (658) | (711) |
Net tax paid | (653) | (693) |
Underlying profit before tax | 3,020 | 2,749 |
Underlying cash tax rate (%) | 21.6% | 25.2% |
2025 | 2024 | |
Net new business | $m | $m |
New business less lost business | 1,849 | 1,573 |
Prior year organic revenue | 41,408 | 37,075 |
Net new business (%) | 4.5% | 4.2% |
35 Exchange rates
Average rates are used to translate the income statement and cash flow statement. Closing rates are used to translate the balance sheet. Only the
most significant currencies are shown.
| Average | Year end | |||
Exchange rates | 2025 | 2024 | 2025 | 2024 |
Australian dollar | 1.55 | 1.51 | 1.51 | 1.44 |
Canadian dollar | 1.40 | 1.36 | 1.39 | 1.35 |
Euro | 0.90 | 0.92 | 0.85 | 0.90 |
Japanese yen | 148.66 | 150.03 | 147.68 | 143.04 |
Norwegian krone | 10.61 | 10.68 | 9.98 | 10.53 |
Pound sterling | 0.76 | 0.79 | 0.74 | 0.75 |
Turkish lira | 37.72 | 31.33 | 41.58 | 34.19 |
163Compass Group PLC Annual Report 2025
| Australia | |
| Ground Floor 35 - 51 Mitchell Street, McMahons | |
| Point, NSW 2060, Australia | |
| – Compass Group (Australia) Pty Limited | |
| Food and support services | |
| Belgium | |
1831 | Diegem, Hermeslaan 1H, Belgium |
| – Compass Group Belgium NV | |
| Food services | |
| Canada | |
1 Prologis Boulevard, Suite 400, Mississauga, Ontario L5W 0G2, Canada | |
| – Compass Group Canada Ltd. | |
Groupe Compass Canada Ltée (iii)(iv)(v)(vi)(viii) | |
| Food and support services | |
| Denmark | |
Rued Langgards Vej 8, 1. sal, 2300 | København S, Denmark |
| – Compass Group Danmark A/S | |
| Food services | |
| Finland | |
| P.O. Box 210, FI-00281 Helsinki, Finland | |
| – Compass Group Finland Oy | |
| Food services | |
| France | |
123 | Avenue de la République – Hall A, |
92320 | Châtillon, France |
| – Compass Group France Holdings SAS | |
| Holding company | |
| – Compass Group France SAS | |
| Food and support services | |
| Germany | |
| Helfmann-Park 2, 65760, Eschborn, Germany | |
| – Compass Group Deutschland GmbH | |
| Holding company | |
| – Eurest Deutschland GmbH | |
| Food services to Business and Industry | |
| – Eurest Services GmbH | |
| Support services to Business and Industry | |
| Italy | |
| Via Angelo Scarsellini, 14, 20161, Milano, Italy | |
| – Compass Group Italia S.p.A. | |
| Food and support services | |
| Japan | |
Hamarikyu Kensetsu Plaza, 5-5-12, Tsukiji, Chuo-ku, Tokyo 104-0045, Japan | |
| – Compass Group Japan Inc. | |
| Food and support services | |
| Netherlands | |
Haaksbergweg 70, 1101 BZ, Amsterdam, Netherlands | |
| – Compass Group International B.V. | |
| Holding company | |
| – Compass Group Nederland B.V. | |
| Food and support services | |
| – Compass Group Nederland Holding B.V. | |
| Holding company | |
| Norway | |
Drengsrudbekken 12, 1383, PO Box 74, NO-1371, – Compass Holding Norge AS Holding company | Asker, Norway |
| Spain | |
| Calle Pinar de San José 98, planta 1ª 28054 | |
| Madrid, Spain | |
| – Eurest Colectividades S.L.U. | |
| Food and support services | |
| Sweden | |
Box 1183, – Compass Group Sweden AB | 171 23 Solna, Stockholm, Sweden |
| Holding company | |
| Switzerland | |
| Oberfeldstrasse 14, 8302, Kloten, Switzerland | |
| – Compass Group (Schweiz) AG | |
| Food and support services | |
| Türkiye | |
| Ünalan Mah. Libadiye Cad. Emaar Square Sit. F | |
| Blok No:82F/77 Üsküdar Istanbul, Türkiye | |
– Sofra Yemek Űretim Ve Hizmet A.Ş. (iii) | |
| Food and support services | |
| United Kingdom | |
| Parklands Court, 24 Parklands, Birmingham | |
Great Park, Rubery, Birmingham, B45 9PZ, United Kingdom | |
| – Compass Contract Services (U.K.) Limited | |
| Food and support services | |
| – Compass Group, UK and Ireland Limited | |
| Holding company | |
– Foodbuy Europe Limited (iii)(iv)(v) | |
| Client procurement services management | |
| in the UK | |
Compass House, Guildford Street, Chertsey, Surrey, KT16 9BQ, United Kingdom | |
– Compass Group Holdings PLC (i)(iii) | |
| Holding company and corporate activities | |
– Hospitality Holdings Limited (i) | |
| Intermediate holding company | |
| United States | |
2710 | Gateway Oaks Drive, Suite 150N, |
| Sacramento, CA 95833-3505, US | |
– Bon Appétit Management Co. (viii) | |
| Food services | |
251 | Little Falls Drive, Wilmington, DE 19808, US |
| – Compass Group USA Investments Inc. | |
| Holding company | |
– Compass Group USA, Inc. (viii) | |
| Food and support services | |
| – Crothall Services Group | |
| Support services to the Healthcare market | |
| – Foodbuy, LLC | |
| Purchasing services in North America | |
| – Restaurant Associates Corp. | |
| Fine dining facilities | |
| 80 State Street, Albany, NY 12207-2543, US | |
| – Flik International Corp. | |
| Fine dining facilities | |
801 | Adlai Stevenson Drive, Springfield, |
IL 62703, – Levy Restaurant Limited Partnership | US |
Fine dining and food services at Sports and Entertainment facilities | |
2 Sun Court, Suite 400, Peachtree Corners, GA 30092, – Morrison Management Specialists, Inc. (viii) | US |
| Food service to the Healthcare and Senior | |
| Living market | |
Notes to the consolidated financial statements for the year ended 30 September 2025 continued
Consolidated financial statements164
36Details of related undertakings of Compass Group PLC continued
| Algeria | |
| Eurojapan Résidence No.23, RN n°3 BP 398, | |
| Hassi Messaoud, Algeria | |
| – Eurest Algérie SPA | |
| Angola | |
Condominio Dolce Vita, Via S8, Edifício 1D, Fração A & B, 2º andar, Talatona, Município de | |
| Belas, Luanda, República de Angola | |
– Express Support Services, Limitada (ii) | |
| Australia | |
Ground Floor 35 – 51 Mitchell Street, McMahons Point, NSW 2060, Australia | |
| – 28 Villages Pty Ltd | |
| – Compass (Australia) Catering & Services PTY | Ltd (iii)(iv) |
– | Compass Group B&I Hospitality Services PTY Ltd |
| – Compass Group Defence Hospitality Services | PTY Ltd |
| – Compass Group Education Hospitality Services | PTY Ltd |
| – Compass Group Events Stadia Venues | Hospitality Services Pty Ltd |
| – Compass Group Healthcare Hospitality | Services PTY Ltd |
| – Compass Group Health Services Pty Ltd | |
| – Compass Group Management Services PTY Ltd | |
| – Compass Group Relief Hospitality Services PTY | Ltd |
| – Compass Group Remote Hospitality Services | PTY Ltd |
| – Delta Facilities Management PTY Ltd | |
| – Delta FM Australia PTY Ltd | |
| – Eurest (Australia) Food Services PTY Ltd | |
| – Eurest (Australia) PTY Ltd | |
– Foodbuy Pty Ltd (iii) | |
– HEC Hospitality Services Pty Ltd (iii) | |
| – Omega Security Services PTY Ltd | |
| – Village Hospitality Holdings Pty Ltd | |
| – Village Hospitality Services Pty Ltd | |
| Austria | |
| Ignaz-Köck-Str. 8/6, 1210 Vienna, Austria | |
| – Die Menü-Manufaktur GmbH | |
| IZD Tower, Wagramer Strasse 19/4. Stock, 1220 | |
| Wien, Austria | |
| – Compass Group Austria Holdings One GmbH | |
| – Compass Group Austria Holdings Two GmbH | |
| – Eurest Restaurationsbetriebsgesellschaft m.b.H | |
| – Kunz Gebäudereinigung GmbH | |
| Belgium | |
1831 | Diegem, Hermeslaan 1H, Belgium |
| – Compass Group Service Solutions NV | |
– F.L.R. Holding NV (ii) | |
| Boomseseenweg 28, 2627 Schelle, Belgium | |
| – J&M Catering Services NV | |
| – Silverspoon BV | |
| Gemeentepark 5, 2930 Brasschaat, Belgium | |
– Kasteel Van Brasschaat NV (iii)(iv) | |
| British Virgin Islands | |
Craigmuir Chambers, PO Box 71, Roadtown, Tortola, VG1110, British Virgin Islands | |
| – Compass Group Holdings (BVI) Limited | |
| Cambodia | |
c/o Action Group Ltd., No.12, Street 614, Sangkat Boeung Kok II, Khan Tuol Kork, Phnom | |
| Penh City, Cambodia | |
– Compass Group (Cambodia) Co. Ltd. (ii) | |
| Cameroon | |||
| 100, Rue n° 1044 Hydrocarbures, Bonapriso, | |||
BP 5767, – Eurest Cameroun SARL (ii) | Douala, Cameroon | ||
– Eurest Camp Logistics Cameroun SARL (ii) | |||
| Canada | |||
12 Kodiak Crescent, Toronto, Ontario, M3J 3G5, Canada | |||
– Imperial Coffee and Services Inc. (iii)(iv)(v) | |||
1 Prologis Boulevard, Suite 400, Mississauga, Ontario L5W 0G2, Canada | |||
– Canteen of Canada Limited (iii) | |||
– Compass Canada Support Services Ltd (iii)(iv)(v)(vi)(viii) | |||
– Compass Group Canada Operations Ltd (iii) | |||
– GoJava Inc. (iii)(viii) | |||
| 1600-421 7 Avenue SW, Calgary, Alberta | |||
| T2P 4K9, Canada | |||
| – McMurray Coin Machines (1983) Ltd | |||
1969 | Upper Water Street, Purdy’s Wharf Tower II, | ||
Suite 1300, Canada | Halifax, Nova Scotia B3J 3R7, | ||
– Crothall Services Canada Inc. (iii)(iv) | |||
5B rue De Montgolfier, Boucherville, Québec, J4B 8C4, Canada | |||
– 9544-9864 Quebec Inc. (iii)(iv)(v)(vi) | |||
| 2900-550 Burrard Street, Vancouver, B.C. | |||
| V6C 0A3, Canada | |||
– | 1556405 | B.C. LTD. (iii) | |
| – Golden Triangle Support Services Limited | Partnership (x) | ||
1959 | Upper Water Street, Suite 1100, Halifax, | ||
| Nova Scotia, B3J 3E5, Canada | |||
– East Coast Catering (NS) Limited (iii) | |||
30 Queen’s Road, St. John’s, Newfoundland and Labrador, A1C 2A5, Canada | |||
– East Coast Catering Limited (iii)(iv)(v)(viii) | |||
– Long Harbour Catering Limited Partnership (x) | |||
– Long Harbour Catering Limited (iii)(viii) | |||
2580 | Rue Dollard, Lasalle, Quebec, H8N 1T2, | ||
| Canada | |||
– Groupe Compass (Québec) Ltée (iii)(iv)(v)(vi)(viii) | |||
| The Republic of the Congo | |||
Enceinte de Brometo Centre Ville, BP 5208, Pointe-Noire, The Republic of the Congo | |||
– Eurest Services Congo SARL (ii) | |||
| Cyprus | |||
| 195, Arch. Makariou III Avenue, Neocleous | |||
House, 3030 | Limassol, Cyprus | ||
| – Eurest Support Services (Cyprus) International Ltd | |||
| France | |||
123 | Avenue de la République – Hall A, | ||
92320 | Châtillon, France | ||
| – Academie Formation Groupe Compass SAS | |||
| – Caterine Restauration SAS | |||
| – Eurest Sports & Loisirs SAS | |||
| – La Puyfolaise de Restauration SAS | |||
| – Levy Restaurants France SAS | |||
| – Mediance SAS | |||
| – Memonett SAS | |||
| – Servirest SAS | |||
– SHRM Angola SAS (ii) | |||
| – Société Nouvelle Lecocq SAS | |||
| – Sud Est Traiteur SAS | |||
| Immeuble Le Grand Panorama 114 Boulevard | |||
| Jean Labro, 13016 Marseille, France | |||
| – Multi Appros Mediterranee | |||
Rue des Artisans, ZA de Bel Air, 12000 Rodez, France | |||
| – Central Restauration Martel (CRM) | |||
| ZA Chatenay IV 8 Rue des Internautes 37 210 | |
| Rochecorbon, France | |
| – Holdings Restauval | |
| – Restauval | |
ZA Les Portes du Nord, 13 avenue Blaise Pascal, 62820 | Libercourt, France |
| – Diane Restauration | |
– DR Holding (viii) | |
| – Dupont Restauration | |
| – Normapro France | |
| 7 Rue des Vieilles Granges Zac des Chevries | |
78 410 | Aubergenville, France |
| – Ekilibre | |
| – SCI des Longs Sillons | |
008 | Rue Lavoisier, 93000 Bobigny, France |
| – Armor Cuisine | |
| – SCI Guynemer | |
| 12 Rue Clément Ader ZI le Pâtis 78 120 | |
| Rambouillet, France | |
| – Yvelines Restauration | |
41 Rue de la Pépinière Immeuble Atea Lot N14, 97438 | Sainte Marie, France |
| – Dupont Restauration Réunion | |
| Zone Artisanale, 40500 Bas Mauco, France | |
| – Culinaire Des Pays de L’Adour SAS | |
| 40, Bd de Dunkerque, 13002 Marseille, France | |
– Société Internationale D’Assistance SA (ii) | |
| Lieu Dit la Prade, 81580 Soual, France | |
| – Occitanie Restauration SAS | |
| 3 rue Camille Claudel Atlanparc Bat.M, Zone | |
| Kerluherne, CS 20043, 56890 Plescop, France | |
| – Océane de Restauration SAS | |
Rue Eugène Sué, Zone Industrielle de Blanzat, 03100 | Montluçon, France |
| – Sogirest SAS | |
| Gabon | |
ZONE OPRAG, (Face à Bernabé Nouveau Port), BP 1292, – Eurest Support Services Gabon SA (ii) | Port Gentil, Gabon |
| Germany | |
Adelbert-Hofmann-Straße 6, 97944 Boxberg, Germany | |
| – Hofmann Catering-Service GmbH | |
| – Hofmann-Menü Holdings GmbH | |
| – Hofmann Menü-Manufaktur GmbH | |
| Adolphsplatz 1, 20457 Hamburg, Germany | |
– Maison van den Boer Deutschland GmbH (ii) | |
| Helfmann-Park 2, 65760, Eschborn, Germany | |
| – Compass Group GmbH | |
| – Eurest Süd GmbH | |
| – Food affairs GmbH | |
| – Kanne Café GmbH | |
| – Medirest GmbH | |
– MU Catering Bremen GmbH (ii) | |
| Konrad-Zuse-Platz 2, 81829 München, Germany | |
| – Leonardi HPM GmbH | |
| – Leonardi SVM GmbH | |
| – Levy Restaurants GmbH | |
| Sankt-Florian-Weg 1, 30880, Laatzen, Germany | |
| – orgaMed Betriebsgesellschaft für | |
| Zentralsterilisationen GmbH | |
| – PLURAL Gebäudemanagement GmbH | |
| – PLURAL Personalservice GmbH | |
| – PLURAL Servicepool GmbH | |
| Guernsey | |
| Plaza House, Third Floor, Elizabeth Avenue, St. | |
| Peter Port, Guernsey GY1 2HU | |
| – Compass Group Finance Ltd | |
165Compass Group PLC Annual Report 2025
36Details of related undertakings of Compass Group PLC continued
Other wholly owned subsidiaries (continued)
| Hong Kong | |
| Unit 1102B-1104A, 11/F, Tower B, Manulife | |
Financial Centre, 223-231 Wai Yip Street, Kwun Tong, Kowloon, Hong Kong | |
| – Compass Group Hong Kong Ltd | |
| – Encore Catering Ltd | |
| – Shing Hin Catering Group Ltd | |
| India | |
7th Floor, Tower B, Spaze I - Tech Park, Sector 49, Sohna Road, Gurgaon – 122018, India | |
| – Compass Group (India) Private Limited | |
| – Compass India Food Services Private Limited | |
| Ireland | |
| 3rd Floor, 43a, Yeats Way, Parkwest Business | |
| Park, Dublin 12, Ireland | |
– Amstel Limited (ii) | |
– Catering Management Ireland Limited (ii) | |
– Cheyenne Limited (ii) | |
| – Compass Catering Services, Ireland Limited | |
| – COH Ireland Investments Unlimited | |
Company (viii)(ix) | |
| – Drumburgh Limited (ii) | |
| – Fitzers Catering Events, Venue & Location | |
| Catering Limited | |
| – Management Catering Services Limited | |
– National Catering Limited (ii) | |
– Rushmore Investment Company Limited (ii)(viii) | |
| – Sutcliffe Ireland Limited | |
– Zadca Limited (ii) | |
Unit 3, 2050 | Orchard Avenue, Cooldown |
| Commons, Dublin, Ireland | |
| – Levy Ireland Limited | |
Unit 3, Northwest Business Park, Blanchardstown, Dublin 15, Ireland | |
| – Glanmore Foods Limited | |
79 Fitzwilliam Lane, Dublin 2, Dublin, D02 V567, Ireland | |
| – Gather & Gather International Limited | |
| – Gather & Gather Ireland Limited | |
| Isle of Man | |
Tower House, Loch Promenade, Douglas, IM1 2LZ, Isle of Man | |
– Queen’s Wharf Insurance Services Limited (viii) | |
| Japan | |
Hamarikyu Kensetsu Plaza, 5-5-12, Tsukiji, Chuo-ku, Tokyo 104-0045, Japan | |
| – Fuyo, Inc. | |
| Jersey | |
| 44 Esplanade, St Helier, JE4 9WG, Jersey | |
– Malakand Unlimited (i) | |
| Kazakhstan | |
060011, Beibarys Sultan Avenue 506, Kazakhstan | Atyrauskaya Oblast, Atyrau City, |
– Eurest Support Services Kazakhstan LLP (ii) | |
| Kenya | |
209/8919 Sigma Road Off Enterprises Road, PO BOX 14 662, Nairobi, Kenya | |
– Kenya Oilfield Services Ltd (ii) | |
| Luxembourg | |
1-5 rue de I’Innovation, L-1896 Kockelscheuer, Luxembourg | |
| – Eurest Luxembourg S.A. | |
| – IMMO Capellen S.A. | |
| – Innoclean S.A. | |
| – Camille Healthcare Services S.A. | |
| Malaysia | |
| Level 21, Suite 21.01, The Gardens South Tower, | |
| Mid Valley City, Lingkaran Syed Putra, 59200 | |
| Kuala Lumpur, Malaysia | |
| – Compass Group Malaysia Sdn Bhd | |
| Mexico | |
251 | Little Falls Drive, Wilmington, DE 19808, USA |
– Food Works of Mexico, S. de R.L. de C.V. (ii)(iii)(iv) | |
| – Food Works Services of Mexico, S. de R.L. | |
De C.V. (ii)(iii)(iv) | |
| Netherlands | |
Haaksbergweg 70, 1101 BZ, Amsterdam, Netherlands | |
| – CGI Holdings (2) B.V. | |
| – Compass Group Finance Netherlands B.V. | |
| – Compass Group Holding B.V. | |
| – Compass Group International 2 B.V. | |
| – Compass Group International 3 B.V. | |
| – Compass Group International 4 B.V. | |
| – Compass Group International 5 B.V. | |
| – Compass Group International 9 B.V. | |
| – Compass Group International Finance 1 B.V. | |
| – Compass Group International Finance 2 B.V. | |
| – Compass Group Vending Holding B.V. | |
| – Compass Hotels Chertsey B.V. | |
| – Eurest Services B.V. | |
– Famous Flavours B.V. (viii) | |
Julianaplein 34B, 1781 HC Den Helder, Netherlands | |
| – Eurest Support Services (ESS) B.V. | |
| De Amert 207, 5462GH, Veghel, Netherlands | |
| – Maison van den Boer B.V. | |
| Stationsweg 95, 6711 PM Ede, Netherlands | |
| – Xandrion B.V. | |
| New Caledonia | |
| 85 Avenue du Général de Gaulle, Immeuble | |
| Carcopino 3000, BP 2353, 98846 Nouméa | |
| Cedex, New Caledonia | |
– Eurest Caledonie SARL (ii) | |
| New Zealand | |
Level 3, 7-11 Kenwyn Street, Parnell, Auckland, 1052, – Compass Group New Zealand Limited | New Zealand |
– Crothall Services Group Limited (ii) | |
– Eurest NZ Limited (ii) | |
| Norway | |
Drengsrudbekken 12, 1383, PO Box 74, NO-1371, – Compass Group Norge AS (iii) | Asker, Norway |
| Stavanger Postterminal, 4068, Stavanger, Norway | |
– ESS Mobile Offshore Units AS – ESS Support Services AS Brynsalléen 4, 0667 Oslo, Postboks 6489 | |
| Etterstad, 0606 Oslo, Norway | |
– 4Service AS – 4Service Eir Renhold AS – 4Service Facility AS – 4Service Gruppen AS – 4Service Holding AS – 4Service Landanlegg AS – 4Service Offshore AS – 4Service Offshore Hotels AS – Lahaugmoen Innkvartering AS – Ren Pluss Eiendom AS Nordbøgata 10, 4006 Stavanger, Norway | |
– Sirkus Renaa AS – Sirkus Renaa Fabrikken AS | |
| Papua New Guinea | |
| c/o Warner Shand Lawyers Waigani, Level 1 RH | |
Hypermarket, Allotment 1 Section 479 (off Kennedy Road), Gordons NCD, Papua New Guinea | |
– Eurest (PNG) Catering & Services Ltd (ii) | |
| Poland | |
| Ul. Olbrachta 94, 01-102 Warszawa, Poland | |
| – Compass Group Poland Sp. Z o.o. | |
| Portugal | |
| Rua Miguel Serrano nº 9, 4º Piso 1495-173 | |
| Miraflores, Algés, Portugal | |
| – Eurest (Portugal) – Sociedade Europeia de | |
| Restaurantes, Lda. | |
| – Eurest Catering & Services Group Portugal, Lda. | |
| Singapore | |
| 82 Ubi Avenue 4, #07-03 Edward Boustead | |
Centre, 408832, – Compass Group (Singapore) PTE Ltd (iii)(iv) | Singapore |
38 Beach Road #23-11, South Beach Tower, 189767, – Compass Group Asia Pacific PTE. Ltd (viii) | Singapore |
| Spain | |
Calle Frederic Mompou 5, planta 5a, Edificio Euro 3, 08960, San Just Desvern, Barcelona, Spain | |
| – Asistentes Escolares, S.L. | |
| – Eurest Catalunya, S.L.U. | |
| – Medirest Social Residencias, S.L.U. | |
| Calle Castilla 8-10 – C.P. 50.009, Zaragoza, Spain | |
| – Servicios Renovados de Alimentacion, S.A.U. | |
Calle Pinar de San José 98, Planta 1a, 28054, Madrid, Spain | |
| – Eurest Parques, S.L.U. | |
| – Eurest Servicios Feriales, S.L.U. | |
| Poligono Ugaldeguren 1, Parcela 7, 48160 Derio | |
| (Vizcaya), Spain | |
| – Eurest Euskadi S.L.U. | |
| Calle R, s/n, Mercapalma, 07007 Palma de | |
| Mallorca, Baleares, Spain | |
| – Compass Group Holdings Spain, S.L.U. | |
– Levy Compass Group Holdings, S.L. (ii) | |
| Sweden | |
Box 1183, – Compass Group AB | 171 23 Solna, Stockholm, Sweden |
| Switzerland | |
| c/o BDO AG, Industriestrasse 53, 6312 | |
| Steinhausen, Switzerland | |
| – Creative New Food Dream Steam GmbH | |
c/o Buchhaltungs- und Revisions - AG, Bundesstrasse 3, 6302 Zug, Switzerland | |
– Hofmann Swiss Prime Menue AG (ii) | |
| Gwattstrasse 8, 3185 Schmitten FR, Switzerland | |
– Sevita Group GmbH (ii) | |
| Oberfeldstrasse 14, 8302, Kloten, Switzerland | |
| – Restorama AG | |
| Türkiye | |
| Ünalan Mah. Libadiye Cad. Emaar Square Sit. F | |
| Blok No:82F/73 Üsküdar Istanbul, Türkiye | |
| – Euroserve Gűvenlik A.Ş. | |
| Ünalan Mah. Libadiye Cad. Emaar Square Sit. F | |
| Blok No:82F/78 Üsküdar Istanbul, Türkiye | |
| – Euroserve Hizmet ve İşletmecilik A.Ş. | |
Notes to the consolidated financial statements for the year ended 30 September 2025 continued
Consolidated financial statements166
36Details of related undertakings of Compass Group PLC continued
Other wholly owned subsidiaries (continued)
| United Kingdom |
| Parklands Court, 24 Parklands, Birmingham |
Great Park, Rubery, Birmingham, B45 9PZ, United Kingdom |
– 14Forty Limited (ii) |
– 3 Gates Services Limited (ii) |
| – 20 Studio Limited |
– 20/20 Limited (iii) |
| – Absolutely Catering Limited |
| – Air Publishing Limited |
– Bateman Catering Limited (ii)(vii) |
– Bateman Healthcare Services Limited (ii) |
– Baxter and Platts Limited (iii)(iv)(v) |
– Blue Apple Catering Holdings Limited (iii)(iv) |
– Blue Apple Contract Catering Limited (iii)(iv) |
– Business Clean Limited (ii) |
| – Capitol Catering Management Services Limited |
– Carlton Catering Partnership Limited (ii)(iii) |
– Castle Independent Limited (ii) |
– Cataforce Limited (ii) |
– Caterexchange Limited (ii) |
– Caterskill Group Limited (ii) |
– Caterskill Management Limited (ii) |
| – CH & Co Catering Group (Holdings) Limited |
| – CH & Co Catering Group Limited |
– CH & CO Catering Limited (iii) |
– Chalk Catering Ltd (ii) |
| – Chartwells Hounslow (Feeding Futures) |
Limited (iii)(iv) |
– Chartwells Limited (ii)(iii)(vi) |
– Citrea Catering Limited (ii)(iii) |
| – Citrea Limited |
– Cleaning Support Services Limited (ii) |
| – Company of Cooks Ltd |
– Compass Catering Services Limited (ii) |
– Compass Cleaning Services Limited (ii)(iii)(viii) |
– Compass Contract Services Limited (ii) |
– Compass Contracts UK Limited (ii)(viii) |
– Compass Experience Limited (ii)(vii) |
| – Compass Food Services Limited |
– Compass Mobile Catering Limited (ii) |
– Compass Office Cleaning Services Limited (ii) |
– Compass Planning and Design Limited (ii) |
| – Compass Purchasing Limited |
– Compass Road Services Limited (ii) |
– Compass Security Limited (ii)(vii) |
– Compass Security Oldco Group Limited (ii) |
– Compass Security Oldco Holdings Limited (ii) |
– Compass Security Oldco Investments Limited (ii) |
– Compass Services (Midlands) Limited (ii) |
– Compass Services for Hospitals Limited (ii)(viii) |
– Compass Services Group Limited (ii) |
– Compass Services Limited (ii) |
– Compass Services Trading Limited (ii) |
| – Compass Services, UK and Ireland Limited |
| – Compass Services (U.K.) Limited |
– Compass Staff Services Limited (ii) |
– Concerto Group Holdings Limited (ii) |
– Cookie Jar Limited (ii) |
– CRN 1990 (Four) Limited (ii) |
– Cygnet Foods Holdings Limited (ii) |
| – Cygnet Foods Limited |
| – Dine Contract Catering Limited |
– DRE Developments Limited (ii) |
| – E-Foods Limited |
– Eat Dot Limited (ii)(iii) |
– Eaton Catering Limited (ii) |
– Eaton Wine Bars Limited (ii) |
– EF Group Ltd (iii)(iv) |
| – Elvendon Restaurants Limited |
| – Equinoxe Solutions Limited |
– Eurest Airport Services Limited (ii) |
– Eurest Defence Support Services Limited (ii) |
– Eurest Offshore Support Services Limited (ii)(viii) |
– Eurest Prison Support Services Limited (ii) |
– Eurest UK Limited (ii) |
| – Events International Limited |
– Everson Hewett Limited (ii)(iii)(iv) |
– Facilities Management Catering Limited (ii) |
– Fads Catering Limited (ii) |
– Fairfield Catering Company Limited (ii) |
– Fingerprint Managed Services Limited (ii) |
– Funpark Caterers Limited (ii)(iii) |
– Gather & Gather Limited (iii)(iv)(v)(vi) |
| – Goodfellows Catering Management Services |
Limited (ii)(iii |
– Gruppo Events Limited (ii) |
| – Gullivers Sports Travel Limited |
| – Hallmark Vending Limited |
| – Hamard Catering Management Services |
Limited (ii)(vii) |
– Hamard Group Limited (ii) |
– Henry Higgins Limited (ii) |
– Hospital Hygiene Services Limited (ii) |
| – Integrated Cleaning Management Limited |
| – Integrated Cleaning Management Support |
| Services Limited |
– Keith Prowse Limited (ii) |
– Kennedy Brookes Finance Limited (ii) |
– Knott Hotels Company of London (ii) |
– Langston Scott Limited (ii) |
– Leisure Support Services Limited (iii)(iv) |
– Leith’s Limited (ii) |
– Letheby & Christopher Limited (ii) |
– Meal Service Company Limited (ii) |
– Milburns Limited (ii)(iii) |
– Milburns Restaurants Limited (ii)(iii) |
| – Morvend Limited |
– National Leisure Catering Limited (ii) |
– NLC (Holdings) Limited (ii) |
– NLC (Wembley) Limited (ii) |
| – Northbridge Vending Company Limited |
| – Orchestra Bidco Limited |
| – Orchestra Holdco Limited |
| – Orchestra Midco Limited |
– Orchestra Topco Limited (iii)(iv)(v) |
– P & C Morris (Catering) Ltd (ii)(vii) |
– P & C Morris Catering Group Limited (ii) |
– Pabulum Catering Limited (ii) |
| – Pabulum Limited |
– Payne & Gunter Limited (ii) |
| – Peabodys Coffee Limited |
– Pennine Services Limited (ii) |
– Peter Parfitt Leisure Overseas Travel Limited (ii) |
– Peter Parfitt Sport Limited (ii)(vii) |
| – PPP Infrastructure Management Limited |
– Prideoak Limited (ii) |
– Principal Catering Consultants Limited (iii)(iv) |
– Public Restaurant Partner Limited (iii)(iv) |
– QCL Limited (ii) |
– Regency Purchasing Group Limited (iii)(iv)(v)(vi) |
– Regency Technologies Ltd (iii)(iv) |
| – Reliable Refreshments Limited |
– Rhine Four Limited (ii)(vii) |
– Rocket Food Ltd (iii) |
– Roux Fine Dining Limited (ii) |
– Scolarest Limited (ii) |
– Security Office Cleaners Limited (ii) |
– Selkirk House (CVH) Limited (ii) |
– Selkirk House (FP) Limited (ii)(iii)(iv)(v) |
– Selkirk House (GHPL) Limited (ii)(viii) |
– Selkirk House (GTP) Limited (ii) |
| – Selkirk House (WBRK) Limited |
| – Shaw Catering Company Limited |
– Ski Class Limited (ii) |
– Solutions on Systems Ltd (ii) |
– Summit Catering Limited (ii) |
| – Sunway Contract Services Limited |
– Sutcliffe Catering South East Limited (ii) |
– Sycamore Newco Limited (ii) |
– The Bateman Catering Organization Limited (ii)(viii) |
– The Cuisine Centre Limited (ii) |
| – TheProcurementCo Limited |
– THF Oil Limited (ii) |
| – To Go Group Limited |
| – To Go Limited |
| – To Go Micro Kitchens Limited |
– Tunco (1999) 103 Limited (ii) |
– Ultimate Experience Limited (ii) |
| – V H Graddon & Sons Vending Limited |
| – Vacherin Limited |
– Vendepac Holdings Limited (viii) |
| – Vending Enterprises Limited |
| – Vivo Markets Ltd |
– Waseley Fifteen Limited (ii) |
– Waseley Nominees Limited (ii) |
– Wheeler’s Restaurants Limited (ii)(vii) |
– Woodin & Johns Limited (ii) |
| – Zero Procure Limited |
| Compass House, Guildford Street, Chertsey, | |
| Surrey, KT16 9BQ, United Kingdom | |
– Audrey (London) Limited (ii) | |
– Audrey Investments Limited (ii) | |
– Bateman Services Limited (ii) | |
– Compass Group Finance No.2 Limited (i) | |
| – Compass Group Finance No.3 Limited | |
– Compass Group Finance No.4 Limited (i)(iii)(iv)(viii) | |
– Compass Group Finance No.5 Limited (i)(ii)(xi) | |
| – Compass Group North America Investments No.2 | |
| – Compass Group North America Investments Limited | |
– Compass Group Pension Trustee Company Limited (ii) | |
| – Compass Group Procurement Limited | |
– Compass Group Trustees Limited (ii) | |
– Compass Healthcare Group Limited (ii)(viii) | |
– Compass Hotels Chertsey (iii) | |
| – Compass Nominee Company Number | |
Fourteen Limited (ii) | |
| – Compass Overseas Holdings Limited | |
| – Compass Overseas Holdings No.2 Limited | |
– Compass Overseas Services Limited (ii) | |
– Compass Pension Trustees Limited (ii) | |
– Compass Quest Limited (ii) | |
– Compass Secretaries Limited (ii) | |
– Compass Site Services Limited (ii)(vii) | |
– Compass UK Pension Trustee Co Limited (ii) | |
– CRISP Trustees Limited (ii) | |
– Meritglen Limited (ii)(vii)(viii) | |
– Nextonline Limited (iii)(iv) | |
| – Sevita (UK) Limited | |
| – The Compass Group Foundation | |
| – The Excelsior Insurance Company Limited | |
Suite D, Pavilion 7 Kingshill Park, Venture Drive, Arnhill Business Park, Westhill, Aberdeenshire, AB32 6FL, United Kingdom | |
– CCG (UK) Ltd (ii) | |
– Coffee Partners Limited (ii) | |
– Compass Offshore Catering Limited (ii)(viii) | |
– Compass Scottish Site Services Limited (ii) | |
| – Excel Vending Limited | |
| – Inspire Catering Scotland LLP | |
– Waseley (CVI) Limited (ii) | |
– Waseley (CVS) Limited (ii) | |
1st Floor, 12 Cromac Quay, Cromac Wood, Belfast, Northern Ireland, BT7 2JD, United Kingdom | |
– Lough Erne Holiday Village Limited (ii) | |
C/O RRS, S&W PARTNERS LLP, 4th Floor, Cumberland House, 15-17 Cumberland Place, Southampton, SO15 2BG, United Kingdom | |
– Catermasters Contract Catering Limited (ii) | |
| – Catermasters Contract Catering (Holding) | |
Company Limited (ii) | |
– Concerto Group Limited (ii)(iii) | |
– Create Food Limited (ii) | |
– Creativevents Limited (ii) | |
– Ensemble Combined Services Limited (ii) | |
– Harbour and Jones Limited (ii)(iii) | |
– Host Management Limited (ii)(iii) | |
– The Brookwood Partnership Limited (ii)(iii)(iv)(v)(vi) | |
37 Albyn Place, Aberdeen, Scotland, AB10 1JB, United Kingdom | |
| – 4Service International Limited | |
| United States | |
2710 | Gateway Oaks Drive, Suite 150N, |
| Sacramento, CA 95833-3505, US | |
| – Bon Appétit Management Company Foundation | |
| – C&B Holdings, LLC | |
| – Cosmopolitan Catering, LLC | |
| – H&H Catering, L.P. | |
211 | E. 7th Street, Suite 620, Austin, |
| TX 78701-3218, US | |
| – Bamco Restaurants of Texas LLC | |
| – Culinaire International, LLC | |
| – Culinaire of Florida, LLC | |
| – Milan Ventures, LLC | |
– Levy Premium Foodservice, L.L.C. (ii) | |
| – Levy Texas Beverages, LLC | |
| – University Food Services, Inc. | |
| – Wolfgang Puck Catering & Events of Texas, LLC | |
2345 | Rice Street, Suite 230, Roseville, |
MN 55113, – Canteen One, LLC | US |
| – Street Eats Limited | |
167Compass Group PLC Annual Report 2025
36Details of related undertakings of Compass Group PLC continued
Other wholly owned subsidiaries (continued)
| 7 St. Paul Street, Suite 820, Baltimore, | |
MD 21202, | US |
| – Culinary Services Group, LLC | |
| – Levy Baltimore Convention Center, LLC | |
251 | Little Falls Drive, Wilmington, DE 19808, US |
| – A.Anthony, LLC | |
| – BenchWorks, Inc. | |
| – BlueStar Refreshment Services, LLC | |
| – Catering by Design | |
| – CCL Hospitality Group, LLC | |
| – CG Analytics and Consulting, LLC | |
| – CLS Par, LLC | |
| – Compass LCS, LLC | |
| – Compass LV, LLC | |
| – Compass Paramount, LLC | |
| – Conterra, LLC | |
| – Convenience Foods International, Inc. | |
| – Coreworks, LLC | |
| – Corporate Essentials LLC | |
| – Crothall Healthcare Inc. | |
| – CSM Cost Solutions, LLC | |
| – Eat Cloud LLC | |
| – Epicurean Group, LLC | |
| – Epicurean Federal, LLC | |
| – Eurest Services, Inc. | |
| – Facilities Holdings, LLC | |
| – Flik One, LLC | |
| – Fresh & Ready Foods LLC | |
| – HC Foods, LLC | |
| – Levy Oklahoma, Inc. | |
| – Levy Prom Golf, LLC | |
| – Morrison Investment Company, Inc. | |
| – MMS JV Holdings, LLC | |
| – National Produce Consultants, LLC | |
| – Parlay Solutions, LLC | |
– RAC Holdings Corp. (iii) | |
| – Rank + Rally, LLC | |
| – Restaurant Services I, LLC | |
| – SpenDifference LLC | |
| – The HUB Design Innovation & Hospitality | |
| Services, LLC | |
| – Touchpoint Support Services, LLC | |
| – Unidine Corporation | |
| – Unidine Lifestyles, LLC | |
| – Unidine Nevada, LLC | |
| – University Food Services, LLC | |
| – Wolfgang Puck Catering and Events, LLC | |
| – WPL, LLC | |
801 | Adlai Stevenson Drive, Springfield, | |
IL 62703, | US | |
| – E15, LLC | ||
| – Levy (Events) Limited Partnership | ||
| – Levy (IP), LLC | ||
| – Levy Food Service, LLC | ||
| – Levy GP Corporation | ||
| – Levy Holdings GP, Inc. | ||
| – Levy Illinois Limited Partnership | ||
| – Levy Premium Foodservice Limited Partnership | ||
| – Levy R&H Limited Partnership | ||
| – Levy World Limited Partnership | ||
| – Professional Sports Catering, LLC | ||
| – Restaurant One, LLC | ||
| – RT Wholesale, LLC | ||
| – Superior Limited Partnership | ||
508 | Meeting Street, West Columbia, SC 29169, US | |
| – CGSC Capital, Inc. | ||
450 | Laurel Street, 8th Floor, Baton Rouge, | |
LA 70801, – Coastal Food Service, Inc. | US | |
| – S.H.R.M. Catering Services, Inc. | ||
| 80 State Street, Albany, NY 12207-2543, US | ||
| – CulinArt, Inc. | ||
| – Hudson Yards Catering, LLC | ||
| – Hudson Yards Enterprises LLC | ||
| – Hudson Yards Sports & Entertainment LLC | ||
| – Mazzone Hospitality, LLC | ||
| – NYMM F&B Management, LLC | ||
| – Quality Food Management, Inc. | ||
| – RA Tennis Corp. | ||
| – RANYST, Inc. | ||
| – Restaurant Associates LLC | ||
| – Restaurant Associates, Inc. | ||
| – Restaurant Services Inc. | ||
| – USE LI F&B Management, LLC | ||
| – USE 1V F&B Management, LLC | ||
| – USE 520 5th F&B Management, LLC | ||
– | 545 | West 30th Street F&B Management, LLC |
2626 | Glenwood Avenue, Suite 550, Raleigh, |
NC 27608, | US |
| – Compass 2K12 Services, LLC | |
| – Compass HE Services, LLC | |
| – Compass One, LLC | |
| – Compass Two, LLC | |
| – Strategic Dining Services, LLC | |
| – Waveguide LLC | |
2595 | Interstate Drive, Suite 103, Harrisburg, |
PA 17110, – Intelas Health, Inc. | US |
| – Newport Food Service, Inc. | |
40 Technology Pkwy South, #300, Norcross, GA 30092, – Compass Cares Foundation, Inc. | US |
| – Food Services Management By Mgr, LLC | |
| – Morrison Alumni Association, Inc. | |
221 | Bolivar Street, Jefferson City, MO 65101, US |
| – Fresh Ideas Management, LLC | |
| PO Box 1409, Lakeville, CT 06039, US | |
| – Tory Hill, LLC | |
Princeton South Corporate Ctr, Suite 160, 100 | Charles Ewing Blvd, Ewing, NJ 08628, US |
| – Gourmet Dining, LLC | |
2900 | SW Wanamaker Drive, Suite 204, Topeka, |
KS 66614, – Levy Kansas, LLC | US |
| – Myron Green Corporation | |
| – PFM Kansas, Inc. | |
2908 | Poston Avenue, Nashville, TN 37203, US |
| – Southeast Service Corporation | |
8585 | Old Dairy Road, Suite 208, Juneau, |
AK 99801, – Statewide Services, Inc. | US |
600 | S, 2nd Street, Suite 155, Bismarck, |
ND 58504, – Compass ND, LLC | US |
2 Sun Court, Suite 400, Peachtree Corners, GA 30092, – Eversource LLC | US |
| Australia | ||
| Ground Floor 35 – 51 Mitchell Street, | ||
| McMahons Point, NSW 2060, Australia | ||
| – Applejack Hospitality Management Services | Pty Ltd (70%) | |
| – Applejack Hospitality Services Pty Ltd (70%) | ||
| – Applejack North Sydney Pty Limited (70%) | ||
| – Applejack Urbnsurf Pty Limited (70%) | ||
| – Applejack Wynyard Pty Limited (70%) | ||
| – Forresters Applejack Pty Limited (70%) | ||
| – Old Palace Darlinghurst Pty Ltd (70%) | ||
| – Socal Hospitality Pty Limited (70%) | ||
| – The Botanist Kirribilli Pty Limited (70%) | ||
| – The Butler Potts Point Pty Limited (70%) | ||
| Level 3, 12 Newcastle Street, Perth 6000, Australia | ||
| – ESS Thalanyji PTY Ltd (60%) | ||
| Canada | ||
1 Prologis Boulevard, Suite 400, Mississauga, Ontario, L5W 0G2, Canada | ||
– Chef’s Hall Inc. (iii) (67%) | ||
| – Compass Group Sports and Entertainment – | (Quebec) (x) (67%) | |
– Mercatino Foods Inc. (iii)(iv) (60%) | ||
– | 2455624 | Ontario Inc. (iii) (51%) |
– | 2686613 | Ontario Inc. (iii) (51%) |
– Ace Kosher Inc. (iii)(iv)(v) (51%) | ||
– Bluff FD Inc. (iii) (51%) | ||
– FDX Inc. (iii) (51%) | ||
– Food Dudes Restaurant Group Inc. (iii)(iv)(v) (51%) | ||
– The Food Dudes Inc. (iii)(iv)(v)(vi) (51%) | ||
– ECC – ESS Support Services (x) (50%) | |||
– | 2265668 | Ontario Limited (iii)(iv)(v)(vi)(viii) (49%) | |
– Amik Catering LP (x) (49%) | |||
– Dease River – ESS Support Services (x) (49%) | |||
– Dene West Limited Partnership (x) (49%) | |||
– ESS – East Arm Camp Services (x) (49%) | |||
– ESS – Kaatodh Camp Services (x) (49%) | |||
– ESS – Loon River Support Services (x) (49%) | |||
– ESS – Mi’kmaq Support Services (x) (49%) | |||
– ESS – Missanabie Cree Support Services (x) (49%) | |||
– ESS – Na Cho Nyak Dun Camp Services (x) (49%) | |||
– ESS – N’deh Support Services (x) (49%) | |||
– ESS – Ochapowace Support Services (x) (49%) | |||
– ESS – Pessamit Camp Services (x) (49%) | |||
– ESS – Wapachee Support Services (x) (49%) | |||
– ESS – Wapan Manawan Services de Soutien (x) (49%) | |||
| – ESS-CreeQuest Support Services (49%) | |||
– ESS-Nuvumiut Support Services (x) (49%) | |||
– Services de Soutien ESS-SDEUM (x) (49%) | |||
| – ESS-White River Support Services (49%) | |||
– ESS Haisla Support Services (x) (49%) | |||
– ESS HLFN Support Services (x) (49%) | |||
– ESS KNRA Support Services (x) (49%) | |||
– ESS Komatik Support Services (x) (49%) | |||
– ESS Liard First Nation Support Services (x) (49%) | |||
– ESS McKenzie Support Services (x) (49%) | |||
– ESS Okanagan Indian Band Support Services (x) (49%) | |||
– ESS Tataskweyak Camp Services (x) (49%) | |||
– ESS/Bushmaster Camp Services (x) (49%) | |||
| – ESS/McLeod Lake Indian Band Support | Services (x) (49%) | ||
| – ESS/Mosakahiken Cree Nation Support | Services (x) (49%) | ||
– ESS/Takla Lake Support Services (x) (49%) |
– ESS/WEDC Support Services (x) (49%) |
– First North Catering (x) (49%) |
– Hill Plain - ESS Support Services (x) (49%) |
– HLCS-ESS Support Services (x) (49%) |
– JCP - ESS Support Services (x) (49%) |
– KDM – ESS Support Services (x) (49%) |
| – Metis Infinity – ESS Support Services (49%) |
| – Mi’kma’ki Domiculture (49%) |
| – Mi’Kmaq-ECC Nova Scotia Support |
Services (x) (49%) |
– Nisga’a Village - ESS Support Services (x) (49%) |
– Nuvumiut-ESS Support Services (x) (49%) |
– Poplar Point Catering (x) (49%) |
– Songhees Nation Support Services (x) (49%) |
30 Queen’s Road, St. John’s, Newfoundland and Labrador, A1C 2A5, Canada |
– Labrador Catering Inc. (iii) (49%) |
– Labrador Catering LP (x) (49%) |
Clearwater River Dene Nation Reserve No. 222, P.O. Box 5050, Clearwater, Saskatchewan, S0M 3H0, Canada |
– Clearwater Catering Limited (iii)(iv)(v)(vi) (49%) |
77 King Street West, No. 400, Toronto, Ontario, M5K 0A1, Canada |
| – O&B Yonge Richmond LP (33.4%) |
1600-421 7 AVE SW, Calgary, Alberta T2P 4K9, Canada |
– Komplete Modular Solutions Ltd. (iii) (iv) (51%) |
| – Rimfire Solutions Ltd. (40%) |
Notes to the consolidated financial statements for the year ended 30 September 2025 continued
Consolidated financial statements168
36Details of related undertakings of Compass Group PLC continued
Other subsidiaries, joint arrangements, memberships, associates and other significant holdings (continued)
| Finland | |
| Linnankatu 26 A 41, 20100, Turku, Finland | |
| – Unica Oy (49%) | |
Keskussairaalantie Opinkivi 2, 40600 Jyväskylä, Finland | |
| – Semma Oy (45%) | |
| France | |
| Le Puy Du Fou, 85590 Les Epesses, France | |
| – Puy Du Fou Restauration SAS (99.8%) | |
| India | |
1st Floor, VK Kalyani Commercial Complex, Sankey Rd, Opp: BDA Head Office, Bengaluru, Karnataka, 560020, India | |
| – Bottle Lab Technologies Private Limited (79.55%) | |
| Innov8 Raj Vilas, Lower Ground Floor, Salcon | |
| Ras Vilas, D-1 Saket District Centre, Saket | |
(South Delhi), South Delhi, New Delhi-110017, India | |
| – I.C.S Foods Private Limited (70%) | |
| Japan | |
Hamarikyu Kensetsu Plaza, 5-5-12, Tsukiji, Chuo-ku, Tokyo 104-0045, Japan | |
| – Chiyoda Kyushoku Services Co., Ltd (90%) | |
5-7-5, Chiyoda, Naka-ku, Nagoya-City, Aichi-Prefecture, 460-0012, Japan | |
| – Seiyo General Food Co., Ltd (50%) | |
| Luxembourg | |
| 39 Boulevard Joseph, II L-1840, Luxembourg | |
| – Geria SA (25%) | |
| Monaco | |
30, Boulevard Princesse Charlotte Le Labor - RDC, 98000 | MC, Monaco |
| – Eurest Monaco S.A. (99.99%) | |
| Netherlands | |
Haaksbergweg 70, 1101 BZ, Amsterdam, Netherlands | |
| – Compass Group International | |
Finance C.V. (x) (100%) | |
| Norway | |
| Okesnoyveien 16, 1366, Lysaker, 1366, Norway | |
| – Forpleiningstjenester AS (33.33%) | |
Harbitzalléen 2A, 0275 Oslo, PÅ Box 4148, Sjølyst, 0217 Oslo, Norway | |
| – Gress Gruppen AS (33.33%) | |
| Brynsalléen 4, 0667 Oslo, Postboks 6489 | |
| Etterstad, 0606 Oslo | |
| – Viken Innkvartering AS (50%) | |
| – Flesland Innkvartering AS (33.33%) | |
| Neptunvegen 4, 7652 Verdal, Postboks 6489 | |
| Etterstad, 0606 Oslo | |
| – Ørin Overnatting AS (33.85%) |
| Papua New Guinea | |
| c/o Warner Shand Lawyers Waigani, Level 1 RH | |
Hypermarket, Allotment 1 Section 479 (off Kennedy Road), Gordons NCD, Papua New Guinea | |
– Eurest OKAS Catering Ltd (ii) (55%) | |
– Eurest Lotic (PNG) JV Ltd (ii) (50%) | |
| Qatar | |
2 Floor, Al Mana Commercial Tower, C-Ring road, Doha, PO BOX 22481, Qatar | |
| – Compass Catering Services WLL (20%) | |
| Spain | |
Calle Pinar de San José 98, Planta 1a, 28054, Madrid, Spain | |
| – Eurest Servicios, S.L (99%) | |
| United Kingdom | |
| Parklands Court, 24 Parklands, Birmingham | |
Great Park, Rubery, Birmingham, B45 9PZ, United Kingdom | |
| – Quaglino’s Limited (99%) | |
– Mother Group Limited (iii)(iv) (92.48%) | |
County Ground, Edgbaston, Birmingham, B5 7QU, United Kingdom | |
– Edgbaston Experience Limited (iii)(iv) (25%) | |
| 67 Shrivenham Hundred Business Park Majors | |
Road, Watchfield, Swindon, Oxfordshire, SN6 8TY, United Kingdom | |
– Benchmark Designs Limited (iii) (50%) | |
| Lower Ground 04 Edinburgh House, 154-182 | |
Kennington Lane, London, SE11 5DP, United Kingdom | |
| – Peppermint Events Limited (50%) | |
– | POP (Purveyors of Plenty) Collective Limited (50%) |
2nd Floor, Fourways House,57 Hilton | Street, |
| Manchester, M1 2EJ, United Kingdom | |
– FC Sportswear and Retail Services Limited (iii)(iv) (45%) | |
| The O2, Peninsula Square, London, SE10 0DX | |
| – EdiPark Holdco Limited (37.5%) | |
| – EdiPark Arena Limited (37.5%) | |
The Oval, Kennington, London, SE11 5SS, United Kingdom | |
– Oval Events Holdings Limited (iii)(iv)(v)(vi) (37.5%) | |
– Oval Events Limited (iii)(iv)(v)(vi) (37.5%) | |
1st Floor 4 Tabernacle Street, London, EC2A 4LU, United Kingdom | |
– Cucumber Holdings Limited (iii) (33.9%) | |
– Kerb Berlin Limited (ii)(iii) (33.9%) | |
– Kerb Events Limited (iii)(iv) (33.9%) | |
– Kerb Group Limited (iii)(v)(vi) (33.9%) | |
– Kerb Seven Dials Limited (iii) (33.9%) | |
– Kerb Ventures Limited (iii)(iv) (33.9%) | |
| Rugby House, Allianz Stadium, 200 Whitton | |
Road, Twickenham, Middlesex, TW2 7BA, United Kingdom | |
– Twickenham Experience Limited (iii)(iv) (15.53%) 1 |
1. As a percentage of nominal value of total share capital in issue.
169Compass Group PLC Annual Report 2025
170
Consolidated financial statements
Parent Company balance sheet at 30 September 2025
30 September
Compass Group PLC
Notes
2025
£m
2024
£m
Fixed assets
Investments
in subsidiary undertakings 2 6,821 6,763
Current assets
Debtors: amounts falling due within one year
3 5,926 1,413
Debtors: amounts falling due after more than one year
3 2,106 5,881
Cash at bank and in hand
7 12
Current assets
8,039 7,306
Creditors: amounts falling due within one year
Creditors: amounts falling due within one year
4 (7,786) (7,245)
Net current
assets 253 61
Total assets less current liabilities
Total assets less current liabilities
7,074 6,824
Creditors:
amounts falling due after more than one year
Creditors: amounts falling due after more than one year
4 (3,637) (3,293)
Provisions
(3) (3)
Net assets
3,434 3,528
Equity
Share capital
6 198 198
Share premium
189 189
Capital redemption reserve
295 295
Own shares reserve
(1,799) (1,857)
Retained earnings
1
4,551 4,703
Total equity
3,434 3,528
1. The Company’s profit on ordinary activities after tax was £660 m (2024: £1,227m), which includes dividend income of £700m (2024: £1,306m) from an
intermediate holding company, Hospitality Holdings Limited.
The accompanying notes form part of these Parent Company financial statements.
Approved by the Board of Directors on 24 November 2025 and signed on its behalf by:
Dominic Blakemore, Director
Petros Parras, Director
Parent Company financial statements170
170
Consolidated financial statements
Parent Company balance sheet at 30 September 2025
30 September
Compass Group PLC
Notes
2025
£m
2024
£m
Fixed assets
Investments in subsidiary undertakings
2
6,821
6,763
Current assets
Debtors: amounts falling due within one year
3
5,926
1,413
Debtors: amounts falling due after more than one year
3
2,106
5,881
Cash at bank and in hand
7
12
Current assets
8,039
7,306
Creditors: amounts falling due within one year
Creditors: amounts falling due within one year
4
(7,786)
(7,245)
Net current assets
253
61
Total assets less current liabilities
Total assets less current liabilities
7,074
6,824
Creditors: amounts falling due after more than one year
Creditors: amounts falling due after more than one year
4
(3,637)
(3,293)
Provisions
(3)
(3)
Net assets
3,434
3,528
Equity
Share capital
6
198
198
Share premium
189
189
Capital redemption reserve
295
295
Own shares reserve
(1,799)
(1,857)
Retained earnings
1
4,551
4,703
Total equity
3,434
3,528
1. The Company’s profit on ordinary activities after tax was £660m (2024: £1,227m), which includes dividend income of £700m (2024: £1,306m) from an
intermediate holding company, Hospitality Holdings Limited.
The accompanying notes form part of these Parent Company financial statements.
Approved by the Board of Directors on 24 November 2025 and signed on its behalf by:
Dominic Blakemore, Director
Petros Parras, Director
Compass Group PLC Annual Report 2024
171
Parent Company statement of changes in equity for the year ended 30 September 2025
Equity
Share
capital
£m
Share
premium
£m
Capital
redemption
reserve
£m
Own
shares
reserve
£m
Retained
earnings
1
£m
Total
£m
At 1 October 2023
198
189
295
(1,513)
4,232
3,401
Profit for the year
– – – – 1,227 1,227
Fair value of share
-based payments
– – – – 54 54
Cost of
shares transferred to employees
– – – 52 (52) –
Purchase of own shares
– share buyback
– – – (396) – (396)
Dividends paid to shareholders
2
–
–
–
–
(758)
(758)
At 30 September 2024
198
189
295
(1,857)
4,703
3,528
Profit for the year
– – – – 660 660
Fair value of share
-based payments
– – – – 63 63
Cost of
shares transferred to employees
– – – 58 (58) –
Dividends paid to shareholders
2
– – – – (817) (817)
At 30 September 202
5
198 189 295 (1,799) 4,551 3,434
1. The non-distributable portion of retained earnings is £447m at 30 September 2025 (2024: £389m).
2. Details of the £817m ($1,047m) of dividends paid to equity shareholders in 2025 (2024: £758m ($963m)) are shown in note 8 to the consolidated financial
statements.
The accompanying notes form part of these Parent Company financial statements.
Capital redemption reserve
The nominal value of shares in the Company purchased and subsequently cancelled is shown as a reduction in share capital and an equal and
opposite transfer to the capital redemption reserve.
Own shares reserve
The own shares reserve represents shares in Compass Group PLC held either in treasury, including transaction costs, or by employee share trusts
to satisfy liabilities to employees for long-term incentive plans. Own shares are treated as a deduction to equity until the shares are cancelled,
reissued or sold, at which point they are transferred to retained earnings.
The own shares reserve comprises £1,796m (2024: £1,851m) in respect of 87,973,798 (2024: 87,992,005) shares in Compass Group PLC held
in treasury and £3m (2024: £6m) in respect of 129,201 (2024: 298,712) shares in Compass Group PLC held by the Compass Group PLC All Share
Schemes Trust (ASST).
The share buyback announced in November 2023 was completed in December 2024, with 3,224,030 shares repurchased during the year. The
total cash outflow in respect of the share buyback, including transaction costs, was £89m.
The ASST is a discretionary trust for the benefit of employees and the shares held are used to satisfy some of the Group’s liabilities to employees for
long-term incentive plans. During the year, 169,511 (2024: 274,511) shares were released from the ASST to satisfy awards under the Company’s
long-term incentive plans. At 30 September 2025, the nominal value of the shares in the ASST was £14,277 (2024: £33,008), with a market value
of £3m (2024: £7m).
No treasury shares have been reissued since the end of the financial year to the date of this Report. On 1 October 2025, 2,438 shares were
released by the ASST to satisfy an award under the Compass Group PLC Restricted Share Award Plan which had vested on 30 September 2025.
171Compass Group PLC Annual Report 2025
172
Consolidated financial statements
Notes to the Parent Company financial statements for the year ended 30 September 2025
1 Basis of preparation
Introduction
The separate financial statements of Compass Group PLC (the
Company) have been prepared on a going concern basis, as discussed
on page 103, in accordance with Financial Reporting Standard 101
Reduced Disclosure Framework (FRS 101). The separate financial
statements have been prepared under the historical cost convention,
as modified by the revaluation of certain financial instruments.
In preparing these financial statements, the Company applies the
recognition, measurement and disclosure requirements of UK-
adopted International Accounting Standards, but makes amendments
where necessary to comply with the Companies Act 2006, and has set
out below where advantage of the FRS 101 disclosure exemptions has
been taken.
The financial statements present information about the Company as
an individual undertaking, not as a Group undertaking, and are
included in the Compass Group PLC consolidated financial
statements for the year ended 30 September 2025. As permitted by
section 408 of the Companies Act 2006, the Company has not
presented its own income statement. The amount of profit for the year
of the Company is disclosed in the Parent Company balance sheet and
statement of changes in equity.
FRS 101 exemptions
In these financial statements, the Company has applied the
exemptions available under FRS 101 in respect of the following
disclosures:
– cash flow statement and related notes
– financial instruments and fair values
– share-based payments
– transactions with wholly-owned subsidiaries
– compensation of key management personnel
– capital management
– the effect of new but not yet effective accounting standards
Significant accounting policies
The significant accounting policies applied in the preparation of
these separate financial statements are set out below. These policies
have been applied consistently to all the years presented, unless
otherwise stated.
Changes in accounting policies
There have been no significant changes in accounting policies during
the year.
Investments in subsidiary undertakings
Investments are stated at cost less provision for any impairment. In
the opinion of the directors, the value of such investments is not less
than that shown at the balance sheet date.
Investment income is measured at the fair value of the consideration
received or receivable. It represents dividend income, which is
recognised when the right to receive payment is established.
Foreign currency
Assets and liabilities in foreign currencies are translated into sterling
at the rates of exchange ruling at the year end. Gains and losses
arising on retranslation are included in the income statement for
the period.
Financial assets and liabilities
Financial assets and liabilities are recognised on the Company’s
balance sheet when the Company becomes a party to the contractual
provisions of the instrument, and derecognised when it ceases to be
party to such provisions. Financial assets are classified as current
assets. Financial liabilities are classified as current if they are legally
due to be paid within 12 months of the balance sheet date.
Financial assets and liabilities are initially recorded at fair value
including, where permitted by IFRS 9 Financial Instruments, any
directly attributable transaction costs. For those financial assets that
are not subsequently held at fair value, the carrying amounts are
reduced by a provision equal to the lifetime expected credit losses
using historical and forward-looking data on credit risk.
The Company classifies its financial assets and liabilities into the
following categories:
– financial assets and liabilities at amortised cost
– financial assets and liabilities at fair value through profit or loss
Where financial assets or liabilities are eligible to be carried at either
amortised cost or fair value, the Company does not apply the fair
value option.
The Company uses derivative financial instruments to manage its
exposure to fluctuations in foreign exchange rates and interest rates.
Derivative instruments utilised include interest rate swaps, cross
currency swaps and forward currency contracts. The Company and
Group policy is disclosed in note 20 to the consolidated financial
statements.
Parent Company financial statements172
172
Consolidated financial statements
Notes to the Parent Company financial statements for the year ended 30 September 2025
1 Basis of preparation
Introduction
The separate financial statements of Compass Group PLC (the
Company) have been prepared on a going concern basis, as discussed
on page 103, in accordance with Financial Reporting Standard 101
Reduced Disclosure Framework (FRS 101). The separate financial
statements have been prepared under the historical cost convention,
as modified by the revaluation of certain financial instruments.
In preparing these financial statements, the Company applies the
recognition, measurement and disclosure requirements of UK-
adopted International Accounting Standards, but makes amendments
where necessary to comply with the Companies Act 2006, and has set
out below where advantage of the FRS 101 disclosure exemptions has
been taken.
The financial statements present information about the Company as
an individual undertaking, not as a Group undertaking, and are
included in the Compass Group PLC consolidated financial
statements for the year ended 30 September 2025. As permitted by
section 408 of the Companies Act 2006, the Company has not
presented its own income statement. The amount of profit for the year
of the Company is disclosed in the Parent Company balance sheet and
statement of changes in equity.
FRS 101 exemptions
In these financial statements, the Company has applied the
exemptions available under FRS 101 in respect of the following
disclosures:
– cash flow statement and related notes
– financial instruments and fair values
– share-based payments
– transactions with wholly-owned subsidiaries
– compensation of key management personnel
– capital management
– the effect of new but not yet effective accounting standards
Significant accounting policies
The significant accounting policies applied in the preparation of
these separate financial statements are set out below. These policies
have been applied consistently to all the years presented, unless
otherwise stated.
Changes in accounting policies
There have been no significant changes in accounting policies during
the year.
Investments in subsidiary undertakings
Investments are stated at cost less provision for any impairment. In
the opinion of the directors, the value of such investments is not less
than that shown at the balance sheet date.
Investment income is measured at the fair value of the consideration
received or receivable. It represents dividend income, which is
recognised when the right to receive payment is established.
Foreign currency
Assets and liabilities in foreign currencies are translated into sterling
at the rates of exchange ruling at the year end. Gains and losses
arising on retranslation are included in the income statement for
the period.
Financial assets and liabilities
Financial assets and liabilities are recognised on the Company’s
balance sheet when the Company becomes a party to the contractual
provisions of the instrument, and derecognised when it ceases to be
party to such provisions. Financial assets are classified as current
assets. Financial liabilities are classified as current if they are legally
due to be paid within 12 months of the balance sheet date.
Financial assets and liabilities are initially recorded at fair value
including, where permitted by IFRS 9 Financial Instruments, any
directly attributable transaction costs. For those financial assets that
are not subsequently held at fair value, the carrying amounts are
reduced by a provision equal to the lifetime expected credit losses
using historical and forward-looking data on credit risk.
The Company classifies its financial assets and liabilities into the
following categories:
– financial assets and liabilities at amortised cost
– financial assets and liabilities at fair value through profit or loss
Where financial assets or liabilities are eligible to be carried at either
amortised cost or fair value, the Company does not apply the fair
value option.
The Company uses derivative financial instruments to manage its
exposure to fluctuations in foreign exchange rates and interest rates.
Derivative instruments utilised include interest rate swaps, cross
currency swaps and forward currency contracts. The Company and
Group policy is disclosed in note 20 to the consolidated financial
statements.
Compass Group PLC Annual Report 2024
173
1 Basis of preparation continued
Borrowings are recognised initially at fair value, net of transaction
costs incurred. Borrowings are subsequently stated at amortised cost
unless they are part of a fair value hedge accounting relationship.
Borrowings that are part of a fair value hedge accounting relationship
are measured at amortised cost adjusted for the fair value attributable
to the risk being hedged.
Amounts owed by subsidiary undertakings are initially measured at
fair value and are subsequently reported at amortised cost. Provisions
on intra-group receivables are calculated at an amount equal to the
lifetime expected credit losses using historical and forward-looking
data on credit risk.
Amounts owed to subsidiary undertakings are initially measured at fair
value and are subsequently reported at amortised cost.
Non-interest-bearing payables are stated at their nominal value as
they are due on demand.
Dividends
Interim dividends are recognised in the financial statements when
they are paid. Final dividends, which are subject to approval by the
shareholders in a general meeting after the balance sheet date, are
not included as a liability in the financial statements. Instead, they are
disclosed as a post-balance sheet event and recognised in the
financial statements when they are approved (see note 7).
Deferred tax
Deferred tax is provided at the anticipated rates on temporary
differences arising from the inclusion of items of income and
expenditure in tax computations in periods different from those in
which they are included in the financial statements. Deferred tax
assets are recognised to the extent that it is regarded as more likely
than not that they will be recovered.
Share-based payments
The Company issues equity-settled share-based payments to certain
employees, which are measured at fair value at the date of grant using
option pricing models. The fair value is expensed on a straight-line
basis over the vesting period based on the Company’s estimate of the
number of shares expected to vest.
The issue of share incentives by the Company to employees of its
subsidiaries represents additional capital contributions. An addition to
the Company’s investment in subsidiary undertakings is reported, with
a corresponding increase in shareholders’ funds.
Financial guarantees and loan commitments
Financial guarantee contract liabilities are measured initially at their
fair values. These liabilities are subsequently measured at the higher
of the expected credit loss determined under IFRS 9 Financial
Instruments and the initial fair value.
173Compass Group PLC Annual Report 2025
174
Parent Company financial statements
Notes to the Parent Company financial statements for the year ended 30 September 2025 continued
2 Investments in subsidiary undertakings
Investments in subsidiary undertakings
2025
£m
2024
£m
Cost
At 1 October
6,764 6,715
Share
-based payments to employees of subsidiaries 63 54
Recharged to subsidiaries during the year
(5) (5)
At 30 September
6,822 6,764
Provisions
At 1 October and 30 September
(1) (1)
Net book value
At 30 September
6,821 6,763
On the basis that the Company’s investments in subsidiary undertakings mainly comprise an investment in Hospitality Holdings Limited, which
indirectly owns all of the Company’s trading businesses, there are no indicators that the carrying value may be impaired.
The principal subsidiary undertakings are listed in note 36 to the consolidated financial statements.
3 Debtors
2025
2024
Debtors
Notes
Falling due
within
one year
£m
Falling due
after more
than one year
£m
Total
£m
Falling due
within
one year
£m
Falling due
after more
than one year
£m
Total
£m
Amounts owed by subsidiary undertakings
5,908 2,033 7,941
1,375 5,827 7,202
Derivative financial instruments
5 2 72 74
26 52 78
Current tax
16 – 16
12 – 12
Deferred tax
1
– 1 1
– 2 2
Total
5,926 2,106 8,032
1,413 5,881 7,294
1. The deferred tax asset relates to net losses on certain derivative financial instruments recognised in the income statement.
Amounts owed by subsidiary undertakings may be interest-free or interest-bearing loans. Interest-free loans are repayable on demand. Interest-
bearing loans incur interest at fixed rates (between 5.0% and 7.0%) or various floating rates with margins ranging from 0% to 1.5% (subject to a
minimum all-in rate of 0%), and have maturities ranging from repayable on demand up to May 2031. Of the amounts owed by subsidiary
undertakings falling due within one year at 30 September 2025, approximately £4.5bn is not expected to be received during 2026. The
classification of amounts owed by subsidiary undertakings between amounts falling due within one year and amounts falling due after more than
one year in the prior year was based on expectation rather than due date.
The book value of amounts owed by subsidiary undertakings falling due within one year approximates to fair value due to the short-term nature of
these receivables. The fair value of amounts owed by subsidiary undertakings falling due after more than one year is £2,028m (2024: £5,721m).
Details of the derivative financial instruments are shown in note 20 to the consolidated financial statements.
Parent Company financial statements174
174
Parent Company financial statements
Notes to the Parent Company financial statements for the year ended 30 September 2025 continued
2 Investments in subsidiary undertakings
Investments in subsidiary undertakings
2025
£m
2024
£m
Cost
At 1 October
6,764
6,715
Share-based payments to employees of subsidiaries
63
54
Recharged to subsidiaries during the year
(5)
(5)
At 30 September
6,822
6,764
Provisions
At 1 October and 30 September
(1)
(1)
Net book value
At 30 September
6,821
6,763
On the basis that the Company’s investments in subsidiary undertakings mainly comprise an investment in Hospitality Holdings Limited, which
indirectly owns all of the Company’s trading businesses, there are no indicators that the carrying value may be impaired.
The principal subsidiary undertakings are listed in note 36 to the consolidated financial statements.
3 Debtors
2025
2024
Debtors
Notes
Falling due
within
one year
£m
Falling due
after more
than one year
£m
Total
£m
Falling due
within
one year
£m
Falling due
after more
than one year
£m
Total
£m
Amounts owed by subsidiary undertakings
5,908
2,033
7,941
1,375
5,827
7,202
Derivative financial instruments
5
2
72
74
26
52
78
Current tax
16
–
16
12
–
12
Deferred tax
1
–
1
1
–
2
2
Total
5,926
2,106
8,032
1,413
5,881
7,294
1. The deferred tax asset relates to net losses on certain derivative financial instruments recognised in the income statement.
Amounts owed by subsidiary undertakings may be interest-free or interest-bearing loans. Interest-free loans are repayable on demand. Interest-
bearing loans incur interest at fixed rates (between 5.0% and 7.0%) or various floating rates with margins ranging from 0% to 1.5% (subject to a
minimum all-in rate of 0%), and have maturities ranging from repayable on demand up to May 2031. Of the amounts owed by subsidiary
undertakings falling due within one year at 30 September 2025, approximately £4.5bn is not expected to be received during 2026. The
classification of amounts owed by subsidiary undertakings between amounts falling due within one year and amounts falling due after more than
one year in the prior year was based on expectation rather than due date.
The book value of amounts owed by subsidiary undertakings falling due within one year approximates to fair value due to the short-term nature of
these receivables. The fair value of amounts owed by subsidiary undertakings falling due after more than one year is £2,028m (2024: £5,721m).
Details of the derivative financial instruments are shown in note 20 to the consolidated financial statements.
Compass Group PLC Annual Report 2025
175
4 Creditors
2025
2024
Creditors
Notes
Falling due
within
one year
£m
Falling due
after more
than one year
£m
Total
£m
Falling due
within
one year
£m
Falling due
after more
than one year
£m
Total
£m
Issued debt
5 250 2,413 2,663 538 2,022 2,560
Commercial paper
5 475 – 475 19 – 19
Bank overdrafts
5 292 – 292 634 – 634
Amounts owed to subsidiary undertakings
5 6,728 1,158 7,886 5,920 1,131 7,051
Derivative financial instruments
5 10 66 76 15 140 155
Other payables
1
5
–
–
–
89
–
89
Accruals
31 – 31 30 – 30
Total
7,786 3,637 11,423 7,245 3,293 10,538
1. Represents a commitment in respect of the share buyback.
Issued debt
Nominal value Maturity
Interest
2025
Carrying
value
£m
2024
Carrying
value
£m
US
Private Placement $100m Dec 2024 3.54% – 75
Eurobond
£250m Sep 2025 2.00% – 243
US
Private Placement $300m Sep 2025 3.81%
– 220
Eurobond
£250m Jun 2026 3.85% 250 250
US
Private Placement $300m Dec 2026 3.64% 223 224
Eurobond
£300m Jul 2029 2.00% 267 263
Eurobond
€750m Feb 2031 3.25% 660 633
Eurobond
€700m Jun 2032 3.13% 605 –
Eurobond
£250m Sep 2032 4.38% 233 237
Eurobond
€500m Sep 2033 3.25% 425 415
Total
2,663 2,560
The Company has a €1,500m (£1,309m) Revolving Credit Facility (RCF) committed to October 2027 and a $3,200m (£2,377m) RCF committed
to February 2030. At 30 September 2025, no amounts were drawn under either RCF (2024: £nil).
The Company has a $4bn (£3bn) commercial paper programme. Commercial paper is issued to meet short-term liquidity requirements and is
supported by the RCFs. At 30 September 2025, commercial paper of £475m was outstanding under the programme (2024: £19m), which
matured in October.
Amounts owed to subsidiary undertakings may be interest-free or interest-bearing loans. Interest-free loans are repayable on demand and
classified as current. Interest-bearing loans incur interest at fixed rates (between 1.60% and 3.10%) or various floating rates with margins ranging
from -0.15% to +0.70% (subject to a minimum all-in rate of 0%), and have maturities ranging from repayable on demand up to September 2048.
The book value of amounts owed to subsidiary undertakings falling due within one year approximates to fair value due to the short-term nature of
these payables. The fair value of amounts owed to subsidiary undertakings falling due after more than one year is shown below:
Amounts owed to subsidiary
undertakings
falling due after more than one year
2025
2024
Maturity
Interest
Nominal
value
€m
Carrying
value
£m
Fair
value
£m
Nominal
value
€m
Carrying
value
£m
Fair
value
£m
Euro intra
-group loan Jul 2027 2.05% 363 317
314
405 337 332
Euro intra
-group loan Sep 2028 1.60% 500 412 424 500 385 398
Euro intra
-group loan
Mar 2030
3.10% 500 429 441 500 409 419
Total
1,363 1,158 1,179 1,405 1,131 1,149
Details of the derivative financial instruments are shown in note 20 to the consolidated financial statements.
175Compass Group PLC Annual Report 2025
176
Consolidated financial statements
Notes to the Parent Company financial statements for the year ended 30 September 2025 continued
5 Maturity of financial liabilities and derivative financial instruments
The maturity of financial liabilities and derivative financial instruments at 30 September is as follows:
2025
Matu
rity of financial liabilities and derivative financial instruments
Less than 1
year
£m
Between 1
and 2 years
£m
Between 2
and 5 years
£m
Over 5 years
£m
Total
£m
Issued debt
250 223 267 1,923 2,663
Commercial paper
475 – – – 475
Bank overdrafts
292 – – – 292
Amounts owed to subsidiary undertakings
6,728 317 841 – 7,886
Derivative financial instruments
8 4 28 (38) 2
2024
Matu
rity of financial liabilities and derivative financial instruments
Less than 1
year
£m
Between 1
and 2 years
£m
Between 2
and 5 years
£m
Over 5 years
£m
Total
£m
Issued debt
538 250 487 1,285 2,560
Commercial paper
19 – – – 19
Bank overdrafts
634 – – – 634
Amounts owed to subsidiary undertakings
5,920 – 722 409 7,051
Derivative financial instruments
(10) (8) 110 (15) 77
Other payables
89
–
–
–
89
6 Share capital
Details of the share capital and share-based payments of the Company are shown in notes 25 and 26 to the consolidated financial statements.
7 Post-balance sheet events
On 24 November 2025, a final dividend in respect of 2025 of 43.3c per share, $735m in aggregate, was proposed.
8 Other information
Company audit fee
Fees payable to the Company’s auditor for the audit of the Company’s annual financial statements totalled £2.1m (2024: £1.9m).
Directors
Information on directors’ remuneration, long-term incentive plans, pension contributions and entitlements can be found in the audited section of
the Directors’ Remuneration Report on pages 61 to 79 and forms part of these accounts.
Employees
The Company had no direct employees in the course of the year (2024: none).
Related party transactions
With the exception of transactions between the Company and its wholly-owned subsidiaries, there are no material related party transactions in the
current or prior year.
Parent Company financial statements176
Company’s registrar
The Company’s registrar is MUFG Corporate Markets.
Please contact them directly regarding your shareholding by:
– Email: shareholderenquiries@cm.mpms.mufg.com
– Telephone: 0800 029 4520 (freephone within the UK)
+44 333 300 1568 (international). Lines open between 9.00am and
5.30pm UK time, Monday to Friday, excluding public holidays in
England and Wales
– Post: Central Square, 29 Wellington Street, Leeds LS1 4DL, UK
Website address: https://www.mpms.mufg.com
Manage your holding online
Shareholders can register online to view their shareholding details
using the Share Portal, a service offered by the registrar at:
www.signalshares.com.
To register for the Share Portal, shareholders need their investor code,
which is shown on their share certificate or dividend confirmation. The
service enables shareholders to check their shareholdings, gain easy
access to a range of shareholder information, and appoint a proxy to
attend general meetings.
Electronic communications and
published information
The Annual Report and Accounts and all other shareholder
communications can be found on our website:
www.compass-group.com.
Shareholders are encouraged to receive and view documents from the
Company electronically. Shareholders will be notified by email each
time a new shareholder document is available. Register to receive
email communications at: www.signalshares.com. To receive a copy
of the Annual Report or Notice of Meeting in another format, e.g. large
print, Braille or an audio version, contact the Group Secretariat at:
Compass Group PLC, Compass House, Guildford Street, Chertsey,
Surrey KT16 9BQ.
The Investor section of the Company’s website: www.compass-group.com
also contains a wide range of useful information for shareholders.
Dividends
The Company normally pays a dividend twice a year.
Shareholders on the Register of Members will automatically receive
dividends in sterling. To receive your dividends in US dollars, contact
our registrar for a dividend election form and further information
regarding the US dollar dividend option. Otherwise, you can view
andupdate your current dividend elections by registering to use the
SharePortal.
For other currencies, most shareholders resident outside the UK can
have dividends of £10 or more paid into their bank account directly via
the registrar’s international payments service (IPS). Detailed terms
and conditions can be found at https://www.mpms.mufg.com.
Shareholders outside the UK who are unable to use the IPS should
contact the registrar to discuss available payment options.
Alternatively, you may be able to reinvest your dividends via the
Dividend Reinvestment Plan (DRIP). For more information and
detailsof how to participate in the DRIP, please contact our registrar,
MUFGCorporate Markets.
Chequeless dividends
Commencing with the 2026 interim dividend, cash dividends will only
be paid by direct credit into your nominated bank or building society
account. This is a faster, more secure and cost-effective method of
payment and avoids issues such as cheques being lost or stolen,
remaining uncashed or becoming out of date. It also reduces our
environmental impact by avoiding printing and posting. If you haven’t
already done so, please ensure that you register to have your
dividends paid by direct credit.
Share price information, share dealing
and ShareGift
The Compass share price is available at: www.compass-group.com.
Shares can be traded through most banks, building societies,
stockbrokers or online dealing services. Alternatively, ShareGift
operates a scheme enabling shareholders with small shareholdings
that may be too small to sell economically to makedonations of shares
to charity. Details of the scheme can be found on ShareGift’s website:
www.sharegift.org, by telephone: +44 20 7930 3737, or by email:
help@sharegift.org.
American Depositary Receipts
Compass has an American Depositary Receipts (ADR) programme
under which ADRs are traded on the OTCQX® Best Market under the
symbol CMPGY. One ADR represents one ordinary Compass share.
BNY is the depositary bank and maintains the Company’s ADR register.
BNY can be contacted by:
– Email: shrrelations@cpushareownerservices.com
– Telephone: +1 888 269 2377 (toll-free number in the USA) or
+1 201 680 6825 (international)
– Post: BNY Shareowner Services, P.O. Box 43006, Providence,
Rhode Island 02940-3078, USA
– Overnight post: BNY Shareowner Services, 150 Royall St.
Suite 101, Canton, Massachusetts 02021, USA
Further information can also be found on BNY’s website:
https://www.adrbny.com and by searching using the symbol CMPGY.
Shareholder information
www.compass-group.com
177Compass Group PLC Annual Report 2025
Identity theft
Shareholders should take measures to protect their personal
information and Compass Group PLC shares. Keep all Compass
correspondence in a safe place or destroy it by shredding. Notify
the registrar when changing address. If you receive any
unexpected correspondence from the registrar or the Company,
please contact the registrar or Group Secretariat using the
contact details on page 177.
Warning about share fraud
Investment scams can be hard to spot. Fraudsters use high-
pressure tactics to lure investors. Be cautious if you are
contacted unexpectedly, pressured to invest quickly or promised
high returns. The higher the return, the higher the risk and the
more likely it’s a scam.
The Financial Conduct Authority (FCA) provides guidance on
avoiding investment fraud. If you receive an unsolicited phone
call, donot engage in conversation. Note the caller’s name
andfirm and end the call.
Check if they are authorised by the FCA at: www.fca.org.uk/firms.
Call the FCA on 0800 111 6768 if the firm’s details are missing or
are out of date.
Remember, dealing with an unauthorised firm means you will not
have access to the Financial Ombudsman Service or the
Financial Services Compensation Scheme. Seek independent
financial and professional advice before investing.
Report a firm or scam by contacting the FCA’s Consumer
Helpline on 0800 111 6768 or using the FCA’s reporting form
which can be found on their website: www.fca.org.uk/scamsmart.
Concerns about a potential scam should be reported to the
FCAimmediately.
Forward-looking statements
Certain information included in this Annual Report and Accounts is
forward-looking and involves risks, assumptions and uncertainties that
could cause actual results to differ materially from those expressed or
implied by forward-looking statements. Forward-looking statements
cover all matters which are not historical facts and include, without
limitation, the direct and indirect future impacts and implications of:
public health crises on the economy, nationally and internationally,
and on the Group, its operations and prospects; risks associated with
changes in environmental scenarios and related regulations including
(without limitation) the evolution and development of the global
transition to a low-carbon economy (including increasing societal and
investor expectations); disruptions and inefficiencies in supply chains
(such as resulting from the wars in Ukraine and the Middle East);
future domestic and global political, economic and business
conditions (such as inflation or the UK’s exit from the EU or changes in
global trade policies and conditions); projections relating to results of
operations and financial conditions and the Company’s plans and
objectives for future operations, including, without limitation,
discussions of expected future revenues, financing plans and
expected expenditures and divestments; risks associated with
changes in economic conditions, levels of economic growth and the
strength of the food and support services markets in the jurisdictions
in which the Group operates; fluctuations in food and other product
costs and labour costs; prices and changes in exchange and interest
rates; and the impacts of technological advancements. Forward-
looking statements can be identified by the use of forward-looking
terminology, including terms such as ‘believes’, ‘estimates’,
‘anticipates’, ‘expects’, ‘forecasts’, ‘intends’, ‘plans’, ‘projects’, ‘goal’,
‘target’, ‘aim’, ‘may’, ‘will’, ‘would’, ‘could’ or ‘should’ or, in each
case, their negative or other variations or comparable terminology.
Forward-looking statements in this Annual Report and Accounts are
not guarantees of future performance. All forward-looking statements
in this Annual Report and Accounts are based upon information
known to the Company on the date of this Annual Report and
Accounts. Accordingly, no assurance can be given that any particular
expectation will be met and readers are cautioned not to place undue
reliance on forward-looking statements when making their investment
decisions. Additionally, forward-looking statements regarding past
trends or activities should not be taken as a representation or warranty
that such trends or activities will continue in the future. Other than in
accordance with its legal or regulatory obligations (including under the
UK Listing Rules and the Disclosure Guidance and Transparency
Rules of the Financial Conduct Authority), the Company undertakes
no obligation to publicly update or revise any forward-looking
statement, whether as a result of new information, future events or
otherwise. Nothing in this Annual Report and Accounts shall exclude
any liability under applicable laws that cannot be excluded in
accordance with such laws.
Shareholder information178
This report is printed on paper certified in accordance with the FSC® (Forest Stewardship
Council®) and is recyclable and acid-free.
Pureprint Ltd is FSC certified and ISO 14001 certified showing that it is committed to all round
excellence andimproving environmental performance is an important part ofthisstrategy.
Pureprint Ltd aims to reduce at source the effect itsoperations have on the environment and is
committed to continual improvement, prevention ofpollution and compliance with any
legislation or industrystandards.
Pureprint Ltd is a CarbonNeutral® Printing Company.
The images in the Annual Report and Accounts are representative of the services provided by
Compass Group PLC and its subsidiaries and partners.
Designed and produced by Black Sun Global
www.blacksun-global.com
Carbon Neutral
©
Publication Certificate
This certificate verifies that:
The stated subject is carbon neutral through the use of high quality environmental instruments in
accordance with The CarbonNeutral Protocol.
All credits adhere to standards approved by the International Carbon Reduction and Offset Alliance (ICROA).
Certification: CarbonNeutral® publication
Duration: 1 Jan 2025 - 31 Dec 2025
Name of organisation: Compass Group PLC
Quantity of contractual instruments: 6 tCO
2
e
Subject: Compass Group PLC Annual Report 2025
Project Information: KuleraREDD+ and Cookstoves, Malawi, VCS and Bondhu Chula Stoves, Bangladesh, Gold Standard VER
Certificate number: CN20250913412
Compass Group PLC
Registered in England and Wales
Company no. 4083914
Domiciled in the United Kingdom
T +44 1932 573 000
Find our 2025 Annual Report online at:
www.compass-group.com