Advancing

circularity

together

Renewi plc

Annual Report and Accounts 2024

Advancing circularity together

Strategic report

2 Group overview

4 Business model in a

circular economy

6 Case studies

11 Market, trends and competitors

14 Our customers

16 Investment case

18 Chairman’s statement

20 CEO’s statement

23 Vision and strategy

34 Our alignment to the UN SDGs

36 Being a circular economy

change maker

40 Reducing our carbon emissions

44 Caring for our people

and ecosystems

50 Ratings and Frameworks

52 KPIs

54 CFO’s statement

60 Operating review

66 Risk management

90 Section 172(1) statement

91 Non-Financial and Sustainability

Information Statement

Our work with

Schiphol Airport

over 2023 has

allowed us to help

them reduce their

waste and help

meet their

sustainability

targets.

Find out more about us and the work we

are doing to create a zero waste world by

visiting our website at www.renewi.com

Our subsidiary Maltha transforms over

a million tonnes of glass waste into

high-quality secondary raw materials.

Our purpose

To protect the world by giving

new life to used materials.

Our vision

To be the leading waste-to-

product company in Europe’s

most advanced circular

economies, contributing to

a sustainable society for all

our stakeholders: customers,

suppliers, local communities,

employees, regulators,

governments, investors

and lenders.

Governance report

94 Board of Directors

96 Executive Leadership Team

98 Governance at a glance

99 Corporate Governance Report

117 Safety, Health and Environment

Committee Report

119 Audit Committee Report

125 Nomination Committee Report

128 Directors’ Remuneration Report

148 Other disclosures

151 Directors’ Responsibilities

Statement

Maltha’s operations

Working towards waste-free with Schiphol Airport

Contents and introduction

Unless otherwise stated, all financial

results throughout this report are shown

without UK Municipal, as these activities

are classified as “Asset Held for Sale”.

Non-financial metrics are shown

including UK Municipal.

Renewi plc Annual Report and Accounts 2024

FY24 highlights

Financial highlights

Revenue from continuing operations*

€1,689.2m

FY23: €1,703.9m

Underlying EBIT from continuing operations*

€105.5m

FY23: €131.7m

Result for the year**

€30.9m loss

FY23: €66.6m profit

Leverage ratio

2.14x

FY23: 1.83x

Non-financial highlights

Recycling rate

63.2%

FY23: 63.7%

Carbon avoidance per tonne

237kg CO

e/T

FY23: 232 kg/T

Scope 1 & 2 carbon footprint

577kT CO

FY23: 604kT

* Following the decision to show the UK Municipal business as asset held for

sale and a discontinued operation numbers are presented on a continuing

basis and comparatives for FY23 have been restated. The definition and

rationale for use of non-International Financial Reporting Standards (IFRS)

measures are shown in note 8.3 in the consolidated financial statements.

** As a result of accounting for the UK Municipal business as asset held for sale

which has led to an exceptional charge of €64.5m.

Financial statements

154 Auditor’s Report

164 Financial Statements

Other information

258 Sustainability disclosures

274 Shareholder information

275 Company information

276 Glossary

Our role in the circular economy

We help prevent waste, offer efficient collection solutions and

recycle residual waste into circular materials.

What we do to support our people

At Renewi,

we prioritise

supporting

our people

by cultivating

a nurturing

and inclusive

environment

for growth and

development.

Renewi plc Annual Report and Accounts 2024 1

Our business today

Our business divisions

Who we are

Safe

Safety above

all else

Sustainable

Make a daily

difference to

our planet

Innovative

Do it better

every day

Accountable

Do what we

say we’ll do

Customer focused

Add value to our

customers

Together

Always open

and respectful

How we act

Commercial Waste

Comprises industrial and commercial

waste collection and processing and

secondary materials production

across the Netherlands and Belgium.

Key activities include the processing of

mixed waste streams and monostreams

into high-quality recyclates and turning

organic waste into biogas and bio-LNG.

To see more, visit page 62

Mineralz & Water (M&W)

Comprises our activities of processing

and cleaning contaminated soil and tar

and turning it into building products such

as gravel, sand and filler. It also includes

cleaning of bottom ash and contaminated

water, as well as our packed chemical

waste processing activities. This division

operates in the Netherlands and Belgium.

To see more, visit page 64

Specialities

This division operates in Belgium, the

UK, the Netherlands, France and Portugal

and comprises three businesses: Maltha

glass recycling, Coolrec – speciality Waste

and Electrical and Electronic Equipment

(WEEE) recycling – and UK Municipal

public-private partnership contracts (PPI),

now classified as Asset held for Sale.

To see more, visit page 65

Group overview

Renewi is a leading pure-play waste-to-

product company that gives new life to

used materials every day, contributing

to a cleaner, circular world in which we

‘waste no more’. We have more than

6,000 employees working at 154 operating

sites across Europe, and our extensive

operational network enables us to always

be close to our customers.

We use innovation and the latest

technology to push the limits of how

much can be recycled, with a vision of

a world where all waste is circular. Our

focus is extracting value from waste that

in the past would have been incinerated

or sent to landfill. The result is less waste

and contamination, smarter use of raw

materials and a direct contribution to

a lower carbon economy through the

production of secondary raw materials and

by avoiding carbon emissions. Renewi

shares are listed both on the London Stock

Exchange and Euronext Amsterdam.

Our values

2 Renewi plc Annual Report and Accounts 2024

Number of operating sites

154

Volume of recycled material FY24

6.6mT

Volume of waste handled FY24

10.4mT

Our sites

Our geographic footprint means we are

never far from our customers, minimising

transportation of waste.

b e l g i u m

t h e

n e t h e r l a n d s

Commercial Waste

Mineralz & Water

Specialities

5 contracts across

locations in the UK

5 sites situated

in France

Number of sites in location

An additional Renewi site

situated in Portugal

Strategic report Governance report Financial statements Other information

Renewi plc Annual Report and Accounts 2024 3

Business model in

a circular economy

Business model

Renewi is one of the leading

European waste-to-product

companies. We extract value

from waste streams by

collecting, sorting and

processing waste to create

secondary materials. We also

connect with other participants

in the circular economy to

develop new solutions together,

enabling our partners to realise

their circular ambitions as we

realise ours.

Through our collection activities and

partnerships, we collect, process and

sort waste and wastewater at 154 Renewi

facilities, primarily in the Netherlands and

Belgium. With market-leading expertise

and infrastructure, we produce high-

quality secondary materials and sell them

for use in the manufacturing of new, more

sustainable products.

Technological and regulatory limitations

mean that there is a residual portion of

waste that cannot be recovered. We

contract third parties to incinerate or

dispose of this residual waste as landfill,

thus our business model incentivises us

to recycle as much as possible. As a result,

we maximise the amount of material we

recycle and strive to create the highest

possible added value while achieving

significant carbon emissions avoidance

across the value chain.

Global awareness of the climate crisis

and commitment to The Paris Climate

Agreement’s CO

reduction objectives

is creating an increasingly supportive

environment for our business model.

Societal pressures and governmental

regulations require companies to consider

their impacts on the environment, by

reducing their carbon footprint, recycling

waste products, and procuring more

sustainable materials. This places

Renewi’s market-leading, innovative

and competitively priced services at

the heart of the circular economy.

Our business is built on two streams of

material: inbound waste streams and

outbound recycled material streams.

We are paid to collect inbound waste

streams from our customers: businesses,

governmental organisations, care facilities,

educational facilities, secondary disposers

and other organisations (see page 14 for

more information about Customers). Our

outbound circular material streams are

the secondary materials we sell in various

forms to producers and in some cases

secondary sorters and traders. Products

manufactured with circular materials are

approaching the quality of virgin materials

and are often less CO

intensive – an

increasingly important characteristic to

companies who have joined in the global

effort to slow climate change.

1. Smaller, mostly regional waste collection companies

that have no recycling capacity themselves.

Circular material:

shredded glass

from solar panels

4 Renewi plc Annual Report and Accounts 2024

Delivering value for our stakeholders

Aligned to UN SDGs

Our competitive advantages

To see more, visit page 34

To see more, visit page 112

People

Our employees’ commitment

to our purpose combined with

their unmatched experience and

expertise in the area of collection

and recycling processes is an

important competitive

advantage for Renewi.

Opportunities

We have identified multiple

attractive investment

opportunities within our

business. Two examples from

FY24 are the opening of the

advanced sorting line in Belgium

and rigid plastics facility in

The Netherlands.

Customers

A growing number of our

customers have partnered

with us to help them realise

their sustainability objectives by

maximising the recycling of their

waste and including secondary

materials in their new products.

Scale

Our geographic footprint allows

us to minimise transportation of

materials and benefit from route

density and economies of scale.

Product designer

We minimise residual waste

going to incineration

Our role in

the circular

economy

Strategic report Governance report Financial statements Other information

Renewi plc Annual Report and Accounts 2024 5

Making airports

waste-free by 2030

In FY24 we began our eight-year collaboration with

Amsterdam Airport Schiphol, Rotterdam The Hague

Airport and Seenons waste management, taking

charge of waste processing and recycling of waste

flows at both airports.

Our goal is to make both airports waste-free* by 2030

and push for full circularity by 2050.

Case studies

* ‘Waste-free’ is Schiphol’s definition of an airport that has no

residual waste; only waste streams that are fully reused or

recycled.

6 Renewi plc Annual Report and Accounts 2024

Recycling healthcare waste

We’ve continued to partner with GreenCycl and last

year acquired 40% of their shares to help improve

sustainability practices within the healthcare industry,

aiming to increase circularity and reduce carbon

emissions. Our focus is on collecting disposable and

reusable medical equipment from hospitals across

the Netherlands, which we then transfer to GreenCycl

for processing. The discarded instruments require

specialist sorting before being repurposed back into

medical equipment and sold to hospitals or suppliers.

Our collaboration with GreenCycl has yielded

promising results, demonstrating the capability

to restore 85% of surgical instruments to pristine

condition through efficient collection, handling and

recycling processes. Beyond recirculation, our joint

initiative has also led to significant cost savings for

healthcare facilities and helped them improve their

sustainability practices.

Strategic report Governance report Financial statements Other information

Renewi plc Annual Report and Accounts 2024 7

Pioneering advanced

plastic recycling

We use a range of methods to maximise the re-use of

plastic, reduce landfill and prevent incineration. It’s

our aim to effectively manage various plastic types,

maximising circular material output. By processing

polymers safely, we prevent their incineration. We are

continually looking for ways to strengthen our

position in the value chain, providing certified,

high-quality recycled plastics to producers. This helps

replace fossil-based feedstock with sustainable,

circular alternatives.

We are at the forefront of addressing rigid plastics

circularity, operating Coolrec, Ghent and Acht, our

new sorting line that opened in March 2024. Acht

utilises advanced technology to enhance rigid

plastics recycling. The line delivers high-quality

Post-Consumer Recycled (PCR) materials, focusing

on Polypropylene (PP) and Polyethylene (PE),

achieving over 95% purity while operating on

100% renewable energy.

We continue to explore new ways to strengthen our

position in the value chain by providing certified,

high-quality recycled plastics to producers, and

replacing fossil-based feedstock with sustainable,

circular alternatives.

Case studies continued

8 Renewi plc Annual Report and Accounts 2024

Water treatment that

safeguards the environment

ATM, a subsidiary of Mineralz & Water located at

Moerdijk port, stands as a pioneering force in meeting

the ever-growing demand for secondary raw materials.

At the heart of our operations lies our cutting-edge

water treatment facility, a testament to our

commitment to environmental stewardship. The

facility uses advanced bacterial purification to process

800,000 tonnes of contaminated water a year. Through

meticulous filtration and treatment methods, the

water is cleaned thoroughly to safeguard the delicate

balance of the environmental ecosystem when it is

returned to drainage.

Our water treatment facility is a cornerstone of our

sustainability efforts, representing our dedication

to preserving natural resources and mitigating

environmental impact. As droughts increase, water

treatment becomes increasingly vital. By effectively

removing contaminants and impurities from large

volumes of water, we play a crucial role in protecting

local waterways and ecosystems while meeting

stringent regulatory standards set for environmental

conservation. Our commitment to continuous

innovation and investment in technology ensures

we remain at the forefront of sustainable water

management practices, setting new benchmarks

for environmental responsibility in the industry.

Renewi plc Annual Report and Accounts 2024 9

Strategic report Governance report Financial statements Other information

Sustainable glass

production

In FY24, the Maltha Group embarked on a strategic

collaboration in Portugal with Vidrala, a glass

packaging and manufacturing company, to increase

sustainability in glass production. The aim was to

enhance the quality of cullet – glass that has been

crushed or imploded for re-use – used in the process

of bottle manufacturing. As a result, we have seen

improvements that not only bolster the efficiency of

the melting process but also significantly reduce the

energy consumption and overall carbon footprint of

Vidrala’s furnace. Maltha and Vidrala continue to work

together to increase supply and further innovate the

glass recycling process.

Case studies continued

10 Renewi plc Annual Report and Accounts 2024

Market, trends and competitors

Circularity is increasingly important

against a backdrop of climate

crisis and geopolitical tensions.

Regulatory climate

The climate crisis, supply-chain disruptions

and geopolitical tensions have rapidly

changed how governments think about

waste and the use of natural resources.

The European Union aims to be the global

leader in reducing CO

emissions and

resource consumption through its Green

Deal and Circular Economy Action Plan.

In 2026, an impact study will be conducted

on the inclusion of incineration plants in

the ETS scheme. In addition, European

and member state environmental laws

protect land, water and communities

from contamination and pollution.

Corporate sustainability objectives

Our customers operate in the most circular

economies of Europe

, but even in our

main markets of the Netherlands and

Belgium, recycling rates for 2022 were

only 27.5% and 22.2% respectively

Companies have a long way to go to meet

the requirements of the European Union’s

Circular Economy Action Plan and related

legislation namely:

• a 50% reduction in material footprint

by 2030;

• plastic packaging recycling rate 55%

by 2030; and

• share of recycled content to shift to 60%

by 2030

EU businesses are reviewing all their

processes looking for measurable ways

to reduce their carbon footprint and

decrease their use of virgin materials

as these regulations approach. We see a

growing trend for companies to use waste

management techniques to contribute

to their sustainability goals. They wish to

know more about their own waste, how to

measure it, how to maximise recycling and

how to incorporate as much as possible

into new products in order to meet their

circularity goals. Data is an important part

of this equation, as only with verifiable

data can companies count their waste

management efforts towards their

sustainability targets.

Demand for secondary raw materials

Recycled content that was once perceived

as second best is now often preferred to

new material, and consumers seek out and

respect companies that reuse and recycle.

Secondary raw materials help meet this

demand, and producers know this.

However, the prices of secondary materials

are linked to virgin commodity prices,

which show some degree of volatility.

During the pandemic, global supply chain

disruptions seen from 2021-2022 caused

prices for raw materials to spike, followed

by a return to pre-pandemic price levels

over the past year. The plastics market was

an exception to this, as plastics prices have

fallen to lower than average levels

following recent oversupply of virgin plastics

to the EU.

Competitors

Renewi is the number one recycler in the

Netherlands and Belgium, with 10.4mT

of waste handled in FY24. Our competitors

range from large waste management

companies with broad asset bases that still

include incinerators and landfill to regional

companies, often family-owned, with

significant operations but smaller asset

bases than ours. There is also a large

number of very small players who generally

own small fleets of trucks and limited

personnel. We regularly work with these

parties when they can provide non-client-

facing transportation on certain routes

competitively. We have also

formed partnerships with some regional

companies to maximise route efficiencies

and limit inner-city traffic, such as in the

Green Collective.

1. National Circularity Gap Metric – Circularity Gap

Reporting Initiative (circularity-gap.world).

2. Eurostat, Circular material use rate.

Circular material:

foam from recycled

mattresses by

RetourMatras

Strategic report Governance report Financial statements Other information

Renewi plc Annual Report and Accounts 2024 11

Competitive landscape

Key Legislation

Legislation is an important factor in Renewi’s business.

In conjunction with our sound commercial model it helps us

operate in the highly-regulated waste sector. In this section,

we will focus on legislation which impacts the inbound

volumes and outbound products which form our business.

The first tranche of legislation relates to our inbound waste

volumes. Waste management and landfill legislation dating

from the late nineties and early 2000’s laid the foundation. The

EU Landfill Directive from 1999 and the EU Waste Framework

Directive of 2008 created restrictions and taxes on both landfill

and incineration as means of disposal of waste, making

recycling comparatively more attractive. Over the years,

the restriction on landfill in the Netherlands and Belgium

increased and today the use of landfill in both countries

is highly regulated and limited. Incineration has also been

disincentivised over the years in both countries, with regular

increases in incineration tax in the Netherlands and Belgium.

VLAREMA 8 has been an important piece of recent legislation

affecting inbound waste streams. This Flemish law came into

effect in 2021 and requires commercial waste to be sorted in to

24 streams with the objective of increasing the percentage of

waste recycled.

Further legislation creates tailwinds in the encouragement of

the use of recycled products and Waste-to-Energy producers.

This legislation is expected to increase demand for our

outbound products like recycled plastic, glass cullet, wood

and metals as well as our biogas and bio-LNG. In many cases,

revisions to existing legislation will create additional demand

for our products once enacted. Many of these regulations will

be enacted over the coming 1-3 years and require recycled or

renewable content in production of goods and energy. Key

policy and legislation includes:

• Circular Economy Action Plan

• Ecodesign Directive

• Waste Framework Directive – (Kaderrichtlijn afval)

• Construction Products Regulation –

(Bouwproducten verordening)

• WEEE Directive (AEEA-richtlijn)

• Packaging waste directive

• Product specific legislation (i.e. toys, medical devices)

Most large peers

• Typically own incineration activities

• Balancing of assets

Smaller competitors

• Play a limited role – i.e. collection or

sorting.

Renewi

• Pure play recycler – incentivised

to minimise incineration

• #1 in commercial waste in

Netherlands and Belgium

• #1 in fridge dismantling in

Netherlands and Belgium

Designer

Incineration

Market, trends and competitors continued

12 Renewi plc Annual Report and Accounts 2024

Creating value,

from waste to product

As a pure-play recycling

company, we generate revenue

by providing waste management

services as well as processing the

waste we collect into secondary

materials, which we sell to our

outbound customers.

Metals

We process a broad range of materials,

with the aim of giving them a second life

wherever feasible. The most important

material streams for us from a revenue

perspective are metals, glass, paper,

plastics and wood. Metals come primarily

from Specialties (Coolrec), Commercial

Waste’s construction volumes and a

smaller portion from Mineralz & Water.

For an overview from a volume perspective,

Glass & ceramics

Commercial Waste

Paper-based

Specialities

Plastics

Mineralz &

Water

Wood

Other

31%

51%

43%

24%

20%

13%

Outbound

revenues

by material

see page 259. We aim to achieve an overall

recycling rate of 75% – we call this

Mission75. Today our recycling rate is

63.2%.

Of the total outbound revenues, 87%

relates to metals, glass, paper, plastics

and wood, combined. About 65% of the

volatility related to the metals, wood,

paper and plastics is effectively hedged by

dynamic pricing contracts in place with the

inbound customer. The outer ring of the

graph above shows revenues by division.

Commercial Waste has considerably more

variety in its outbound materials than the

other divisions. This is largely due to the

relatively high percentage of inbound

mixed waste within the Commercial Waste

division, whereas the other two divisions

deal with a more limited range of inbound

waste streams, often monostreams.

Strategic report Governance report Financial statements Other information

Renewi plc Annual Report and Accounts 2024 13

Our customers and partners

Our customers

We see our customers as

partners. Their needs define

our services, and their success is

also ours. Renewi’s customers

fall into two main categories:

inbound and outbound.

Inbound revenue by sector*

Wholesale & Retail

10%

13%

15%

12%

10%

Water, Sewage & Waste

Business Services

Government

Manufacturing

Construction

Transportation & Storage

Oil, Gas & Chemical

Hospitality & Recreation

Healthcare

Food Processing

Education

Agriculture

Specialities

Maltha takes its incoming volumes

from various manufacturing companies

through a tolling arrangement and

various other companies in different

countries through local municipalities.

Coolrec inbound customers primarily

constitute e-waste Extended Producer

Responsibility schemes. These are looking

for a compliant, circular and traceable

processing partner. Additional volumes

are processed directly from OEMs.

UK Municipal collects, recycles and

disposes of household and commercial

waste for five municipalities in the UK, its

inbound customers are the Councils of

these municipalities.

Outbound

Across the Group, we have close to

1,000 outbound clients who rely on

us to produce specific grades of circular

materials to support their manufacturing

processes. With extended contract

durations for materials, there’s an

opportunity to enhance the value of

products by customising them to better

meet the needs of the end customers.

We occasionally purchase waste streams

where supply from our inbound streams

is insufficient, typically glass, wood, and

plastics when necessary for our processes.

These suppliers are typically traders and

secondary disposers.

Commercial Waste

Commercial Waste’s outbound customers

are purchasers of raw materials such as

traders, compounders, processors and

manufacturers. Buyers of our outbound

Commercial Waste products are suppliers

to the concrete industry, manufacturers of

particle board, glass manufacturers and

plastics producers. In most cases, our

client uses the recyclates to produce

components which are then sold on to

manufacturers, but in some cases we also

have contracts with the manufacturer.

Inbound

Across the Group, our inbound customers

include small and medium-sized

businesses, construction companies,

corporations, government ministries and

organisations, healthcare and educational

institutions, wholesale and retail shops,

restaurants and leisure organisations. We

also have customers who are secondary

disposers which are smaller, mostly

regional waste collection companies that

have no recycling capacity themselves.

We have a large, diverse base of more

than 150,000 inbound customers, with

our largest customer representing

approximately 1% of total revenues from

continuing operations. Our inbound

customer services vary considerably

between the divisions.

Commercial Waste

For our inbound Commercial Waste

customers, we collect waste on a

subscription basis, manage post-

collection sorting and provide an array

of practical and consultancy services,

such as advice on residual waste

reduction and optimal sorting into

monostreams. In return, these customers

give us access to waste streams from

which we collect and process materials

for their second life cycle.

Mineralz & Water

Mineralz & Water inbound customers are

typically large construction companies

who bring tarmac from roadworks and

(chemical) manufacturing sites who bring

their contaminated soil. For the water

business, we serve (petro) chemical

companies who bring their sludge and

wastewater for cleaning, incidental

wastewater and industrial production for

purification and cleaning to Renewi.

National and international packed

chemical waste collectors and producers

bring their specialised packed chemical

waste for pyrolysis treatment.

* Revenues from continuing operations

14 Renewi plc Annual Report and Accounts 2024

Mineralz & Water

Outbound customers for Mineralz & Water

are typically civil construction and

engineering companies in the Netherlands

and abroad that use our Forz®Sand T in

elevation projects as well as concrete

producers who purchase Forz®Sand T,

Forz®Gravel and Forz®Filler as ingredients

for their sustainable concrete applications.

While in the past we paid partners to

offtake our outbound mineral product of

thermally treated soil (TGG), today our new

products of sand, gravel and filler for the

concrete market shift the balance of the

outbound product value to positive.

FY24 group revenue from

continuing operations (€m)

Inbound revenue

1,371

318

Outbound revenue

Our high quality

recycled plastic from

fridge liners is pure

enough for use in toys.

Specialities

Maltha outbound customers are mainly

manufacturing companies for glass that is

processed and then sent to the clients’

furnaces. Maltha also works with various

companies in different industries for the

rest of the products it recycles in the process.

Main outbound products for Coolrec are

plastics and metals. Plastics are sold either

directly to producers such as Electrolux

or Playmobil, or to distributors or other

intermediaries such as compounders.

Metals are sold to metal smelters or to

metal recyclers.

UK Municipal outbound products are

circular materials like wood, glass, metal

and plastics, which are sold to traders,

compounders, smelters and others.

Strategic report Governance report Financial statements Other information

Renewi plc Annual Report and Accounts 2024 15

Investment case

Renewi is the only pure-play

recycler and has a market-

leading position in Benelux.

We have attractive growth and

margin ambitions in our core

businesses and our strategy is

to deliver organic sales growth

through market share gains,

increased recycling rate and

new technology solutions.

Shareholder value

Renewi’s disciplined capital allocation

framework is focused on driving

shareholder value while targeting a

conservative balance sheet with a 2.0x

leverage target. Our return to sustained

positive free cash flow will support a

dynamic and sustainable capital

allocation policy, enabling us to:

• reinstate the ordinary dividend, with a

progressive policy targeting sustainable

growth while maintaining underlying

earnings cover of 3.0-4.0;

• invest ~30% of free cash flow annually

into capex for innovative growth

projects with return hurdles at

least in line with the Group target

of 16% pre-tax;

• target value accretive bolt-on

acquisitions in the medium term; and

• make supplemental returns to

shareholders in the form of share

buy-backs or additional dividends

where the Board determines there

is excess capital beyond the Group’s

near-term investment requirements.

Opportunities

• Long term, structural regulatory

and customer demand drivers

underpin accelerating demand

for recycling solutions

• Experienced and committed

management team with track

record of value creation at Renewi

• Potential to deliver increased and

sustainable margins, cash generation

• Commercial agility and innovation

underpin organic growth ambition

of >5% per annum

• Opportunity to enhance shareholder

returns through investment, acquisition

and capital returns

• Enabler of the circular economy

realising meaningful carbon

avoidance across the ecosystem

Optimise our portfolio

Drive organic growth

Build a strong platform for growth

Short-term priorities

Medium-term targets

High single-digit Underlying EBIT margin

ROCE >15%

Free cash flow/EBITDA conversion* >40%

Organic annual revenue growth >5%

Our strategic

progress is

driven by…

* Cashflow before dividends, growth projects and M&A.

16 Renewi plc Annual Report and Accounts 2024

1. Attractive growth outlook underpinned by strong regulatory and

customer demand tailwinds

2. Market leader, at the forefront of recycling technology in the most

advanced recycling markets

3. Strong partner – customer relationships and value proposition drive

commercial momentum

4. Unmatched footprint with hubs close to customers and state-of-art

recycling sites benefitting from scale

5. Significant investments made to take advantage of growth opportunity

Increasingly strict

regulation and

sustainability targets

Commercial waste

Netherlands and Belgium

154

Key facilities

>€40m

Growth capital spent over

last 2 years

50%*

reduction in material

footprint by 2030 in NL

500k

Containers and bins

Advanced sorting

lines Biogas Facility

Refitting ATM

55%**

Plastic packaging

recycling rate by 2030

Fridge dismantling

Netherlands and Belgium

1,814

Vehicles

Increasing sustainability

requirements by

companies and

consumers

* Circular Dutch Economy by 2050.

** Packaging and Packaging Waste Directive.

Strategic report Governance report Financial statements Other information

Renewi plc Annual Report and Accounts 2024 17

Delivering on our commitments

I am pleased that we have been able to

deliver on key commitments against a

challenging operating environment. At

our Capital Markets Day in October, we

outlined three key strategic priorities to

our shareholders: Drive organic growth,

build a stronger platform and optimise

our portfolio. Underpinning our strategy is

a key focus on driving higher margins and

cash returns as well as shareholder value.

We continued to focus on our organic

growth commitment and won important

new customers and partnerships.

To optimise our portfolio, we focused on

the turnaround of Mineralz & Water and

began a strategic review of UK Municipal.

The turnaround of Mineralz & Water has

been successful, and by the end of FY24 it

was once again an important contributor

to our profits. The review of UK Municipal

resulted in a successful sale of this

complex asset to Biffa Limited, an owner

better suited to these activities. The sale

of UK Municipal is transformational and

once completed will simplify our portfolio

and enhance cash generation. We also

continued the execution of our

digitisation roadmap. We completed the

Simplify programme to eliminate costs

and improve our margins and announced

the simplification of our organisational

structure to enable growth, become more

efficient and bundle expertise. These

efforts will continue throughout the

coming year.

In 2023, the Board received non-binding

indicative offers to acquire the entire

share capital of the Company from

Macquarie Asset Management, which

we carefully considered. Internal and

third-party valuations based on the

company’s existing standalone strategy

concluded that the potential bid

significantly undervalued Renewi, and so

we rejected the offers. We engaged with

shareholders around the time of the offer

period, and in the period since then. As a

Board, we are focused on maximising

value for all of our shareholders and are

objective about the route through which

this is achieved.

Fostering excellence: appreciating

our team

Throughout FY24, the Renewi team

has demonstrated unwavering passion

and dedication, served our customers

and prioritised the safety of each team

member. I extend our sincere thanks

to every member of the team for their

energy, skill, determination and strong

sense of unity.

Collaboration is crucial to fulfil our

purpose and maintain our values, and so

we’re committed to fostering a respectful

and diverse environment. We recognise

the benefits of diversity at both Board

level and throughout the organisation

and continue to champion a variety of

activities to create an even stronger and

yet more diverse and inclusive company.

“Renewi is committed to making

a positive impact on sustainability

and driving the circular economy,

both now and in the future.”

Ben Verwaayen

Chairman

Chairman’s statement

18 Renewi plc Annual Report and Accounts 2024

Celebrating our valued customers:

a cornerstone of success

We place customers at the centre of

everything we do, ensuring they receive

the right service and, in particular, expert

advice. We offer more than just waste

disposal solutions – we become dedicated

partners who help customers achieve their

sustainability objectives.

EPS and dividend

Financial developments included revenue

from continuing operations of €1,689m

down 1% year on year. The result for the

year was a loss of €30.9m driven by the

impact of the expected loss on the UK

Municipal divestment. Leverage on our

core borrowings at the end of March

was 2.14x, an increase from last year end as

a result of higher average borrowings and

a lower profit performance. It remains the

Board intention that medium-term core

debt leverage should be 2.0x.

At the Capital Markets Day we announced

our intention to recommence dividend

payments. The Board is pleased to

recommend a modest final dividend of 5

pence per share for FY24, which will be paid

on 31 July subject to shareholder approval

at the 2024 AGM.

Looking ahead

With a bold vision for the future, Renewi is

resolutely focused on creating sustainable

growth and strong value for our shareholders.

We are committed to making a positive

impact on sustainability and driving the

circular economy both now and in the

future. Renewi is well-placed to navigate

challenges, seize opportunities and drive

sustainable growth to secure a prosperous

future for all stakeholders.

To close, I would like to express my

appreciation to our employees, customers,

suppliers, investors and other key

stakeholders, who all contribute significantly

to making Renewi one of Europe’s leading

waste-to-product companies.

Ben Verwaayen

Chairman

[

Strategic report Governance report Financial statements Other information

Renewi plc Annual Report and Accounts 2024 19

Moving ahead

Our strategic ambitions encompass

three priorities – optimise our portfolio,

build a stronger platform and accelerate

our organic growth. While FY24 saw a

challenging market environment with

limited macroeconomic growth, a fall in

recyclate prices and market declines in

some of our key end markets, we focused

on operational agility and commitments.

Our portfolio optimisation is progressing

well with the completion of the strategic

review of our UK Municipal business,

resulting in a sale of our UK Municipal

activities to Biffa Limited. This transaction

entails a €154m cash outflow for us, but

thereafter will unburden our cashflow and

free up management focus to realise our

growth ambitions for the core business.

We are also on track with the turn-around

of Mineralz & Water within the envisaged

timeframe, through the growing uptake

of our new materials. The new Mineralz &

Water product line has been created with

the specific needs of the concrete and

construction industries in mind and we

expect to further increase the production

volume and quality of our new sand,

filler and gravel products. We expect the

recovery of Mineralz & Water to continue

through FY25.

In order to strengthen our systems and

processes, we launched three initiatives

over the course of FY24. The Simplify

programme identified a number of areas

for efficiency gains, especially in our SG&A

functions, where we were able to make

significant savings by combining activities

and increasing efficiency. We started the

process of streamlining our organisational

structure and bringing Commercial Waste

Netherlands and Belgium together under

a single Commercial Waste leader, to

maximise the sharing of best practices,

organisational efficiency and economies

of scale. We further developed and

accelerated the launch of Future Fit,

our digitisation programme to replace

our legacy IT systems and increase the

resilience and agility of our platform.

Workday, a comprehensive workforce

management solution, was one of the

tools we rolled out to manage our human

resources functions more efficiently.

While the financial results of FY24 were

impacted by both recyclate prices largely

returning to historical averages and the

challenging market in the Commercial

Waste Netherlands business, work

continued across the organisation to

put the right measures in place to return

to organic revenue growth and realise

higher margins. Within Commercial Waste,

a simplified leadership structure, an

enhanced sales strategy and investments

in high growth projects have set the

groundwork for accelerated growth in

the future. Mineralz & Water continues

to improve its underlying EBIT in line with

its recovery programme. Coolrec, while

impacted by the low plastics prices,

processed record volumes and has started

constructing new processing lines which

will further contribute to growth in 2025.

“We made strides in optimising

our portfolio to position Renewi

for future growth. We invested in

the future by opening state-of-the-

art lines and launched initiatives

to make our company stronger.”

Otto De Bont

CEO

CEO’s statement

20 Renewi plc Annual Report and Accounts 2024

Maltha showed impressive growth, with

refinements in processes and investments

in plant improvements combined with

strong price dynamics to yield exceptional

results.

If we look at the higher-growth materials

and sectors we set out on our Capital

Markets Day, we have made progress on a

number of areas of our 5 year commitment

to add €275m in revenues in glass, plastics,

organics, construction & demolition and

zero waste solutions.

Against a background of macroeconomic

challenges including lower levels of

construction and demolition activities

in the Netherlands and high inflation, our

financial performance for FY24 was weaker

with revenue from continuing operations

down 1% and underlying EBIT down 20%.

In the last quarter of the year, volumes

stabilised or returned to modest sequential

growth. The planned divestment of UK

Municipal has been reflected as asset held

for sale at 31 March 2024 and has resulted

in an exceptional charge of €64.5m.

We continued to grow our operations and

officially opened our Ghent sorting line,

which is capable of recycling 125kt of

commercial residual waste annually. The

facility aligns with VLAREMA 8 legislation

which requires that some 24 materials

must be removed from commercial waste

for recycling before any residual waste can

be incinerated. We also opened our new

rigid plastics sorting line in Acht, which

produces high-quality Post-Consumer

Recycled (PCR) materials, focusing on

polypropylene (PP) and polyethylene (PE).

We are proud to have achieved over 95%

purity at the site, ensuring our recycled

plastics meet the highest standards.

In a ground-breaking achievement, our

Coolrec subsidiary in partnership with

Electrolux, pioneered the creation of a

refrigerator crafted from recycled materials.

This collaboration earned us the European

Plastic Recycling Award for Automotive,

Electrical, or Electronic Product of the Year,

recognising our excellence in recycled

material processing, innovative product

design and cutting-edge manufacturing in

the European plastics recycling industry.

Maltha installed a new line at the Portugal

site for the processing of ceramics, stone

and porcelain, a waste stream coming

from glass sorting, and made a number

of upgrades to improve quality and yields.

Looking forward, we expect to see

increasing demand for our services, as our

offering is even more attractive in light of

upcoming regulatory requirements which

will affect many of our customers, such as

CSRD regulation and will continue to drive

higher levels of recycling. We are well-

positioned to meet this demand. We

continue to focus on customer experience

and with the implementation of Future Fit,

we expect to see further improvement in

customer satisfaction.

Ensuring health and safety in our

workplace is paramount, we have made

excellent progress in maintaining a safe

environment. We are proud to report a

decrease in Lost Time Injuries overall from

9.4 to 6.8, surpassing our 2025 target of 7.

Group Summary Revenue Underlying EBIT

FY24

€m

FY23*

€m

Variance

FY24

€m

FY23*

€m

Variance

Commercial Waste 1,384.7 1,397.3 -1% 98.5 129.3 -24%

Mineralz & Water 181.6 190.9 -5% 9.6 0.5 n/a

Specialities 175.2 160.2 9% 16.3 15.9 3%

Group central services – – (18.9) (14.0) -35%

Inter-segment revenue (52.3) (44.5) – –

Continuing operations 1,689.2 1,703.9 -1% 105.5 131.7 -20%

Discontinued

operations 179.9 188.4 -5% 1.3 1.2 8%

Total 1,869.1 1,892.3 -1% 106.8 132.9 -20%

* The FY23 numbers have been reclassified to reflect discontinued operations as set out in section 1 in the

consolidated financial statements.

The underlying figures above are reconciled to statutory measures in notes 2 and 8.3 in the consolidated

financial statements.

Strategic report Governance report Financial statements Other information

Renewi plc Annual Report and Accounts 2024 21

CEO’s statement continued

We have proactively implemented

enhanced traffic plans across all our

sites to mitigate risks. The rollout of

safety leadership training is evidence of

our commitment to fostering a culture of

safety at every level of the organisation.

We were pleased that our employee

satisfaction levels stayed stable at an

eNPS 23 against the backdrop of a

strategic review and implementation

of our Simplify programme.

Group outlook

Our strategic focus for the coming year

centres around completing the

divestment of our UK Municipal business,

driving further improvements in Mineralz

& Water operations and driving efficiency

through digitisation and simplification of

our organisation and processes. We aim

to achieve further growth through organic

expansion and the strengthening of our

core commercial waste business with the

targeted sales strategy and continuing

investment in innovation in circular

materials. We expect Commercial

Waste Belgium to continue its strong

performance in the second half, and

Netherlands to show improvement

despite the ongoing weakness in the

construction sector. We will see further

margin improvement as the existing

programmes ramp up to their run-rate

benefits. In line with our upgraded capital

allocation policy we shared at the Capital

Markets Day in October of last year, I am

pleased to announce that we will be

proposing a dividend of 5p per share.

I want to express my gratitude to the

diverse group of stakeholders who

have been instrumental in supporting

us throughout this year. I appreciate

our customers for entrusting us with

their business, our workforce for their

continued dedication, the Board for their

valuable guidance and our shareholders

for their support of our vision.

Otto De Bont

CEO

Status update: Value drivers

In 2021, we introduced three key value drivers as part of our strategic plan: Renewi 2.0, circular innovations and Mineralz & Water

recovery aiming to enhance our operational effectiveness and customer experience.

Circular innovations

Our efforts to deliver circular innovations

have been further developed and

segmented into sectors, the five most

important of which are described in detail

under our third strategic priority, ‘Drive

organic growth’, in particular under

‘High-potential sectors’.

Renewi 2.0

The Renewi 2.0 programme, aimed at

streamlining and enhancing customer-

facing operations, was completed early

in FY24 and had already contributed to

heightened productivity in the first half.

Anticipated final implementation costs

for Renewi 2.0 remain approximately

€28m, with €20m of run rate benefits

realised during FY24.

Mineralz & Water recovery

Mineralz & Water’s recovery is fully

underway and initial results were slightly

ahead of our original plans. Going

forward, continuing Mineralz & Water

recovery will fall under our first strategic

priority, ‘Optimise our portfolio’, and

updates will be given in that context.

We will no longer be reporting on the completed Renewi 2.0 value driver, and ‘Circular innovations’ and ‘Mineralz & Water recovery’

will be reported under the new strategy. Our Group strategy, described in the following section, will enable us to achieve our mission

to become the European leader in recycling and secondary materials, deliver attractive shareholder returns and help protect our

planet by reducing carbon emissions and pollution.

22 Renewi plc Annual Report and Accounts 2024

Vision and strategy

Our vision is to be the leading waste-to-product company in Europe. We plan to achieve this by

establishing ourselves as leaders in recycling and secondary materials production, while strategically

expanding our market share. Our primary objective is to facilitate the transition to a circular economy,

thereby reducing carbon emissions while fostering social responsibility. Our strategic plan is based on

three pillars and aims to grow profitability, accelerate cash conversion and deliver attractive returns to

our shareholders.

Our priorities to drive sustainable shareholder growth

1. 2. 3.

Optimise

our portfolio

Build a strong

platform for growth

Drive

organic growth

Leading

waste-to-

product

company

Leader in

secondary

materials

production

Leader in

recycling

Selectively grow

market share

Our strategy

Our vision is based on

these guiding principles:

To be the leading recycler in Europe

• Extend our industry-leading position

to achieve 75% recycling rates

• Divert more volumes of waste away

from incineration

• Develop new recycling technologies

and partnerships

To be the leading producer of

low-carbon secondary materials

• Invest in advanced technology to

produce high quality, low-carbon

secondary materials to replace

virgin sources

To grow our market share

• Develop partnerships with

leading companies

• Invest in advanced treatment capacity

• Offer superior customer propositions

• Consolidate market position over time

Strategic report Governance report Financial statements Other information

Renewi plc Annual Report and Accounts 2024 23

1. Optimise our portfolio

Commercial waste

Our core business; improved growth

prospects and strengthened margins.

Maltha/Coolrec

A key growth driver; strong business with

good margins operating in very attractive

niche markets.

Mineralz & Water

Fundamentally attractive businesses;

synergistic to the core business and

operating model. Recovery plan

under way.

UK Municipal

UK Municipal not synergistic with

our core business.

-5%

0% 5% 10%

10%

FY22

Profitability:

Organic growth potential (5 year revenue CAGR)

Revenue

FY24

Profitability across our portfolio

Our priorities

The first priority of our strategy

is to optimise our portfolio.

Our portfolio serves as a robust

foundation for growth and we are

continually exploring avenues

for further optimisation.

In reviewing our portfolio,

our main priorities in FY24 were

recovery of ATM (part of Mineralz

& Water) and a strategic review of

UK Municipal (part of Specialities).

Going forward, Renewi will

continue to focus on organic

expansion of its activities and

over the medium term value-

accretive bolt-on acquisitions.

Our portfolio optimisation is progressing

well with the completion of the strategic

review of our UK Municipal business,

resulting in a sale of our UK Municipal

future activities to Biffa Limited,

unburdening our cashflow and freeing

up management focus to realise our

growth ambitions for the core business.

We are also on track to complete the

Mineralz & Water – EBIT (€m)

performance improvement of Mineralz &

Water within the envisaged timeframe

through the growing uptake of our new

materials. The new Mineralz & Water

product line – sand, gravel and filler, have

been created with the specific needs of

CWNL

CWBE

M&W

Maltha

CWBE

Coolrec

Maltha

the cement and construction industries in

mind and are in the process of receiving

End of Waste certification which will

further open the market for their sales.

We expect this recovery of Mineralz &

Water to continue through FY25 and FY26.

FY18 FY19 FY20 FY21 FY22 FY23 FY24 FY25 FY26

24.2

10.7

Historical

Actuals

7.8

0.3

5.8

0.5

9.6

4.6

Original forecast

Revised forecast

24 Renewi plc Annual Report and Accounts 2024

2. Build a strong

platform for growth

This strategic priority is built

on step-change improvements

in margins, free cash flow and

return on capital employed.

Digitisation

Future Fit is our efficiency and digitisation

programme, building on the results of

Renewi 2.0, where Digital Core and business

harmonisation come together to realise

our growth ambitions. With Future Fit we

are working on the future of Renewi. This

will enable us to improve our services, raise

our customer satisfaction and employee

engagement. Future Fit will support our

growth ambitions and strengthen our

position in the markets we operate.

functions. Together, Future Fit and Simplify

have the potential to increase the margin

significantly over the medium term.

Cash flow

Another part of our ‘strong platform’ pillar

is a firm focus on cash conversion, and we

are working on multiple actions to realise a

40% EBITDA conversion target. These are:

• resolution of legacy cash flow drag from

the UK municipal operations and ATM

soil offtake;

• lower exceptionals

• improved asset management, leading

to lower replacement capex; and

leasing costs

This improved cash flow will give Renewi the

ability to invest in innovation and growth.

Our programme priorities are as follows:

• Improvement in our sales operations

• Digital enablement to realise our

ambition to become a waste to

product company

• Harmonising our business model and

unleashing the potential of the data that

we generate and becoming a truly data

driven company

This programme will impact all of Renewi.

Our focus in FY25 is to prepare for the roll

out in the business which will start in FY26.

Margins

Our Simplify programme, initiated in

FY24, is focused on decreasing costs by

optimising operations to protect margins.

Simplify aims to reduce the SG&A cost

base by €15m per annum by streamlining

and centralising certain administrative

Strategic report Governance report Financial statements Other information

Renewi plc Annual Report and Accounts 2024 25

Our priorities continued

Return on capital employed

Return on capital employed will be

increased by a combination of business

improvement actions and investment in

growth. Business improvement actions

will focus on reducing capital employed

through site rationalisation and optimised

fleet and asset utilisation and, on the other

side of the equation, increasing returns.

Actions which will increase returns include:

portfolio rationalisation; addressing

selling, general and administrative

(SG&A) costs; increasing our recycling

rate; and digitisation.

Investing in growth requires a range of

actions. The first is driving organic and

profitable growth to over 5% by pursuing

attractive material streams and customer

segments. The second is the selection of

growth projects for investment that have

a minimum return hurdle of 16% before

tax. Finally, in the medium term, once

the optimisation of our existing portfolio

and platform is completed, we will seek

value-accretive, bolt-on mergers and

acquisitions to further the leading

positions of existing technologies or

add attractive material streams and

customer segments.

Clear medium-term targets

With these measures in place, clear

medium-term targets are essential

to guide our actions and provide

accountability to our shareholders.

We have committed to medium-term

targets of high single-digit underlying

EBIT margin, free cash flow/EBITDA

conversion of greater than 40%, return on

capital employed of more than 15% and

organic revenue growth of more than 5%.

Shareholder returns

Adding a disciplined capital allocation

framework to the measures described

above should lead to boosted shareholder

returns. While management is committed

to keeping a conservative balance sheet

with leverage near the 2.0x target over the

medium term, returning to a sustained

positive free cash flow will support a

dynamic and sustainable capital

allocation policy. This includes:

• an ordinary dividend with a progressive

policy targeting sustainable growth

while maintaining cover of 3.0–4.0x

underlying earnings;

KPI FY24 FY23 Medium term target

Underlying EBIT margin* 6.2% 7% High single digit

Free cash flow/EBITDA conversion 9.0% 10% >40%

ROCE 7.7% 11% >15%

Organic Annual Growth revenue* -1% 1% >5%

Recycling rate 63.2% 63.7% 75%

* Values are presented on a continuing operations basis excluding UK Municipal business.

Business improvement actions

Reduce capital employed

Fleet and asset

utilisation

Site

rationalisation

UK Municipal

Increase

recycling rate

Digitalisation

Increase returns

Lower SG&A

ROCE

Target: >15%

• investing approximately 30% of

free cash flow annually into capex for

innovative growth projects with return

hurdles at least in line with the Group

target of 16% pre-tax;

• targeting value-accretive bolt-on

acquisitions in the medium term, with

a disciplined approach to meet clear

strategic, operational and financial

criteria; and

• where the Board determines that there

is excess capital beyond the Group’s

near-term investment requirements, it

will consider supplemental returns to

shareholders in the form of buybacks

and special dividends.

26 Renewi plc Annual Report and Accounts 2024

3. Drive organic growth

The third strategic priority is

to drive organic growth. Across

our divisions, ambitious growth

targets have been set that will

be driven by increasing volumes

and recycling rates as well as

by targeting attractive sectors

and waste streams. One way

of increasing revenues is by

increasing our recycling rate, in

line with our Mission75 objective.

In FY24, we added advanced sorting

capabilities to our Belgian operations,

in response to the increased recycling

regulations from VLAREMA 8 legislation

in Flanders. Early results show that

these facilities improve recycling rates

significantly. To ensure volumes, we

worked with the Flemish authorities on

how best to enforce VLAREMA 8. The

authorities adopted our suggestion that

enforcement at incinerators is most

efficient.

In the Netherlands, where volumes

were declining due to macroeconomic

developments impacting the Dutch

construction sector, a targeted sales

strategy was launched. This sales strategy

for Commercial Waste Netherlands targets

specific sectors such as health care,

construction & demolition and retail,

as well as material streams including

minerals, plastics and medical waste.

Maltha has been investing in upgrading

and improving its installations across the

group. The focus of the group is to become

the producer of the best quality cullet in

Europe and the supplier of choice to all

glass producers. The technology upgrades

have also had positive effects on the CO

emission reductions as they are more

energy efficient, supporting our clients’

own sustainability targets and visions.

Construction &

demolition waste

processing installation

Strategic report Governance report Financial statements Other information

Renewi plc Annual Report and Accounts 2024 27

Our priorities continued

High-potential sectors

We have identified five sectors that will significantly contribute to our organic

growth ambitions:

Construction & Demolition

Helping on of the highest carbon

industries become more circular

Glass

Capitalising on the opportunity that glass

is endlessly recyclable

Organics

Bringing carbon capture to the next level

Rigid plastics

Providing answers to a big environmental

and societal issue

Zero waste solutions

Enable customers to a zero residual

waste future

Deliver on our five-year plan

Renewi’s organic growth over the medium

term will be supported by developments

in regulation, market demand and

consumer demand. Upcoming European

Union regulations will require a 50%

reduction in material footprint by 2030,

the share of recycled content to shift to

60% by 2030 and packaging to be made

from 70% recycled materials by 2030.

Market demand will be driven by

companies’ growing focus on ESG as they

increasingly commit to more responsible

production. Scope 1, 2 and 3 reporting

will become mandatory for companies in

Europe from 2025 onwards, and recycling

waste, as well as using recycled materials

in production can help them decrease

their carbon footprint. Consumers

increasingly want to engage with

sustainable, responsible producers

and seek products with recycled content.

Renewi serves a wide range of industry

sectors. Our sector growth strategy is

underpinned by strong dedicated

commercial plans, focusing on:

• a superior customer proposition;

• sector-specific service offerings;

• more and better recycling options; and

• higher quality secondary materials.

Combined, these will drive >5% top-line

growth at high single-digit margins.

Represent

€275m

total revenue growth included in

five year plan

28 Renewi plc Annual Report and Accounts 2024

Construction &

Demolition

Helping one of the most

carbon intensive industries

become more circular

Construction & Demolition (C&D) market

growth is supported by societal need,

European Union regulation and market

dynamics. This waste accounts for more

than a third (35%) of all waste generated,

with 600 million tonnes produced in the

European Union, 455 million tonnes

recycled and 145 million tonnes sent

to landfill. In the Netherlands, there is

a market of 22 million tonnes of waste

with 3 million tonnes for advanced sorting

(the remainder is mostly rubble). The

European Union is expected to revise

its construction products regulations to

include a mandatory share of recyclates.

Meanwhile, the Dutch government aims

to reduce primary material usage to 50%

by 2030 and establish a circular economy

with net zero carbon emissions by 2050.

The C&D market faces some short-term

challenges such as nitrogen deposition,

historically higher interest rates, inflation,

building materials and a workforce

shortage. At the same time, long-term

growth drivers remain in place, namely

the Dutch housing shortage, the energy

transition policy that drives increased

renovation and changing family composition.

Catalysts for growth in this sector are

creating high-value monostreams with

our customers, forging partnerships and

sorting capabilities to enable growth in

mixed C&D waste and increasing value

from recyclates through innovation.

Financial growth

Targeted revenue increase

in 5-year plan

€50m

• Market set to recover after

slowdown 2022-2024

• Additional growth from

partnerships and excellent

sorting capabilities

• Higher value recycling options

from innovations

Environmental impact

Targeted carbon avoidance

350kT

• Current carbon avoidance driven

by recyclable sales of minerals

and metals

• Waste separation at the source

leads to more and better recycling

• Frontrunner in C&D collection.

Strategic report Governance report Financial statements Other information

Renewi plc Annual Report and Accounts 2024 29

Our priorities continued

Glass

Capitalising on the

opportunity that glass

is endlessly recyclable

Maltha is our main business to drive glass

growth, through process optimisation,

innovation and geographic expansion.

We have already optimised sites in the

Netherlands and Portugal, resulting in

a significant increase in throughput. We

are now redefining flow and introducing

additional technology for further

optimisation at these locations and

will be implementing the same strategy

across all sites over the next few years.

Our innovation plans also include:

recycling solar panels into glass and

making new products; recycling car

windscreens back into flat glass, roofing

and pallets; and using fine fraction output

for glass powder and glass foam. Maltha

is exploring sourcing and operations in

selected countries in Western Europe

with attractive market fundamentals

and increasing our client relationships

to create future expansion.

>60% growth expected, at

high recycling rates

Financial growth

Targeted revenue increase

in 5-year plan

€40m

• Key growth drivers are:

• investment in process

improvements

• capacity expansion

• innovation

• The resulting higher quality

finished product and pricing

drive margin improvements

Environmental impact

Targeted carbon avoidance

225kT

• Glass is endlessly recyclable

without loss of quality

• Use of glass cullet over virgin

materials yields significant and

consistent carbon avoidance

given its lower energy consumption

• Current recycling rate in

Maltha at 97%

30 Renewi plc Annual Report and Accounts 2024

Organics

Bringing carbon capture to the

next level

Organics consists of wood, food

and garden, and green waste streams.

Renewi is the market leader in organics in

Netherlands and Belgium, with more than

two million tonnes of inbound organic

material per year.

We have identified three routes to growth

through the organics sector:

• Green

from commodity compost to functional

fibres and organic fertilisers

• Wood

from incineration and biomass to

recycling and chemicals

• Food and garden

from energy production to chemicals

for materials and fuels

Three sample projects

(non exhaustive)

Fibre for construction boards and vegan

leather (1-3 years)

• Mechanical pressing, separation

processes to extract fibres from

tomato stalks

• These are feedstocks for biobased

construction materials and

vegan leathers

Refined woodchips for biorefining

(2-5 years)

• Mechanical refining processes for

wood chips

• These are a feedstock for

upcoming biorefining plants

Precursors for bioplastics, specialty

biochemicals (2-5 years)

• Fermentation processes to

produce biochemicals

• These are a feedstock for the

production of bioplastics and/or

personal care products

>100% growth expected,

further increasing our

environmental impact

Financial growth

Targeted revenue increase

in 5-year plan

€100m

• Growth primarily driven by food

and wood, followed by green waste

• Increasing value per tonne of

recyclates key growth driver

Environmental impact

Targeted carbon avoidance

550kT

• Mainly driven by wood recycling

and providing biomass feedstock

• Increase expected by means of:

• Increase in recycling rate of wood

• Higher carbon avoidance of

advanced fuels, biochemicals

and nutrients

• Prolonged storage of captured

carbon in building materials

Strategic report Governance report Financial statements Other information

Renewi plc Annual Report and Accounts 2024 31

Our priorities continued

Rigid plastics

Providing answers to a

big environmental and

societal issue

Rigid plastics are set to contribute to

Renewi’s organic growth plans supported

by regulation, and both market and

consumer demand. By 2030, European

regulations will dictate that 55% of all

packaging must be recycled and that

10–35% of all plastic packaging in Europe

should be made from recycled material.

The revised End-of-Life Vehicles (ELV)

Directive mandates that 30% of the

plastics from these vehicles must be

recycled, and as of 2021 European Union

member states must pay a fine of €800 a

tonne for non-recycled plastics. Due to

upcoming legislation and a continuous

growth of plastic usage we expect

demand for post consumer recyclates to

more than double over the medium term.

At the same time their scarcity will

increase prices, especially for recyclates

with high-polymer-purity that can be

applied in quality end-products.

To further increase the inbound volumes

for recycling, we see considerable potential

in extracting plastics through advanced

sorting of Commercial & Industrial waste

(C&I) and Construction & Demolition

(C&D) waste.

Key areas of focus for Renewi in this area

are producing consistent quality at the

right specification, increased sourcing of

rigid plastic waste, forward integration

in the production chain, certification of

our post-consumer input and product

chain management. For post-consumer

recycling, we will optimise our mechanical

recycling lines to sort higher polymer

purity (>95%) and increase output

volumes, collaborate in the value

chain to produce compounds for plastic

converters, deliver directly to brand

owners and work with start-ups to

improve polymer quality. We are also

investing in the sorting of mixed C&I and

C&D waste to deliver plastic feedstocks for

upcoming technologies (e.g. pyrolysis and

gasification). We collaborate with the

petrochemical industry and plastic

producers on further

pre-treatment of the feedstock.

Financial growth

supported by positive

environmental impact

Financial growth

Targeted revenue increase

in 5-year plan

€35m

• Plastics recyclate revenues

comprises Commercial Waste

Divisions and Coolrec

• Growth driven by both volumes

and pricing as a result of

increased product quality

• Management plans include

revenue growth ambition

of >100%

Environmental impact

Targeted carbon avoidance

110kT

• Plastics represent a key

opportunity for carbon

avoidance given the 100%

fossil content of virgin plastics

• Increased volumes of plastics

recycling will increase the

carbon avoidance realised

32 Renewi plc Annual Report and Accounts 2024

Zero waste solutions

Enable customers to a zero

residual waste future

Our zero-waste solutions enable customers

to reduce their waste and achieve up to

97% recycling. The growth of our zero-

waste offering is supported by legislation

as well as market and consumer demand.

Organisations are focusing on maximising

recycling and minimising incineration of

residual waste in an effort to improve their

carbon footprint and sustainability.

Growth will be realised by forming

partnerships with customers for integral

waste management programmes that

are data-driven and employee-powered.

These will take place initially in the office

environment of our clients, but over time

will increasingly be a part of the customer’s

supply chain and production processes, as

we already see in automotive and retail.

300% growth projected,

driven by long-term

customer partnerships

Financial growth

Revenue increase

€50m

• Revenue and EBIT improvements

driven by:

• Expansion of Zero waste

management services, fuelled

by accredited Zero Waste

certification, supporting

customer ESG objectives

• In-house monostream

management, collaboration

with large corporate clients

• Creating value through new

data analytics and reporting

services

Strategic report Governance report Financial statements Other information

Renewi plc Annual Report and Accounts 2024 33

SDGs

Our alignment to the UN SDGs

SDG 3: Good health

and well-being

“Ensure healthy lives and promote

well-being for all at all ages.”

What we do and how we do it both enable

us to contribute to SDG 3. Our operations

on recycling, avoiding landfill and

incineration, and our focus on hazardous

and non-hazardous waste, directly reduce

the incidence of deaths and illness due to

hazardous chemicals and polluted air,

water and soil.

We also regularly track a wide range of

safety KPIs and have specific goals on

safety for our people. We work hard to

promote mental health and well-being

among employees, monitoring mood and

absence rates to support and inform a

diverse range of activities and awareness

programmes that take place throughout

each year.

SDG 6: Clean water

and sanitation

“Ensure availability and sustainable

management of water and sanitation

for all.”

It’s not only our work to clean wastewater

that directly contributes to the circularity

and health of local water ecosystems. The

focus of our business on processing waste

into valuable secondary materials also has

an essential role to play in supporting water

quality – reducing pollution and minimising

the release of hazardous materials.

Making contaminated water suitable for

treatment by municipal water treatment

stations is our primary responsibility

(see more on page 39). At some locations,

we also treat wastewater to the quality

standard required for discharging treated

water into surfacewater. During FY24, we

treated 1.03 mT of wastewater, down from

1.05 mT in FY23.

SDG7 – Affordable and

clean energy

“Ensure access to affordable, reliable,

sustainable and modern energy for all.”

To increase the share of renewable

energy in the local energy mix, during

FY24 we diversified the market for

Renewi-produced biogas, adding to our

established relationship with Nordsol.

This is through a new agreement to provide

Swedish energy company Vattenfall with

7.5 million m³ of green gas.

We are also gradually transitioning

to using a higher share of renewables

by installing of renewable generation

capacity (wind and solar) on our sites,

as well as securing green electricity

certificates for grid electricity.

At Renewi, we prioritise seven of the 17 UN Sustainable

Development Goals (SDGs), launched in 2015 to “achieve a

better and more sustainable future for all” through bringing the

world together, eradicating poverty and tackling climate change.

34 Renewi plc Annual Report and Accounts 2024

SDG 11 – Sustainable cities

and communities

“Make cities and human settlements

inclusive, safe, resilient and sustainable.”

We are aligned with SDG 11, working

closely with municipalities, partners

and even competitors, on how we handle

waste in cities. We are active on many fronts

to reduce and measure urban carbon

emissions, including the transition to HVO

vehicles, the electrification of our fleet and

our work in our white label Green Collective

to reduce emissions from waste collection

in Dutch cities. Further positive outcomes

include reduced particulate matter, noise

and congestion.

During FY24, we increased the proportion

of Euro 6 zero-emission fuel trucks in our

fleet from 77% to 87%, progressing towards

our 100% target. We also continued to

work on increasing the number of electrical

EVs (electric vehicles) in our fleet. This is an

essential aspect of reducing the per-capita

environmental impact of cities.

SDG 12 – Responsible

consumption and production

“Ensure sustainable consumption and

production patterns.”

We are committed to being a leader

in recycling and in the production of

secondary materials. Our Mission 75

programme aims to increase our recycling

rate to 75%, driving us to continually

extract more recyclates from the waste

we process. This target influences all our

actions, including our work with partners

to develop sustainable innovations and

create new recycling opportunities.

Through our Mission 75 programme, we

also pay continuous attention to emerging

new legislation to promote circularity.

During FY24, despite continuous focus

on this metric, our recycling rate slightly

decreased from 63.7% to 63.2%. (see more

on last year’s performance and each

divisional’s contribution on page 37).

SDG 13 – Climate action

“Take urgent action to combat and

its impacts by regulating emissions

and promoting developments in

renewable energy.”

Our activities under our first two

sustainability pillars (Being a circular

economy change maker and Reducing our

carbon emissions) contribute to SDG 13.

Our recycling activities enable carbon

avoidance across the full value chain,

replacing precious raw materials with

recycled secondary equivalents.

Our targets for cutting our absolute carbon

emissions by 2030 (FY31) from a base year

of FY22, commit us to reducing absolute

Scope 1&2 GHG emissions by 50% and our

indirect use phase emissions (Scope 3) by

25%. The decarbonisation roadmap that

will make this happen on schedule is one

of our priorities. (see more about our

roadmap on pages 42 and 43 – “Reducing

our Carbon Emissions”).

SDG 15: Life on land

“Protect, sustain and promote

sustainable use of terrestrial

ecosystems, sustainably manage

forests, combat desertification, and

halt and reverse land degradation and

halt biodiversity loss.”

While our alignment with this SDG is

still under development, we are already

active in several related areas. Examples

include our work to create 60T of

high-quality organic compost annually

from 160T of initial green waste for UK

farmers, and in The Netherlands our

involvement in the EU-led ‘Bin2Bean’

programme to recycle bio-waste into

effective means of enriching soils for

improved biodiversity and ecosystem

health. The latter is a significant

business opportunity for Commercial

Waste Netherlands, enabling us to use

our leading waste-treatment facilities to

create tailor made organic fertilisers

and compost from kitchen and green

waste. Those new sorted volumes will

come from cities, as a new European

legislation is focused on the separate

collection of kitchens and gardens

waste streams there.

Strategic report Governance report Financial statements Other information

Renewi plc Annual Report and Accounts 2024 35

Sustainability

Being a circular economy

change maker

During FY24, we extended the

external validation of our key

data beyond scope 1 & 2 carbon

emissions to cover recycling rate.

Our auditors have completed, for the first

time, a limited assurance review of our

recycling rate for both FY23 and FY24.

As a result of this exercise some of our

previously reported FY23 numbers have

been amended.

An essential step

We take the approach that best reflects

the spirit of the circular economy while

also appreciating the greater accuracy

that the Corporate Sustainability

Reporting Directive (CSRD) will

require from companies by 2025.

We’re also highly aware that fully

embedding the circular economy will

require consistent effort over the long

term. This is why we aim to fully automate

the data structure supporting our material

‘resources use and circular economy’ KPIs

under the ESRS E5 sustainability reporting

standard during the years ahead.

Seeking solutions to

complex challenges

While widespread support for the aims

and practice of the circular economy

continues, a recent report paints a

concerning picture. The Circularity Gap

Report highlights a troubling trend: the

global economy’s use of secondary

materials has decreased from 9.1%

in 2018 to 7.2% in 2023 – a 1.9% drop

over the course of five years.

Such findings make our work to prevent

the loss of valuable materials more

important than ever from a truly global

perspective. To maximise our impact,

we’ve deliberately focused our resources

and expertise on the sorting and recycling

segment of the circular economy. This

makes us the go-to source of guidance on

scaling up resources and addressing the

tough challenges so often involved in

closing the loops created by the

technological cycle.

So, in cases where options such as ‘avoid’,

‘reuse’ and ‘refurbish’ have not gained

traction, we remain committed to taking

the action needed to ensure the physical

properties of precious materials live on

to continue delivering sustainable value.

How circularity is instrumental

in addressing climate change

The way materials are managed in

the circular economy is also essential in

addressing other global challenges. This

aligns with our theory of change, that the

more secondary materials we can return

to the market, the fewer virgin materials

will need to be extracted and exploited

to deliver the same product.

Progress to date

Objective Metric FY24 FY23 Target

To turn our customers’ waste into new

products

Recycling rate

(% of total waste handled) 63.2% 63.7%* 75.0%

Volume of material recycled

(mT) 6.6 7.2*

Volume of waste handled

(mT) 10.4 11.2*

Carbon avoidance

(kg CO

e per tonne of waste handled) 237 232*

Innovative secondary materials produced

(tonnes) 361,796 325,990 1m

Wastewater cleaning activities

(total output in tonnes) 1,032,945 1,053,400

Production of renewable electricity

(MWh) 98,707 85,204

Low carbon footprint biogas

) 6,302,324 4,787,000

* Certain FY23 metrics have been restated following the completion of a limited assurance review.

Volume of materials handled includes all outputs and direct deliveries, and inputs in cases where Renewi site is a final destination of material

36 Renewi plc Annual Report and Accounts 2024

It’s an approach with several benefits

beyond reducing pressure on the planet’s

resources, allowing minerals and fossil

fuels to remain in the ground and reducing

the impact on fragile habitats. By avoiding

the use of virgin materials in manufacture,

we preserve valuable natural resources and

avoid millions of tonnes of GHG emissions

every year. It enables us to bring our

customers materials with a low carbon

footprint, so they, in turn, can reduce

carbon levels in their value chains.

It means we can work in-house, with

partners and via other routes to build

the infrastructure needed to grow existing

closed loops. In short, by pushing for more

circular thinking by design, we can break

the ‘disposable mindset’ that’s endemic

to society.

Recycling rate and journey towards

our Mission 75

Our recycling rate has shown a slight

decrease from 63.7% end FY23 to 63.2 %

end of FY24, after showing an increase over

the previous years. We diverted 9.7 million

tonnes of waste from landfill during

the year, significantly outweighing the

3.2 million tonnes of materials sent to

incineration for energy recovery. In total,

we successfully ensured that 6.6 million

tonnes or 63.2% of the materials we

handled contributed to material cycles,

either as ready-to-use secondary materials

or as high-quality pre-processed ingredients

for transforming the materials in our

supply chain.

In the last year, our divisions did contribute

in different ways to our group recycling

rate. The two divisions Mineralz & Water

and Specialities both delivered higher

recycling rate through several initiatives.

In Mineralz & Water, ATM contributed to

the increase with improved performance

in cleaning and treating wastewater.

Specialities significantly increased

recycling rate across the three business

activities. Both Coolrec and Maltha

performed consistently. Municipal

increased as well, due to the ending

of one contract.

The size and impact of our Commercial

Waste division did however overshadow

the positive contribution from the two

other divisions and lowered the group

performance. While the ramp up of the

advance sorting line of Ghent did start

delivering increased recycling rate

in Belgium, significant reduction of

construction & demolition volumes in

the Netherlands did generate a drop

of recycling rate.

We are further developing our Mission

75 programme, which aims to raise our

recycling rate to 75%.

In last year’s Annual Report, we described

our progress across many areas, including

investments in four key areas of innovation:

recycling plastics; deriving value from

organic waste; producing building

materials; and improved sorting of

residual waste.

This year, we’ve built further on our

achievements in all these areas, and we

describe some of the highlights here.

Driving circular advancements

Once again, plastics have been a

major focus area. One of our primary

achievements during the year was the

collaboration between our Coolrec

subsidiary and Electrolux, the world’s

largest producer of household appliances,

producing a fridge with an interior made of

70% plastics from recycled fridges.

This important world-first, which won first

prize at Amsterdam’s Plastics Recycling

Show Europe, drew on Coolrec’s advanced

sorting and sophisticated quality control

processing, as well as on their long-term

contracts with schemes in Belgium, the

Netherlands and France to source the

plastic for recycling.

New sorting lines at Acht and Ghent

In another important development that

will have a significant positive impact on

our recycling capacity, we have ramped up

our new state-of-the-art sorting line at our

site in Ghent, Belgium, to its full annual

capacity of 125,000 tonnes. This will

support the recycling of an additional 38%

of raw material from company residual

waste, bring new life to 56% of commercial

waste and extract 60,000 kg of recyclates

for use as secondary raw materials.

During FY24, we also opened another line

of the same type at our Acht site in the

Netherlands – see page 8 for full details.

Extracting value from waste MDF

In another significant breakthrough,

during the year we were involved in a

programme that has enabled medium-

density fibreboard (MDF) to be recycled

for high-quality recycling for the first time.

Based on work undertaken with partners

Gielissen and Unilin, this is now extracting

actual value from waste MDF and helping

to reduce a major constituent of

biomass incineration.

Recycling performance

Volumes (‘000 tonnes) FY24 FY23

Total waste handled at sites 10,392 11,231

Of which

Recycled

1,2

6,564 7,150

Recovered for energy production from waste

3,161 3,393

Landfilled, incinerated with loss of energy 667 688

Recycling rate 63.2% 63.7%

1. Recycling is material given a ‘second life’ for reprocessing into new goods/materials.

2. Includes tonnages of treated wastewater.

3. Recovery is waste used for energy production, such as production of waste-derived fuels, biomass and similar.

4. Restated metric following a review of our methodologies and limited assurance.

Strategic report Governance report Financial statements Other information

Renewi plc Annual Report and Accounts 2024 37

Sustainability continued

This project effectively illustrates our

continued work to divert materials away

from disposal or incineration by giving

them new life as raw materials for

products. During the year, we once again

diverted multiple materials in this way,

ranging from plastics, metal, glass, wood

and ceramics to rubble, chipboard,

drink cartons and even orange peel

and coffee grounds.

As a result, we produced 362kT of

innovative secondary materials, an 11%

increase compared with 326kT end FY23.

Looking ahead, this performance keeps

us on target to achieve our overriding

sustainability targeted scale of 1 million

tonnes annually as we continue to

leverage our internal innovation pipeline.

Developing new recycling routes

for products

This pipeline is essential to accelerate

our recycling rate. Several of these were

underway during the year. They include

Coolrec’s development of a new way of

recycling water boilers that complies with

European legislation (EN 50625-2-3).

This requires treatment plant operators

to extract, capture, and recycle or dispose

of the environmentally harmful volatile

fluorocarbons or hydrocarbons contained

in domestic boilers. Coolrec has now

developed its own systems for safely

recycling boilers, and from the end of 2024

will be capable of processing 15kT of

appliances at its site at Lesquin in France.

Outlook and future priorities

These have all been key steps on our

route to achieving Mission 75, and we

have a number of essential ongoing

priorities that have important roles

to play during our continued journey.

The first of these is the requirement to

actively source more inbound streams

of materials that are proven to require

high rates of recycling activity, including

waste from demolition and construction

projects. We also aim to sort more raw

materials from mixed residual waste.

Secondly, we’re committed to creating

plastic recyclates of ever-higher quality,

encouraging increased demand and

uptake among manufacturers. Thirdly,

we aim to expand our activities on many

fronts around the recycling of minerals,

organics and wood. Success under all

these dimensions will accelerate our

progress towards our all-important

Mission 75 goal, and we’ll continue

reporting on progress in future.

Our commitment to

carbon avoidance

Every year, Renewi prevents carbon

emissions by diverting waste from

landfill and turning it into valuable new

resources. By calculating our carbon

avoidance numbers, we see the tangible

impact we’re making on the fight against

climate change and our transition from an

economy that’s essentially based on virgin

materials to a more circular economy.

Our calculation shows us the amount of

CO₂ that using secondary materials saves

over a virgin source. When making this

measurement, however, we know not to

expect a consistently positive outcome.

There are various reasons for this. For

example, it can sometimes take less

energy to make a new material than to

recycle an old one, particularly when it

comes to plastics. Even transporting

a material to a new application can

produce more emissions than simply

letting it pile up in landfill.

However, the wide range of non-carbon

benefits to be gained through using

secondary materials massively outweigh

these occasional negative impacts – see

the graph on page 39 for the balance

between positive and negative outcomes.

In addition, we use a range of strategies

to maximise our total carbon avoidance.

Next to the production of secondary

materials, these include generating

energy from waste using landfill gas and

anaerobic digestion, we also produce

waste-derived fuels in energy production

that our customers can use to replace

fossil fuels. These include refuse-derived

fuel (RDF) or solid recovered fuel (SRF),

Renewi’s ICOPOWER® pellets, wood chips

and other biomass fuels. Waste-derived

fuels on our sites also drive our processes.

Please see page 261 and 262 for details of

Renewi’s avoided emissions, reported in

accordance with the WBCSD Guidance on

Avoided Emissions (2023).

In total, our 9.7 mT of material streams

that contributed to our net carbon

avoidance during FY24 amounted to

2.5 mT of CO

e, compared to 2.6 mT

in the previous year. In line with the

decrease of Renewi’s total volume of

materials handled between FY23 and

FY24, our total carbon avoidance

generated has also decreased.

Three essential areas of focus enable us

to progress further every year towards our

goals around creating and sustaining

a greener world based on a truly

circular economy.

Carbon avoidance in the supply chain as a result of our actions

Volumes (‘000) FY24 FY23

Materials separated for re-use/recycling 1,933 2,100

Waste-derived fuels produced and sold 742 740

Landfill gas/anaerobic digestion electricity production 31 37

Waste-derived fuel used at ATM 173 186

Actual emissions from incineration (411) (461)

Total carbon avoidance 2,468 2,601

1. Framework of disclosure around avoided emissions available on page 261 and 262.

2. Restatement of FY23 metric resulting from the limited assurance exercise on our Recycling Rate.

38 Renewi plc Annual Report and Accounts 2024

Decontaminating wastewater

The first is the action we take to

decontaminate wastewater and give it a

second life – directly and in full or partially

– and to support local municipality

wastewater facilities in first removing

the most heavily polluted share.

Renewi has the twin capability of both

removing very high levels of pollutants

and also rendering it safe for return to

local wastewater sewage systems. We

can even remove traces of fuel from water

contaminated by shipping activities and

then reuse it on site as our own source of

energy. In some locations, we are also able

to comply with more stringent wastewater

quality standards and actually discharge

treated wastewater into surface water,

directly contributing to the circularity of

water in our local ecosystem. During FY24,

we decontaminated and prepared for

reuse 1.03 million tonnes of wastewater.

Biogas production

We are also generating biogas with a

low carbon footprint. While we don’t see

creating energy as our primary focus, this is

a critical area of activity since the world’s

burgeoning reliance on energy continues

to grow as a threat to the circular economy.

Recognising how displacing fossil fuels

reduces carbon emissions, we aim to use

the highly versatile biogas generated at our

landfills and our own anaerobic digestion

facilities in three key ways.

We either transform it directly into

electricity – see below for further details –

or we sell it, either directly to the grid in

a compressed form or as a feedstock

material in the production of bio-LNG. This

emits almost no particulate matter and is

estimated to generate around 80% fewer

greenhouse gases than traditional diesel.

Breakdown of our 2.5 mT of Carbon avoidance by major category

-20

Recycling-based

potential

‘avoidance’

Waste-derived

fuels produced

and sold or

used on site

Anaerobic

digestion

power

generation

Landfill gas

power

generation

Actual

emissions from

incinerations

78%

37%

0.3% -17%

In a significant step forward, we launched

a new partnership in FY24 with Swedish

energy company Vattenfall to provide gas

made from food waste for use in the Dutch

national gas network. The contract will

start in FY25 and commits us to providing

more than 7.5 million m³ annually,

contributing to the Netherlands’ target

of producing 2 billion m³ of green gas

each year by 2030.

Electricity from waste

As mentioned above, producing renewable

electricity from waste is our third key area

of focus – selling to the grid any electricity

we don’t use in our own operations. So,

even though we increase the surface area

of our sites covered by solar panels every

year, the conversion of biogas from

landfills and anaerobic digestion is the

biggest contributor to our internal

electricity production.

In fact, during FY24, the 72 GWh we

produced and self-consumed from this

source covered 14% of our own electricity

demand – see page 266 for more detailed

statistics.

Outlook

As a circular economy change maker, the

impact of our waste, water, and energy

activities speaks for itself. We recycle

resources, treat and depollute water,

produce low-carbon types of energy, and

enable local communities to transition to

renewable energy instead of fossil fuels.

Renewi plays a major role in contributing

to a more circular economy and to a

low-carbon future. The avoided carbon

emissions we enable are our contribution

to the decarbonisation of our customers’

activities. Through our Mission 75 ambition,

we will continue to increase our positive

environmental impact.

Strategic report Governance report Financial statements Other information

Renewi plc Annual Report and Accounts 2024 39

Reducing our carbon emissions

Sustainability continued

Each year, we give millions of

tonnes of materials a second

life, saving them from landfills

or incinerators. When doing so,

we decarbonise the trajectory

of our customers but we also

generate CO₂ emissions. Here,

we outline our efforts to reduce

our own carbon footprint.

The race to slow climate change

In today’s complex economic landscape,

prioritising the circular economy can have

widespread benefits. At Renewi, we’re

committed to investing in innovative

solutions that transform waste into new

materials, addressing various economic

and social challenges.

Addressing the climate emergency is

paramount. Carbon reduction stands

as the top priority for us, our partners,

customers, investors and governments.

Nearly a decade has passed since the

adoption of the Paris Agreement, aiming

to limit global temperature rise to 1.5ᵒC

by 2050’s end. The pursuit of effective

solutions to combat climate change is

more crucial and challenging than ever.

Many signatory governments

acknowledged at the time that the targets

set in Paris wouldn’t limit temperature

rise to 1.5ᵒC. This reality is now widely

accepted. While halting climate change

is deemed unattainable, our collective

goal is to slow its pace. However, the

independent Climate Action Tracker

warns that even if all pledges are

honoured and targets met, the world is

projected to warm by around 2.1ᵒC by

2100 – potentially reaching up to 3.4ᵒC.

The implications of this scenario are

staggering. Despite promises made at

the Glasgow Climate Summit over two

years ago, warming projections show no

improvement. FY24 witnessed numerous

extreme weather events globally, yet

governmental policies remain largely

unchanged. COP28 in Dubai sparked

controversy over fossil fuel commitments,

with some advocating for “phasing down”

rather than “phasing out.” UN Secretary

General António Guterres emphasised the

inevitability of the fossil fuel phase out,

urging prompt action. It’s evident that

global action to phase out fossil fuels

and embrace low-carbon solutions is

imperative, with time running short

it’s crucial that action is taken.

Our goals and metrics

At the end of FY23, we committed

ourselves to setting near-term science-

based targets, to be validated by the

Science Base Target initiative (SBTi).

Our specific carbon-reduction target is

to reduce our absolute Scope 1&2 GHG

emissions by 50% before the end of 2030

(FY31), using FY22 as our baseline. It also

includes a commitment to reduce our

Scope 3 emissions by 25% over the

same timescale.

Progress to date

Objective Metric FY24 FY23 FY22

2025 Target

(FY26)

2030 Target

(FY31)

Reduce our carbon footprint Absolute carbon footprint Scope 1 & 2

1,5

(kT of CO

e) 577 604 631

536

(-15%)

315

(-50%)

Absolute carbon footprint Scope 3

(mT of CO

e) –

1.3 1.2

0.9

(-25%)

Be a leader in clean and green

waste collection

Carbon intensity collection

(kg CO

per tonne of waste collected) 13.3 12.9 –

Share of Euro 6 trucks

(% of total fleet) 87% 77% 67% 100% 100%

EV (electric vehicle) trucks

(number) 12 4 2 65

Reduce the carbon impact of

our operations

Carbon intensity of our sites

(kg CO

per tonne of waste handled) 7.8 8.1 –

Share of renewable energy used on site

(% of renewable electricity out

of total electricity use) 45.9% 35.0% 32.7% 50% 100%

Hybrid or electric lease cars

(% (PH)EV vehicles out of total fleet) –

38% 39% 40% 50%

1. Certain FY23 metrics have been restated following further limited assurance work.

2. To be reported through our 2024 CDP disclosure (Climate Change questionnaire).

3. Reduction target vs baseline year FY22.

4. KPI not measurable this year due to lack of reporting data from service provider.

5. Please refer to the methodology notes on p. 263 for the detail on limitations of the calculation approach applied.

40 Renewi plc Annual Report and Accounts 2024

During the year errors were identified in the

data submitted for the limited assurance

exercise completed last year. As a result the

assurance exercise for Scope 1 and Scope 2

for FY23 and FY22 has been re-performed

this year, along with FY24. As a result

previously reported FY23 and FY22 have

been amended. Our total Scope 1&2

emissions from our baseline year FY22 was

restated to 631 kT. Our absolute 2030

(FY31) carbon-reduction target is now of

315 kT, around which we have built our

carbon-reduction strategy.

The table “Absolute carbon footprint Scope

1,2 and 3” provides a detailed overview of

the three primary sources of greenhouse

gases (GHG) that relate directly to our

operations. The related emissions are

those from our:

• own onsite industrial processes;

• fleet and other logistics activities; and

• onsite energy usage.

We have a set of KPIs that act as levers to

drive the decarbonization of our activities.

Our two carbon-intensity KPIs and

associated sub-targets help us address

Absolute carbon footprint Scope 1, 2 and 3

Renewi

(incl. UK)

FY24

UK only

FY24

Renewi

(incl. UK)

FY23

UK only

FY23

Scope 1

Anthropogenic emissions 356 19 375 20

Process emissions (kT CO

e) 240 15 253 16

Fuel combustion (kT CO

e) 116 4 122 4

Fuel consumption on sites only (Fuel: diesel, gas, other) 34 3 39 3

Fuel consumption in the logistic (Fuel: diesel, bio-LNG, other) 82 1 84 1

Biogenic emissions from processes and combustion

(kT CO

) 179 62 182 64

Total Scope 1 535 81 557 84

Scope 2

Emissions from purchased electricity

(market-based) (kT CO

e) 42 8 47 11

Emissions from purchased electricity

(location-based) (kT CO

e) 44 7 45 6

Total Scope 1&2

(considering market-based emissions from purchased electricity) (kT CO

e) 577 90 604 95

Total Scope 3

mT CO

* * 1.3 0.1

1. Renewi does not currently procure any other form of energy than electricity. Heat and steam are generated on premises where applicable therefore accounted for in Scope 1.

2. As per SECR Regulation.

3. Including categories 1, 2, 3, 5, 6, 7 and 15.

* To be reported through our 2024 CDP disclosure (Climate Change questionnaire).

Strategic report Governance report Financial statements Other information

Renewi plc Annual Report and Accounts 2024 41

Sustainability continued

those operational GHG contributors over

which we have the greatest influence and

can control on a daily basis.

The first, ‘carbon intensity of collection’,

addresses the emissions generated from

the consumption of fuels and electricity

per ton of waste transported in our

logistics operations. The second, ‘carbon

intensity of our sites’, considers the

emissions from our consumption of

diverse onsite energy sources per tonne

of waste handled. We track these two

KPIs, enabling us to use them as

primary measures of the efficiency and

performance of our energy usage while

moving waste or transforming it into

valuable secondary materials.

Additionally we’ve articulated four

sub-targets to drive the reduction of these

carbon intensity KPIs. Daily, connecting

the dots between these sub-targets and

our absolute carbon reduction target

helps our employees understand

operational choices and how they

contribute to our company’s goals.

• To enhance the reduction of the

“carbon intensity of collection” KPI,

we are working on increasing the

proportion of EURO-6 trucks within

our fuel-powered fleet. Our target is to

reach 100% by 2025 (FY26). And we are

also electrifying the fleet with a target

of 65 electrical vehicles within the two

commercial waste divisions by 2030.

• The ‘’carbon intensity of our sites” KPI

is also supported by two sub-targets.

The first KPI focuses on reaching 100%

of renewable electricity used on site,

whether purchased or self-produced

and consumed. Our second sub-target

aims at increasing the share of hybrid

and/or electric lease cars for our

employees to 50% of the fleet by 2030.

To support reaching that target, a new

HR policy was introduced last year to

start only providing electric lease cars

to employees when lease car’s

contracts are renewed.

The largest share of GHG arising from

our activities originates from our process

emissions from our manufacturing

activities, including anaerobic digestion,

mechanical biological treatment and

landfill activities. Emissions are also

generated by the incineration of specific

kinds of waste using a specialist incinerator

at our Mineralz & Water division’s ATM site.

Our remaining emissions are linked to

routine or waste-specific onsite activities,

including potential fugitive emissions

from coolant recovery at our Coolrec sites.

Such emissions are driven by the volumes

we process. Higher efficiency of processes

and upgrade of technologies can help

small reductions. Gaining a significant

reduction of that type of emission remains

therefore a challenge. Technologies such

as carbon capture are one of the key

solutions of our decarbonization plan.

Our performance in FY24

Thanks to great effort to work on our

carbon-intensity KPIs and the associated

sub-targets, our absolute carbon

emissions have decreased from 604 kT

previous year to 577 kT of CO

e by the

end of FY24. Since FY22, we have been

decreasing our total carbon footprint by

4% year on year. This steady decrease has

been delivered through a progressive

reduction of emissions from our three

main sources of GHG.

We have been making progress on

reducing the carbon intensity of our sites

KPI by increasing the share of renewable

electricity used on site from 35% up to

45.9% end FY24. Which is putting us on

track to reach a total share of 50% within

two years’ time. This, combined with our

continuous improvement’s activities and

focus on optimizing our energy usage,

and despite a 1.6% increase of energy

consumption on site, has largely

contributed to a lower carbon intensity

of our sites KPI which slightly decreased

from 8.1 to 7.8 kg of CO

per tonne of

waste handled.

Looking at our collection’s activities, we

have been making progress in transforming

our fleet. The share of Euro 6 trucks

increased from 77% up to 87%. Our fleet

has also welcomed 8 new electrical

vehicles in the last year. However, this

progress on our two sub-targets was not

reflected in a lower carbon intensity in

collection KPI, which increased from 12.9

to 13.3 kg of CO

per tonne of waste

collected. More attention to routes’

efficiency, trucks’ loads and

transportation activities between our own

sites will be needed in the coming year.

Our decarbonisation roadmap

For us to help decarbonise our industry

to the greatest possible extent, we need

to completely shift away from the use of

fossil fuels. This truth is at the heart of our

roadmap, which alongside its focus on

onsite and transportation-linked energy

consumption, also identifies a wide range

of further carbon-reduction initiatives

across our divisions. Naturally, these are

designed both to meet the specific needs

of our business and to align with different

national regulations and other requirements.

42 Renewi plc Annual Report and Accounts 2024

Reducing our carbon footprint in the

collection of waste

The transformation of our fleet is critical.

Several initiatives are being considered in

order to articulate and phase short term,

medium term and long term emissions

reduction solutions. In the Netherlands

and Belgium, two levers are considered in

parallel. On one side, switching to HVO fuel

from waste origin is seen as a transition

strategy that will allow GHG reductions in

scope 1 and scope 3 simultaneously while

planning for further electrification of the fleet,

which requires first to secure grid connection

and on-site electrical infrastructure.

Reducing our carbon footprint on site.

Our ambition to reach 100% renewable

electricity by 2030 (FY31) is already

supported every year with increased

self-production of electricity. For all

purchased electricity, we plan to purchase

green electricity through green certificates

for the coming few years.

It is foreseen that our total electricity

consumption will still increase from the

electrification of our fleet and the phase

out of fossil fuel. On-site self-production

could become strategic to secure stable

pricing. We are currently investigating

which other sites after Ghent (and the

tallest windmill in Belgium) could

contribute to our self-production ambition.

In parallel, all our teams are working

in building and enriching sobriety and

efficiency plans next to the creation of a

plan to electrify yellow and white goods.

Total energy balance by usage location

Megawatt hours (MWh)

FY24

Total

FY24

excl UK

FY24

FY23

Total

FY23

excl UK

FY23

Energy demand of sites 392,570 339,765 52,805 386,577 333,092 53,484

Electricity purchased 165,618 132,738 32,879 172,673 139,965 32,708

Own electricity production 58,342 51,710 6,632 25,526 18,276 7,249

Fuels 168,611 155,317 13,294 188,378 174,851 13,527

Of which natural gas 82,097 77,482 4,616 89,509 84,599 4,910

Energy demand of fleet (cars and trucks) 338,071 334,441 3,629 339,881 336,114 3,767

Electricity purchased 1,620 1,620 0 1,353 1,353 0

Fuels 336,450 332,821 3,629 338,528 334,761 3,767

Total energy demand 730,641 674,206 56,435 726,458 669,206 57,252

Reducing our process emissions

Reducing process emissions remains a

challenge. Through our activities, we deliver

environmental benefits in processing and

treating waste, we enable carbon avoidance

in the value chain, and we ensure that

contaminated or hazardous waste is taken

away from the environment. Technologies

such as carbon capture are one of the key

solutions of our decarbonisation plan. We

are currently investigating the feasibility of

such technologies within our operations.

Outlook

Looking ahead, we remain on track to

reach our short-term carbon reduction

target by 2025 (FY26). The coming years are

going to be pivotal in determining and

implementing the right transformational

and technological solutions to halve our

carbon footprint by 2030 (FY31). We are on

a journey to continuously drive our business

performance and to have the greatest

possible long-term positive environmental,

social and economic impact.

The positive impact from our industry

is major. Ensuring that most secondary

materials will soon supersede virgin

materials is playing an essential role

in slowing down climate change.

Strategic report Governance report Financial statements Other information

Renewi plc Annual Report and Accounts 2024 43

Caring for our people

and ecosystems

Sustainability continued

Safety first:

our zero-accidents ambition

Safety is our top priority at Renewi,

and during the year we have continued

to focus our attention on creating a

zero-accident culture at every level of the

organisation. Our most important efforts

have been on ensuring that all our sites

are safe, starting with the shopfloor where

the risks are at their greatest. We have

therefore delivered several programmes,

including the Site Traffic Plan designed

ultimately to eliminate risk in those

environments where our people work

in close proximity to vehicles and

other machinery.

At the most senior level of the business,

we also rolled out our safety leadership

programme. Our Executive Committee took

part in the programme and participated

in the first sessions conducted with the

divisional management teams. During

the year, more than 200 of our leaders

participated in this 2.5-day modular

programme, representing a significant

investment in our leadership teams.

Our focus now is on the development

and delivery of programmes designed to

strengthen and sustain our safety culture

at all levels of the organisation. As part of

this, the top leadership teams within each

division have also been participating in

discussion sessions on the following themes:

• Clear roles and expectations

• Seeing risks and acting accordingly

• Facilitating safe working

Gaining insights and conducting

constructive discussions on a diverse

range of safety, health, environment and

quality (SHEQ) topics with our leaders

enables us to take the next step in the

development of our safety culture,

which will be to roll out the programme

to more of the operational leaders within

the organisation.

Such initiatives are part of a significant

cultural development at Renewi, in

line with our organisation-wide Safety

Strategy, which has ‘Zero Accidents’ as its

ultimate objective, resulting in a working

environment that is guaranteed to be safe

for all.

Progress to date

Objective Metric FY24 FY23 2025 Target

Deliver people home safe and well

every day

Lost time/injuries rate (LTIF)

(number LTI x1’000’000)/number of hours worked 6.8 9.4

7.0

(Target year:

FY24)

Employee mood

(‘mood’ score in Pulse) 7.4 7.4

7.5

(+5%)

Healthy at work rate

(% healthy employees) 94% 92% 96%

Make Renewi a rewarding, diverse and

inclusive working environment Employee engagement

(eNPS score in Pulse survey) +23 +22

+30

(doubled)

Females in higher management

(% of all employees) 23% 24%

30%

(+10% pts)

Positively impact our communities Number of complaints

(number of complaints received annually) 63 133

Major environmental incidents and major fires

(absolute figure) 2 3 0

1. Versus baseline year FY20.

44 Renewi plc Annual Report and Accounts 2024

Renewi has been implementing the

International Sustainability Rating System

(ISRS) since 2022 to identify and adopt

best-in-class safety practices, including

those from beyond our own industry.

The system comprises three key elements:

a culture of safety leadership and risk

awareness; investments in the right tools

and equipment; and the management

systems, standards and rules necessary

for a safe workplace.

As part of our ISRS implementation, we

also completed the development of our

12 shared Renewi standards, including

Permit to Work and Management of

Change. Training is now well underway

across our divisions, and divisional action

plans are being cascaded down to site

level. Looking ahead, our focus for the year

to come will be on measuring our progress

and seeking new opportunities for

continuous improvement.

We are committed to the continual

progress of this strategy, and during FY24

we delivered a range of tactical elements,

including the launch of our Work Safe

awareness campaign. Risk awareness is

crucial for our employees. During the year

we emphasised its importance to our

colleagues through dedicated training and

best practice knowledge-sharing sessions.

Delivering people home safe and well,

every day

Ensuring that everybody connected

with Renewi returns safely to their homes

and loved ones every day is at the heart

of our safety culture. Everything we have

described above contributes strongly

to this core principle, and as part of our

day-to-day routine we carry out many

actions to reinforce our safety culture and

reduce the number of harmful incidents

across the business.

As mentioned above, site safety is critical

to our business. Traffic-related issues

were risk assessed by a multidisciplinary

team (operations and SHEQ) on all our

operational sites. These risk assessments

resulted in a revision of the formal traffic

management plan, in which adequate

systems, physical controls, and procedures

to control the risks are documented.

We have invested in the delivery and

realisation of these plans in FY24

to ensure an environment where

pedestrians and vehicles will not collide.

We regularly measure three key metrics

relating to the health and happiness of our

people – the lost-time injury rate (LTIF),

employee mood, and the healthy at

work rate.

Strategic report Governance report Financial statements Other information

Renewi plc Annual Report and Accounts 2024 45

Sustainability continued

Last year’s trends of our LTIF and the total

sickness rate

are displayed on the two

charts above.

Due to our commitment, effort and

continuous focus on safety and health,

we have managed to successfully lower

our number of recorded injuries. Our LTIF

has decreased from 9.4 to 6.8, which

is below our FY24 target of 7. A great

collective achievement. In the coming

year, the SHEQ team will work on

continuously pursuing a lower LTIF and

on defining our next safety target towards

2030 (FY31). We have completed for the

first time a limited assurance review of our

LTIF which covered both FY24 and FY23.

On top of the implementation of the first

six ISRS elements together with Renewi

standards, the following three behavioral

2024

5.30%

2024

5.20%

5.93%

2024

5.77%

LTIF rate during FY24*

7 7.0

FY24

FY24 Target

FY24

Total Renewi sickness rate during FY24*

drivers have played a major role

in focusing on managing risks and

prevention: better definition of roles

and expectations to drive a safety culture,

improved awareness of health and safety

related topics, constructive dialogues

amongst teams.

Making Renewi a rewarding, diverse

and inclusive working environment

Our ability to adapt to changing market

conditions and transform our businesses

to meet customer needs is one of Renewi’s

key strengths, underpinning the delivery

of our growth strategy.

In FY24, we laid the foundations for

growth in our core markets by ensuring

our businesses were right-sized and fit

for purpose. This involved introducing

efficiencies and preparing the ground

for growth in various markets by engaging

in several change programmes, including

Simplify and Future Fit, and these

programs will be our focus for the future.

We have also supported our business

managers in dealing with continuous

change and, in some cases, replaced

senior management to ensure our

organisation is fit for the future.

Diversity and inclusion

Diversity and inclusion is an important,

ongoing part of our culture and

hiring practices. Raising awareness of

unconscious bias is part of our standard

training for Renewi managers and leaders,

and a structural part of the recruitment

process. Our Diversity & Inclusion targets

include achieving a 75/25 male/female

employee ratio and we aim to create an

1. The healthy at work rate is calculated by deducting the sickness rate from a total of 100%.

* Both metrics generated on a rolling 12 months basis

46 Renewi plc Annual Report and Accounts 2024

inclusive culture for all. In the coming year

we will improve our efforts to attract and

retain more women in leadership functions

by improving the recruitment of our top

level functions and by setting up mentoring

programs. Full breakdown of employee’s

gender diversity is detailed on page 270.

At Renewi, we are proud to also be a

multinational and multicultural collective

of people. With more than 70 nationalities

within our permanent workforce

, we

celebrate and appreciate differences as

we work together every day. Each year, one

D&I day is organised around a new theme.

Our last three themes were: discussing our

differences, traditions and celebrations

and “what is your own super power?’’.

Equipped to make an impact,

every day

We develop our employees to become

the best they can be and help deliver our

vision: to be the leading waste-to-product

company in Europe.

We are now optimising our personnel

development plan and will offer a

programme to all our employees as

an integral part of our performance

management cycle. This includes expanding

our suite of learning opportunities to

provide training in the three areas of

the 70-20-10 learning principle, which

states that 70% of learning is gained from

on-the-job experience, 20% from feedback

and 10% from training.

We are also ensuring that our operations-

based employees achieve a Licence to

Operate certificate, to prove that they

have the mandatory knowledge and skills

to carry out their work efficiently and safely.

Nurturing talent

Our employees are our most important

asset, and we want to give them the space

and support that allows their talent to

flourish. Our talent function is designed

to help our people develop their potential

in roles that match their strengths, for

example, by becoming an expert in

their field or a future leader.

Annual talent reviews are conducted for

all office-based employees above a certain

grade. We then actively use the data from

this review to conduct a career

conversation with the employee, create

their development plan, and provide them

with appropriate career opportunities.

We also hold Talent Board lunches

where selected employees meet with

Board members to discuss aspects of the

business. This open dialogue is invaluable,

both in bringing to the Board knowledge

and ideas from different parts of the

organisation and in giving employees

the opportunity to learn more about

what the Board does and suggest

ideas to the Directors.

In addition, we continue to ensure the

next generations of remarkable people can

find their place in Renewi: we do this by

providing management traineeships and

internship programmes to junior talent.

Developing leaders

In 2024, we will launch the first level of a

new leadership development programme

tailored to each leader’s specific level. This

will replace the previous programme, LEAD.

The new programme will define a

leadership success profile, which outlines

what successful leadership looks like at

each of our five leadership levels. Leaders

will be given a 360-degree assessment and

a leadership curriculum to help them work

on the skills they need to develop.

We are further supporting our leaders by

optimising the way we recruit, onboard,

develop and oversee the performance

and health of our employees. Part of this

is the annual People Leader Essentials

programme, which gives our new and

existing leaders both the knowledge and

the skills to support employees at every

stage of their engagement with Renewi.

We are also continuing our two-year Future

Leader Journeys development programme,

which is designed to help early-career

employees with leadership potential

develop the skills they need to become

future leaders. The pilot of this programme

gained very positive feedback and resulted

in 9 out of 12 young leaders moving into a

leadership role.

Labour market

The shortage in the labour market has

been challenging, but we have achieved

great results from projects and focused

campaigns designed to attract employees

with specific skills we need, such as drivers.

We continue to build our employer

brand and engage potential employees

by communicating our purpose, growth

and career opportunities – as well as our

working-from-home policy and company-

wide grading – using a range of platforms

from job websites to social media,

including TikTok.

1. Operations-based employees in France and Portugal are not included in the generation of this figure.

Strategic report Governance report Financial statements Other information

Renewi plc Annual Report and Accounts 2024 47

Sustainability continued

We hired 887 people in FY24, 22.3%

of whom are women. 19.7% of our

vacancies were filled by internal

candidates, while 743,000 potential

candidates viewed us on careers websites.

We are living in a time when workplaces

include employees from a wide span of

generations, each with different needs

and expectations of what they want from

work. Our approach to the labour market

is to reach out to all generations to inform

and educate them about what we do, and

excite and inspire their interest in the

areas that might interest them.

Healthy employees

In 2023, we rolled out our health

programme Renewi Vitality in both

the Netherlands and Belgium. This

programme has been translated into

three practical pillars for employees:

• Feeling good about yourself,

which discusses the benefits of

both physical and mental health

• Working in balance, which offers

advice on how employees with a

good work-life balance create a

healthy working environment

• Ready for the future, which is about

“working sustainably”. This addresses

both physical and mental health for

today and tomorrow. And it addresses

as well the learning and development

needs to be employable in the future,

when different skills and competencies

might be required.

In 2023, the focus for Renewi Vitality

was on physical strain, which had been

identified as the number one cause of

absenteeism within Renewi. Three target

groups were identified. We rolled out a

series of initiatives to help employees in

these groups avoid and manage physical

strain. We also launched a refreshed

online portal in the Netherlands, where

employees can find coaching and training

programme and “take control of their

own vitality”.

In parallel of this programme, we also

developed a Renewi Vitality card game

to help managers raise awareness and

facilitate discussions with every employees.

In recognition that last year’s economic

situation caused unexpected financial

stress for some colleagues, we set up the

Renewi Social Fund. Employees who are

faced with an unexpected financial

emergency that they could not have

foreseen can apply for an allowance

from the fund.

The healthy at work rate for FY24

is 94%

We want to nurture the wellbeing of

everybody at Renewi. If anyone has a

health issue – be it physical or mental –

we will try to find them alternative

activities that better suit their condition,

support their health and reduce the

chances of them becoming ill.

The healthy at work rate

is calculated by

deducting the sickness rate from the total

number of employees expressed as 100%.

The sickness rate is an average of all

sickness rates recorded since July 2023

Harmonisation and digitisation

An important part of our culture is

providing fair and equal rewards and

conditions for all our employees. As we

grow, particularly through inorganic

growth, we take care to make sure

conditions are harmonised across

our operations.

After harmonising most of the labour

conditions of our employees in the

Netherlands, we focused in 2023 on

harmonising the rewards of the largest

group of employees in Belgium –

the non-office-based employees

of Commercial Waste Belgium. We

minimised the number of variations in

reward policies with the consent of the

unions after a challenging negotiation

process. In co-operation with union

delegates, we then informed all

employees of the changes and individual

impact. Our employees in Belgium and

the Netherlands can now be confident

that we offer everyone fair and equal pay

for similar work. We have also simplified

rewards, and enhanced data quality and

process efficiency.

Our final step will be to simplify and

unify rewards for the remaining office and

non-office-based employees in Belgium

and harmonise the reward policies of our

employees in France and Portugal. For

those whose rewards have not yet been

harmonised, we will use employee and

manager self-service tooling until full

harmonisation is completed.

As a result of this harmonisation of

rewards and policies, we were able to

successfully implement Workday, a single

HR system for all employees, and began

using its core modules in June 2023.

Approximately 4,000 employees then

began using this software to manage

absences, annual leave, expenses and

salary information.

Harmonising data and reporting for

the entire Renewi Group represents a big

step forward. All HR data in this report is

drawn from data in Workday. Our use of

the software can also be expanded if we

extend operations into different countries.

Positively impacting our

communities and ecosystems

wherever we operate

Being a positive force in the communities

where we operate is at the heart of who

we are and what we do. That’s why we

work so hard to minimise the impact of

our operations on local communities

and to make people’s lives better.

We know that processing discarded items

can have a significant community impact,

which is why managers across our 154

sites and their local SHEQ (Sustainability,

Health, Environment, Quality) leaders

maintain an open dialogue with their

1. Operations-based employees in France, Portugal and Belgium are not included in the figures because they are not recorded in Workday software.

2. The average was calculated between June 2023 and March 2024. The averages of April and May cannot be included since Workday software was not introduced until

June 2023.

48 Renewi plc Annual Report and Accounts 2024

local communities. If a complaint

arises, they quickly collect, identify

and understand any concerns. And

when there is a need to take corrective

action or manage an incident, they

always implement a specific plan while

maintaining open communication

on status, progress and next steps.

Our SHEQ team reports on and tracks

the number of complaints each quarter,

registering them in our central system

along with the actions taken. The number

of complaints reduced by half in FY24,

thanks to our focus on investing in

technology, staff awareness training

and active communication with

communities and the regulators.

Everywhere we operate, we report on any

significant environmental incidents that

may occur, covering any incidents that

take place on site and have an impact on

the local environment and vicinity of our

operations. Major risks in the waste

industry include fires and spills or

emissions to soil, water and air. We have

undertaken measures to address these

risks, including improvements to waste

storage and investment in technology.

During FY24, there were no major

environmental incidents reported.

We did suffer from two fires, down from

three in FY23, and significantly below the

19 events in FY22. We therefore remain

on track to meet our FY25 target of zero

major environmental incidents and fires.

We are not complacent though due to our

awareness of the growing threat of fire

represented by lithium batteries and vapes.

We also work with the wider industry and

our regulators to improve legislation on

handling dangerous waste, as well as aim

to educate community members around

separation and enforcement, to ensure

that waste arriving on site is as safe

as possible.

Integrity and Code of Conduct

Integrity is an important topic within

Renewi. We have a group-wide Code

of Conduct in place which can be found

on our company’s website (https://www.

renewi.com/en/our-policies). Renewi’s

Code of Conduct is the compilation of i.a.

(I) our commitments:

• Against forced labor and child labor,

• Against bribery, corruption,

discrimination and unethical

business practices; and

(ii) our core values, mission and vision.

Renewi’s Code of Conduct not only

specifies what conduct is expected

of Renewi employees but also what

employees can expect from Renewi.

Statutory framework

Renewi’s Code of Conduct is an adjunct to

national and international legislation and

regulations. Renewi’s Modern Slavery

Statement can also be found on our

company’s website.

Strategic report Governance report Financial statements Other information

Renewi plc Annual Report and Accounts 2024 49

Ratings and frameworks

We use the advice and insight

gained from third-party ratings

and standards to measure and

guide our ESG performance.

This ensures we are always

benchmarked to current best

practices in management to meet

stakeholders’ expectations.

Recognition of our work

Our work was acknowledged with several

awards in FY24. In Belgium, we won the

Trends Impact Award in the Circular

Economy category, which recognised

our innovative sorting installations and

compliance with VLAREMA 8 legislation.

Meanwhile, Coolrec won first prize at the

Plastics Recycling Show Europe for its

refrigerator made with recycled plastics

and, at Express PME Caixa, Maltha took

the PME Revelation award in the Energy

and Environment activity sector,

recognising its commitment to the

circular economy.

ESG accreditations and ratings

GRI

Renewi reports on its non-financial

metrics with reference to the GRI. This

important international benchmark is

one of the criteria for UN Global Compact

membership and is recognised as best

practice for non-financial reporting.

The GRI standards we report on include

emissions, energy consumption, diversity

and safety. You will find the GRI content

index on p272.

UN Global Compact

Renewi is an Advanced level reporter of

progress towards the UNGC Ten Principles

and has pledged to continuously pursue

improvements in the key areas of the

environment, human rights, labour and

anti-corruption. You can find the relevant

UNGC disclosures on p273.

TCFD

We are working towards full adoption of

the guidance and further improving our

understanding of climate-related risks

and opportunities. You can find the

section on TCFD on p78 in the

Risk section.

CDP

We have been participating in the largest

corporate disclosure project for several

years

. In FY24, we maintained the score C

for our corporate transparency on climate

change, having seen an improvement in

the scoring of the underlying score

elements versus last year.

SBTi

In 2023, Renewi committed to submit

near-term targets to the SBTi. This is

the first step towards our net zero carbon

emission reduction goals for meeting the

maximum 1.5°C global warming target,

as set out in the Paris Agreement.

Renewi is currently waiting for its targets

to be reviewed and approved by the SBTi.

S&P

S&P global ratings have in prior years

recognised the sustainability-oriented

business model of Renewi, our

contribution to the circular economy

and our efforts to lower GHG emissions.

In FY23, in contrast to previous years,

our sustainability rating decreased

significantly, and we are investigating

the reasons behind this result. Going

forwards, we aim to address any

perceived issues and return to the

higher rating ranges.

C 33

Guidance

Performance scores

1. To learn more about CDP scores,

visit https://www.cdp.net/en/scores.

50 Renewi plc Annual Report and Accounts 2024

ISO

100% of our Commercial Waste

and Specialities sites and 86% of our

Mineralz & Water sites are certified under

the ISO 14001 standard for environmental

management and certification is planned

for one remaining uncertified M&W site.

ISAE

Our Scope 1&2 emissions have been

limited assured under the ISAE 3410

standard since FY22. This year, the

assurance for FY22 and FY23 was reissued

following retrospective data corrections.

Performance Ladder

The Dutch government has endorsed

this carbon management system and it is

now being adopted in Belgium and other

countries. Thanks to the standardisation

of our GHG calculation carried out in FY23,

Renewi was able to extend its CO

Performance Ladder certification by SKAO

(Stichting Klimaatvriendelijk Aanbesteden

& Ondernemen) to the entire non-UK

business in FY24.

Renewi proudly maintains Level 4

certification out of 5 levels available.

PSO Ladder

The Performance Ladder for Social

Entrepreneurship (PSO in Dutch) has

been developed to provide insight into

the extent to which companies contribute

to the employment of people with a

vulnerable labour market position.

The Performance Ladder has 5 levels:

Aspirant, Basis, Level 1, 2, and 3.

Renewi’s activities in the Netherlands are

certified Level 1.

LSE Green economy mark

Renewi continues to be recognised by the

LSE as one of the issuers driving the green

economy in the FY24 cohort.

EcoVadis

This platform evaluates the quality of

sustainability management in our local

entities, focusing on policies, procurement

practices, labour standards and other

responsible business aspects specific

to the size and location of the entity,

with an industry-specific angle.

Our Commercial Waste divisions have been

both awarded a silver medal with a score

of 55/100 in Belgium and 66/100 in

the Netherlands

FTSE4Good

Renewi maintained its position on the

FTSE4Good index for the 5

year running

in FY24.

Audits and validations

Stock market

Strategic report Governance report Financial statements Other information

Renewi plc Annual Report and Accounts 2024 51

KPIs

Measuring our performance

Revenue

€1,689.2m

Revenue from continuing operations down year

on year by 1% given overall volume declines

particularly in Commercial Waste Netherlands

despite the impact of price increases.

Underlying EPS

61 cents

In line with the lower profit in FY24, underlying

EPS from continuing operations dropped from

89 cents last year to 61 cents.

Underlying EBIT

€105.5m

The decline in underlying EBIT from continuing

operations is driven mostly by construction and

demolition volumes along with lower recyclate

prices. Positive action from the recent Simplify

programme and a strong performance at ATM

and Maltha have not been able to compensate

the shortfalls in Commercial Waste division. The

Simplify programme will be beneficial to FY25.

Return on capital employed

7.7%

A decline year on year for ROCE on a total

operations basis given the loss for the year

including the impact of the UK Municipal exit.

Statutory loss

€30.9m

An overall loss of €30.9m for the year as a result

of accounting for the UK Municipal business

as asset held for sale which has led to an

exceptional charge of €64.5m.

Leverage ratio

2.14

Leverage ratio closed the year at 2.14 times,

an increase from March 2023 given a higher

average of core net debt following the prior

year acquisition of Westpoort and reduced

EBITDA given the current year performance.

Strong cash actions in the last quarter

helped the year end position.

Unless otherwise stated, all financial results throughout this report

are shown without UK Municipal, as these activities are classified as

“Asset Held for Sale”. Non-financial metrics are shown including

UK Municipal.

Financial

FY22

FY23

FY24

1,689.2

1,703.9

1,652.9

FY22

FY23

FY24

109

FY22

FY23

FY24

7.7

10.6

11.6

FY22

FY23

FY24

2.14

1.83

1.44

FY22

FY23

FY24

105.5

131.7

140.9

FY22

FY23

FY24

(30.9)

66.6

75.4

* The definition and rationale for use of non-International Financial Reporting Standards (IFRS) measures are shown in note 8.3 in the consolidated financial statements.

52 Renewi plc Annual Report and Accounts 2024

Absolute carbon footprint

scope 1&2 (kT of CO

577kT

We have delivered an 8% decrease in our scope

1&2 carbon emissions from our baseline year

FY22. A steady decrease delivered through a

continuous reduction of emissions from our three

main sources of GHG. Our ambition is to halve

our absolute carbon footprint Scope 1&2 by

2030 (FY31).

Lost time injury rate

(LTIF)*

6.8

Due to our commitment, effort and continuous

focus on safety and health, we have managed to

successfully lower our number of recorded injuries.

This year, our LTIF has decreased from 9.1 to 6.8,

which is below our FY24 target of 7. A great collective

success. In the coming year, the SHEQ team will

work on continuously pursuing a lower LTIF and

defining our next target toward 2030 (FY31).

Recycling rate

(%)

63.2%

Our industry-leading recycling rate has seen a

slight decrease in FY24 to 63.2% primarily due to

the overall volume decline seen in Commercial

Waste Netherlands, overshadowing greater

recycling rate from both M&W and Specialities

divisions.

Carbon intensity in collection

(kg CO

/T of waste collected)

13.3kg/T

Reducing our carbon footprint in the collection

of waste is driven by increasing route efficiency,

fuel and driver efficiency and the electrification

of our fleet. Despite continuous efforts, this KPI

has seen an increase from 12.9 to 13.3 kg of CO

per tonne of waste collected in FY24.

Employee engagement

(eNPS score in pulse survey)

+23

We are focused on positioning Renewi as a

leading company to work for in the circular

economy. We have conducted three Pulse

surveys this year, and our eNPS score has

increased from +22 to +23, with a target

of +30 by 2025.

Carbon Avoidance

(kg CO

e/T of waste handled)

237kg/T

We prevent carbon emissions by diverting

waste from landfill and turning it into valuable

new resources. In FY24, we avoided 2.5 mT of

carbon emissions, which equals to 237 kg of

e per tonne of waste handled.

Share of renewable energy used

on site (%)

45.9%

We are making progress in lowering our

on-site carbon emissions by reducing energy

consumption, increasing our own production

of renewable energy (solar, wind, energy from

waste) and by prioritising the purchase of

renewable electricity. Our target is to reach

50% by 2025 (FY26) and 100% by 2030 (FY31).

Women in leadership

(%)

23%

After making good progress with our Diversity

and Inclusion strategy in the previous years,

we have seen a one-point decrease of women

in leadership positions this year, to 23%.

Our target is to reach 30% by 2025.

* (Number of LTI/total number of working hours)

× 1,000,000 hours

Non-Financial

FY23

FY24

63.2

63.7

FY23

FY24

13.3

12.9

FY22

FY23

FY24

+23

+22

+18

FY22

FY23

FY24

FY22

FY23

FY24

45.9

35.0

32.7

FY22

FY23

FY24

6.8

9.4

FY23

FY24

237

232

FY22

FY23

FY24

577

604

631

Strategic report Governance report Financial statements Other information

Renewi plc Annual Report and Accounts 2024 53

Progress in a challenging market

We have continued to deliver against

the strategic priorities previously

communicated at Renewi’s Capital

Markets Day in October 2023. However

despite these successes, a challenging

operating environment for Commercial

Waste Netherlands, particularly in the

Construction and Demolition sector,

adversely impacted the overall Group

results in FY24. We achieved a number of

goals including further optimisation of the

portfolio as Mineralz & Water continued

its recovery with its overall performance

slightly ahead of the original recovery

plan. As announced, an exit for the UK

Municipal business has been agreed with

completion expected before 31 December

2024. Cost reduction and efficiency in

both the short and longer term, remains

a key focus for the Group. The Simplify

programme launched in the third quarter

has achieved its targeted full year run-rate

impact of €15m in SG&A costs by the end

of March. This action will contribute to our

medium term objective of delivering high

single-digit EBIT margins.

Given the status of the UK Municipal

strategic review at the end of the financial

year, the business is presented as an asset

held for sale at 31 March 2024. This has

resulted in this business being disclosed

as a discontinued operation with the

financials now presented on a continuing

and discontinued operations basis with a

restatement of the prior year comparatives.

As a result of this an exceptional charge of

€64.5m has been recorded.

“We moved forward on a number

of our strategic priorities in a

challenging market environment,

where our operational results

were solid in three out of our

four business areas.”

Annemieke den

Otter

CFO

CFO’s statement

Financial performance

FY24

€m

FY23*

€m

Variance

Continuing operations

Revenue 1,689.2 1,703.9 -1%

Underlying EBIT 105.5 131.7 -20%

Operating profit 97.6 141.5 -31%

Underlying profit before tax 68.0 105.2 -35%

Non-trading and exceptional items (7.9) 9.8

Profit before tax from continuing

operations 60.1 115.0

Total tax charge for the year (14.9) (29.0)

Profit for the year from continuing

operations 45.2 86.0

Discontinued operations (76.1) (19.4)

(Loss) profit for the year (30.9) 66.6

Organic annual revenue growth -1% 3%

Underlying EBIT margin 6.2% 7.7%

Free Cash Flow/EBITDA conversion 9.0% 9.9%

Return on capital employed 7.7% 10.6%

* The FY23 numbers have been reclassified to reflect discontinued operations as

set out in section 1 in the consolidated financial statements.

The underlying figures above are reconciled to statutory measures in notes 2 and 8.3

in the consolidated financial statements.

54 Renewi plc Annual Report and Accounts 2024

Revenue from continuing operations fell by

1%, to €1,689.2m driven by slow economic

growth and a reduction in recyclate prices.

Overall volumes were down year on year

albeit stable in the second half and

recyclate prices have remained largely

stable throughout the year. Underlying

EBIT from continuing operations was 20%

lower than the prior year driven by volume

and recyclate impact of €35m as cost

inflation was largely mitigated by pricing

discipline and ongoing cost initiatives. In

addition, there has also been the impact

this year of a higher level of favourable

one-off items of c€5m arising from some

accrual releases and other settlements.

These one-off items do not qualify as

non-trading or exceptional in accordance

with our accounting policy. The benefit of

ongoing cost reductions and execution

of strategic initiatives has resulted in

an improved underlying EBIT margin

performance in the second half of the year

of 6.7% compared to 5.8% in the first half

of the year. Net finance charges have risen

in FY24 as a result of increased costs of

borrowing and higher average debt

balances across the year. The level of

exceptional and non-trading items in

continuing operations was higher than

last year as described below, resulting in a

statutory profit for the year from continuing

operations of €45.2m compared to €86.0m

last year.

Additionally, during FY24, we have

embarked on our Future Fit digital

programme, a strategic initiative expected

to increase operational efficiency, asset

utilisation and customer satisfaction,

also supporting the Group in achieving

its medium-term margin ambitions.

Our capital allocation policy was reset

during the year to reflect an ongoing

disciplined approach to capital, prioritising

shareholder returns and investing in

profitable growth. In line with this a final

dividend of 5 pence per share is proposed

which will be subject to approval at the

Annual General Meeting.

Non-trading and exceptional items

excluded from underlying profits

To enable a better understanding of

underlying performance, certain items

are excluded from underlying EBIT and

underlying profit before tax due to their

size, nature or incidence.

Total non-trading and exceptional items in

continuing operations were a cost of €7.9m

(FY23: €9.8m credit) and include the costs

of the Simplify restructuring programme,

portfolio management activity,

amortisation of acquisition related

intangibles reduced by profits from

property disposals and other items.

Further details on all non-trading and

exceptional items are provided in note 3.3

to the consolidated financial statements.

Operating profit from continuing

operations, after taking account of all

non-trading and exceptional items,

was €97.6m (FY23: €141.5m).

Net finance costs

Net finance costs from continuing

operations increased by €11.2m to €38.0m

(FY23: €26.8m) as a result of the impact of

additional fixed rate borrowings in the

second half of FY23, increased interest

rates, the level of borrowings on the

revolving credit facility and a non-cash

write off of €1m of unamortised loan fees

following the August 2023 renewal of the

€400m revolving credit facility. Further

details are provided in note 5.4 to the

consolidated financial statements.

Profit before tax

Profit before tax from continuing

operations on a statutory basis, including

the impact of non-trading and exceptional

items, was €60.1m (FY23: €115.0m).

Taxation

Total taxation for the year from

continuing operations was a charge of

€14.9m (FY23: €29.0m). The effective tax

rate on underlying profits was 23.7% at

€16.1m, a decrease from 29.3% in the prior

year, as a result of tax losses claimed from

the UK Municipal entities. A tax credit of

€1.2m is attributable to the non-trading

and exceptional items of €7.9m as a

number of items are not subject to tax.

Looking forward, we anticipate the

underlying tax rate to be approximately 27%.

Due to items disallowed for tax in both the

Netherlands and Belgium, our effective tax

rate is higher than the nominal rates in the

countries where we operate. Our Group tax

strategy remains unchanged and is fully

documented on the Group website.

The Group statutory profit for the year

from continuing operations, including all

non-trading and exceptional items, was

€45.2m (FY23: €86.0m).

Discontinued operations

The post-tax loss for the year from the

disposal group was €76.1m including the

re-measurement impact in reflecting the

business as asset held for sale. Further

details on the performance of the UK

Municipal business and the implications of

the transaction are provided in note 6.4 to

the consolidated financial statements.

Earnings per share (EPS)

Underlying EPS from continuing operations

excluding non-trading and exceptional

items was 61 cents per share, a decrease of

28 cents given the lower profits. Basic EPS

from total operations was a loss of 43 cents

per share compared to earnings of 79 cents

per share in the prior year.

Dividend

The Board is recommending a final

dividend of 5 pence per share. Subject to

shareholder approval at the 2024 AGM, the

final dividend will be paid on 31 July 2024

to shareholders on the register at close of

business on 28 June 2024.

Strategic report Governance report Financial statements Other information

Renewi plc Annual Report and Accounts 2024 55

CFO’s statement continued

Cash flow performance

The funds flow performance table is

derived from the statutory cash flow

statement including both continued

and discontinued operations and

reconciliations are included in note 18

in the consolidated financial statements.

The table shows the cash flows from an

adjusted free cash flow to total cash flow.

The adjusted free cash flow measure

focuses on the cash generation excluding

the impact of historical liabilities relating

to Covid-19 tax deferrals, settlement of

ATM soil liabilities, spend relating to the

UK PPP onerous contracts and other

items including exceptional cash spend.

Free cash flow represents the cash

available to fund growth capital projects,

pay dividends and invest in acquisitions.

Adjusted free cash flow was only

slightly lower than last year at €69.6m

(FY23: €72.9m) despite the lower EBITDA,

which was offset by improved working

capital management, increased utilisation

of invoice discounting and disposal

proceeds. Replacement capital

expenditure of €57.2m was significantly

lower than last year following the disposal

of the Hemweg site in Amsterdam. The

disposal of this site was anticipated as

part of the overall business plan for the

Renewi Westpoort acquisition in 2022.

Stripping out proceeds from this and

other exceptional property disposals,

replacement capital expenditure was

€77m, a decrease of €17m on the prior

year which included a number of catch up

projects delayed during Covid. In addition,

€66.6m of new leases or modifications

have been entered into which are

reported as right-of-use assets with a

corresponding lease liability. These leases

include the continuation of the truck

replacement programme, property

lease renewals or extensions and others.

Growth capital expenditure of €22.0m

includes further spend on the VLAREMA 8

advanced sorting investments in Belgium

and the newly commissioned rigid plastics

sorting line at Acht in the Netherlands.

Funds flow performance

FY24

€m

FY23*

€m

Underlying EBITDA 232.3 255.6

Working capital movement 25.7 (5.8)

Movement in provisions and other (8.5) (0.2)

Net replacement capital expenditure (57.2) (87.3)

Repayment of obligations under lease liabilities (55.3) (47.5)

Interest and loan fees (31.1) (20.7)

Tax (36.3) (21.2)

Adjusted free cash flow 69.6 72.9

Deferred Covid taxes (19.9) (19.7)

Offtake of ATM soil (2.5) (1.2)

UK Municipal contracts (15.8) (12.2)

Renewi 2.0 and other exceptional spend (5.3) (4.1)

Other (5.2) (10.4)

Free cash flow 20.9 25.3

Growth capital expenditure (22.0) (30.8)

Acquisitions net of disposals 0.2 (59.4)

Total cash flow (0.9) (64.9)

Free cash flow/EBITDA conversion 9.0% 9.9%

* All numbers above contain both continued and discontinued operations. Free cash flow conversion is free cash

flow as a percentage of underlying EBITDA. The non-IFRS measures above are reconciled to statutory measures

in note 8.3 in the consolidated financial statements.

Debt structure

March 24

€m

March 23*

€m

Variance

€m

Belgian Green retail bonds (200.0) (200.0) –

Green RCF (155.0) (102.5) (52.5)

Other Green loans (90.0) (105.0) 15.0

Gross borrowings before lease liabilities (445.0) (407.5) (37.5)

IAS 17 lease liabilities and other (5.2) (9.1) 3.9

Loan fees 3.1 2.3 0.8

Core cash 79.0 43.7 35.3

Core net debt (368.1) (370.6) 2.5

IFRS 16 lease liabilities (247.9) (245.8) (2.1)

Net debt continuing operations (616.0) (616.4) 0.4

* The FY23 numbers have been reclassified to reflect discontinued operations as set out in section 1 in the

consolidated financial statements.

56 Renewi plc Annual Report and Accounts 2024

As previously communicated, this level

of growth spend is lower than originally

planned given delays at further sites for

advanced sorting in Belgium, as full

enforcement of the new regulation

ramps up.

The higher cash outflow relating to interest

includes the settlement of €2.6m of fees

relating to the August 2023 renewal of the

Group revolving credit facility along with

the impact of higher financing costs. Tax

payments were higher in the current year

given the timing of settlements with some

items falling into FY24.

Looking at the three legacy components

that are shown below adjusted free cash

flow, there has been a further €19.9m

repayment on Dutch Covid-19 tax deferrals

as expected. The remaining balance

of €10m will be settled by the end of

September 2024. Cash spend for

placement of TGG soil stocks has been

limited in the period. Cash outflow on

UK PPP contracts was €15.8m. Following

completion of the UK Municipal divestment,

we do not expect any further cash outflows

in respect of UK PPP contracts.

The acquisitions net of disposals inflow

included the sale of an entity acquired

with the Renewi Westpoort acquisition in

September 2023, net of the acquisition of

the Meeus rockwool business in Belgium.

Other cash flows include funding for the

closed UK defined benefit scheme and the

funding of the Renewi Employee Share trust.

Net cash inflow from operating activities

decreased from €188.4m in the prior year to

€168.7m in the current year. A reconciliation

to the underlying cash flow performance as

referred to above is included in note 18 in

the consolidated financial statements

and further details on cash flows from

discontinued operations in note 6.4.

Strategic report Governance report Financial statements Other information

Renewi plc Annual Report and Accounts 2024 57

CFO’s statement continued

Moving forward, our focus is on enhancing

our capacity to generate free cash flow

and achieving a conversion rate of 40% of

EBITDA by the end of FY26. We will achieve

this by eliminating legacy cash outflows,

reducing exceptional costs and optimising

asset utilisation to decrease capital

expenditures. By bolstering our ability

to generate cash, we can adopt a capital

allocation strategy that balances

growth-oriented investments with

enhanced returns for our shareholders.

Investment projects

Expenditure in FY25

Asset optimisation is a key objective to

improve our cash flow generation and

deliver a cash conversion rate of 40%

of EBITDA in the coming years. As such

replacement capital expenditure will

continue to be tightly controlled and is

expected to be between €70m and €80m

in FY25. In addition, c.€50m of IFRS 16

lease investments are anticipated, as

further deliveries on the replacement

truck programme continue. Our medium-

term ambition is to earmark c. 30% of free

cash flow annually to growth capital

projects with return hurdle rates of at

least 16% on a pre-tax basis. Total growth

capital spend in FY25 is expected to be

around €30m on a number of projects

across the divisions.

Return on assets

The Group return on operating assets on a

continuing basis, excluding debt, tax and

goodwill, decreased to 19.9% at 31 March

2024 down from 30.0% at 31 March 2023

given the lower profits in FY24. The Group

post-tax return on capital employed on a

total operations basis was 7.7%

(FY23: 10.6%).

Treasury and cash management

Core net debt and leverage ratios

Core net debt excludes IFRS 16 lease

liabilities and the net debt relating to the

UK PPP contracts which is non-recourse

to the Group and secured over the assets

of the special purpose vehicles. Given

the UK Municipal planned exit and

classification as asset held for sale all cash

and borrowings relating to the disposal

group at 31 March 2024 are now shown in

assets and liabilities held for sale. Core

net debt at 31 March 2024, excluding

any core cash held in UK Municipal,

was €368.1m (FY23: €370.6m). Cash

performance in the last half resulted in

lower net debt and a closing net debt to

EBITDA ratio of 2.14x. Liquidity headroom

including cash and undrawn facilities

remained sufficient at €307m.

Debt structure and strategy

All our core borrowings of bonds and

loans are green financed. As at 31 March

2024, 78% of our core net debt was on a

fixed rate. Most borrowings are long term

with the exception of the €75m Belgian

green retail bonds due for repayment

in July 2024.

In August 2023, the Group completed the

renewal of its revolving credit facility, part

of its Euro denominated multicurrency

green finance facility. The size of the

revolving credit facility (“RCF”) remains

unchanged at €400m and is for an initial

five-year term to 2028 with two one-year

extension options to 2030 together with a

€150m accordion option to increase the

facility subject to lender approval at that

time. Interest remains based on Euribor

plus a margin grid based on leverage and

green sustainability metrics performance.

Financial covenants remained unchanged

and are now tested semi-annually at

September and March.

The introduction of IFRS 16 on 1 April 2019

brought additional lease liabilities onto

the balance sheet with an associated

increase in assets. Covenants on our main

bank facilities remain on a frozen GAAP

basis and exclude IFRS 16 lease liabilities.

The Group has complied with its banking

covenants during the period. The Group

operates a committed invoice discounting

programme. The cash received for

invoices sold at March 2024 was

€116.4m (March 2023: €84.7m).

Provisions and contingent liabilities

Further to the recognition of the UK

Municipal business as asset held for

sale all associated long-term onerous

contracts are included in the liabilities for

disposal group held for sale and outside

of the total provisions value in the balance

sheet. Looking at provisions in continuing

operations around 88% of the Group’s

provisions are long-term in nature relating

to landfill provisions. The provisions

balance classified as due within one year

amounts to €21m, including €5m for

restructuring, €1m for onerous contracts,

€10m for landfill related spend and €5m

for environmental, legal and others.

Further details are provided in note 14

to the consolidated financial statements.

Retirement benefits

The Group has a closed UK defined benefit

pension scheme and at 31 March 2024,

the scheme had an accounting deficit of

€7.6m (FY23: €4.3m). The change in the

year was due to lower returns on pension

scheme assets which were only partly

offset by an increase in the discount rate

assumption on scheme liabilities.

The triennial actuarial valuation of the

scheme as at 5 April 2024 is underway.

The Group’s funding plan has been

maintained at the current level of

€3.5m per annum until December 2024.

There are also several defined benefit

pension schemes for employees in the

Netherlands and Belgium which had a

retirement benefit deficit of €5.3m at

31 March 2024, a €0.3m increase from

31 March 2023.

58 Renewi plc Annual Report and Accounts 2024

Going concern

The Directors have adopted the

going concern basis in preparing these

consolidated financial statements after

assessing the Group’s principal risks.

Further details of the modelling and

scenarios prepared are set out in section 1

of the consolidated financial statements.

The key judgement in both scenarios is

the possibility of weaker macroeconomic

conditions, delivery of the year on year

profit enhancements together with the

Group’s ability to finance the funding of the

UK Municipal exit through its existing RCF

and €120m bridge facilities and settle all

other funding repayments as they fall due.

Having considered all the key judgements

around the financial projections, including

the availability of financing and the

achievability of mitigating actions

included and other levers not included, the

Directors confirm they have a reasonable

expectation that the Group has adequate

resources to continue in operational

existence for the foreseeable future

and to meet all banking covenants.

Annemieke den Otter

CFO

Dismantling

discarded electrical

household

appliances

Strategic report Governance report Financial statements Other information

Renewi plc Annual Report and Accounts 2024 59

Inbound and Outbound revenue

from continuing operations

Operating review

Commercial waste

Division information

Operating sites: 98

Volume of material recycled:

3.7mT

Employees: 4,822 FTE

Revenue: €1,385m

Underlying EBIT: €98.5m

Division information

Operating sites: 46

Volume of material recycled:

1.5mT

Employees: 931 FTE

Revenue: €175m

Underlying EBIT: €16.3m

Specialities

Division information

Operating sites: 8

Volume of material recycled:

1.3mT

Employees: 291 FTE

Revenue: €181m

Underlying EBIT: €9.6m

Mineralz & Water

Financial performance Financial performance Financial performance

Material processing Material processing Material processing

FY24

€m

FY23

€m

Revenue 1,384.7 1,397.3

Underlying EBIT 98.5 129.3

Underlying

EBIT margin 7.1% 9.3%

Operating profit 96.1 134.7

Return on

operating assets 16.1% 25.4%

FY24

€m

FY23

€m

Revenue 181.6 190.9

Underlying EBIT 9.6 0.5

Underlying

EBIT margin 5.3% 0.3%

Operating profit 7.3 1.0

Return on

operating assets 15.9% 0.8%

FY24

€m

FY23*

€m

Revenue 175.2 160.2

Underlying EBIT 16.3 15.9

Underlying

EBIT margin 9.3% 9.9%

Operating profit 15.3 17.1

Return on

operating assets 28.6% 35.4%

Inbound Outbound

12%

88%

87%

13%

Inbound Outbound

20%

80%

Inbound Outbound

* The FY23 numbers have been reclassified to reflect discontinued operations as set out in section 1 in the consolidated financial statements.

The underlying figures above are reconciled to statutory measures in notes 2 and 8.3 in the consolidated financial statements.

Group Central Services locations and employees are not accounted for in the totals above.

60 Renewi plc Annual Report and Accounts 2024

Commercial waste Mineralz & Water Specialities

Renewi’s Commercial Waste division

generates our core revenue, contributing

over 80% to our overall income. The division

comprises industrial and commercial

waste collection, processing and secondary

materials production. Our fleet collects the

waste, which is then sorted and processed

using cutting-edge recycling technologies

into high-quality secondary materials

and recyclates at one of our 98 sites. Key

activities include the processing of mixed

waste streams and monostreams into

high-quality recyclates, and turning organic

waste into biogas. We also offer bespoke

solutions, such as optimised source

separation, to help our customers

manage waste more effectively.

The division’s primary focus is on delivering

the best cost-efficient waste-to-product

solutions to customers by going above and

beyond basic waste management. We are

proactive in helping customers achieve

their sustainability goals by supporting

product recycling, reducing waste and

minimising reliance on virgin raw materials.

Our M&W division plays a crucial role

in advancing the circular economy by

managing substantial quantities of heavily

contaminated soils, aged road surfaces,

industrial waters, sludges, chemical waste,

incinerator residues and packaged

hazardous waste. We feed these diverse

waste streams into decontamination

processes involving separation techniques,

biological methods, thermal extraction

and pyrolysis treatments. As a result, we

generate secondary materials that increase

the sustainability of the construction and

building industries, often in closed-loop

systems such as reintegrating gravel into

new road surfaces.

Our Specialities division comprises

three businesses: Coolrec, which recycles

household appliances; Maltha, a specialist

glass recycling business; and UK Municipal,

which manages our public-private

partnership (PPP) operating contracts.

The division has a presence in five

countries: Belgium, the Netherlands,

the UK, France and Portugal.

Coolrec excels in recycling fridges,

freezers and other small domestic

appliances across sites in the Netherlands,

Belgium and France. Through its recycling

processes, Coolrec efficiently sorts waste

streams into high-quality recycled plastic

and both ferrous and non-ferrous recycled

metal streams. Inbound supply is secured

through collection schemes on

predominantly long-term contracts,

with outbound products supplying

industry partners with premium secondary

materials for closed-loop circular products.

Maltha, a leading European glass recycling

entity, operates in the Netherlands, Belgium,

France and Portugal. Specialising in

recycling flat and container glass into

cullet and glass powder, Maltha is helping

to bring greater sustainability to the glass

industry. O-I, a global packaging glass leader,

holds a 33% stake in the Maltha group.

UK Municipal manages waste treatment

facilities for UK councils. Typically

operating under long-term PPP contracts,

these facilities are well-equipped to treat

residual waste.

Strategic report Governance report Financial statements Other information

Renewi plc Annual Report and Accounts 2024 61

Commercial waste

Commercial Waste revenues were lower

over FY24 at €1,385m (FY23 €1,397m)

versus prior year due to lower recyclate

prices and a weaker construction and

demolition market in the Netherlands.

Underlying EBIT declined to €98.5m

(FY23 €129.3m) and operating profit was

€96.1m (FY23 €134.7m). Recyclate prices

normalised following a sharp peak due

Revenue Underlying EBIT Operating profit

Commercial Waste

FY24

€m

FY23

€m

FY24

€m

FY23

€m

FY24

€m

FY23

€m

Netherlands Commercial 911.5 932.0 52.9 76.9 53.2 69.4

Belgium Commercial 476.2 468.4 45.6 52.4 42.9 65.3

Intra-segment revenue (3.0) (3.1) – – – –

Total (€m) 1,384.7 1,397.3 98.5 129.3 96.1 134.7

Year-on-year variance %

Netherlands Commercial -2% -31% -23%

Belgium Commercial 2% -13% -34%

Total -1% -24% -29%

Underlying EBIT margin

Return on

operating assets

FY24

€m

FY23

€m

FY24

€m

FY23

€m

Netherlands Commercial 5.8% 8.3% 12.0% 19.3%

Belgium Commercial 9.6% 11.2% 27.9% 47.3%

Total 7.1% 9.3% 16.3% 25.4%

The return on operating assets excludes all landfill related provisions. The underlying figures above are reconciled to statutory measures in notes 2 and 8.3 in the

consolidated financial statements.

to supply-chain disruption during and

directly after the Covid pandemic. In the

second half of the year, recyclate prices

had largely stabilised around pre-covid

levels, with the exception of plastics

which continued to be lower due to

excess supply of low-cost virgin plastic

from abroad. Costs increased in line

with inflation, with higher labour costs

across the division.

Operating review continued

Throughout Commercial Waste there

was a strong focus on cost savings,

with headcount reduction and improved

asset utilisation helping to offset the

exceptionally high inflation. Cash

performance was also a top priority,

with improvements in working capital

management and a phased approach

to capital expenditure timing.

62 Renewi plc Annual Report and Accounts 2024

Commercial Waste Netherlands

Market developments

Overall economic activity was subdued in

the Netherlands over the period, with GDP

growth over 2023 of 0.1% with most growth

in the services sector leading to lower

volumes overall. In the Construction &

Demolition segment, nitrogen deposition

caps limited new construction activities

across the country, resulting in decreased

construction volumes and thus increased

competition for the remaining volumes.

A fire at AVR, one of the main incinerators

in the Netherlands, took significant

incineration capacity out of the market.

Operational developments

Through the period, Commercial Waste

Netherlands retained its client base of large

construction companies, differentiating

itself from competitors with its circular

offering, high safety standards and

geographic footprint. In order to meet

customer demands and achieve its own

green ambitions, Renewi purchased a

number of electric vehicles which have

the added benefit of not contributing to

nitrogen deposition.

Decreased inbound Construction &

Demolition volumes also resulted in

decreased outbound recyclate volumes.

Over H2, Commercial Waste Netherlands

saw a stabilisation of the volumes from this

segment. The reduced construction activity

is expected to persist until late 2024 or

early 2025, after which large residential

construction projects currently backlogged

around major cities are expected to

pick up. The rigid plastics line in Acht was

commissioned in the last quarter of FY24,

and will ramp up over the course of FY25.

Commercial Waste Netherlands had

some notable client wins, with zero waste

contracts for Schiphol Airport, Rotterdam

the Hague Airport, University of Twente

and the Ministry of Defence and Custodial

Institution Agency. Partnerships were

concluded with Shell Refineries Pernis

and Moerdijk for total waste management

and Vattenfall for the offtake of Green Gas

as of Q1FY25.

Financial results

Commercial Waste Netherlands revenues

were €911.5m, down 2% year on year driven

by weaker volumes from the Construction

& Demolition sector and lower recyclate

prices. Underlying EBIT was €52.9m, down

31% year on year due to lower recyclate

prices and underlying EBIT margin was

5.8%, down from 8.3% in FY23. In order

to protect margins through the period

of reduced activity, Commercial Waste

Netherlands downscaled variable costs in

line with the decrease in volumes. Savings

were achieved by increasing route density,

measures included in the Simplify

programme, and a reduction in SG&A.

Operating profit was €53.2m, down 23%

from €69.4m in FY23. Return on operating

assets was 12.0%.

Commercial Waste Belgium

Market developments

Over the course of FY24, the new VLAREMA

8 legislation was introduced which requires

a much more extensive sorting to limit the

amount of material going to incineration.

This is a positive development for our

business and the introduction of this

legislation was an important part of

the investment case for Renewi’s

commissioning of an advanced sorting

line in Ghent. As is often the case, the

implementation of this regulation had a

delay between its effective date and actual

enforcement, initially enabling some waste

collecting companies to bypass the new

sorting and recycling obligation. During

the course of the year, Renewi worked

with the authorities to find efficient ways of

enforcing VLAREMA 8 resulting in increased

compliance with the new law and

increased volumes to Commercial Waste

Belgium’s recycling facilities. Electricity

prices were lower than anticipated in FY24,

and labour costs increased.

Operational highlights

Commercial Waste Belgium commissioned

its new advanced sorting line in Ghent in

August, ramping up to 83 kt of throughput

by the end of FY24. A similar advanced

sorting line was to be commissioned

in Puurs, but was postponed until the

enforcement of VLAREMA 8 corresponded

with management expectations.

Commercial Waste Belgium had some

notable client wins, including Total

Energies, BPost, Limburg.net, Nike,

Puurs-St Amands (public), Infra group,

Molnlycke, VRT, Exel Composites (LA) and

Sciensano (Haz Waste), Total (Feluy) and

the wins of SPF Penitentiaire and hospital

Mouscron, reflecting our successful

approach in the care sector.

In terms of new commercial offerings,

Commercial Waste Belgium introduced

the Zero Waste Container which allows

customers to mix 5 waste streams into

one container and is fully VLAREMA 8

compliant, which is particularly attractive

to customers who have limited space.

Commercial Waste Belgium’s food waste

offering was also an area of focus over FY24.

Financial Results

Commercial Waste Belgium revenues were

€476.2m, up 2% year on year driven by

strong volumes helped by the enforcement

of the VLAREMA 8 legislation in Flanders.

Despite cost measures, underlying EBIT

was €45.6m down 13% year on year due to

lower recyclate prices and underlying EBIT

margin was 9.6%, down from 11.2% in

FY23. Operating profit was €42.9m, 34%

lower year on year. Return on operating

assets was 27.9%.

Strategic report Governance report Financial statements Other information

Renewi plc Annual Report and Accounts 2024 63

Operating review continued

Mineralz & Water

FY24

€m

FY23

€m

Variance

Revenue 181.6 190.9 -5%

Underlying EBIT 9.6 0.5 n/a

Underlying EBIT margin 5.3% 0.3%

Operating profit 7.3 1.0 n/a

Return on operating assets 15.9% 0.8%

The return on operating assets excludes all landfill related provisions. The underlying figures above are reconciled

to statutory measures in notes 2 and 8.3 in the consolidated financial statements.

Market developments

Due to further product quality

improvements and positive long term

environmental impact analysis, first

signs of recovery in the civil engineering

market in which Mineralz & Water is

active are visible.

Although the concrete and construction

markets have shown low momentum,

concrete producers have increased

interest in the use of recycled materials,

following the Dutch “Beton-akkoord”

and the EU-directive regarding the

use of recycled materials.

Developments regarding the presence

of PFAS, the emergence of possible new

regulations and best available removal

techniques continue to be an important

topic in the wastewater purification and

soil cleaning market. In both markets,

these developments can introduce both

significant opportunities as well as

challenges to meet emerging

regulatory requirements.

Operational highlights

M&W recovery continued on track over the

course of FY24, with the re-design of the

production line to produce sand, gravel

and filler for use in the concrete and

construction industry, rather than the

previous unsorted product: Thermally

Treated Soil (TGG). As part of this

turnaround, adjustments were made

to improve the quality and consistency

of the sand and filler in order to meet

the technical requirements of concrete

producers. Further important milestones

for entering the concrete market have

been reached, including the End of Waste

(EOW) certification for gravel and filler.

EOW for sand is expected in FY25.

Offtake of the remaining inventory of

legacy TGG stock is proceeding and in

FY24 another 100kt was transferred

to buyers.

Investments in the efficiency of the

packed chemical waste pyrolysis plant

have resulted in a new production

throughput record.

Financial results

Mineralz & Water revenue was down 5%

year on year mainly driven by termination

of unprofitable activities, including soil

washing and bottom ash treatment

Underlying EBIT increased to €9.6m from

€0.5 for FY23, primarily driven by the

turnaround related to soil treatment in

H2 FY24, underlying market pricing and

efficiency improvements, also resulting

in operating profit of €7.3m up from €1m

for FY23.

Mineralz & Water Division

64 Renewi plc Annual Report and Accounts 2024

Maltha

Prices for glass cullet increased over

the period as demand for recycled glass

continued to grow against a scarcity of

glass shards.

Maltha showed continued excellent

performance over FY24, benefitting from

price increases, partially offset by increased

sourcing costs and cost inflation. Volumes

were slightly lower over FY23.

An investment in Polyvinyl butyral (PVB)

was approved for the Lommel site in

Belgium in collaboration with several

companies with the objective of being

able to recycle this material during FY24/25.

The Portugal site has been transformed

over recent years, adding a roof, solar

panels and more recently installing an

improvement in 2024 of an additional

external line for processing CSP (ceramics,

stone & porcelain) material, large volumes

of which would normally be sent to landfill.

The focus in the next financial year will be

to continue to expand the site to process

more material, improving the profitability

through increased sales.

Maltha’s aim is to become the producer

of the best quality cullet in Europe and the

supplier of choice to all glass producers.

The technology upgrades have also had

positive effects on CO

emissions, as they

are more energy efficient, which supports

our clients’ and our own sustainability

targets and vision.

Coolrec

The market for e-waste continues to

provide interesting opportunities for

growth. In addition to market growth

from increased use of electrical appliances,

Extended Producer Schemes continue to

up their efforts to increase collection rates

and regulators increase requirements for

compliant recycling. For instance, in the

Netherlands a stimulus campaign aimed

to improve compliant treatment of cooling

and freezing appliances yielded significant

results. In France, the regulator announced

the requirement for electrical boilers to be

recycled starting January 2025.

On the back of these market developments,

as well as continued commercial success

(e.g. contract extensions with the same

or higher volumes), Coolrec saw record

volumes (up c.10% vs FY23). Coolrec is

building a new boiler treatment line in the

North of France on the back of the new

French boiler regulation, operational Q4

of FY25, expecting to add 15kt of volumes

over the course of the coming three years.

Specialities

FY24

€m

FY23*

€m

Variance

Revenue 175.2 160.2 9%

Underlying EBIT 16.3 15.9 3%

Underlying EBIT margin 9.3% 9.9%

Operating profit 15.4 17.1 -10%

Return on operating assets 28.6% 35.4%

* The FY23 numbers have been reclassified to reflect discontinued operations as set out in section 1 in the

consolidated financial statements.

The underlying figures above are reconciled to statutory measures in notes 2 and 8.3 in the consolidated

financial statements.

Plastics prices, however, remained

significantly depressed as international

plastics producers continued to supply

virgin plastic at prices below recycled to

the European market, as a result of

significant increases in production capacity

coming online, mostly in Asia. This will

remain a point of attention in FY25 and

possibly beyond, as the supply/demand

balance restores.

UK Municipal

At the Capital Markets Day in October 2023,

Renewi announced its intention to conduct

a strategic review of the UK municipal

business to evaluate divestment due to

the drag on cash, poor profit profile and

lack of strategic fit. Renewi has announced

the divestment of UK Municipal, to be

completed before 31 December 2024. As such,

UK Municipal’s financial results are held as

an asset for sale throughout the financial

statements. UK Municipal’s performance

over FY24 was in line with expectations.

Financial results

Revenue from Specialities excluding UK

Municipal (now disclosed as discontinued

operations) was up 9% year on year to

€175.2m and underlying EBIT was up 3%

to €16.3m with margin falling slightly.

Operating profit was €15.4m compared

to €17.1m in FY23.

Specialities Division

Strategic report Governance report Financial statements Other information

Renewi plc Annual Report and Accounts 2024 65

Risk management

Evaluating key risks

In our dynamic operating environment, we encounter various industry, commercial, regulatory,

and other risks, many of which are beyond our direct control. The Board and Executive Committee

vigilantly monitor shifts and developments, identifying and prioritising potential threats. This ongoing

assessment of risk helps ensure the protection of our operations, customers, employees, and the

execution of our strategic objectives.

Integrated risk management

Our assessments have identified various

potential risks, outlined in this section

of the report. For each, we’ve developed

robust mitigation strategies to effectively

reduce these risks, serving as the

cornerstone of our divisional risk

management approach. Our Group risk

management strategy and internal

control frameworks are essential in

enabling us to:

• achieve our objectives;

• maintain shareholder value;

• protect our reputation;

• promote ethical conduct; and

• exercise good governance.

Changes to risk in FY24

Detailed below are the changes to the

risks facing the Group which materialised

in FY24. The business impact was limited

by the mitigations already in place and by

the Group’s risk management processes.

We also detail the emerging risks facing

the Group, to which we remain vigilant.

Input volumes, pricing and composition

The influx and composition of incoming

waste volumes changed due to a weak

construction market in the Netherlands,

and changes in export dynamics, leading

to a reduction in high-value materials

within inbound streams. Moreover,

there was a decline in prices for

recycled materials, such as plastics, and

adjustments in input prices couldn’t

fully offset this decrease. To address

these challenges, we’ve taken proactive

measures, including pricing new business

based on margin over volume, with

well-defined minimum return targets.

Ageing IT backbone

Majority of our existing IT infrastructure is

no longer ideally suited for purpose, the

risk of failure or sub optimal functioning

of our existing IT systems is significant.

The effective maintenance of these older

systems during the development and roll

out of the Future Fit programme will be

important. The failure or sub-optimal

functioning of our existing IT systems can

negatively impact service our customer

satisfaction and employee engagement.

Future Fit is being designed to support our

growth ambitions and strengthen

Renewi’s position in our markets. Over the

past year, we’ve finalised the high-level

process and architectural design of

Future Fit. In FY25, our attention will pivot

towards the construction, configurations

and implementation phases of the new

digital systems. During this transitional

period to the new platform, maintaining

the effectiveness of our current

operational systems will be paramount.

Safety, Health, Environment

and Quality (SHEQ)

One of the most important SHEQ risks

in Renewi’s activities is the risk of fires.

Waste presents an ongoing fire risk due to

its potential for spontaneous combustion,

particularly with the increasing number

of batteries which are inappropriately

included in the waste we receive.

Aside from maintaining appropriate

fire insurance, we are constantly

improving our fire-prevention practices.

This includes investing in fire detection

and prevention technology, providing

comprehensive training to our teams,

and conducting regular fire safety audits.

We also proactively educate our

customers and communities on

the correct disposal of batteries.

Define risks

Assess risks

Evaluate risks

Monitor and

report

Identify existing

and future

mitigating

actions

66 Renewi plc Annual Report and Accounts 2024

Although we had a rise in the number

of minor fires during FY24 which were up

more than 20% versus the previous year,

we had fewer major fires – two in FY24

versus 3 in the prior year and more in

previous periods. This was due to the

effectiveness of our fire detection and

prevention systems.

Another important SHEQ risk is

environmental compliance. With

continuous scientific improvement in

the ability to detect harmful substances,

environmental standards are constantly

increasing. One category which is

important is Per-and Polyfluorinated

Substances (“PFAS”), which we increasingly

test in many of our processes, in line with

environmental requirements (see page 39

for more information). We closely monitor

planned regulatory developments, especially

concerning Per-and Polyfluorinated

Substances in waste, to ensure we are

prepared for any upcoming changes.

A key safety risk is the number of accidents

involving our employees or contractors.

There were no fatal incidents at our sites

during FY24. In response to a previous

year’s fatal incident, we’ve implemented

additional safety measures including

Site Traffic Plans (see page 44 in “Caring

for people and ecosystems“for more

information). We were pleased that the LTIF

rate decreased over FY24 after significant

investment safety training over the year.

Third party incineration

The disruption in business operations at

one of our key outlets has had a substantial

impact on the available capacity for

incineration in the Netherlands, necessitating

significant adjustments in our supply chain,

which were promptly addressed. With

reduced capacity at the remaining outlets,

our flexibility in distributing combustible

waste to incinerators is constrained. We

anticipate this situation will persist until

the key outlet is fully operational again,

which is expected by the end of 2024.

Risk appetite

At Renewi, we take a proactive approach

to managing risk. We regularly evaluate our

risk appetite against the potential impact

on the following:

• Health and safety

• Environment

• Development and acquisition

• Business continuity

• Investors and shareholders

• Financial

• Reputation and media

• Control environment

Principal risks characteristics

Relative speed of impact

Relative inherent risk trend

Dynamic/More gradual

Stable/More gradual

Dynamic/Rapid

Stable/Rapid

4. Changes in law and policy

8. Labour availability, talent

development and diversity

11. Regulatory compliance

13. Cyber threat and ICT failure

14. Input pricing

18. Supply chain transparency

19. Lack of developing climate

policies

2. Residue costs, capacity

and specification

5. Disruptive event

10. Unsustainable debt

12. Long-term contracts

15. Water, stress and drought

16. Extreme heat

1. Product pricing, demand

and quality

3. Input volumes

7. Digital transformation

challenges

17. Increasing pricing of

GHG emissions

6. Health and safety

9. Major plant failure or fire

16. Natural disasters, storms and

wind, flooding

More gradual

Stable Dynamic

Rapid

To see more about key risks,

visit page 70

Strategic report Governance report Financial statements Other information

Renewi plc Annual Report and Accounts 2024 67

Risk management continued

Our focus on environmental, regulatory

and health and safety risks is unwavering,

and we have dedicated significant

resources and attention to these areas.

The Executive Committee and senior

management continuously monitor

these risks to ensure they align with

our low-risk appetite.

Our risk management

framework

Effective risk management is paramount

for achieving sustainable success. It serves

as a cornerstone of sound management

practice and is integral to our strategic

decision-making process. We have

implemented a robust framework that

enables us to conduct thorough and

cost-effective evaluations of risk, ensuring

that our actions are informed and our

objectives are met. The core elements

of our risk management framework are:

the schedule of matters reserved for the

Board which stipulates that the Board

ensures the maintenance of a sound

system of internal control and risk

management; an appropriate risk culture

that ensures risks are effectively

recognised and managed; the risk

assessment review process, which

ensures the timely identification of risks

and the evaluation of their importance.

The outcome of this process is:

• the identification of all significant

strategic, operational, financial

and compliance risks;

• the determination of our current

mitigating controls; and

• the development of action plans

necessary to reduce risks to within

our risk appetite.

The divisional management teams

are responsible for executing the

risk management activities within the

divisions. Divisional management teams

review divisional risk registers, including

mitigating actions, during their meetings.

The Renewi risk register is subject to

thorough discussion and review by both

the Executive leadership and the Board.

Our day-to-day operations benefit from

robust risk management systems, which

encompass divisional risk registers and

integrate risk management into project

management endeavors. Major capital

requests undergo rigorous risk

assessments, adhering to the standards

outlined in the Group Authorisation

Document. Additionally, risk registers are

routinely reviewed during management

team meetings to ensure the efficient

monitoring and mitigation of key risks.

68 Renewi plc Annual Report and Accounts 2024

Board

• Approval and oversight of strategic risk

objectives and actions

• Put in place an appropriate, adequately

resourced risk management policy

• Establish the risk appetite of the Group

and review periodically

• Assess key strategic risks

• Assess the effectiveness of risk management

• Ensure that risk in excess of the risk appetite

after all mitigation measures have been taken

is adequately insured

• Oversight to ensure that the processes for

management of risk are effective, efficient and

robust (delegated to the Audit Committee)

Executive

leadership

• Delivery of strategic actions in line with

risk appetite

• Identify and manage key strategic risks

• Monitor key risk developments

• Drive a culture of risk awareness

• Consider completeness of key strategic risks

• Consider adequacy of mitigations in line with

risk appetite

• Consider aggregation of risk exposures across

the Divisions

• Submit summary risk reports for the Audit

Committee and the Board

Group risk

management

• Ensure that the Board-approved Group risk

management framework is implemented

and effective

• Support the Renewi risk culture through

risk systems, sharing of learnings and best

practices, and review of risk failures

• Provide access to expertise in managing risks,

from across Renewi or from outside specialists

• Review selected risks from risk registers,

assess adherence to the risk appetite and

the mitigations in place.

• Drive consistency in approach, use of tools

and risk appetite across Renewi

Business

areas/divisions

• Owners of the risks are responsible for

delivering mitigating actions in line with the

risk appetite and within a strong risk culture

• Promote an appropriate risk culture

across Renewi in which an awareness

and management of risk in all its forms

is considered by management in their

daily activities

• Periodic and ongoing assessments of risks

and risk trends.

• Reporting risk registers that include the key

strategic risks for each Division, mitigating

actions in place, current risk score, design and

execution of future mitigation approaches and

consider the effects of such actions to the risks

and risk profile.

• Review occurrences of risk management

failure to identify root cause, and identify

and share lessons learned to mitigate risk

of repetition

Our risk management framework

Bottom-up enterprise risk management

Top-down strategic risk management

Strategic report Governance report Financial statements Other information

Renewi plc Annual Report and Accounts 2024 69

Summary of key risks

Key risk Key mitigation Change in the year

1. Product pricing, demand and quality

Market-driven developments that reduce

demand, cause changes in quality or

decrease value of recycled products

Risk direction

Strategic objectives

• Improve product quality to optimise the

price we receive for our products.

• Apply dynamic pricing techniques, that

link input and output market prices and

stabilises margins.

• Create partnerships, innovate and invest in

sustainable technologies that meet market

needs for products and services.

• Expand our contracted outbound

product off-take customer base to

reduce dependency risk.

• Renegotiate long-term and fixed-price

contracts, when the existing ones are

no longer attractive.

• Recyclate prices have dropped further but in

general have now stabilised.

• Fully offsetting the decline in recyclate prices

through dynamic pricing for inbound and

outbound volumes remained challenging

though about 65% of volatility was mitigated.

2. Residual waste disposal costs, capacity and specification

Lack of adequate available capacity

of outlets or changing outlet demands,

resulting in increased pricing or limitations

for disposal of residual waste to incinerators

and other residual volumes

Risk direction

Strategic objectives

• Ensure contracting of multiple outlets,

to reduce dependency risk.

• Explore using alternative

disposal opportunities.

• Use temporary storage of stock to stabilise

supply chain peaks and lows.

• Apply quality controls to ensure residue

volumes meet outlet requirements.

• Lobby and management of relationships in

sector based associations.

• Monitor impact of new legislation and

develop sustainable change to operations

as appropriate.

• A disruption of business operations at one

of our key incineration outlets has seriously

impacted available capacity for incineration

in the Netherlands and required significant

supply chain adjustments, which were

adequately addressed.

• Emerging changes in legislation (e.g. PFAS)

and composition of residual waste (e.g.

inflammable, explosive elements) are forcing

outlets to review specification requirements

and apply more critical acceptance

procedures, threatening our ability and

agility in disposal of residual waste.

3. Input volumes, pricing and composition

Changes in availability and composition of

waste volumes driven by market disruptions

and/or changes laws and regulations, that

deteriorate market demand and/or pricing

conditions for waste collection services and

the processing of waste volumes

Risk direction

Strategic objectives

• Careful monitoring and reporting on

incoming waste volumes and pricing trends.

• Agile and focused sales activity and

customer lead planning.

• Secure flexibility in contracting in adapting

to external and inherent changes that could

jeopardise margins.

• Intensified portfolio management, focus on

relevant profitable market segments and

products for growth and realisation of our

sustainability targets.

• Where appropriate, use longer-term

contracts to limit exposure to volume loss.

• Available waste volumes in general at

best remained stable and in some cases

slightly decreased.

• The composition and sourcing of

incoming waste volumes shifted as a result

of legislation and enforcement of it (e.g. level

playing field in application of the VLAREMA 8

framework in Belgium) and exports which

results in fewer high-value materials in

inbound streams.

• We are pricing new business for margin over

volume with clear minimum returns targets.

Risk management continued

70 Renewi plc Annual Report and Accounts 2024

Risk direction

Dynamic/More gradual

Stable/More gradual

Dynamic/Rapid

Stable/Rapid

Strategic objectives

Leader in recycling Being a circular economy changemaker

Leader in secondary material production

Reducing our carbon emissions

Caring for our people and ecosystemsSelectively gain market share

Key risk Key mitigation Change in the year

4. Changes in law and policy

Changes in laws and policies, including

environmental and compliance regulations, that do

not contribute to our strategy and competitiveness in

increasing the use of recycled materials and related

sustainability targets

Risk direction

Strategic objectives

• Participate in sector-based associations

(e.g. Vereniging Afvalbedrijven in the

Netherlands) and engage with legislators

and regulators to advise on appropriate

policies for the sector.

• Research by internal specialists to ensure

changes are planned for and potential

opportunities are captured.

• Opening of our new facility in Ghent,

Belgium, to comply with VLAREMA 8

legislation requirements.

• Frequent on-site engagements with

policy makers.

• Hiring of a senior executive, a former

senior government official, as Chief

Strategy Officer with a strong focus

on public affairs.

• Upcoming important changes in various

legislative areas are under review and are

adequately prepared for.

5. Disruptive event

A disruptive event such as a pandemic or war

with severe consequences for continuity or

competitiveness of our business activities

Risk direction

Strategic objectives

• Develop crisis protocols and set up of

site based business continuity plans.

• Monitor developments in external

indicators of increased risk for events

that have a disruptive impact on

business operations as a standard

management activity.

• Set up and maintain site-based risk

assessments and reviews.

• During 2023, energy prices returned

to 2021 levels; We have reduced our

exposure to uncontrollable changes

through fixed contracts, which has

stabilised our energy risk.

6. Health and safety

Accidents causing injury or loss of life, ensuing

personal suffering, causing damage to our personnel,

safety track record and reputation.

Deterioration of physical and mental health in society

in general and our workforce in particular that affects

the employability of our employees as well as

effective and efficient operations

Risk direction

Strategic objectives

• Continued execution of safety risk

assessments (RI&E).

• Continuous improvement of

safety standards.

• Strict reporting on safety performance

(KPIs, near misses, incidents)

and follow-up.

• Implementation of new safety standards

following incident reviews.

• Extensive self assessment programmes

and internal audit activity on

safety effectiveness.

• ISRS Management System

implementation started, enhancing

safety leadership and management,

supported by a more elaborate system

for risk identification.

• Company wide implementation of a site

traffic safety programme by installing

technical facilities and tailored

procedures to create a significantly

safer work environment.

Strategic report Governance report Financial statements Other information

Renewi plc Annual Report and Accounts 2024 71

Key risk Key mitigation Change in the year

7. Ageing IT backbone

Ageing IT backbone limits the ability

to further enhance and optimise our core

business processes in line with market

needs, and to fully leverage the value from

digital innovations available in the market

Risk direction

Strategic objectives

• Invest in replacing current fragmented and

bespoke systems with a market standard,

SaaS, “Digital Core” spanning our core

business processes.

• Harmonise business processes to enable

efficiencies at scale.

• “Future Fit” launched as joint IT/Business

programme to implement new Digital Core

and harmonise the business processes

and data.

• Configuration of a SaaS solution is

under way.

• Programme and IT team have

been mobilised.

8. Labour availability, talent development and diversity

Lack of availability of sufficient number and

skillset of key personnel in markets where

we operate

Access to recruiting of talented people to

ensure availability of capable key personnel

Changing demands in society to ensure a

safe and diverse culture in organisations

Risk direction

Strategic objectives

• Invest in training and development of staff

and management by talent programmes

and talent reviews.

• Increased focus and attention on critical

positions, succession planning, individual

development plans, as well as needs and

expectations to create better balanced

composition of local teams.

• Continued attention to diversity and

inclusion, offering specific trainings and

awareness raising activities.

• A succession planning grid was created for

critical positions (our top 15 positions),

including quarterly follow-ups.

• The economy and labour market stabilised,

but in some areas (e.g. economic hot spots)

we are still facing challenges in recruitment.

• Several organisational changes (e.g. the

Simplify programme), increased efficiency

and reduced cost.

• Increased attention to talent management,

succession planning and individual

development plans in the annual

performance review cycle.

• D&I day to raise awareness and

celebrate diversity in our organisation.

9. Major operational failure or calamity

Operational failure or calamity at a key

facility, leading to business interruption,

loss of revenue or material damages

Risk direction

Strategic objectives

• Fire safety standards and prevention

facilities and procedures are in place.

• Close engagement with insurers and

continuous review of creating a balanced

approach in prevention and required

insurance cover.

• Business continuity planning in place at

all major sites and under review for all sites.

• Mechanical breakdown insurance in place

at high-risk facilities, and reviewed regularly.

• Regular periodic structural maintenance

shutdowns at key facilities to ensure

process continuity.

• We noticed a trend of more minor fires,

mainly due to the increase of flammable/

explosive components in the incoming

waste; increasingly we have detection

systems in place and if such fires occur,

they usually can be extinguished quickly.

• In recent years, we have made significant

investments in fire safety and prevention.

This has been successful with a significant

reduction in the number of major fires.

Risk management continued

Summary of key risks

72 Renewi plc Annual Report and Accounts 2024

Risk direction

Dynamic/More gradual

Stable/More gradual

Dynamic/Rapid

Stable/Rapid

Strategic objectives

Leader in recycling Being a circular economy changemaker

Leader in secondary material production

Reduce our carbon emissions

Caring for our people and ecosystemsSelectively gain market share

Key risk Key mitigation Change in the year

10. Unsustainable debt

Lack of availability in the marketplace of

attainable funding at competitive conditions

Risk direction

Strategic objectives

• Explore new or different financing structures

that reduce our financing cost, optimise

liquidity and financing headroom.

• Strict return requirements for

capital expenditure.

• Strong budget and project control on

investment projects and accept only

projects that meet our return requirements.

• Balance of leased and owned assets,

optimise asset utilisation.

• Debt levels were held at comfortable levels

with ample liquidity headroom.

• Revolving Credit Facility renewed in August,

covenant and liquidity headroom

remains adequate.

11. Regulatory compliance

Increasing complexity and changes in

environmental laws and regulations that

do not contribute to our sustainability

targets or undermine our market

competitiveness

Risk direction

Strategic objectives

• Implementation of compliance based

management system (ISRS).

• Include potential non-compliance issues in

business case evaluations and CAPEX-budgets.

• Participate in sector based associations and

engage with legislators and regulators to

advise on compliance matters for the sector.

• Adequate follow-up on certification and

internal audits.

• Potential risks are related to emerging

developments in regulations for specific issues

(eg. PFAS). We are monitoring this closely.

• ISRS implementation gap analysis provided

additional insights in risks and potential

non-compliance issues, which enables us to

better target investments to mitigate these gaps.

• New and changed regulatory standards create

organisational challenges around data definition

and recognition, to enable consistent reporting.

We have responded by implementing

process improvements.

12. Long-term contracts

Entry into long-term contracts on

disadvantageous terms that have

significant negative impact on

operations and performance

Risk direction

Strategic objectives

• Selective bidding on contracts, combined with

robust governance controls on entering any

new major contracts.

• Detailed risk assessments and due diligence

on contracts.

• Clear understanding of contractual

requirements and substantiated plans

to address and mitigate these risks must

be included in business cases and

investment decisions.

• The Board remains cautious regarding complex

long-term contracts; appropriate governance

procedures are in place.

• Due to careful review and decision to exit the UK

Municipal business, we believe this risk will be

mitigated to a normal business as usual level,

and we expect not to report on this risk

separately in the next financial year.

Strategic report Governance report Financial statements Other information

Renewi plc Annual Report and Accounts 2024 73

Key risk Key mitigation Change in the year

13. Cyber threat and ICT failure

Cyber crime and/or ICT failure causing

business interruption, loss of revenue

or damages

Risk direction

Strategic objectives

• Data back-up and system recovery

procedures, following standard IT

security protocols.

• Review of business continuity planning,

back-up and recovery strategies.

• Service level agreements exist with

key external providers.

• Increased focus on developing new

mitigations for newly discovered

cyber security risks.

• Ongoing improvements to security in IT

infrastructure and user-awareness campaigns.

• Security breach monitoring and detection

capabilities are further improved.

14. Extreme heat

Global rise of seasonal average

temperatures, causing disruption in

continuity of business operations, loss of

revenue or damages due to climate change

Risk direction

Strategic objectives

• Develop risk assessments, emergency

responses and adapt contingency plans

to ensure business continuity.

• Review procedures for controlling

temperatures at sites when extreme

heat situations occur.

• Review the necessity to expand installation

of fire detection and prevention systems.

• No material changes in the year. We continue

to monitor occurrences and will develop

tools to quantify risk exposures and we

will adapt accordingly.

15. Water stress and drought

Local disruption of available water

sources and/or lower water levels, causing

discontinuity of business operations, loss

of revenue or damages

Risk direction

Strategic objectives

• Review risk assessments, emergency

response and adapt contingency plans

to ensure business continuity.

• Review procedures for how to respond when

water stress or drought situations occur.

• No material changes in the year. We continue

to monitor occurrences and will develop

tools to quantify risk exposures and

adapt accordingly.

16. Natural disasters, storms and wind, flooding

Natural disasters, caused by storms and

extreme winds, extreme rainfall, overflowing

waterways, causing local inoperability of

our facilities and/or fleet loss of revenue

or damages

Risk direction

Strategic objectives

• Emergency response and contingency plans

to ensure business continuity.

• Investment in additional water storage or

drainage capacity at some processing sites.

• No material changes in the year. We will

continue to monitor occurrences, and will

develop tools to quantify risk exposures and

adapt accordingly.

Risk management continued

Summary of key risks

74 Renewi plc Annual Report and Accounts 2024

Risk direction

Dynamic/More gradual

Stable/More gradual

Dynamic/Rapid

Stable/Rapid

Strategic objectives

Leader in recycling Being a circular economy changemaker

Leader in secondary material production

Reduce our carbon emissions

Caring for our people and ecosystemsSelectively gain market share

Key risk Key mitigation Change in the year

17. Increasing pricing of GHG emissions

Changes in laws and regulations increasing our

exposure to pricing of GHG emissions, with cost

impact of business operations and

competitiveness challenges

Risk direction

Strategic objectives

• We monitor the regulatory landscape

across Europe to note any changes in

carbon taxing.

• We have built our carbon emission

reduction plan to reduce by 50% our

scope 1&2 emissions by 2030 (FY31).

• We are considering advanced

technologies for carbon capture.

• For more details about these actions see

‘The increasing price of GHG emissions’

on page 86.

• Actively following changes in regulations

in EU countries on carbon pricing.

• First decarbonisation roadmap built and

presented to Board.

18. Supply chain transparency

Complexity in laws and regulations on transparent

reporting about supply chain sustainability impact,

with cost increasing effects on business operations

and competitiveness challenges

Risk direction

Strategic objectives

• As CSRD starts being mandatory for

a wide range of companies in EU:

1) reporting and transparency on GHG to

become a standard and access to scope 3

should become easier within the

value chain.

2) carbon reduction targets in scope

3 will open the doors to discussions and

collaboration between stakeholders in

the value chain.

• The developments in the MyRenewi portal

create advanced dashboards that provide

insights for customers on recycling outcomes

and associated emissions.

• We support part of the CSRD reporting of

our customers by enabling our systems

to generate client-specific datasets.

19. Lack of developing climate policies

Lack of developing clear global climate policies

by governments or regulators which will slow

down adequate climate actions being

implemented swiftly

Risk direction

Strategic objectives

• We support and lobby for progressive

climate-related policies of governments in

our markets.

• We continuously monitor the progresses and

decisions from regulators and government

where we operate.

• We took part in several governmental and

associations’ working groups.

Strategic report Governance report Financial statements Other information

Renewi plc Annual Report and Accounts 2024 75

Transition and physical climate risks overview

Category Time horizon

Key impacted

geographies

Potential financial

impact area

Scenario trend

significance

Link to

Key risks

Transition risk

Increasing pricing of GHG

emissions

Policy &

Legal

To 2025 Across all

• Operating

costs

• Capital

investment

Higher risk

Supply chain transparency

leading to decrease in volumes

Policy &

Legal

2025-2030 Across all Revenues Lower risk

Lack of developing

climate policies

Policy &

Legal

2025-2030 Across all Revenues Lower risk

Changes in waste volume and

composition due to reduce

and re-use principles

Markets

2025-2030 Across all Revenues Lower risk

Physical risk

Extreme heat

Acute &

Chronic

To 2025 Across all

• Operating

costs

• Capital

Investments

• Revenues

Higher risk

Water stress & drought Chronic

2025-2030

Netherlands,

Belgium,

France,

Portugal

Moderate –

higher Risk

Flooding Acute

2025-2050 Across all

Moderate –

higher Risk

Storms & wind Acute

2025-2030 Across all Moderate risk

1. Time horizon: By when the risk itself will start impacting Renewi’s activities.

Guidance on how to read “Scenario trend significance”:

• Transition risks: A direct output of our internal climate-related risks and opportunities assessment was the “impact rating” from

every transition risks and opportunities. These ratings represent the potential scale of impact on operations, reputation and financial

that those risks and opportunities have on Renewi. A weighting below 0 is a risk (negative impact), and above 0 is an opportunity

(positive impact). Risk and opportunities scores were then calculated by multiplying the “impact weighting” from that internal

assessment by the “scenario indicator delta”. A score closer to -1 is a higher risk, a score closer to 0 is a lower risk, a score above 0 is

an opportunity. The overall risk scores are provided per indicator.

• Physical risks: working with the same approach, the “impact rating” from every physical risks were generated. Physical risk scores

combine the relevance weightings and climate trends data at the locations of the site’s operations. Scores are displayed for both RCP4.5

and 8.5 under 2030 and 2050. Renewi uses RCP 8.5 for generating summary maps and disclosing here the scenario trend significance.

Risk management continued

Climate risk horizon

0-5 years:

Strategic key risk

0-25 years:

Climate-related risk

In the strategic risks assessment, the

impact and likelihood of key risks is

assessed for the upcoming 5 years.

Several climate related risks are already

integrated within this time frame as

key risks. Assessing and quantifying

the impact of climate related risks on

Renewi’s activities requires to consider

a longer time horizon. We also consider

climate related risks over a time horizon

of 0 to 25 years.

76 Renewi plc Annual Report and Accounts 2024

The main climate risks are as follows:

The increasing cost of GHG emissions

This risk is for Renewi both its primary risk

and opportunity. You can read more detail

about it on page 86 in the TCFD section.

To anticipate any potential impact

from carbon pricing, Renewi monitors

the regulatory landscape across Europe.

In the short term, Renewi expects no or

limited impact.

Not investing sufficiently in decarbonising

our operations, in green technologies,

efficiency upgrades and carbon capture

solutions may lead to high carbon costs in

the future. To be prepared for the medium

to long-term impact of carbon pricing,

Renewi has started its decarbonisation

journey and aims to halve its carbon

footprint Scope 1&2 by 2030 (FY31).

Extreme heat

This increases the risk of fire through

spontaneous combustion of waste.

Extreme heat can also make working

conditions difficult for our employees,

with the possibility of heat-related

illnesses such as heat stroke.

Water stress and drought

Water shortages may cause some plants

to halt operations or develop alternative

methods of obtaining water. At some sites,

low river levels may mean ships and barges

have difficulties reaching the dock.

In accordance with Provision 31 of the UK

Corporate Governance Code, the Board has

assessed the prospects of the Group over a

period of more than 12 months and has

adopted a period of five years for the

assessment which is in line with the

Group’s strategic planning process. The

strategic growth plan represents the

longer-term strategic goals of the Group

which are expected to deliver significant

growth in the later years of the five-year

plan, but the benefits of any projects not

yet formally approved by the Board are not

included in our viability assessment

modelling.

The key assumptions made in Renewi’s

long-term financial model are: optimise the

portfolio, build a strong platform for

growth and drive organic growth.

Optimising the portfolio includes the

continuation of recovery at ATM along with

the completion of certification and the

divestment of UK Municipal. The Group’s

ability to finance in FY25 the funding of the

UK Municipal exit and settle any short-term

funding repayments is a key judgement as

set out in the going concern considerations

included in section 1 of the consolidated

financial statements. It has been assumed

for viability modelling that all future

maturity of financing facilities will be

replaced with a facility of equivalent value

at that time.

The Board assessed the principal risks to

the business as set out in the preceding

pages and concluded that six severe but

plausible risk scenarios should be tested

separately. We have also tested an

appropriate combination of scenarios. The

risks selected for modelling are considered

to be those with the most significant,

quantifiable potential impact in the review

period. The scenarios modelled included

up to 20% lower recyclate product pricing

due to challenges in the offtake markets, a

3% volume driven revenue due to an

economic downturn, further delays in the

operational ramp-up at ATM combined

with increased plant downtime, failure to

implement general price increases due to

price pressure lower economic growth and

a cyber-attack which severely impacts our

ability to operate for a period of up to one

month. For each scenario the Group has

also identified the mitigation steps it would

take to reduce the risk and performed the

scenario testing on that basis. These

mitigations include the deferral of capital

expenditure, working capital controls and

other discretionary cash flows.

The Group’s liquidity and financial

headroom have been assessed and

incorporated within the risk-scenario

modelling. Based on the consolidated

financial impact of the sensitivity analysis

and associated mitigating actions that are

either in place or could be implemented, it

has been demonstrated that the Group

maintained headroom in the event of each

of the separate scenarios and a combined

scenario occurring.

Having considered all of the elements of

the assessment, the Directors confirm they

have a reasonable expectation that the

Group will be able to continue in operation

and meet its liabilities as they fall due for

the period of assessment.

Viability statement

Strategic report Governance report Financial statements Other information

Renewi plc Annual Report and Accounts 2024 77

TCFD

Task force on Climate-related

Financial Disclosure (TCFD)

Introduction

Climate change and sustainability are at the

core of Renewi’s purpose to protect the

world by giving new life to used materials.

As a waste-to-product company, we

enable the circular economy and

contribute to climate-change mitigation

by providing recycled, lower-carbon

secondary raw materials. As such, our

strategy is driven by supporting the effort

of keeping global warming to 1.5°C and

capitalising on opportunities provided by

the transition to a low-carbon economy.

Historically, we have considered and

assessed the Group to actively support

other companies’ contribution to keep

global warming to 1.5°C by enabling

carbon avoidance outside our Group’s

own value chain. From a transition

perspective, this is due to our position as

a leading waste-to-product company. We

have not yet been significantly impacted

by physical climate change. However,

we are continuing the integration of the

Task Force on Climate-related Financial

Disclosures (TCFD) framework into our

processes. Accordingly, we are now

considering climate-related risks

and opportunities in a systematic,

comprehensive and consistent way.

This will continue to evolve over time to

meet the increasing needs of these risks,

as well as the disclosure needs of all

stakeholders related to them.

Statement of compliance

Renewi has complied with the requirements

of the Financial Conduct Authority,

in particular LR 9.8.6R, by including

climate-related financial disclosures

consistent with the recommendations

of the TCFD across its four pillars. Areas

in which we have made progress this year

and in which we continue to develop our

climate-related disclosures are described

throughout this section, and we explain

how our actions align with the 11 TCFD

recommendations in the table below.

The areas where we have not yet fully

adopted, along with our plans to improve

in the coming years are:

• Strategy – S(c): While we performed

a qualitative risk and opportunities

assessment in our first year of disclosure,

we have yet to update our climate

scenarios and repeat this exercise

across all our locations. We are also yet

to further quantify the identified risks

and opportunities. We have conducted

a first pilot assessment for two risks

and opportunities, and are planning to

expand this to encompass all risks and

opportunities over the coming years.

• Risk management – Ra): From the update

of our climate scenario analysis, further

description of the relative significance

of climate-related risks in relation to

other risks needs to be provided.

• Risk management – R(c): We need

to further improve awareness and

understanding of climate-related

risks across the Group.

• Metrics & Targets – M(c): We are

determined to follow the SBTi guidance

towards a net zero decarbonisation

plan. We have committed to setting

near-term targets. While we are waiting

to get our targets validated by SBTi, we

are focusing on further enriching our

decarbonisation roadmap. In the

following years, we will extend this

plan to net-zero target.

Renewi will be working in the coming

years to meet full compliance on TCFD

requirements. By the end of FY25, we

expect to reach compliance in the

sections Ra) and Rc). Renewi will be

making good progress on section Sa)

during FY25 but we expect final work to be

completed during FY26. The validation of

our carbon reduction targets by the SBTi

is intended in FY25 but depending on

the availability, feedback and review

by the SBTi.

Compliance Future focus

Location

page

Statement of compliance 78

Governance

Ga a. Describe the Board’s

oversight of climate-related

risks and opportunities.

• Compliant • The Board will continue its regular oversight, engagement

and challenge on climate-related strategy and activity.

• As the Group prepares for CSRD reporting by 1 April 2025, its

governance framework will be reviewed to ensure it includes

sufficient focus on ESG topics, including climate-related risks

and opportunities.

Gb b. Describe management’s

role in assessing and

managing climate-related

risks and opportunities.

• Compliant • Management’s role in assessing climate risk will be enhanced

by improved data coverage.

• There will be focus on collating, enhancing and automating ESG

and climate-related activity, reporting and disclosures.

80-81

78 Renewi plc Annual Report and Accounts 2024

Compliance Future focus

Location

page

Strategy

Sa a. Describe the climate-related

risks and opportunities the

organisation has identified over

the short, medium and long term.

• Compliant • Scenario analysis exercise to be repeated with latest

available climate scenarios.

82-84

Sb b. Describe the impact of

climate-related risks and

opportunities on the

organisation’s businesses,

strategy and financial planning.

• Compliant • Through updated scenario analyses, the Group will

revise the potential impact of climate-related risks and

opportunities on its strategy and expected financial

and performance.

Sc c. Describe the resilience of the

organisation’s strategy, taking into

consideration different climate-

related scenarios, including a 2°C

or lower scenario.

• Partly-compliant • Improvement of the Group’s modelling through updated/

improved data and development of new models to cover

other risks, opportunities and financial impact metrics.

85-86

Risk management

Ra a. Describe the organisation’s

processes for identifying and

assessing climate-related risks.

• Partly-compliant • Develop internal methodologies to identify, assess and

manage climate-related risk.

• Analyse the outputs from our second generation climate

scenario analysis to support climate risk management.

• As CSRD reporting requirements become clearer to the

Group, improve our climate-related data coverage

and quality.

87-88

Rb b. Describe the organisation’s

processes for managing climate-

related risks.

• Compliant • Sufficiency of existing mitigation efforts will be reassessed

during the Group’s next scenario analysis exercise.

Rc c. Describe how processes

for identifying, assessing and

managing climate-related risks are

integrated into the organisation’s

overall risk management.

• Partly-compliant • As part of the regular risk assessment process

improvement, further raise awareness and understanding

of climate-related risks within the organisation.

Metrics and targets

Ma a. Disclose the metrics used by the

organisation to assess climate-

related risks and opportunities

in line with its strategy and risk

management process.

• Compliant • The Group will continue to identify and track appropriate

metrics to measure progress against our climate

ambitions and monitor progress against targets.

• The Group does not have an internal carbon pricing

framework but continues to consider the implementation

of appropriate tools and methodologies.

Mb b. Disclose Scope 1, Scope 2 and, if

appropriate, Scope 3 greenhouse

gas (GHG) emissions and the

related risks.

• Compliant • Continue to enhance emissions calculations and improve

data quality.

Mc c. Describe the targets used by the

organisation to manage climate-

related risks and opportunities

and performance against targets.

• Partly-compliant • To get our targets validated by SBTi.

• To begin enriching the Group’s scope 3

decarbonisation roadmap.

• The Group will continue to monitor performance against

science-based targets and revise this in line with available

science and the latest pathways.

Strategic report Governance report Financial statements Other information

Renewi plc Annual Report and Accounts 2024 79

TCFD continued

Governance

Renewi carefully considers climate-

related matters during all key decision-

making at every management level of the

organisation. Over the past years, Renewi

took active steps to further improve its

climate governance. This included a

workshop organised with the help of a

leading global sustainability consultancy

team, which served as an upskilling

exercise to better align our processes and

priorities on climate governance. It was

attended by the Chief Executive Officer

(CEO), Chief Financial Officer (CFO) and

several senior management positions

across functions such as Strategy,

Finance, Risk and Sustainability.

The discussions that took place at this

workshop resulted in clear targets for

improving our climate governance,

which are described below.

Ga) Board oversight

The Board considers climate change

issues when reviewing and guiding

strategy and investment decisions. The

Board also has ultimate responsibility for

ESG, sustainability and climate-related

risks and opportunities. For example, the

Board requires each organic investment,

as well as every M&A or divestment

proposal, to cover its impact on the

Company’s carbon footprint and

recycling rate and also sets ESG-related

performance objectives for management.

The Board’s ESG responsibility also

includes approving the climate-related

risks and opportunities in the risk register

and setting climate-related targets.

Climate change is discussed at least

every six months through updates from

the Executive Committee, during which

progress against set targets is discussed.

To clarify responsibilities between itself

and the Board, the Audit Committee

updated its terms of reference to explicitly

include its climate-related tasks, which

are to review climate-related assessments

and associated methodologies, ensure

compliance with all relevant standards

and regulations, and track progress

towards targets. Sustainability topics

are mandatory agenda points at all

Audit Committee meetings.

The Board reviewed and approved Renewi’s

decarbonisation ambition and targets in

FY23. At the end of FY24, the Board

reviewed its decarbonisation strategy.

Given the high importance of climate

change to the purpose and values of

Renewi, many Board members have

good knowledge of climate change

in a commercial context. For more

information on their experience, please

see pages 94 to 95. To recognise the

importance of climate-related disclosures

to a broad range of stakeholders, the

Board regularly discusses climate-related

issues to gain a greater level of knowledge

that enhances the review, assessment,

modelling and reporting of these risks.

As the Group prepares for CSRD reporting

for its financial year 2025, its governance

framework will be reviewed to ensure it

includes sufficient focus on ESG topics,

including climate-related risks and

opportunities. The process is also under

way to verify and get Renewi’s near-term

targets validated by SBTi.

Gb) Management’s role

Within the Executive Committee, the

CEO is responsible for communicating

climate-related issues to the Board.

The CFO is responsible for guiding climate

risk management, and the Chief Strategy

Officer (CSO) is accountable for driving

climate-related strategies. The Executive

Committee reviews investment decisions,

including for climate-related risks and

opportunities, on an ongoing basis. It is

responsible for overseeing strategy and

targets, reviewing progress and managing

roadmaps and specific projects to meet

targets. Climate change is a standing

agenda item at each Executive Committee

meeting, following which updates are

communicated to the Board at least

every six months.

Our Sustainability function is responsible

for the day-to-day management of

climate-related matters at the

management level and for reporting

progress against our climate, ESG and

sustainability targets. The Sustainability

80 Renewi plc Annual Report and Accounts 2024

Manager collects climate-related

information from the Divisions and updates

the Executive Committee on progress,

while Sustainability Leads across all

divisions and key functions are responsible

for strategy implementation and data

collection at division and function level.

The Group’s long-term incentive plan

is designed to incentivise and reward

the achievements of earnings per share

growth, total shareholder return, the

recycling rate based on the Company’s

sustainability plan and, for Executive

Directors only, return on capital employed

over a three-year performance period.

The CEO, CFO and Executive Committee

members already have Renewi’s recycling

rate targets within the incentive plan.

Renewi’s recycling rate performance

directly quantifies the positive outcome

the Company achieves in combating

climate change through increasing the

circularity of materials, avoiding use of

landfill and incineration with or without

waste to energy, eliminating CO

from our

customers’ carbon trajectory and enabling

carbon avoidance within their value chains.

We actively manage the Company’s

knowledge base on climate change and

sustainability and its importance to our

purpose and values, and include education

on these subjects both in our onboarding

sessions and online training materials

accessible for all employees. For example,

we use the UNGC’s (United Nations Global

Compact) Academy website to offer free

training to our employees. Employees also

have access, via a SharePoint page, to

Renewi’s sustainability goals, metrics and

targets, and latest updates, as well as basic

knowledge on climate change and how we

contribute to enabling a circular economy

of materials. Through a biannual live event

translated into three languages, we provide

updates for employees and customers on

our sustainability goals, year-to-date

performance figures and further

background on climate change and

our role in the circular economy.

We are focusing on collating, enhancing and

automating our reporting and disclosures

on ESG and climate-related activity.

Strategic report Governance report Financial statements Other information

Renewi plc Annual Report and Accounts 2024 81

TCFD continued

Strategy

Sa) Our identified climate-

related risks and opportunities

We have worked alongside a leading

global sustainability consultancy to

identify relevant climate-related risks and

opportunities and assess the materiality

of these issues aligned with our Enterprise

Risk Management framework.

In FY22, Renewi ran its first scenario

analysis to identify the climate-related

risks and opportunities and assess the

resilience of its business model.

The methodology was based on the

climate scenarios provided by the

Intergovernmental Panel on Climate

Change (IPCC) (RCP 4.5 and RCP 8.5, 5

Assessment Report) and the International

Energy Agency (IEA) (Net Zero and Stated

Policies scenarios). See more details about

the transition and physical scenarios

selected in the two tables below.

Renewi has selected these four different

scenarios to explore the possible risks and

opportunities associated with low and

high-carbon futures across a 30-year

time horizon. The analysis exercise was

undertaken primarily to understand and

quantify how climate change risks may

impact the Group’s activities, understand

what actions might be required to ensure

the future resilience of Renewi’s business

model, and support better planning and

preparation for alternative outcomes.

Transition scenarios selected for analysis:

Source International Energy Agency (IEA)

Net zero by 2050 Stated policies

Description A pathway that limits global warming to 1.5°C

through stringent climate policies and

innovation. This reaches net zero CO

emissions by 2050.

A scenario considering currently stated policies

without additional policy implementation. It takes

granular, sector-by-sector data, looking at existing

policies and measuring those under development.

It roughly aligns with a 3°C temperature outcome in

2100.

Rationale for selection A lower carbon scenario – also seen as the

most optimistic scenario and aligned with

the Net-Zero Emissions by 2050 Scenario

(NZE).

A higher carbon scenario aligned with the Stated

Policies Scenario (STEPS) that would not even

reach net-zero by 2100.

1. IEA World Energy Outlook 2021. IEA Data was supplemented by market or technology-specific trends from other equivalent sources.

Physical scenarios selected for analysis:

Source Intergovernmental Panel on Climate Change (IPCC) – Assessment Report 5 (2014)

Representative concentration pathway (RCP) 4.5. Representative concentration pathway (RCP) 8.5.

Description and rationale of

selection in 2021 (prior to the

release of the 6

IPCC Report).

This used to be a scenario that assumed the

implementation of emissions management

and mitigation policies most closely aligned

with the commitments of the Paris Agreement.

This used to be a ‘business as usual’ scenario that

assumed, through limited co-ordinated action, the

world would continue to emit significant amounts

of GHGs throughout the century, with warming

continuing to 2100. It was selected as the scenario

most closely aligned with emissions trends and the

rate of warming known at the time of the assessment.

82 Renewi plc Annual Report and Accounts 2024

The following time horizons were used:

Time Horizons Description

Short to medium term (0-5 years) The time horizon for strategic and financial planning cycles

Long term (>5 years) The time horizon for matters occurring beyond the Group’s financial planning cycle. This was considered

through scenario analysis, which assessed two different timeframes: until 2030 and 2030-2050

More information on our risk assessment

process is provided on pages 66 to 69

and in the risk management section of

this disclosure.

Renewi considers the advancement of the

circular economy to be one of its key

deliverables (see page 23 of our strategy

section). We are acutely aware of climate

change and the socio-economic transition

driven by mitigating and adapting to its

effects, and we embrace the responsibility

we bear to play a central role in shaping

the market in which we operate. At the

same time, we are aware that what we

do will to some extent be shaped by

the ongoing effects of climate change.

To quantify these potential changes,

Renewi has mapped its climate-related

risks and opportunities using the results

of the study carried out in FY22, which

remain relevant to the business today.

We are making steady progress in

assessing our current mitigation measures

for transition risks in light of the scenario

analysis findings to understand whether

they are sufficient or not. Therefore, only

planned mitigation approaches are listed.

For physical climate risks, our risk

management process already considers

some mitigation measures and these

are therefore listed as current

mitigation approaches.

The tables on page 76 provide details

on the key climate-related physical and

transition risks. The table on the next page

provides an overview of the key transition

opportunities that we consider most

material to us.

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Renewi plc Annual Report and Accounts 2024 83

TCFD continued

Overview of Renewi’s key climate-related transition opportunities

Category Key opportunity Description and commentaries

Time

horizon

Potential

financial

impact area

Size of

impact

Ongoing measures to capture opportunities

Products &

Services

Increasing

pricing of GHG

emissions

Impact on the pricing of emissions:

• If ETS and national regulations

on GHG pricing extend to the

geographies where Renewi operates,

this might further disincentivise the

incineration of waste and boost

recycling services – providing a

growing revenue of sorted waste

volumes and revenue streams.

Impact on carbon avoidance:

• If the Group can monetise the

carbon avoidance its services

provide this could secure a

new growing revenue stream.

To 2025 Revenues HIGH We monitor progress on ETS and the

development of national regulations

on GHG pricing.

We aim to gain broader recognition for

the carbon avoidance we generate by

recycling among legislators and

standard-setting bodies.

Products &

Services

Development

of waste stream

recycling

activities that

support the

low carbon

transition

Producing materials from waste that

are expected to be highly sought-after

to enable the transition, therefore

appreciating in value, benefits the

Group by increasing demand for

Renewi’s services and products.

2025 to

2030

Revenues HIGH We monitor the market for opportunities

to recycle additional waste streams

and advancements in processing

technologies, to create the highest

possible product quality.

Products &

Services

Enhanced

climate change

regulation and

reporting

Continuing development of climate

change regulation could increase

competitiveness because the Group

is 1) lobbying for positive change and

2) structuring its internal organisation

to comply with upcoming corporate

sustainability regulation disclosures.

Renewi is also preparing to support

part of the CSRD reporting of its

customers, which would increase

the Group’s competitiveness.

2025 to

2030

Revenues MODERATE We aim to be a leader in sustainability and

do what is necessary to be recognised as

such by the international rating agencies.

We monitor climate change regulations

and corporate sustainability reporting

disclosures to identify potential

business opportunities.

We aim to build an IT structure and

process roadmap to enable our systems

to generate client-specific datasets.

Markets Increasing cost

of materials

Higher revenue, due to the prices of

recycled materials becoming more

competitive as costs of raw

materials rise.

2025 to

2030

Revenues MODERATE To replace virgin materials as much

as possible, we invest in recycling

technologies that closely match

their specification and price.

Markets Circular

economy

principles

Being a circular economy specialist

allows us to expand our offering.

To 2025 Revenues LOW We aim to maintain a leadership position

by continuously investing in advanced

recycling technologies and capabilities.

Products &

Services

Increasing

importance of

Scope 3

emissions

Increase in customers who may need

to reduce emissions leads to higher

revenue and product/service

opportunities.

FY24 already showed an increase in:

• customers looking for lower carbon

footprint raw materials; and

• customers looking for partnership in

reducing the carbon emissions from

the management of their waste.

To 2025 Revenues LOW Our investment in the MyRenewi portal

will create advanced dashboards that

provide insight for customers on recycling

outcomes and associated emissions.

As a new ERP System is currently

being set up, this will also enable the

generation of client-specific carbon

emission reports.

1. Guidance on how to read “size of impact” is available on page 76.

84 Renewi plc Annual Report and Accounts 2024

Sb) How climate-related risks

and opportunities influence

our strategy

Our strategy is inherently centred on goals

and ambitions that enhance sustainability

and tackle the climate crisis. Each Renewi

division analyses the sustainability and

climate-related developments related to

its specific market annually as part of our

strategic planning process. These analyses

form the basis for developing a set of goals,

ranging from GHG emissions avoidance

by recycling and supporting the

circular economy, to investing in the

commercialisation of innovative recycling

techniques to reduce waste and increase

the quantity and quality of secondary

materials. We have identified three

sustainability themes in our sustainability

strategy, two of which are directly linked

to and impacted by climate change and

the opportunities and risks assessed in

our scenario analysis: Being A Circular

Economy Change Maker and Reducing

Our Carbon Emissions. These are

outlined in detail on pages 36 to 43.

Our financing and investment are also

firmly related to climate. Renewi’s core

debt is entirely green and financed with

instruments issued under the Renewi

Green Finance Framework, which are

aligned with the Green Bond and Loan

taxonomy and principles. We are also

investing to decarbonise our operations, to

help us better align with the international

effort to limit global warming to 1.5°C (see

Reducing Our Carbon Emissions on pages

40 to 43).

Transition opportunities and risks

We focus on extracting value from waste by

creating recyclates that help avoid the use

of virgin materials in manufacture, preserve

valuable natural resources and avoid

millions of tonnes of GHG emissions every

year. There is a growing demand for our

services from companies looking to reduce

supply chain emissions and, ultimately,

from consumers who increasingly seek

recycled products and sustainable services.

This increased demand is reflected in our

table of transition opportunities, which

outlines the different trends that will

ultimately benefit Renewi by allowing us to

grow our revenue and product offering. You

can read more details on how we will do

this in the table of transition opportunities.

One transition opportunity is “enhanced

climate change regulation and reporting”.

It will soon be mandatory for a wide range

of companies to disclose a set of KPIs on

climate change and their contribution to

the circular economy, and customers are

increasingly asking Renewi to provide

client-specific sets of data that comply

with the Corporate Sustainability Reporting

Directive (CSRD). This need could be

addressed through customer reports on

the MyRenewi portal, and we are already

looking at delivering a first set of KPIs in

FY25. A further opportunity is presented

by the increasing importance of Scope 3

emissions, where we are not only meeting

the rise in requests to deliver carbon

footprint details of customers’ waste but

also becoming active partners in Scope 3

decarbonisation; for example, we have

partnered with Schiphol airport to lower

its carbon footprint and provide adequate

data to justify the performance and enable

reporting (see the case study on page 6).

Taking advantage of opportunities such

as these further strengthens the business

and brings greater transparency in the

supply chain.

The core metrics we use to assess our

progress against these opportunities

are our recycling rate and total avoided

emissions. These metrics are reported in

the chapter Being A Circular Economy

Change Maker.

However, some recycling activities, and

particularly the increased valorisation of

waste by converting it into high-quality

secondary materials, require energy to

sort and treat what we collect through

successive processes. The sophisticated

sorting and treating techniques we use

increase energy consumption and

therefore our own GHG emissions.

Decarbonising the carbon journeys

of our customers may therefore come at

the cost of increasing our own footprint.

This is reflected in our biggest transition

risk and opportunity: the increasing cost

of GHG Emissions

Physical risks

A key risk is that of fire due to the rise in

the number of extreme heat events. Fire

is already one of the greatest operational

risks in the waste industry due to the

danger of spontaneous combustion,

and therefore measures to mitigate this

risk have long been integrated into our

Enterprise Risk Management system;

for example, smart technology such as

cameras supported by artificial intelligence

already plays an important role and are being

deployed on sites. However, continued

investment will be required to maintain

adequate levels of fire prevention, detection

and suppression in light of the increased

risk presented by extreme weather.

You can find more details on physical risks

on page 77.

Sc) Our view on strategic

resilience

We consider our current business model

and strategy to be resilient to the transition

to a lower carbon economy. This is because,

on balance, this transition presents more

opportunities for Renewi than risks

considering our position in the circular

economy. This conclusion is based on

the assessment of our material risks

and opportunities under different

future scenarios.

Next to the transition risks and

opportunities, physical climate change

poses risks to our operations and supply

chain. However, mitigation measures are

either already in place or are in the

process of being further developed.

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Renewi plc Annual Report and Accounts 2024 85

TCFD continued

An initial, qualitative scenario analysis

was carried out to better understand the

potential timing and future materiality of

key climate-related risks and opportunities.

We used globally recognised datasets that

give insight into the possible risk and/or

opportunity trends associated with low

and high-carbon futures. This supports

better planning and preparation for

alternative outcomes. The scenarios

used in the assessment are shown in the

section Sa). The outcomes and findings

of the scenario analysis were presented to

the Executive Committee and subsequently

to the Board, to validate the most significant

risks and opportunities for our business.

As highlighted in the table Physical

scenarios selected for analysis, our first

scenario analysis was carried out using

previously available climate data.

With the publication of the Climate Report

AR6 IPCC 2021, new climate scenarios

have been made available for companies,

institutions and governments to use.

The European Union’s Emissions Trading

Scheme (ETS) imposes an emissions cap

that is reduced annually and increases the

cost of high-emitting activities to drive

investment and behavioural change. Step

by step, the European Union is increasing

ETS coverage on CO

-emitting industries

and sectors.

In 2026, the EU Commission will conduct

an impact study on including waste-to-

energy (WtE) plants in the ETS, as it is

considering bringing them into the

scheme from the beginning of 2028.

If WtE plants are included in the scheme,

incineration will become more expensive

as carbon taxes will be applied to

emissions, which will in turn increase

the total cost of waste for customers.

To anticipate any potential impact on WtE

plants, Renewi monitors the regulatory

landscape across Europe to note any

changes in carbon taxing. At the

beginning of 2024, national levies

were introduced in the Netherlands

and Germany, while the UK is preparing a

national CO

tax based on the ETS model.

Belgium does not currently levy a national

tax but one of its major WtE plants

is subject to the ETS because the cap

already applies to its main business

activity, which is processing paper and

cardboard. In the Netherlands, Renewi

expects no or limited impact from the

tax in the short term, but price dynamics

will significantly change if WtE plants are

integrated into the European Union’s

Emissions Trading Scheme. In Belgium,

two dynamics are evolving in parallel:

the free allowance will be lowered year

on year and the CO

price is predicted

to increase. If the ETS scheme does not

extend to all WtE plants, a major price

impact is still predicted in the medium

to long term.

As the gate fee to incinerators increases,

industries and municipalities are expected

to reduce the amount of waste sent to

incineration and increase their use of

recycling services, providing a growing

revenue of sorted waste volumes and

revenue streams. This will boost metrics

such as recycling rates and carbon

avoidance. The Group is also looking

at possibilities to monetise the realised

carbon avoidance as a service to secure

a new growing revenue stream.

While acknowledging such challenges,

we continue to decarbonise our

operations. You can learn more about our

decarbonisation efforts and GHG footprint

in Reducing Our Carbon Emissions on

pages 40 to 43.

The five new scenarios provide a greater

narrative on climate trends, combining

more representative concentration

pathways (RCPs) and shared

socioeconomic pathways. Renewi

will update its scenario analyses in

the coming year.

We believe that this first qualitative

scenario analysis remains relevant

and expect that updating our scenario

analyses with updated climate models

will provide more insights into short to

medium-term priorities.

To further strengthen our resilience,

we have also begun to quantify the risks

and opportunities of climate change by

piloting internal risk modelling. This has

developed our understanding of the risks

and the data needs associated to mitigate

them; it has also expanded awareness of

these risks across the Group. We intend

to further develop those models and to

cover other risks and opportunities.

The increasing pricing of GHG emissions

86 Renewi plc Annual Report and Accounts 2024

Risk management

Ra)

Our organisation’s processes for

identifying and assessing climate-

related risks.

Two years ago, we conducted our first

climate-related risk identification exercise.

In assessing climate-related risks and

opportunities, we followed the categories

outlined by the TCFD. We identified a long

list of relevant physical and transitional

climate-related risks that the business

is potentially exposed to, as well as

opportunities, while also considering

changing regulatory requirements

concerning climate change. For the

transition risks, we worked with 10 of the

most material climate-related transition

risks and opportunities for Renewi (six

opportunities and four risks) that were

identified during an internal assessment

step. For the physical risks, the scenario

indicators used gave us a headline view of

the most material climate-related physical

risks for a sample of 40 Renewi’s locations,

across all technologies and geographies.

During the exercise, we qualitatively

assessed the timeframe, likelihood and

impact of identified risks and opportunities

through stakeholder workshops, using

input from across the business to develop

an inherent risk/opportunity profile. The

process of risk identification is led jointly by

the Sustainability Manager and Group risk

management together with the divisions.

The timeframe of a given risk was

separated from its likelihood due to

the long-term nature of some climate

issues, which extend beyond the typical

time frames used in enterprise risk

management. Likelihood and impact

were scored on a scale of 1–5, from highly

unlikely/insignificant to almost certain/

severe, matching the existing Renewi ERM

categories. Scenario analysis was applied

to the most material risks and

opportunities, while risks were assessed on

an inherent basis to understand the

baseline risk exposure. This means any

mitigation efforts already in place have not

yet been compared to the perceived

change in baseline conditions to determine

whether they would still be sufficient to

manage the risk.

Strategic report Governance report Financial statements Other information

Renewi plc Annual Report and Accounts 2024 87

Our scenario analysis approach is

described in the Strategy section. We

did not update our scenario analysis in

FY24 as we considered the results of the

previous analysis were still relevant.

In the coming year, we will expand the

climate-related risk identification exercise

beyond the top 40 sites to encompass

all our locations. We will also work with

updated scenario analyses and update

our risk scoring to quantify the impact of

mitigation actions that have been in place

for three years. This will enable us to

calculate inherent risk and mitigated

risk scores.

We have focused on incorporating climate

risks into our wider risk management

framework (see paragraph R(c)) and

begun to quantitatively assess our

highest risks (see paragraph S(c)).

Rb) Our organisation’s processes

for managing climate-related risks

We have reviewed our existing efforts

to mitigate key risks and have outlined

our strategy for maximising identified

opportunities in our risk tables (see on

page 77). Detailed in these tables are the

actions taken to mitigate key identified

risks. Our next step is to assess whether

these measures are sufficient, considering

the results of our forthcoming scenario

analysis exercise.

Rc) How processes for identifying,

assessing, and managing climate-

related risks are integrated into

the organisation’s overall

risk management

In the assessment process, climate-

related risks have been considered up to

2050. This differs from our enterprise risk

management framework that we use to

conduct risk assessments for the wider

business, where timeframes are aligned to

our five-year strategic planning exercise.

This year, we have integrated climate

risks into their divisional risk assessments.

This gives visibility to climate-related

risks across functions and divisions

and incorporates them into regular

risk management processes at

division and site level.

TCFD continued

88 Renewi plc Annual Report and Accounts 2024

Metrics & targets

Ma) and Mb): Our climate metrics

To provide vital insights that inform our

decision-making, we manage and assess

climate-related risks and opportunities

with a set of climate metrics. These are

reported in our sustainability strategy

chapters Being A Circular Economy

Change Maker and Reducing Our

Carbon Emissions on pages 36 to 43.

We began collecting a complete set of

Scope 1, 2 and 3 data in FY22 and have

obtained limited assurance for Scope 1&2.

Our GHG footprint methodology

follows the Greenhouse Gas Protocol,

a comprehensive, global, standardised

framework for measuring and managing

emissions and is reported in the chapter

Reducing Our Carbon Emissions, which

also describes some of the underlying

drivers of these emissions, including

fuel and energy use, and our targets

to reduce them.

Mc): Our climate-related targets

In FY23, we set to work on discussing and

defining our decarbonisation ambitions for

2030. In FY24, we submitted our near-term

science-based target for 2030, aligned with

a 1.5°C pathway, to the Science-Based

Targets initiative (SBTi). In FY25, we will

begin engaging with SBTi to get those

targets validated.

Beyond 2030, our target should be net-zero,

as defined by the SBTi, meaning no more

than 10% of emissions will be offset.

In FY24, we focused on building our

decarbonisation roadmap towards our

50% carbon reduction target on Scope 1&2

emissions from our FY22 baseline by 2030

(FY31). We are currently on track to deliver

our intermediary carbon reduction target

by FY26, which is in two years time.

Further information about our

decarbonisation efforts can be found

in Reducing Our Carbon Emissions on

pages 42 and 43. Additional climate-related

targets are reported in the sustainability

strategy section of this report, Being A

Circular Economy Change Maker (pages 36

to 39), and mapped to existing metrics that

we report annually.

We consider carbon pricing legislation in

the countries in which we operate as this

presents both a risk and an opportunity.

We do not currently have an internal

carbon price in place but monitor local

and national regulations on GHG pricing

as their introduction may disincentivise

customers from incinerating waste and

boost recycling services, providing a

growing revenue of sorted waste

volumes and revenue streams.

We believe in accurate measurement

of climate-related activity and engage in

lobbying for regulation around avoided

emissions. We also believe that our own

climate-related opportunity metrics – for

example, recycling rate, avoided emissions

and secondary materials produced – are

fit for purpose and vital in helping us to

understand and track progress against

identified transition opportunities. For

more information on our metrics, see the

chapter Being A Circular Economy Change

Maker on pages 36 to 39.

Traffic in this hallway

was halted to capture

this photo

Strategic report Governance report Financial statements Other information

Renewi plc Annual Report and Accounts 2024 89

Section 172(1) statement

Throughout the past year,

the Board of Directors has

continued to promote the

long-term success of the

Company while also having

due regard to the matters set

out in Section 172(1) of the

UK Companies Act 2006.

Directors have had regard to those

specific factors listed below, as well as

others that are relevant to the decisions

being made. The Board acknowledges

that not every decision may result in a

positive outcome for all stakeholders.

By considering our purpose, values and

strategic priorities, the Board aims to

S172 (1) Summary

S.172 (1) Factor Relevant disclosure

a. Likely consequences of any decisions in the long term Chairman’s statement (page 18)

CEO’s statement (page 20)

CFO’s statement(page 54)

Being a circular economy change maker (page 36)

Reducing our carbon emissions (page 40)

Stakeholder engagement (page 112 to 115)

Principal decisions during FY24 (page 116)

b. Interests of the Company’s employees Employee engagement (page 44)

Diversity (page 46)

Caring for our people and ecosystems (page 44)

Safety first: our zero accident ambition (page 44)

c. Need to foster the Company’s business relationships

with suppliers, customers and others

Stakeholder engagement (page 112)

Modern Slavery Statement (renewi.com/en/our-policies)

d. Impact of the Company’s operations on the community

and environment

Being a circular economy change maker (page 36)

Reducing our carbon emissions (page 40)

TCFD disclosures (page 78)

Caring for our people and ecosystems (page 44)

e. Desirability of the Company maintaining a reputation

for high standards of business conduct

Business model (page 4)

Caring for our people and ecosystems page 44)

Risk management (page 66)

Audit Committee Report (page 119)

Code of Conduct (renewi.com/en/our-policies)

f. Need to act fairly between the members of the Company Principal rights and obligations attaching to shares (page 149)

Annual General Meeting (page 150)

ensure that decisions are consistent and

intended to promote the Company’s

long-term success.

The Company continued engaging with

key stakeholders throughout the year to

deepen its understanding of the issues

and factors that are significant to them.

Our key stakeholders are listed in the

Stakeholder engagement section of the

Corporate Governance Report (see pages

112 to 115). Here we identify the relevance

of each stakeholder to our business

model and describe areas of focus,

how the Company engages with them,

Board oversight and the outcomes of

engagement. Details of how the Directors

discharged their Section 172(1) duties

when making principal decisions during

FY24 are set out on page 116 of the

Corporate Governance Report.

Renewi is a waste-to-product company.

Environmental and sustainability matters

are at the heart of what we do. The

consideration and impact of the Group’s

operations on the environment and our

wider contribution to the circular economy

are evidenced throughout the Strategic

Report section of this Annual Report and

further reported on our website.

The Directors recognise the importance

of increasing engagement with the widest

range of stakeholders, taking decisions

that will support the circular economy

and, at the same time, operating in a way

that helps secure the long-term success

of the business.

90 Renewi plc Annual Report and Accounts 2024

Non-Financial and Sustainability

Information Statement

This section of the Strategic Report constitutes the Non-Financial and Sustainability Information Statement in compliance with Sections

414CA and 414CB of the Companies Act 2006. The information listed in the table below is incorporated by cross-reference to the relevant

parts of the Annual Report.

Reporting requirement Section of annual report

1. Description of business model • Business model (page 4)

2. The main trends and factors likely to affect the future development, performance and position

of the Group’s business

• Market, trends and competitors (page 11)

• Operating review (page 60)

3. Description of the principal risks and any adverse impacts of business activity • Summary of key risks (page 70)

• TCFD Report (page 78)

4. Non-financial key performance indicators • Measuring our performance (page 53)

• Being a circular economy change maker (page 36)

• Reducing our carbon emissions (page 40)

• Caring for our people and ecosystems (page 44)

Reporting requirement

Renewi policies, processes and standards which

govern our approach Risk management Section of annual report

5. Environmental

matters

• Environmental policy • Regulatory compliance risk

(page 73)

• TCFD Report (page 78)

• CEO’s statement (page 20)

6. Employees • Code of Conduct

• Human Rights Statement

• Raising Concerns and Anti-Retaliation Policy

• Health & Safety Policy

• Diversity, Equity & Inclusion Statement

• Health and safety risk

(page 71)

• Labour availability, talent

development and diversity

(page 72)

• CEO’s statement (page 20)

• Caring for our people and ecosystems

(page 44)

• Diversity (page 46)

• Stakeholder engagement (page 112)

7. Human rights • Business Partner Code of Conduct

• Human Rights Statement

• Modern Slavery Statement

• Regulatory compliance risk

(page 73)

• Our customers and partners (page 14)

• Caring for our people and ecosystems

(page 44)

8. Social and community

matters

• Human Rights Statement • Regulatory compliance risk

(page 73)

• Caring for our people and ecosystems

(page 44)

• Stakeholder engagement (page 112)

9. Anti-corruption and

anti-bribery

• Code of Conduct

• Anti-Bribery and Corruption (ABC) Policy

• Regulatory compliance risk

(page 73)

• Governance (page 92)

Climate-Related Financial Disclosures

Reporting requirement Section of annual report

10. A description of the Company’s governance arrangements for assessing and managing

climate-related risks and opportunities

• TCFD Report – Governance (page 80)

11. A description of how the Company identifies, assesses and manages climate-related risks

and opportunities

• TCFD Report – Risk management (page 87)

12. A description of how processes for identifying, assessing and managing climate-related risks are

integrated into the Company’s overall risk management process

• Risk management (page 66)

13. A description of:

i. the principal climate-related risks and opportunities arising in connection with the

Company’s operations; and

• TCFD Report – Risk management (page 87)

• Risk management (page 66)

ii. the time periods by which those risks and opportunities are assessed • TCFD Report – Risk management (page 87)

• Risk management (page 66)

14. A description of the actual and potential impacts of the principal climate-related risks and

opportunities on the Company’s business model and strategy

• TCFD Report – Strategy (page 82)

• Risk management (page 66)

15. An analysis of the resilience of the Company’s business model and strategy, taking into

consideration different climate-related scenarios

• TCFD Report – Risk management (page 87)

16. A description of the targets used by the Company to manage climate-related risks and to realise

climate-related opportunities, and of performance against those targets

• TCFD Report – Metric and targets (page 89)

17. A description of the key performance indicators used to assess progress against targets in

managing climate-related risks and realising climate-related opportunities, and of the

calculations on which those key performance indicators are based

• TCFD Report – Metric and targets (page 89)

For more information see sustainability disclosures on page 258

Strategic report Governance report Financial statements Other information

Renewi plc Annual Report and Accounts 2024 91

Governance report

94 Board of Directors

96 Executive Leadership Team

98 Governance at a glance

99 Corporate Governance Report

117 Safety, Health and Environment

Committee Report

119 Audit Committee Report

125 Nomination Committee Report

128 Directors’ Remuneration Report

148 Other disclosures

151 Directors’ Responsibilities

Statement

92 Renewi plc Annual Report and Accounts 2024

Circular material:

Plastic flakes from

discarded

refrigerators

Strategic report Governance report Financial statements Other information

Renewi plc Annual Report and Accounts 2024 93

Advancing circularity together

Renewi’s Board of Directors supports the Company with an impressive range of skills and extensive experience across many disciplines.

Ben Verwaayen, MSc

Chairman

Allard Castelein, MD

Senior Independent Director

Katleen Vandeweyer, MSc

Independent

Non-Executive Director

Jolande Sap, MSc

Independent

Non-Executive Director

Appointed April 2020.

Skills and experience:

Ben has a breadth of experience,

having been the CEO of several

companies, including Alcatel-

Lucent SA and BT plc. He held the

position of vice chairman and

chief operating officer of Lucent

Technologies Inc, was president

of KPN and a non-executive

director of Bharti Airtel. He has

also been chairman of a number

of companies and industry bodies

including the CBI Energy and

Climate Change Board in the

UK. Ben currently serves as a

non-executive director on the

boards of Ofcom and Akamai

Technologies Inc. He is a Founding

Partner at venture capital company

Keen Venture Partners LLP. Ben

graduated from Utrecht University

with a master’s degree in Law and

International Politics.

Appointed January 2017.

Skills and experience:

Allard qualified as a medical

doctor before pursuing an

international career in the energy

sector, holding a number of senior

positions at Shell in various

countries, culminating in the post

of Vice President Environment of

Royal Dutch Shell in 2009. He was

President and CEO of the Port of

Rotterdam from 2014 to 2023.

Currently Allard is a Supervisory

Board member of SBM Offshore

N.V., Heijmans N.V. and a

Non-Executive director of

Associated British Ports PLC. He is

Chair of the Supervisory Board of

Rotterdam’s Philharmonic

Orchestra, the Erasmus Trust

Fund, and Supervisory Board

member of the Internationale

Architectuur Biënnale Rotterdam.

He is also Special Envoy for

Critical Raw Materials for

the Dutch Government.

Appointed December 2022.

Skills and experience:

Katleen brings a wealth of

experience in finance and

auditing, most recently until July

2022 in her role as Deputy Chief

Financial Officer at Belgian-listed

company, Proximus SA, an

international provider of digital

services, communication and ICT

solutions. Prior to Proximus, she

held various leadership positions

including that of CFO at Worldline

S.A. and Arthur Andersen. She

currently serves as Non-Executive

Director on the Boards of Fedrus

International BV, Ageas Group,

AG Insurance and Vantiva S.A; she

also sits on the Audit committees

of both Ageas Group, AG Insurance

and Vantiva (Audit Committee

Chair). Previously, she sat on the

Boards of Ion Beam Applications,

bpost bank, Connectimmo N.V.,

Scarlet N.V. and Proximus Pension

Fund. She holds a degree in

Applied Economics from the

University of Leuven.

Appointed April 2018.

Skills and experience:

Jolande is chair of the Social

Impact Team that advises

the Dutch government on the

social impact of pandemics

and disruptive crises. She is also

member of the Board of the Dutch

Emissions Authority, member of

the Supervisory Board of Royal

KPN N.V. and member of SAAT

Triodos Bank. In addition, she

is involved in a number of social

initiatives, including Chair of the

Smoke free table of the Dutch

National Prevention Agreement,

the Springtij Forum and the

Impact Economy Foundation.

Between 2008 and 2012, Jolande

represented the Dutch Green

Party, GroenLinks, in the lower

house of the Dutch parliament,

leading the party from 2010.

Before that she worked as an

economist in the fields of science,

policy and business. She was,

among other things, head of the

Incomes Policy department at

the Ministry of Social Affairs and

Employment, and director of

the LEEFtijd center of expertise,

a consultancy for sustainable

employment issues. Jolande

graduated from the Tilburg

University in economics.

The Board of Directors

94 Renewi plc Annual Report and Accounts 2024

Luc Sterckx, MSc, PhD

Independent

Non-Executive Director

Neil Hartley, MA, MBA

Independent

Non-Executive Director

Otto de Bont, MSc

Chief Executive Officer

Annemieke den Otter,

MA, RC

Chief Financial Officer

Appointed September 2017.

Skills and experience:

Luc started his career at Exxon

Chemicals, before becoming the

CEO of Indaver and subsequently

joining the executive committee

of PetroFina, where he served as

managing director of Fina Holding

Deutschland and as group senior

vice president for SHEQ matters

worldwide. He was then appointed

CEO of Oleon where he led a

successful management buyout.

Luc was subsequently appointed

as CEO of SPE-Luminus in 2005,

the second largest power and gas

company in Belgium, created as a

result of a multi-party merger. Luc

is an INSEAD certified international

director and a specialist in internal

governance. He currently holds

a number of non-executive and

advisory positions, specialising

in the fields of energy and

chemicals, renewables and

corporate governance.

Appointed January 2019.

Skills and experience:

Neil is a Partner at Velocity

Partners, a private equity firm that

invests in businesses that support

the energy industry with focus on

integration of renewable energy,

lowering emissions, increasing

energy efficiency, decarbonisation

of industrial processes and other

improvements to existing energy

infrastructure. He has an MBA from

Harvard Business School and is

also a graduate of Oxford University

in engineering, economics and

management. Neil has a total of 18

years in private equity, and prior to

that, spent six years in investment

banking with Simmons & Company

International, specialising in

corporate finance, M&A and

capital raising in the energy sector.

Neil has also been a management

consultant at McKinsey & Company

Inc. and spent seven years in

technical and line management

roles with Schlumberger as a field

service manager and field engineer.

Appointed April 2019.

Skills and experience:

Otto was promoted to the role of

Chief Executive Officer in April 2019.

Prior to this, he was the Managing

Director of Renewi’s Commercial

Waste Netherlands Division,

playing a central role in the

integration of Shanks Group plc

with Van Gansewinkel Groep B.V.

Before joining Renewi, Otto

worked for a number of blue-chip

companies including United

Technologies’ divisions Otis, Carrier

and Chubb and General Electric’s

Material and Security divisions.

He has worked a significant part

of his career abroad, including in

Belgium, Germany and the United

States. During his six years at

United Technologies, Otto spent

time in various managerial

positions culminating in his role

as president of Chubb Continental

Europe. Otto holds a MSc in

Engineering from the University of

Technology Twente. He is member

of the Strategic Advisory Board

of TNO’s unit for Energy and

Material Transition.

Appointed June 2022.

Skills and experience:

Annemieke joined the Board in

June 2022. Previously she held

the position of CFO of ERIKS, a

€1.7bn revenue global engineering

components and service provider

(privately owned and part of SHV

group). From 2016, she served for

five years as the CFO of Ordina, a

Dutch software company listed on

the Amsterdam Stock Exchange.

Earlier in her career she worked for

three years at VolkerWessels, one of

the large construction companies

in the Netherlands. Prior to this

she worked for ING and Macquarie

Bank while in London for five years.

Since 2020, she has been a

Supervisory Board member of

ForFarmers N.V., an international

organisation offering feed solutions

for livestock farming. Annemieke

holds a master’s degree in English

and Literary Science from the Vrije

Universiteit, Amsterdam and has a

post-masters degree in finance and

control from Erasmus University,

Rotterdam (Register Controller

in Dutch).

Committee membership: Audit Nomination Remuneration Safety, Health and Environment Chair

Strategic report Governance report Financial statements Other information

Renewi plc Annual Report and Accounts 2024 95

Executive Leadership Team

Mark Thys

Chief Operating Officer

Commercial Waste

Kirsten Yperman

Chief Human Resources Officer

(interim)

Bruno Bruins

Chief Strategy Officer

VACANT

Chief Operating Officer

Specialities*

Skills and experience:

Mark joined Renewi in May 2021

as Managing Director Commercial

Waste Belgium. Before joining

Renewi, Mark held the position

of Global Chief Transformation

Officer for Eurofins Scientific.

Prior to this, Mark built his career

at Goodyear Dunlop, completing

various international assignments

and holding different senior

positions, including Managing

Director International Sales and

Operations, Managing Director

France & Benelux and Goodyear’s

EMEA Business Transformation

Leader. Mark holds an MSc in

Commercial Engineering from

the University of Hasselt and

an Executive MBA in Business

Management from KU Leuven.

Skills and experience:

Kirsten assumed the Chief Human

Resources Officer (ad interim) role

in April 2024, having joined Renewi

as HR Director Belgium in 2022.

Prior to joining Renewi, Kirsten

held several senior HR functions

at Stanley Black & Decker where

her last function was Senior HR

Director Commercial Central East

Europe Region & Finance EMEA

ANZ and Talent Management

Director EMEA ANZ. Kirsten holds

a Bachelor in Marketing from

Karel de Grote Hogeschool as

well as several strategic Human

Resources qualifications from

Vlerick Business School.

Skills and experience:

Bruno joined Renewi in May 2024

as Chief Strategy Officer. Prior

to this he held various political

positions in the Netherlands,

most recently as member of the

Council of State, previously as

State Secretary for Education,

Culture and Science, and Minister

of Medical Care and Sports.

His career in industry spans

leadership roles in various

transport companies, including

as a member of the Board of

Directors of Connexxion Holding

NV and as acting general manager

of HTM NV. Bruno is a member of

the UNICEF and Chairman of the

Alrijne Zorggroep Supervisory

Boards, and Chairman of the

Keolis and Yris BV Advisory Boards.

Bruno studied Dutch Law and

Public Administration at the

University of Groningen.

* The role of Chief Operating

Officer, Specialities is currently

vacant and a recruitment

process is underway to fill the

position. The CEO is

performing this function until

a suitable recruitment is made.

Executive Leadership Team

Our CEO and CFO are also members of our Executive Leadership Team. Their biographies can be seen

on page 95

Our Executive Leadership Team (ELT) forms the core management governance forum assisting the Chief Executive Officer in his

leadership of the Group. The ELT is supported by the members of the Extended Executive Leadership Team (EELT), shown opposite.

96 Renewi plc Annual Report and Accounts 2024

Theo Olijve

SHEQ Director

Frederik Paauwe

Director Transformation

Ans Verlooy

Director IT

Marieke van Wichen

Director Communications

Skills and experience:

Theo joined Renewi in June 2019

and following a divisional

restructure was appointed

Managing Director of the Mineralz

& Water division in March 2020.

Prior to joining Renewi he worked

in senior management positions

in the petrochemical industry and

liquid bulk terminals for over 25

years, including Divisional VP for

LyondellBasell, managing the

Odfjell Terminal Rotterdam where

he was responsible for restoring

the operation and compliance

after a safety shutdown in 2012.

In 2017 he became an independent

management consultant. Theo

holds a Master’s degree in

Chemical Engineering from

the University of Groningen.

Skills and experience:

Frederik joined Renewi in

July 2023, bringing 20 years

of experience in business

transformations, business process

redesign, and leading digital

programmes in the energy sector.

Graduating with a degree in Earth

Sciences from the Vrije Universiteit

Amsterdam, Frederik began his

career as an Exploration Geologist

at Shell in 1991. This was followed

by an MBA from the Amos Tuck

School at Dartmouth College (USA)

and four years with strategy

consultants McKinsey & Company.

Frederik re-joined Shell in 2001

where he held senior management

positions in Shell’s European

Commercial B2B business,

Downstream, and in Upstream,

leading regional and global teams

driving operational excellence and

digital transformations for the

business. In his last role as Vice

President Business Excellence,

he led the programme to define

Upstream’s target digital model,

enabled by SAP.

Skills and experience:

Ans was promoted to Group IT

Director in November 2023, having

joined Renewi as IT Director for

the Commercial Waste Belgium

division in 2022. Prior to joining

Renewi, Ans built significant

experience in IT leadership having

held several senior IT positions at

Argenta, Colruyt Group, Johnson &

Johnson, and ING Belgium. Since

joining Renewi, she has played a

pivotal role in the development

and application of the Flexible

Delivery Model, providing a

critical framework aligning

strategic business objectives

with IT deliverables. Ans

continually updates, develops

and supplements her knowledge

and qualifications and holds

numerous practical certifications

related to her role, including in

Data Protection, Prince 2 project

management, and as a Scrum

Master. Currently Ans is training

as a certified information security

manager (CISM).

Skills and experience:

Marieke joined Renewi in July

2022, bringing over 15 years’

experience in international

marketing and communications.

Prior to joining Renewi, Marieke

fulfilled a wide range of global

communications roles, both in

the B2B and B2C areas, and more

recently had global responsibility

for the internal and external

communications of the consumer

division at Philips. Earlier in

her career, Marieke worked in

advertising and developed

marketing campaigns for the

Dutch national market. Marieke

holds a Bachelor’s degree

in Communications.

As part of internal harmonisation and efficiency measures, the Executive Committee as operating throughout FY24 was reformed as

Executive Leadership Team (ELT) effective as at 1 May 2024. The ELT has a core membership of six including the CEO, CFO, two Chief

Operating Officers, Chief Human Resources Officer and Chief Strategy Officer. The ELT is supported by heads of functional areas as the

Extended Executive Leadership Team (EELT). The ELT does not have specific powers of its own delegated by the Board, the CEO is assisted

in the performance of his duties by the ELT and EELT.

Extended Executive Leadership Team

Strategic report Governance report Financial statements Other information

Renewi plc Annual Report and Accounts 2024 97

Governance at a glance

At a glance

A snapshot guide to corporate

governance at Renewi and to

highlights over FY24.

Board composition

Board independence

75%

(FY23: 75%)

Female representation

37.5%

(FY23: 37.5%)

Number of Board meetings

(FY23: 8)

Non-Executive Director

tenure:

Culture

The Board considers our people

to be our most valuable asset and

places a commitment to the highest

standards of safety at the heart

of our culture. Read more about

how the Board has overseen the

development of Renewi’s culture

over the year on pages 110 to 111.

Q&A with Jolande Sap

Jolande Sap, our designated director

for workforce engagement, provides her

insights and reflections on her activities

within the Group during the year, and

her ambitions for the coming year.

Compliance with the UK

Corporate Governance

Code 2018

Renewi complied throughout

the accounting period with the

provisions of the UK Corporate

Governance Code. Read more about

how the Company has applied the

main principles of good governance

in the UK Corporate Governance

Code on pages 104 to 109.

Stakeholder Engagement

Considering the interests of our stakeholders is fundamental to the way we

operate. Read more about our stakeholders, key areas of focus and how

we engage with our key stakeholders on pages 112 to 115.

Principal decisions in FY24

A selection of the Board’s principal decisions during the year and how stakeholder

interests were considered during the process are examined on page 116.

Audit Committee meetings

Committee meetings

1 – 3

years

4 – 6

years

7 – 9

years

Remuneration Committee meetings

Safety, Health and Environment

Committee meetings

Nomination Committee meetings

98 Renewi plc Annual Report and Accounts 2024

Corporate Governance Report

Dear shareholder,

I am pleased to present the Corporate

Governance Report for the financial year

ended 31 March 2024. This section includes

the Corporate Governance Statement, the

reports of the main Board Committees,

including the Directors’ Remuneration

Report and several other disclosures that

we are required to make by law. Taken

together and including cross-references

to relevant parts of the Strategic Report,

these contents demonstrate how we

have applied the principles and complied

with the provisions of the UK Corporate

Governance Code (the Code).

The Group’s operating environment

has been challenging, and the Board

has worked to a packed agenda. Against a

backdrop of constantly changing external

macro-environmental factors, ensuring

high standards of corporate governance

has become more important than ever.

Your Board has remained focused on

promoting the success of the Company

for the benefit of its members while having

due regard for the interests of all its key

stakeholders, which are discussed later

in this report.

During the year, the Board has overseen

strategic changes which we believe will

position the Group for long-term success.

This has included a strategic review of the

UK Municipal business, cost savings and

other measures designed to ensure our

businesses are well-positioned to deliver

improved performance and future growth.

The Board and its Committees have

championed changes in the Group’s

culture to ensure that practices and

behaviour throughout the business are

aligned with the Company’s purpose,

values and strategy. The Board has fully

supported management’s vision to create

a culture of care within our business,

founded on a robust safety culture and

the aim of preventing any accidents in

the workplace.

We remain focused on delivering

sustainable value for our shareholders, at

pace. Together with Executive management,

I have been in regular contact with our

larger shareholders over the year and,

through our engagement, we have

developed a clear understanding of our

investors’ views and ambitions for the

Group. We are pleased with the level of

support for the Group’s purpose and

objectives and will continue to maintain

a high level of engagement with our

investors as the Group aims to reach

its strategic targets.

In 2023, the Board received non-binding

indicative offers to acquire the entire share

capital of the Company from Macquarie

Asset Management, which we carefully

considered. Internal and third-party

valuations based on the company’s

existing standalone strategy concluded

that the potential bid significantly

undervalued Renewi, and so we rejected

the offers. We engaged with shareholders

around the time of the offer period, and in

the period since then. As a Board, we are

focused on maximising value for all of our

shareholders and are objective about the

route through which this is achieved. An

overview of the process the Board followed

to arrive at its decision can be found in the

‘Principal Decisions during FY24’ section of

this report.

The Board adopted a formal Board

Diversity Policy during the year. It was

decided not to consider changes to Board

membership in FY24; however, succession

planning remains firmly on the agenda for

the coming year, and we look forward to

reporting our progress against targets

in FY25.

The Board evaluated its performance

and that of its Committees over FY24 and

I am pleased to report the results showed

it continued to work effectively throughout

the year. The evaluation also identified

several areas for development and the

Board and its Committees will focus on

these over the coming year, which are

discussed more fully in the Nomination

Committee Report.

At the Company’s 2023 Annual General

Meeting (AGM), our second disapplication

of pre-emption rights resolution failed

to pass. We engaged with our dissenting

shareholders to understand their concerns,

and the outcomes of those discussions will

be reflected in the authorities sought at the

2024 AGM.

For FY24 the Directors have proposed that,

subject to shareholder approval at the

AGM, a final dividend of 5 pence per share

be paid on 31 July 2024 to shareholders on

the register of members as at 28 June 2024.

The Company’s AGM will be held in London

on 11 July 2024. On behalf of the Board,

I look forward to welcoming you to the

AGM, and thank you for your continued

support of the Company.

Ben Verwaayen

Chairman

“Ensuring high standards of corporate

governance has become more important

than ever”

Ben Verwaayen

Chairman

Corporate Governance Report

Strategic report Governance report Financial statements Other information

Renewi plc Annual Report and Accounts 2024 99

The Board fully supports the

principles of good corporate

governance. The Corporate

Governance Report, together with

the Directors’ Remuneration

Report (see pages 128 to 147),

explains how the Group has

applied and complied fully

with the provisions of the UK

Corporate Governance Code 2018

for the year to 31 March 2024.

The Board

The Board’s role is to promote the

long-term sustainable success of

the Company, generating value for

shareholders, and its contribution to

wider society. It has established the

Company’s purpose, values and strategy,

and ensures these and the Company’s

culture are aligned.

The Board comprises the Chairman, five

independent Non-Executive Directors,

the Chief Executive Officer and the Chief

Financial Officer. The Chairman has

primary responsibility for running the

Board. The Chief Executive Officer is

responsible for the operations of the

Group and for the development of

strategic plans and initiatives for

consideration by the Board. The formal

division of responsibilities between

the Chairman and the Chief Executive

Officer has been agreed by the Board

and documented, a copy of which is

available on the Group’s website.

The Non-Executive Directors bring a

wide range of experience to the Group

and are considered by the Board to be

independent of management and free

from any business or other relationship

that could materially interfere with the

exercise of their independent judgement.

The Non-Executive Directors make a

significant contribution to the Board,

ensuring that no individual or group

dominates the decision-making process.

Non-Executive Directors are not eligible to

participate in any of the Company’s share

option or pension schemes. The Chairman

also meets and communicates regularly

with the Non-Executive Directors without

the presence of the Executive Directors.

The Senior Independent Director is

available to shareholders in instances

where the Chairman, Chief Executive

Officer or Chief Financial Officer have

failed to resolve the concern, or where

such contact is inappropriate.

Corporate Governance Report continued

Governance framework

Board of Directors

Executive Leadership Team

Audit Committee

See page 103

Remuneration

Committee

See page 103

Nomination

Committee

See page 103

SHE (Safety,

Health and

Environment)

Committee

See page 103

1. As announced 25 April 2024 by RNS the Executive Committee was reformed for FY25 and renamed the as the Executive Leadership team.

2. As announced 25 April 2024 by RNS Mineralz & Water will become part of the Specialities Division. Comprising Coolrec, Maltha, UK Municipal and Mineralz & Water.

Specialities

Commercial Waste Functions

100 Renewi plc Annual Report and Accounts 2024

Board meetings and attendance in FY24

Board Audit Committee

Remuneration

Committee

Nomination

Committee

Safety, Health and

Environment Committee

Number of meetings held 9 5 4 3 4

Ben Verwaayen 9 (9) – – 3 (3) –

Allard Castelein 9 (9) – 4 (4) 3 (3) 4 (4)

Katleen Vandeweyer 9 (9) 5 (5) – 3 (3) –

Neil Hartley 9 (9) 5 (5) 4 (4) 3 (3) 4 (4)

Luc Sterckx 9 (9) 5 (5) 4 (4) 3 (3) 4 (4)

Jolande Sap

8 (9) 5 (5) – 3 (3) –

Otto de Bont 9 (9) – – – –

Annemieke den Otter 9 (9) – – – –

1. Jolande Sap was unable to attend a meeting of the Board on 16 October 2023 called at short notice and held by telephone conference.

2. Bracketed figures indicate maximum potential attendance of each Director.

Board governance

There is a formal schedule of matters

reserved specifically for the Board’s

decision. These include approval of

financial statements, strategic policy,

acquisitions and disposals, capital projects

over defined limits, annual budgets and

new borrowing facilities. The Board

meets regularly, having met 9 times

during the year.

The Board is provided with appropriate

information in a timely manner to enable

it to discharge its duties effectively. All

Directors have access to the Company

Secretary, whose role includes ensuring

that Board procedures and regulations

are followed. In addition, Directors are

entitled, if necessary, to seek independent

professional advice in connection with

their duties at the Company’s expense.

In recognition of the importance

of their stewardship responsibilities,

the first standing item of business at

every scheduled Board meeting is the

consideration of health and safety and

environmental matters. Other regular

reports include those from the Chief

Executive Officer and Chief Financial

Officer, covering business performance,

markets and competition, investor and

analyst updates, as well as progress

against strategic objectives and capital

expenditure projects. The Board also

remains responsible for setting strategic

aims and objectives in relation to

sustainability and climate change.

All Directors are required to notify the

Company on an ongoing basis of any

other commitments. Through the Company

Secretary, there are procedures for ensuring

that the Board’s powers for authorising

Directors’ conflicts of interest are

operated effectively.

Four formal Committees (Audit, Remuneration,

Nomination, and Safety, Health and

Environment) support the work of the Board.

In addition, during FY24 the Executive

Committee, while not a committee with

specific powers of its own delegated by the

Board, assisted the Chief Executive Officer

in the performance of his duties. This

Committee met monthly and comprised

the Chief Executive Officer and Chief

Financial Officer, the Divisional Managing

Directors and Corporate Function Leaders.

For FY25 the Executive Committee has been

replaced by the Executive Leadership

Team, as detailed on page 96.

In reviewing Renewi’s overall corporate

governance arrangements, the Board

continues to give equal consideration

to balancing the interests of customers,

shareholders, employees and the wider

communities in which Renewi operates.

Board induction and development

On appointment, Directors are given an

introduction to the Group’s operations,

including visits to principal sites and

meetings with operational management.

Specific training requirements of Directors

are met either directly or by the Company

through legal and regulatory updates.

Strategic report Governance report Financial statements Other information

Renewi plc Annual Report and Accounts 2024 101

Diversity

All Board appointments are based on merit

and against objective criteria, but within

this context, the Board believes that

diversity and inclusion, in its broadest sense,

including gender and ethnicity, should

be promoted, as they are an important

factor in Board effectiveness. Role profiles

for Board vacancies incorporate any

necessary skills or strengths that may

be required, to either fill any gaps or

complement existing Board member

competencies. In recognition of the

Board’s commitment to ensuring its

diversity, it adopted a formal Board

Diversity Policy in 2023, as recommended

by the Nomination Committee.

Renewi is committed to offering a rewarding,

diverse and inclusive working environment.

On gender diversity, Renewi has set a

target to increase the percentage of women

across the business to 25% by 2025. You

can read more about our approach to

Board diversity in the Nomination

Committee Report (see page 125).

The Nomination Committee and the Board

continue to closely monitor all aspects of

diversity in recruitment and promotions

across the workforce. To assist in the

process, a Diversity and Inclusion Board

Corporate Governance Report continued

Table for reporting on gender identity or sex

As at 31 March 2024

Number of Board

members

Percentage of the

Board

Number of senior

positions on the

Board (CEO, CFO,

SID and Chair)

Number in Executive

management

Percentage of

Executive

management

Men 5 62.5% 3 7 70%

Women 3 37.5% 1 3 30%

Table for reporting on ethnic background

As at 31 March 2024

Number of Board

members

Percentage of the

Board

Number of senior

positions on the

Board (CEO, CFO,

SID and Chair)

Number in Executive

Management

Percentage of

Executive

management

White British or other White

(including minority-white groups) 8 100% 4 10 100%

Mixed/Multiple Ethnic Groups – – – – –

Asian/Asian British – – – – –

Black/African/Caribbean/Black British – – – – –

Other ethnic group, including Arab – – – – –

Not specified/prefer not to say – – – – –

1. Executive management is defined as the Executive Committee as at 31 March 2024.

2. Data obtained from individuals directly.

has been appointed to help advise the

Board on how to embed diversity and

inclusivity within the organisation.

Statistical employment data for the Group

can be found in the caring for our

employees and ecosystems section on

page 44, and in the sustainability

disclosures section on page 258. This

information includes further summary

details in addition to that shown below,

including how to access our gender pay

gap reporting.

102 Renewi plc Annual Report and Accounts 2024

Audit Committee

The main roles of the Audit Committee

include monitoring the integrity of the

financial statements, reviewing the

Company’s internal financial control and

risk management systems, and monitoring

and reviewing the effectiveness of the

internal and external audit functions.

The Audit Committee met five times during

the year and is formally constituted with

written terms of reference, which are

available on the Group’s website. The

Committee is made up solely of Non-

Executive Directors: Katleen Vandeweyer,

who has chaired the Committee since

1 December 2022, Neil Hartley, Luc Sterckx

and Jolande Sap.

The Board considers that the Audit

Committee as a whole has competence

relevant to the waste-to-product sector.

The Executive Directors and representatives

from the external auditors are regularly

invited to attend meetings. The Committee

also has access to the external auditors

without the presence of the

Executive Directors.

The Audit Committee Report (see

pages 119-124) sets out the role

of the Committee in detail and its main

activities during the year. This includes

its responsibility for reviewing the

methodology and approach for reporting

in support of the Board’s strategy regarding

sustainability and climate change.

Remuneration Committee

The Committee formulates the Company’s

Remuneration Policy and the individual

remuneration packages for Executive

Directors. The Committee also determines

the remuneration of the Group’s senior

management and that of the Chairman.

The Committee recommends the

remuneration of the Non-Executive

Directors for determination by the Board.

In exercising its responsibilities, the

Committee has access to professional

advice, both internally and externally,

and may consult the Chief Executive

Officer about its proposals.

The Remuneration Committee met

four times during the year and is formally

constituted with written terms of reference,

which are available on the Group’s website.

The Committee is made up solely of

Non-Executive Directors: Neil Hartley, who

chairs the Committee, Allard Castelein and

Luc Sterckx.

The Directors’ Remuneration Report (see

pages 128-147) contains particulars of

Directors’ remuneration and their interests

in the Company’s shares.

Nomination Committee

The Committee is responsible for making

recommendations to the Board on the

appointment of Directors and succession

planning. It also reviews organisation

and resourcing plans for the purpose

of providing assurance that appropriate

processes are in place to ensure

a sufficient supply of competent

executive and senior management.

The Nomination Committee met three

times during the year and is formally

constituted with written terms of reference,

which are available on the Group’s website.

The Committee is made up solely of

Non-Executive Directors: Ben Verwaayen,

who chairs the Committee, Allard Castelein,

Jolande Sap, Neil Hartley, Luc Sterckx

and Katleen Vandeweyer.

The Nomination Committee Report on

pages 125-127 sets out the role of the

Committee in further detail and its main

activities during the year.

Safety, Health and

Environment Committee

The Committee is responsible for

making recommendations to the Board

over safety, health and environmental

matters. It reviews safety, health and

environmental performance, providing

guidance on the implementation of

appropriate measures to protect the

environment and keep people safe.

The Safety, Health and Environment

Committee met four times during the year

and is formally constituted with written

terms of reference, which are available

on the Group’s website. The Committee is

made up solely of Non-Executive Directors:

Luc Sterckx, who chairs the Committee,

Allard Castelein and Neil Hartley.

The Safety, Health and Environment

Committee Report (see pages 117-118)

sets out the role of the Committee

in further detail and its main activities

during the year.

Other information

Other information necessary to fulfil the

requirements of the Corporate Governance

Statement, relating to the Company’s share

capital structure and the appointment and

powers of the Directors, can be found in the

Other disclosures section (see pages 148-150).

Strategic report Governance report Financial statements Other information

Renewi plc Annual Report and Accounts 2024 103

How Renewi has complied with

the UK Corporate Governance Code

Renewi’s statement of compliance,

together with the wider Corporate

Governance Report and other sections

of this Annual Report, describes how the

Company has applied the main principles

of good governance in the UK Corporate

Governance Code, published by the UK

Financial Reporting Council (FRC) in July

2018, a copy of which is available on its

website, frc.org.uk.

Renewi complied throughout the

accounting period with the provisions

of the UK Corporate Governance Code.

Board leadership and

company purpose

A The Board’s role

The Board comprises Directors with a

diverse range of skills, nationalities and

professional backgrounds, as set out in

their biographies (see pages 94 to 95 and

page 127 of the Nomination Committee

Report). It is this diversity of experience

and ability to exercise independent and

objective judgement that helps the Board

to operate effectively and establish a

governance framework to assist the

Group in the delivery of its strategy.

The Board discharges its responsibilities,

as set out on pages 99 to 103 of the

Corporate Governance Report, through

a programme of Board and Committee

meetings, which include reviews of

financial performance, critical business

issues and short and long-term planning

and strategies.

B Renewi’s purpose, values

and culture

Renewi’s purpose is to protect the

world by giving new life to used materials.

The Group focuses on making valuable

products from waste, rather than on its

disposal through incineration or landfill.

The Company meets the growing need

to deal with waste sustainably and cost-

effectively and is positioned higher up

the value chain in the segments expected

to show the highest structural growth.

Renewi’s values are the foundation for

everything it does and have helped the

Group build a culture of togetherness and

One Renewi. These values illustrate that

how Renewi acts is just as important as

what Renewi does and the Group uses

them as a guide for behaviours and

decision-making.

The Board has designated Non-Executive

Director Jolande Sap with responsibility

for monitoring workforce culture and

employee engagement. Together with

the Group HR Director, Jolande also has

responsibility for making regular reports

to the Board. For more information, see

the employee engagement section

on page 111.

The Audit Committee received

regular updates on a range of risk

and compliance matters during FY24,

including reports and presentations

on whistleblowing and integrity issues.

It also received the results of internal

audits, which provided insight into the

risk and control environment within both

the Group and individual areas of the

business. The Committee reviewed

the steps taken by senior management

to address the weaknesses identified.

Where concerns remained, the Committee

ensured further action was taken,

including requesting further information,

monitoring and, if required, follow-up

audits. For more information, see pages

119 to 124.

As part of its considerations, the

Remuneration Committee also reviewed

the Company’s approach to rewarding

the workforce.

C Resources and controls

The Board ensures that necessary

resources are in place to help the

Company meet its objectives and

measure performance. The system of

internal control is based on a continuous

process of identifying, evaluating

and managing risks, including the risk

management framework outlined on

page 66. The Group Risk Management

Department, together with risk owners

from the divisions and functions, is

an important component of our risk

management and controls architecture.

It provides direct assurance to the Audit

Committee on several matters, including

the preparation and review of risk

registers and the promotion of risk

awareness. The Group Risk Management

Department works with the operating

divisions of our organisation to share

outcomes and co-ordinate reporting

on compliance matters. Complementing

this, our internal key controls framework

ensures monthly execution and review

of our key financial controls. Our internal

audit function aims to improve our overall

control framework and evaluate and

improve the design and effectiveness of

control processes, reporting the results

Compliance with the UK Corporate Governance Code

Compliance with the UK

Corporate Governance Code

104 Renewi plc Annual Report and Accounts 2024

of its activities to the Audit Committee. The

Board has a formal system in place for

Directors to declare any conflicts,

or potential conflicts, of interest.

D Shareholder engagement

The Board aims to engage with

shareholders and understand their issues

and concerns. It endeavours to respond

to all queries and questions, whether

from large institutional or smaller private

shareholders, although responses may

be facilitated through management.

Renewi aims to present a balanced and

understandable assessment of its strategy,

financial position and prospects when

reporting to shareholders and other

interested parties. The investors pages

of renewi.com contain a wide range of

information of interest to institutional and

private investors. Board members are kept

informed of any issues and receive regular

reports and presentations from executive

management, and our advisers assist

them in developing an understanding

of our major shareholders’ views.

Throughout the year, the Board has

acted through the Chairman and senior

management to maintain a dialogue

with the Company’s major shareholders,

covering matters including the proposed

offer for the issued share capital of the

Company as announced by Macquarie

Asset Management on 28 September 2023,

and the Board’s decision to conduct a

strategic evaluation of Renewi’s UK

Municipal business.

Board members attend the AGM to answer

questions raised by shareholders, including

private investors. Details of proxy voting by

shareholders, including votes withheld,

are given at the AGM and posted on our

website after the meeting.

The majority of resolutions proposed at the

2023 AGM were approved by shareholders.

Resolution 17, the second of the two

Disapplication of Statutory Pre-Emption

Rights authorities sought, did not receive

sufficient support to be passed at the AGM

and received over 20% of votes against.

Acting through management, the Board

engaged the Company’s shareholders to

understand and discuss their views on this

resolution and released a stock exchange

update announcement on 5 December 2023.

Views expressed by those shareholders

that voted against resolution 17 included

reservations concerning the increased level

of capital that could be raised under the

new authority requested, and, in certain

cases, the level of the authority sought

conflicted with shareholders’ internal

voting policies. The authorities sought

for the Disapplication of Statutory

Pre-Emption Rights at the 2024 AGM

will reflect the outcome of discussions

with shareholders.

The 2024 AGM will be held at the offices

of Ashurst LLP, London Fruit & Wool

Exchange, 1 Duval Square, London, E1 6PW

on Thursday 11 July 2024 at 11:00. A Notice

of AGM, setting out detailed arrangements,

will be sent in advance to all registered

holders of ordinary shares and, where

requested, to the beneficial holders of

shares, and will also be available on

our website at renewi.com.

Wider stakeholder engagement

The Directors recognise the

fundamental importance of promoting

the long-term success of the Company.

Clear communication and proactive

engagement to understand the issues

and factors that are most important to

stakeholders are fundamental to this.

A summary of our approach to stakeholder

engagement and its consideration in

decision-making is set out on pages 112 to

115. Our Section 172(1) statement is set out

on page 90.

Renewi has an active investor relations

programme to engage with institutional

investors, analysts, press and other

interested parties. The Company uses

multiple channels to do this, including

its financial results presentations, reports,

regulatory news announcements, press

releases, AGM, face-to-face meetings

including roadshows, videos, the corporate

website and other social media channels.

Workforce engagement

Renewi relies on its workforce and its

commitment to uphold the Group’s values,

deliver strategic priorities and make the

changes necessary to sustain performance.

Engagement with the workforce is key to

ensuring that the Board understands the

employee voice.

Non-Executive Director Jolande Sap is the

Board’s designated director for employee

engagement. The Board also engages with

the workforce through the Group’s Works

Councils in the Netherlands and Belgium.

For more information on employee

engagement, see page 111.

E Our workforce policies

Renewi operates a Code of Conduct based

on our core values, expected behaviours and

key policy principles. This includes creating

a safe and healthy working environment,

diversity, equality, non-discrimination

and accountability. Renewi is an equal-

opportunities employer and publishes

an annual Modern Slavery Statement.

Strategic report Governance report Financial statements Other information

Renewi plc Annual Report and Accounts 2024 105

Division of

responsibilities

F The role of the Chairman

Ben Verwaayen, our Non-Executive

Chairman, is responsible for leadership

of the Board and promoting a culture of

openness and constructive debate. He

was and remains independent since his

appointment as Chairman on 1 April 2020.

G Composition of the Board

The Board comprises six Non-Executive

Directors including the Chairman, and

two Executive Directors. The Board’s

responsibilities are set out on pages 100

to 103 of the Corporate Governance

Report and an overview of the Board

roles can be found on page 107 of

the Corporate Governance Report.

The roles of the Board, Board

Committees, Chairman and CEO are

documented, as are those matters

reserved to the Board. They can be

found on our website at renewi.com/en/

investors/corporate-governance. The

CEO is responsible to the Board for

the management, development and

performance of our business for those

matters for which he has been delegated

authority by the Board. Although the CEO

retains full responsibility for the authority

delegated to him by the Board, he chaired

the Executive Committee, which is the

vehicle through which he exercised that

authority in respect of our business in

FY24, as replaced with the Executive

Leadership Team for FY25.

During the year, the Board considered

the independence of each Non-Executive

Director for the purposes of the UK

Corporate Governance Code and finds

that all the Non-Executive Directors

are independent.

The membership of the Board as

at 31 March 2024, and biographical

information about individual Directors,

can be found on pages 94 to 95.

H Role of the Non-Executive Directors

The role of the Non-Executive Directors

is to provide constructive challenge and

strategic guidance, offer specialist advice

and hold management to account. The

Non-Executive Directors bring a wide

range of experience to the Group

and are considered by the Board to be

independent of management and free

from any business or other relationship

that could materially interfere with the

exercise of their independent judgement.

The Non-Executive Directors make a

significant contribution to the functioning

of the Board, thereby ensuring that

no individual or group dominates the

decision-making process. The Chairman

also meets and communicates regularly

with the Non-Executive Directors without

the presence of the Executive Directors.

Time commitment

Generally, Non-Executive Directors

commit 24 days a year to the Group’s

business. In practice, Board members’

time commitments exceed this minimum

expectation when all the work that they

undertake for the Group is considered,

particularly in the case of the Chairman

of the Board and the Chairs of the Board

Committees. As well as their work in

relation to formal Board and Board

Committee meetings, the Non-Executive

Directors also commit time throughout

the year to meetings and conference

calls with various levels of executive

management, visits to sites and, for new

Non-Executive Directors, induction sessions.

If a Director is unavoidably absent from

a Board or Board Committee meeting,

they receive and review the papers for

the meeting and typically provide verbal

or written input ahead of the meeting,

usually through the Chairman of the

Board or the Chair of the relevant Board

Committee, so that their views are made

known and considered at the meeting.

Given the nature of the business to be

conducted, some Board meetings are

convened at short notice, which can

make it difficult for some Directors to

attend due to prior commitments.

Compliance with the UK Corporate Governance Code continued

106 Renewi plc Annual Report and Accounts 2024

Subject to specific Board approval,

Executive Directors and other Executive

Committee/Leadership Team members

may accept external appointments

as non-executive directors of other

companies, and retain any related

fees paid to them, provided that such

appointments are not considered by

the Board to prevent or reduce the ability

of the executive to perform his or her role

within the Group to the required standard.

Senior Independent Director

Allard Castelein, who joined the Board as

a Non-Executive Director in January 2017,

was appointed Senior Independent

Director with effect from 1 September 2019.

The role of the Senior Independent Director

is to serve as a sounding board for the

Chairman and as an intermediary for the

other Directors when necessary. Led by

the senior independent director, the

non-executive directors meet without the

chair present at least annually to appraise

the Chair’s performance, and on other

occasions as necessary. The Senior

Independent Director is available to

shareholders should they have concerns

that contact through the normal channels

of Chairman, Chief Executive Officer or

Chief Financial Officer has failed to resolve,

or where such contact is inappropriate.

I The Company Secretary

The Company Secretary is responsible

to the Chairman for ensuring that all

Board and Board Committee meetings are

properly conducted, that Directors receive

appropriate information before meetings

to enable them to make an effective

contribution, and that governance

requirements are considered and

implemented. Both the appointment

and removal of the Company Secretary

is a matter for the whole Board.

Chairman

• Ben Verwaayen

Responsibility: Responsible for

leading the Board, ensuring its

effectiveness in all aspects of its

role and developing the Group’s

culture with the Chief Executive

Officer. Promotes high standards

of integrity and governance across

the Group and ensures effective

communication and understanding

between the Board, management,

shareholders and wider stakeholders.

Senior Independent Non-Executive

Director (SID)

• Allard Castelein

Responsibility: Provides a sounding

board for the Chairman and discusses

concerns that cannot be resolved

through the normal channels or

where such contact would be

inappropriate with shareholders and

other stakeholders. Can be contacted

via the Company Secretary at the UK

corporate head office.

Non-Executive Directors

• Neil Hartley

• Jolande Sap

• Katleen Vandeweyer

• Luc Sterckx

Responsibility: Responsible for

bringing an external perspective,

sound judgement and objectivity

to Board discussion and decision-

making, and to support and

constructively challenge the Executive

Directors using their broad range of

experience and expertise.

Chief Executive Officer (CEO)

• Otto de Bont

Responsibility: Responsible for

the management of all aspects

of Renewi’s businesses, developing

the strategy in conjunction with the

Chairman and the Board and leading

its implementation. In FY24 the CEO

was supported by the Executive

Committee, comprising the CEO, CFO,

Divisional Managing Directors and

Corporate Function Leaders. For FY25,

the Executive Committee has been

replaced by the Executive Leadership

Team detailed on page 96.

Chief Financial Officer (CFO)

• Annemieke den Otter

Responsibility: Responsible

for the management of Renewi’s

finance, treasury, strategy, legal,

IT, transformation, corporate

development and investor relations.

Company Secretary

• Dominic Murray

Responsibility: Responsible to the

Chairman for ensuring that all Board

and its Committee meetings are

conducted properly, that Directors

receive appropriate information

prior to meetings to enable them to

make an effective contribution, and

that governance requirements are

considered and implemented. All

Directors have access to the advice

of the Company Secretary. Both

the appointment and removal of

the Company Secretary is a matter

for the whole Board.

The roles of the Board, Board Committees,

Chairman and CEO are documented in

more detail on our website, as are those

matters reserved to the Board. They can

be found at renewi.com/en/investors/

corporate-governance.

Director roles and responsibilities

Strategic report Governance report Financial statements Other information

Renewi plc Annual Report and Accounts 2024 107

Composition,

succession & evaluation

J Appointments to the Board and

succession planning

The Nomination Committee regularly

reviews the composition of the Board and

the status of succession for both senior

executive management and Board-level

positions. Directors have regular contact

with and access to succession candidates

for senior executive management positions.

The Nomination Committee’s role is to

recommend to the Board any new Board

appointments and to consider, more

broadly, succession plans for both senior

executive management and Board-level

positions. As part of its consideration, the

Nomination Committee evaluates the

balance of skills, knowledge, experience

and diversity of the Board. Any decisions

relating to the appointment of Directors

are made by the entire Board based on

the merits of the candidates and the

relevance of their background and

experience, measured against objective

criteria, with care taken to ensure that

appointees have enough time to devote

to our business.

For more information, please see the

Nomination Committee Report on

pages 125 to 127.

Re-election of Directors

In accordance with Article 93 of the

Articles, all Directors retire at each AGM

and may offer themselves for re-election

by shareholders. Accordingly, all the

Directors will retire at the 2024 AGM.

The Notice of AGM will contain details of all

Directors seeking election and re-election.

For more information, see the Other

disclosures on page 148.

K Skills, experience and knowledge

of the Board

The Nomination Committee is responsible

for reviewing the composition of the Board

to ensure that it has the appropriate

expertise while also recognising the

importance of diversity.

L Board evaluation

In FY24, the Board evaluation was carried

out through an externally facilitated,

structured online survey. The findings are

set out in the Nomination Committee

Report on page 125.

Audit, risk and

internal control

M Internal and external audit

The Audit Committee reviews

the Company’s relationship with its

external auditors, BDO LLP, including

their independence. BDO LLP was first

appointed to conduct the audit of the

Company’s and Group’s consolidated

financial statements for the financial

year ended 31 March 2021 and will be

put forward for re-appointment at the

2024 AGM.

The Committee maintains a policy for the

pre-approval of all permitted non-audit

services undertaken by the external

auditor. The main purpose is to ensure

that the independence of the auditor

is maintained. The Audit Committee

also reviews the independence and

effectiveness of the internal audit function.

For more information, see the Audit

Committee Report on pages 119 to 124.

N Fair, balanced and

understandable assessment

The Board as a whole is responsible for

the Company’s financial and business

reporting including reviewing the

Company’s financial results

announcements.

The Board considers this Annual Report,

taken as a whole, to be fair, balanced

and understandable, and provides the

information necessary for shareholders

to assess Renewi’s position, performance,

business model and strategy.

O Risk management and

internal controls

The Board has overall responsibility

for our system of internal controls and

risk management policies and has an

ongoing responsibility for reviewing their

effectiveness. During FY24, the Directors

continued to review the effectiveness of

our system of controls, risk management

(including a robust assessment of the

emerging and principal risks, including

those that would affect the business

model, future performance, solvency or

liquidity) and high-level internal control

processes. These reviews included

an assessment of internal, financial,

operational and compliance controls,

and risk management, including their

effectiveness. The reviews were supported

by management assurance of the

maintenance of controls reports from

internal audit, as well as the external

auditor on matters identified during its

statutory audit work.

The system of controls is designed to

manage, rather than eliminate, the risk

of failure to achieve business objectives

and can only provide reasonable

(not necessarily absolute) assurance

of effective operation and compliance

with laws and regulations.

The Directors believe that the Group

maintains an effective, embedded system

of internal controls and complies with

the FRC’s Guidance on Risk Management,

Internal Control and Related Financial

and Business Reporting.

For more information about how Renewi

manages business risks, procedures for

identifying emerging risks, descriptions

of principal risks and uncertainties, and

the Viability Statement, see the Risk

management section on pages 66 to 89.

Compliance with the UK Corporate Governance Code continued

108 Renewi plc Annual Report and Accounts 2024

Remuneration

P Policies and practices

The Remuneration Committee is

responsible for determining, approving and

reviewing the Company’s remuneration

principles and frameworks, to ensure they

support the strategy of the Company and

are designed to promote long-term success.

For more information on the Remuneration

Committee’s work during FY24, see the

Directors’ Remuneration Report on

pages 128 to 147.

Q Procedure for developing

remuneration policy

Following consultation with institutional

shareholders and advisory bodies, the

Directors’ Remuneration Policy was

approved at the 2023 AGM and will

remain in place until a new policy is put to

shareholders for approval at the 2026 AGM.

The Remuneration policy is designed

to align with corporate governance best

practice, support the Company’s ability to

recruit and retain executive talent to deliver

the aims of its strategy and promote the

delivery of the long-term strategy.

The Directors’ Remuneration Policy can

be found in the Directors’ Remuneration

Report on pages 128 to 147.

R Exercising independent judgement

The Remuneration Committee exercises

independent judgement when determining

remuneration outcomes. It considers

factors such as wider business and

individual performance during the year,

including health and safety performance

and environmental, social and

governance objectives.

For more information on FY24 performance,

decisions and reward outcomes, see the

Directors’ Remuneration Report on pages

128 to 147.

Strategic report Governance report Financial statements Other information

Renewi plc Annual Report and Accounts 2024 109

Culture at Renewi

Our Culture

The Board considers our people

to be our most valuable asset

and places a commitment to

the highest standards of safety

at the heart of our culture.

Alignment to purpose, vision

and strategy

As a pure-play recycler, Renewi’s core

purpose is to give new life to used

materials. Our vision is to be the leading

waste-to-product company in Europe’s

most advanced circular economies, which

we aim to realise through our strategic

pillars of being a leader in recycling, a

leader in secondary materials, and

selectively growing our market share.

Our purpose, vision and strategy have

shaped a culture the Board deems fit for

the business and has determined the

Group’s core values:

Who we are:

• Safe – Safety above all else

• Sustainable – make a daily difference

to our planet

• Innovation – do it better every day

How we act:

• Accountable – do what we say we’ll do

• Customer-focused – add value for

our customers

• Together – always open and respectful

These values, which underpin our culture,

have been specifically developed to enable

us to deliver on both our strategic objectives

and sustainable business performance.

‘Setting the tone from the top’

The Board leads by example, ‘setting the

tone from the top’. Each member of the

Board supports the Group’s safety culture

and is dedicated to promoting it within

the business.

This commitment to embedding a

common understanding of the culture

flows through the governance structure of

the Board and its Committees. Executive

management is charged with ensuring the

Executive leadership understands and

embraces Renewi’s culture and actively

cascades expected standards throughout

its teams and management structures.

Centrally, Renewi’s culture and

commitment to a unified approach are

communicated throughout the business

by leadership functions. These comprise

senior management, Human Resources

and Group Internal Communications as

well as team leaders and supervisors on

a site level.

To ensure all employees understand and

adopt our culture and way of working,

they must sign up to the Renewi Code of

Conduct during induction. This details the

purpose and vision of our organisation,

standards of business integrity, the

responsibilities of the organisation and

the responsibilities of the employee.

Monitoring culture

Caring for our people is a vital part of

the Renewi sustainability strategy, and

the cultural health of the Company is

monitored through a dashboard of key

metrics, which give insight to the Board.

You can read more about how we care

for our people on page 44. In addition,

the Board receives a monthly update

on SHEQ performance and cultural and

organisational development as part of the

Chief Executive’s report, as well as regular

feedback from the Board Committees,

which monitor relevant metrics as part of

their areas of focus. This combination of

feedback mechanisms allows the Board

to identify themes emerging in the culture

of the Company, enabling decision-

making to strengthen performance or

initiate remedial action as necessary.

Culture – dashboard metrics

LTIF

6.8

FY23: 9.4

Lost time injuries rate

Employee mood

7.4

FY23: 7.4

Healthy at work rate

94%

FY23: 92%

Employee engagement

+23

FY23: +22

eNPS score in pulse survey

Females in higher management

23%

FY23: 24%

* see page 44 for details on these metrics.

110 Renewi plc Annual Report and Accounts 2024

Employee engagement

Renewi is committed to being a great place

to work. Engagement with employees is an

important element in fostering a positive

environment in which they feel respected,

where openness is valued, diversity

celebrated, and every voice heard. The

Company recognises that people are its

most valuable asset in achieving its goals,

upholding its values and delivering its

strategic priorities.

The Board has designated Non-Executive

Director Jolande Sap to assist the Board

with employee engagement. Jolande, a

former leader of the Dutch Green Party,

GroenLinks, has a deep understanding of

socioeconomic issues and an ideal blend

of skills for this role. Over the year, Jolande

has regularly engaged with the Dutch

Works Council (DWC) including:

• June ‘Article 24’ general operation of

the enterprise discussions

• December business update meeting

• Five meetings with the DWC chair

on topics of employee and

management interest

In addition to Jolande’s work, the Board

seeks to engage directly with employees.

During the year, the Board visited several

sites within the operation, which provided

the opportunity to discuss operations

directly with staff. Board lunches were

arranged with groups of employees, of

which 4 were held during the year, which

provided an open forum for discussion on

a range of topics of importance to both the

employees and the Board.

The Board receives updates from HR

detailing the workforce’s views on a wide

variety of topics. It also receives several

Company-wide reports providing insight

into the views of the entire workforce,

regardless of location and role, allowing

for a breadth of views to be considered

when making key decisions.

Investing in and rewarding

our workforce

Although the Remuneration Committee

does not consult directly with employees,

the Committee considers general basic

salary increases for our workforce, aiming

to ensure the global total reward offering is

competitive, compelling and aligned to our

business performance, while supporting a

culture where everyone feels valued and

included. For more information see the

Remuneration Report on page 128.

Employee Pulse surveys

Renewi conducts regular Pulse surveys

to understand the mood of employees

and their attitude towards Renewi as

an employer. The data analysis includes

the calculation of a net promoter score

estimating the likelihood of staff

recommending Renewi as an employer.

The results and analysis of Pulse surveys

are presented to the Board to allow it to

monitor any changes in attitudes as well as

question Divisional Managing Directors and

Function Leaders. For more information

about Pulse surveys, see the Caring for

our people and ecosystems section on

pages 44 to 49.

What is the value of direct Board-

employee engagement at Renewi?

Since last year, at the end of Board

meetings, all Board members have, in

groups of two or three, met with small

groups of four to eight employees over

lunch. These lunches have provided an

opportunity for format-free discussions on

what makes people tick at Renewi: what

makes them proud, what are their main

concerns, what they would like to change.

The feedback proves these lunches are

considered extremely valuable by both

the Board and employees, and they deliver

great insights into culture, leadership and

delivery of strategy.

What insights have you gained into the

employee experience at Renewi?

What stands out for me is that people

are proud to work at a company that has

a positive impact on the environment and

society. Many people have strong ideas on

how to co-operate within Renewi and how

to organise our work even better to make

more impact.

Where do you see engagement

opportunities for 2024/25?

The Board should continue the Board-

employee lunches, or other engagement

forums whereby discussions can be held

in an informal setting. As the designated

Non-Executive Director for the workforce,

I will have regular meetings with the chair of

the Dutch Works Council five to six times a

year. Furthermore, I will meet the full Works

Council and join the Article 24 meeting with

management. In the coming year, I will also

revisit the Belgian Works Council – this will

help keep the Board informed of employee

topics of interest and provide a direct

communication channel between the

Board and as broad a spectrum of

employees as possible within our business.

What perspectives would you like to bring

into conversations in the coming year?

Important perspectives for discussion over

the coming year are delivery of the growth

strategy, co-operation across divisions,

innovation and personal leadership at

each level of the organisation.

Q&A with Jolande Sap, designated

director for employee engagement

Strategic report Governance report Financial statements Other information

Renewi plc Annual Report and Accounts 2024 111

Stakeholder engagement

Stakeholders

Considering the interests of our

stakeholders is fundamental to the

way we operate. Our values and Code

of Conduct empower employees to make

the best decisions in the interests of the

Group and our stakeholders, helping to

ensure these considerations are made

not only at Board level but throughout

our organisation.

How our Board understands the

interests of our stakeholders

The Board appreciates that effective

stakeholder management is crucial

in ensuring the success of the business.

The Board receives regular reports from

management, which include the interests

and concerns of key stakeholder groups,

and, where appropriate, the Board

engages directly with stakeholder

representatives. During the year, the

Board received updates on various

engagement initiatives designed to

promote recycling and an understanding

of sustainability goals among stakeholders.

The Board spent time considering

engagement with the Company’s

investors and gauging their views and

concerns on several issues. The Board

continues to review its engagement

processes to ensure they best understand

how the Company’s interests align with

those of its stakeholders.

How our Board considers

stakeholders’ interests in

decision-making

The Directors act in good faith to

promote the success of the Company

for the benefit of shareholders, while also

considering the impact of their decisions

on wider stakeholders and other factors

relevant to the decisions being made. As

part of the Board’s governance process,

stakeholder issues are discussed at each

meeting. When decisions are made that

affect the Company’s stakeholders, the

Board carefully considers the interests

of each stakeholder group concerned.

For examples of how stakeholders’

interests have been considered during

the year see the Principal decisions

section on page 116.

Our key stakeholders

Our waste-producing

customers

Relevance to our business model

Our waste-producing customers are both

valued partners and the source of waste

which we can turn into circular materials.

Areas of focus

• Commercial terms and services

• Service quality

• Responsible waste management

• Industry developments

• Delivering quality waste streams

How we engage

• MyRenewi digital portal

• Customer call centres

• Daily interactions and shared learnings

• Sustainability and circularity coalitions

• Education and training programmes

• Customer events

• Questionnaires and satisfaction surveys

• Net promoter scores

Board oversight

• CEO reports to the Board including

market dynamics, key contract wins

• Presentations from Executive

Committee members and management

Outcomes of engagement

• Customer service that retains our

customers and meets their needs

• Support and advice for customers

on waste segregation and

separate collections

• Responsible waste management

• Communication of market changes

• Mission75 target to increase the

recycling rate to 75%

• Future Fit, our standardisation

programme to streamline our services

Our product customers

Relevance to our business model

Our manufacturing customers buy our

circular materials.

Areas of focus

• Development of quality circular materials

to meet customer requirements

• Certainty of supply

• Technical feasibility

and commercialisation

• Innovation and partnerships

How we engage

• Regular strategic and

operational engagement

• Customer meetings with the

engineering team to collaborate/

conceptualise new solutions

• Marketing collateral, including factsheets

• Industry and customer events

• Questionnaires and satisfaction surveys

• Net promoter scores

Board oversight

• CEO reports to the Board including

market dynamics, key contract wins

• Presentations from Executive

Committee members and

senior management

Outcomes of engagement

• Investment to produce higher

specification circular materials

• Participation in setting

industry standards

• Opening of two new, advanced sorting

lines in Ghent and Acht, enabling

us to produce greater volumes of

high-quality, clean raw materials

for our customers

112 Renewi plc Annual Report and Accounts 2024

Our innovation partners

Relevance to our business model

Innovation is key to providing superior

customer service and extracting maximum

value from waste.

Areas of focus

• Scaling innovations for strategic impact,

including investment in facilities and/or

co-investment with a strategic partner

• Potential and alternative uses of

circular materials

• Opportunities to improve the viability of

circularity and waste-to-product processes

How we engage

• Regular meetings with potential partners

and manufacturers to explore and

develop new product possibilities

• Working alongside network

organisations that provide a platform

to meet potential partners and screen

the innovation potential of ideas

and co-operation opportunities

Board oversight

• Monitoring of innovation through

reports from the CEO and CFO

• Presentations from members of the

Executive Committee and other

business leaders

Outcomes of engagement

• Strategic partnerships within the

circular economy

• Formulation of superior circular

materials to meet market needs

• Exploring the potential for new

uses for existing recycled waste

Our suppliers

Relevance to our business model

Working with a trusted group of suppliers

is key to creating a reliable and effective

supply chain.

Areas of focus

• Sourcing sustainable

technical innovations

• Responsible sourcing

• Enhanced safety of our products

• Improvements in operational processes

e.g. our source-to-pay system

How we engage

• Interaction with our procurement team

to ensure transparency and engagement

• Initial formal market tenders and

creating framework agreements with

our key suppliers

• Interaction through our source-to-pay

system and procurement digital platform

• Supplier review meetings to discuss

opportunities to improve processes

Board oversight

• CEO reports to the Board on cost

management and supply chain matters

• Modern Slavery Act compliance to

ensure an ethical supply chain

Outcomes of engagement

• Long-term relationships with trusted

suppliers to enable efficient and

sustainable purchase decisions

• Focus on safety and high ethical standards

• Collaboration on technical innovations

• Investment in digital platforms, more

efficient processing and development

of preferred suppliers

• Mitigating risks on quality and taking

advantage of market developments

Our employees

Relevance to our business model

Our employees drive our performance and

productivity and enable us to be a leader

in recycling.

Areas of focus

• Safety culture and Group values

• Pay and working conditions

• Diversity and inclusion initiatives

• Professional development

How we engage

• Safety training, lifesaving rules and

safety reporting for all employees

• Employee surveys (Pulse) and

leader-led feedback

• Performance and development reviews

• Group-wide leadership and

management team meetings

• Employee Works Councils

• Internal communications and town halls

• Opening growth pathways through

leadership training

Board oversight

• CEO reports to the Board include safety

and workforce matters

• Remuneration Committee on employee

pay, SHEQ on safety matters

• Feedback from the designated NED

• Board site visits and lunches with

employee groups

Outcomes of engagement

• A motivated and aligned workforce

• Employee attraction and retention

• A positive safety culture

• Creating diverse and inclusive teams

• Developing our people and

creating careers

Strategic report Governance report Financial statements Other information

Renewi plc Annual Report and Accounts 2024 113

Stakeholders continued

Our key stakeholders

Government

Relevance to our business model

Governmental focus on sustainability

and addressing climate change are

driving many of the changes towards

a circular economy.

Areas of focus

• Shaping legislation to deliver on

climate change targets and the

circular economy

• How the industry can help meet climate

change targets

• Use of fiscal and monetary incentives

• Legislation on sorting of waste and

stimulating higher quality of recyclates

How the Company engages

• Face-to-face engagement with

state secretaries, politicians and

other local, regional and national

government officials

• Lobbying on recycling, secondary

materials usage and climate transition

• Engaging directly or through trade and

industry associations and lobby groups

• Media coverage

Board oversight

• Board and Executive Committee

level engagement over political

and regulatory matters

• CEO reports to the Board

• Meetings with members of

the Executive Committee

Outcomes of engagement

• Understanding of the risks

and opportunities within the

waste-to-product sector

• Progressive legislation in the creation

of a circular economy, reduction

in incineration and stimulation of

demand for secondary materials

Local communities

Relevance to our business model

The processing of waste is critical for our

communities and we nurture long-term

relationships with them that uphold

our reputation.

Areas of focus

• Managing our environmental impact

• The benefits of recycling and secondary

material production

• How we reduce the impact of climate

change through recycling

How the Company engages

• Continuous dialogue with our

neighbours and local legislators

• Community events, open days and

education events

• Meetings with special interest groups

• Leafleting and social media

Board oversight

• CEO reports to the Board

• Meetings with members of

the Executive Committee

Outcomes of engagement

• Renewi’s contribution to

community projects

• Where there is an adverse event,

we actively engage with

community stakeholders

• Renewi works with communities and

local authorities on different initiatives

throughout the year. In education, we

visit schools to discuss recycling and

what happens to waste

Regulators

Relevance to our business model

Alignment with and adaptation to

regulation is key to the success of

our business model and a source

of competitive advantage.

Areas of focus

• EC-wide harmonisation

• Enforcement policy

• Operational compliance with permits

• Meeting environmental standards

• Quality requirements and the best ways

to measure them

• Defining evolving standards and

addressing topical concerns

How the Company engages

• Virtual meetings, site inspections,

testing and data submissions

• Liaison through trade and

industry associations

• Community advisory panels

Board oversight

• Board and Executive Committee-level

discussion of political and

regulatory matters

• CEO reports to the Board

• Safety data and HIT reporting

Outcomes of engagement

• Adoption of International Sustainability

Rating System framework (ISRS)

• Application of best practices and

responsiveness to any investigations

or compliance concerns raised

• A positive safety culture

114 Renewi plc Annual Report and Accounts 2024

Shareholders

Relevance to our business model

Capital raised from our equity investors

underpins the execution of our

business model.

Areas of focus

• Progressing our overarching strategy

for driving top-line growth and

improving margins

• Our strategy to increase the performance

of the Group

• Our approach to sustainability and

climate risk

How the Company engages

• Dedicated Investor Relations function in

constant communication with investors

• Capital Markets events and site visits

• Roadshows, video conferences,

telephone calls and other meetings

• Regular trading updates on

regulatory platforms

• Annual Reports and the Annual

General Meeting

Board oversight

• Chairman and Executive management

meetings with major investors,

feedback shared with the Board

• Regular investor relations and

shareholder activity reports

Outcomes of engagement

• Presenting the investment case, the

financial and non-financial performance

of the business and the likely future

trajectory of the business performance

based on the outlook

• Positioning Renewi to attract

investors interested in sustainable

and green investment

Lenders

Relevance to our business model

Financing raised from debt investors and

banks supports ongoing business activities.

Areas of focus

• Our approach to sustainability

• Optimising liquidity, cash management,

risk management and other

treasury activities

• Debt facilities management, issuances

and maturities

• Financial markets changes, including

ESG reporting requirements

• Experiences and expectations for the

local economies and investors

How the Company engages

• Regular financial reporting and covenant

compliance reporting documents

• Maintaining close contact regarding the

ongoing performance of the Group

including bi-annual bankers’ meetings

• Discussions regarding the ongoing

facilities and utilisation

• Consultation regarding alternative

financial products available

• Regularly sharing insights

Board oversight

• Receives regular reports from the CEO

• Meetings with the CEO, CFO and

Group Treasury

Outcomes of engagement

• Lenders understand our capital

requirements, financial performance

and sustainability performance

• Continued access to the lending markets

• Positioning Renewi to attract

investors interested in sustainable

and green investment

Global community

Relevance to our business model

Renewi’s business model is geared to

facilitating the circular economy and

thereby addressing the climate emergency.

Areas of focus

• Addressing climate change

through circularity

• Ways to deliver essential services with

minimal impact on the environment

How the Company engages

• Contribution to the ongoing debate

around climate change

• Influencing communication channels

such as press and social media

• Advocating on the importance in keeping

recyclable materials in the value chain

Board oversight

• Approval of the Group’s various ESG

targets, objectives and goals

• Ongoing monitoring and assessment

of performance against ESG KPIs

• Oversight of engagement with the

various interested stakeholder groups

Outcomes of engagement

• Roadmap to 2030 (FY31) 50% reduction

in Scope 1&2 emissions, 25% in

Scope 3 emissions

• Encouraging companies to produce

products that can be recycled, leading to

greater value being extracted from waste

• Change in behaviour, such as greater

discipline in sorting waste for collection,

leading to greater value being extracted

from waste

• Recycling rate target

Strategic report Governance report Financial statements Other information

Renewi plc Annual Report and Accounts 2024 115

Principal decisions during FY24

Principal decisions

The needs of our different stakeholders as well

as the consequences of any decision in the long

term are carefully considered by the Board.

This includes those decisions that involve the

competing interests and priorities of our key

stakeholders. The Board acknowledges its

overriding duty to promote the success of

the Company and recognises that conflicts

between differing interests will often arise.

More information on Section 172(1) can be

found on page 90.

Key decision Impacted stakeholders

Strategic review of the UK Municipal business

As announced on 4 October 2023, the Board decided to conduct a strategic review of the UK Municipal business as part of

initiatives to optimise the Group’s portfolio. The Board determined that a carefully managed exit from the UK Municipal

business would align with the Group’s strategic objectives and support the long-term success of the Company for its

members as a whole. In reaching its decision, the Board considered the contribution of the UK Municipal business to

the performance of the Group, the limited synergies between its business model and that of the Group as a whole, the

stakeholder groups that would be impacted, and the extent of such impacts upon each stakeholder group. As far as

possible, the Board has ensured that management has provided clear communications to impacted stakeholders,

in particular our employees, and that it remains available to answer questions and address concerns. The Board will

continue to oversee the process to ensure that stakeholder interests are protected as far as possible in the context

of promoting the success of the Company.

Customers

Local communities

Suppliers

Employees

Shareholders

Lenders

Link to strategy

Macquarie bid

During 2023, the Board received non-binding all-cash indicative proposals from Macquarie Asset Management

(Macquarie) to acquire the entire share capital of the Company. The Board, in consultation with its advisors, carefully

assessed the value and deliverability of those proposals against the future prospects of the Company. During these

discussions, the Board focused on maximising shareholder value. It compared the value of the proposals against the

fundamental value of Renewi. The Board determined that Macquarie’s proposals undervalued Renewi and its prospects,

but communicated to Macquarie that it was open to engagement at price levels that reflected Renewi’s fundamental

value. As a Board, we are focused on maximising value for all of our shareholders and are confident in the Company’s

future prospects, but are objective and pragmatic about the route through which value is maximised.

Shareholders

Link to strategy

Future Fit

The Board agreed a package of measures to ensure Renewi is ‘Future Fit’. These included, but were not limited to:

i) investment in Renewi’s digital core; ii) right-sizing the Netherlands employee base; and iii) simplifying the organisational

structure. In continuation of the harmonisation and digitisation process commenced under Renewi 2.0, digital core will

address back-office IT systems consolidating the digital landscape within the business. The right-sizing of the Netherlands

employee base meant having to lose 160 employees, a process that was completed in December 2023. Finally, the

simplification of the organisational structure brings Commercial Waste under one management team, and centralises

support functions across the Group. These measures are expected to deliver significant costs savings and optimise

Renewi’s positioning for future growth. The Board deemed these decisions necessary steps to promoting the long-term

success of the business. Through updates received from management, the Board was satisfied that actions taken were in

line with the Group’s culture and values, redundancies were made with respect and sensitivity with the aim of mitigating

the impact on those employees affected, and that transformation of the business will benefit all stakeholder groups over

the long term.

Employees

Shareholders

Customers

Suppliers

Link to strategy

Investment strategy

The Board continued to support the €100m investment it approved for building new waste sorting facilities in Belgium in

response to the VLAREMA 8 regulation, and facilities in the Netherlands for recycling plastics and converting out-of-date

food waste into gas. The first of these projects was completed with the opening of the Ghent facility, where a new

and innovative sorting line started production sorting mixed commercial waste into 24 recyclates, saving them from

incineration. The second project was the new rigid plastics sorting facility in Acht. The newly opened facility will allow

the Company to recycle not only separately collected plastics, such as a rigid plastic mix from recycling centres, but also

more contaminated material from Construction & Demolition waste. The Board considered that these investments would

continue to have a lasting positive impact for the Company, its customers and communities over the years to come.

Regulators

Customers

Local communities

Shareholders

Link to strategy

Dividends

The Board is conscious of the importance of dividends as an income stream for many shareholders. Taking into account

the financial position of the Company and continued confidence in the financial strengths and prospects of the business,

the Directors decided it was appropriate to recommend a final dividend totalling 5 pence per share. The Board will keep

the dividend policy under review to ensure it remains appropriate and continues to be in the interests of shareholders.

Investors

Employees

Link to strategy

Renewi defines principal decisions as those

that are material or strategic to the Group and

significant to any of our stakeholder groups.

We detail below how the Board factored

stakeholders into principal decision-making

during FY24. The Board carefully considered

how each decision promoted the long-term

success of the Group, its financial and

non-financial impacts, and had due regard

to the other matters set out in s172(1)(a) to (f)

of the Companies Act 2006.

Key:

Selectively grow market share

Leader in recycling

Leader in secondary

material production

116 Renewi plc Annual Report and Accounts 2024

Committees

Safety, Health and Environment

Committee Report

On behalf of the Board, I am pleased to present the

Safety, Health and Environment Committee Report

for the year ended 31 March 2024.

Committee membership and

FY24 Committee meeting

attendance

Luc Sterckx (Chair) 4(4)

Allard Castelein 4(4)

Neil Hartley 4(4)

Bracketed figures indicate maximum potential

attendance of each Director.

Role of the Committee

• Review and recommend

appropriate policies related to

the protection of the environment,

together with the safety of

employees, contractors,

customers and the public,

and oversee the monitoring and

enforcement of these policies and

related practices and procedures

• Review significant risks or

exposures and assess the steps

management has taken to

minimise those risks

• Assist in keeping Directors

informed of their safety,

health and environmental

responsibilities and duties

as necessary and relevant

• Monitor regulatory changes in

relation to safety, health and

environmental matters and the

impact such changes may have

on the business of Renewi

• Receive reports as to

divisional safety and health

and environmental policies and

arrangements, compliance with

and any proposed changes to

those policies and arrangements

• Receive reports as to safety, health

and environmental performance

and any major incidents to ensure

that management identifies and

implements any corrective action

considered appropriate to achieve

compliance and raise performance

where required

For terms of reference go to

renewi.com/sheco

* The Safety and Compliance Taskforce meets monthly to review performance and

progress against the SHEQ Strategy Plan. Membership includes Divisional MDs, the

CEO and the Group SHEQ Director, and divisional SHEQ Directors. The Safety and

Compliance Taskforce is focused on accountability and ensuring the execution of

the SHEQ Strategy Plan.

** The team of SHEQ leads comprises the Group SHEQ Director, divisional SHEQ

Directors and the Group SHEQ team.

Luc Sterckx

Chair of the

SHE Committee

Ensuring high standards of safety, health and environmental

quality (SHEQ) is a priority for Renewi and the focus of the

Committee. During the year, the Committee has monitored

progress and development in Renewi’s SHE environment,

providing robust oversight and ensuring that the Group

delivers against its commitments.

The Committee met four times during the year, with meetings

attended by the Chief Executive Officer, Group SHEQ Director

and Divisional Managing Directors by invitation.

Over the course of the year the Committee has overseen continued

improvements in the SHEQ environment within the Company.

Management’s decision to appoint a seasoned operational

managing director as SHEQ Director, bringing a wealth of practical

SHEQ expertise to the position was welcomed by the Committee,

and has proved instrumental in improving overall SHEQ performance.

The work undertaken on safety, health and environmental

performance, as well as the Renewi Safety Strategy, the

International Sustainability Rating System (ISRS) implementation,

traffic safety and environmental initiatives, are discussed in

the paragraphs below.

The Committee has continued to work closely with the Board in

driving a strong safety culture within the Group, providing regular

updates on performance and initiatives. In FY24 the remit of the

internal audit function was expanded to include monitoring

compliance with SHEQ policies, management systems and

programmes. The Committee has and will continue to liaise

closely with the Audit Committee to oversee this area of activity.

Renewi plc Board

SHE committee

Safety and Compliance

Taskforce*

Executive committee

SHEQ leads**

SHE corporate governance framework

Strategic report Governance report Financial statements Other information

Renewi plc Annual Report and Accounts 2024 117

The Committee has also been

instrumental in the work of the

Remuneration Committee with respect

to determining appropriate safety targets

for the Group’s incentives programmes.

Safety, health and

environment performance

During the year, the Committee

monitored performance in mitigating

safety, health and environmental risks,

and reviewed the root cause of significant

events. The table on the right details the

Group’s performance against some of

the key SHEQ metrics.

On a year on year comparative basis, I am

pleased to report a 26% improvement in

lost time injuries and a 28% improvement

in lost time injury frequency rate.

Restricted work cases, total recordable

incidents and the total recordable

incident rate improved by 2%, 17% and

19% respectively. Numbers of medical

treatment cases increased by 13% in

comparison to the prior year. While

the Committee is encouraged by this

improved performance in most areas,

we remain committed to ensuring

management achieves continuous

improvement in SHEQ performance

across all areas.

In addition to the initiatives detailed

below, the Committee, in conjunction

with the Remuneration Committee, has

determined an annual-bonus linked

stretching new target of 50% reduction

in LTIF over the three years to FY27.

Safety strategy

In FY24, the Committee considered and

approved the Renewi Safety Strategy,

which has an overall objective of zero

accidents. The strategy is designed to

promote cultural change in risk awareness

and safety leadership, supported by

investment in facilities, vehicles, tools

and equipment, and underpinned by

robust management systems and clear

standards, in compliance with the ISRS

framework. The Committee will continue

to oversee progress in this area to ensure

the Group continues to drive a culture of

safety awareness and compliance

throughout the business.

Roll out of ISRS

The Committee monitored the

implementation of ISRS within the

business against the plan agreed and

reported upon in FY23. The objective of

ISRS implementation is to establish a

system for improving SHEQ and operational

performance. The programme has

resulted in significant improvements

in key element standards of Leadership,

Risk Evaluation, Compliance, Risk Control,

Asset Integrity and Risk Monitoring across

all business divisions. The Committee will

continue to monitor the effectiveness

of the implementation of the ISRS

programme under which the majority

of ISRS key elements identified for the

business were completed in FY24, with

the remainder scheduled for completion

in FY25.

Site traffic safety

The Committee is dedicated to ensuring

that all Renewi sites are safe for vehicle

operators and pedestrians. In June 2023,

traffic safety standards applicable to all

sites were agreed, which aim to ensure

optimal site arrangements for the physical

separation of vehicle and pedestrian

traffic. These standards are being rolled

out across all Renewi sites and, once fully

implemented, will significantly improve

safety for our employees, customers

and other site users. The Committee

will continue to support management’s

efforts to ensure standards are adhered to

throughout the Group, and will maintain

oversight of site development where

implementation has required further

investment and redesign.

Environmental permits compliance

The Committee monitored the Group’s

progress against our environmental

permits compliance and non-conformities

(ENC) targets during the year. Enhanced

ISRS aligned reporting systems introduced

in FY23 have assisted oversight in this

area, which in addition to an increased

focus on mitigating risk, resulted in an

improved performance over FY24. In FY25

the Committee will continue to monitor

ENC performance as a priority area for

the business.

Committee evaluation

I am pleased to report that the Committee

continues to operate effectively. In view

of the constant development and

improvement of regulation within the

SHEQ field, and the consequent impact

on the Group and the workload of the

Committee, the evaluation indicated that

the Committee should continue to work

to ensure that its time and priorities are

managed efficiently.

Going forwards

Throughout FY25, the Committee

will continue to oversee the delivery

of SHEQ objectives within the business.

Key oversight focus areas will include the

continued promotion of a robust SHEQ

culture across the Group, an increased

focus on risk awareness, and the

implementation and effectiveness

of the ISRS programme.

Luc Sterckx

Chair of the SHE Committee

Type of incident FY24 FY23

% change

Medical treatment cases 102 90 +13%

Restricted work cases

57 58 -2%

Lost time injuries 99 134 -26%

Fatalities 0 1 -100%

Total recordable incidents 258 311 -17%

Lost time injury rate (LTIF)

6.8 9.4 -28%

Total recordable incident rate (TRIR)

17.7 21.9 -19%

1. Restatement of FY23 metrics resulting from the limited assurance exercise.

2. Restricted work cases is number of cases where a workplace accident results in an injury which prevents the

injured person from performing the full range of normally assigned duties, but they are able to perform other

duties at work.

3. Lost time injury frequency Rate (LTIF) is the number of lost time injuries occurring per 1 million man hours

worked (excluding contractors).

4. Total recordable incident rate (TRIR) is the total recordable incidents per 1 million man hours worked.

Committees continued

118 Renewi plc Annual Report and Accounts 2024

Audit Committee Report

On behalf of the Board, I am pleased to

present the Audit Committee Report for

the year ended 31 March 2024.

Committee membership and FY24

Committee meeting attendance

Katleen Vandeweyer (Chair) 5 (5)

Neil Hartley 5 (5)

Luc Sterckx 5 (5)

Jolande Sap 5 (5)

Bracketed figures indicate maximum potential attendance of

each Director.

Role of the Committee

The primary objective of the Audit Committee

is to assist the Board in fulfilling its corporate

governance responsibilities relating to the

Group’s corporate reporting, risk management

systems, internal controls and any other

matters referred to it by the Board.

This covers:

• monitoring the integrity of the financial

statements including annual and

half-yearly reports

• reviewing and challenging the consistency

and appropriateness of and changes to

significant accounting policies, the methods

used to account for significant or unusual

transactions, and appropriate estimates

and judgements

• keeping under review the adequacy

and eﬀectiveness of internal financial 

controls and internal control and risk

management systems

• reviewing the adequacy of procedures

for detecting fraud and ensuring that

appropriate arrangements are in place

to allow for company employees to raise

concerns, in confidence, about possible

wrongdoing in financial reporting or

other matters

• monitoring and review of the eﬀectiveness 

of the internal audit function in the context

of the overall risk management system

• the appointment, terms of engagement,

eﬀectiveness, objectivity and independence 

of the external auditors and the nature and

scope of the audit

• the development and implementation of

policy on the engagement of the external

auditor to supply non-audit services

• reviewing the methodology and approach

for reporting in support of strategy set by

the Board in relation to sustainability and

climate change.

For terms of reference go to renewi.com/audit

Katleen

Vandeweyer

Chair of the

Audit Committee

The Audit Committee assists the Board in fulfilling

its responsibilities relating to the Group’s corporate

reporting including sustainability and climate change,

risk management and financial controls and the internal

and external audit functions.

The report is intended to provide shareholders with

an insight into key areas considered, together with how

the Committee has discharged its responsibilities. This

includes details of the significant accounting matters

and issues in relation to the Group’s financial statements

that the Committee has assessed during the year

and how these were addressed, and our process for

concluding that this Annual Report is fair, balanced

and understandable. The other primary responsibilities

of the Committee, including ensuring that the external

auditor is independent and effective, confirming that the

Group has an effective internal control framework and

reviewing the effectiveness of the Group’s internal audit

function, are also detailed over the following pages.

The Committee met five times during the year. The

timing of meetings coincides with key intervals in the

Group’s reporting and audit cycle. Regular attendees at

Audit Committee meetings include the Chief Financial

Officer, the Group Financial Controller, the Group Tax

Manager, the Internal Audit Director and the external

auditors. Others who attend as required include the

IT Director, sustainability leads and other senior

personnel and advisers to the Company.

The results of the FY24 Committee evaluation indicated

the Committee continues to operate effectively, with all

oversight areas appropriately addressed. Priorities for

the coming year will include optimising the Committee’s

effectiveness and managing its increasing remit.

At the conclusion of the year, the Committee amended

its terms of reference to formally adopt the FRC’s

‘minimum standard for audit committees’, which listed

companies are encouraged to adopt on a voluntary

basis. The Committee looks forward to reporting on

its performance in line with the recommendations in

the coming year.

Katleen Vandeweyer

Chair of the Audit Committee

Strategic report Governance report Financial statements Other information

Renewi plc Annual Report and Accounts 2024 119

Committee activities during FY24

At its meeting in May 2023, the Committee

considered corporate governance

compliance, taxation and the final review

of the FY23 Annual Report and Accounts.

A meeting in July 2023 considered a full

debrief and evaluation of the FY23 audit

together with improvements for FY24.

A meeting in September 2023 considered

the evolving ESG regulatory landscape,

the Group’s preparedness for FY24

limited assurance and moving towards

compliance with new regulations regarding

the Corporate Sustainability Reporting

Directive as well as further requirements

coming into effect at the end of FY25.

The October 2023 meeting was concerned

primarily with the interim results, the

external auditor’s plan and strategy for the

FY24 year-end, Group risk management

and internal control compliance, and

internal audit performance.

The February 2024 meeting considered

the preparation of the FY24 financial

statements and all other year-end

accounting matters and treatments, an

update of the external auditor’s plan for

FY24, the annual review of the non-trading

and exceptional items policy, year-end risk

management planning and the internal

audit plan for the new financial year.

Financial statements and significant

accounting matters

During the year, and before the

publication of the Group’s results for

the half year and full year, the Committee

assessed whether suitable accounting

policies had been adopted, that

management had made appropriate

estimates and judgements, and that

disclosures were appropriate. The

Committee reviewed the main issues as

noted below, challenging management

at various stages during the year.

After reviewing the reports from

management, challenging the key

judgements and estimates and assessing

the risks identified, the Committee was

satisfied that the financial statements

addressed these areas, both in respect of

the amounts reported and the disclosures

made. The Committee also reviewed

the significant assumptions used to

determine the value of assets and

liabilities and provided appropriate

challenge to ensure these were sufficiently

robust. The Committee discussed these

issues with the external auditors during

the audit planning process and at the

finalisation of the year-end audit.

The table as presented below is not a

complete list of all the Group’s accounting

issues, judgements, estimates and policies

but highlights the most significant ones in

the period. The accounting treatment of

all significant issues and judgements was

subject to audit by the external auditor as

set out in its Independent Auditor’s Report.

Issue Review

Disposal of subsidiaries and

consideration of asset held for

sale classification

As announced to the market in

September 2023, the Group has

commenced a strategic review of the

UK Municipal activity with the intention

to dispose of these interests with an

outcome targeted for the first half

of 2024.

Given the announcements made and Board discussions it is necessary to consider

whether the Asset Held for Sale criteria of IFRS 5 were met. The Committee reviewed

management’s papers addressing the assessment of the key questions set out in the

accounting standard and confirmation that the criteria for classification of asset held

for sale had been met and that the UK Municipal business qualifies as a discontinued

operation. Disclosure as a critical accounting judgement has been documented in section 1

of the financial statements were all additional disclosures and re-presentation of prior year

the financial statements have been reviewed.

Presentation of underlying

performance and other

alternative performance measures

Management continues to consider

the latest FRC guidelines on alternative

performance measures to ensure that the

Annual Report and Accounts have been

prepared in line with best practice.

The Group’s performance measures continue to include some metrics which are not

defined or specified under IFRS reporting. The Group discloses non-trading and exceptional

items separately due to their size or incidence to enable a better understanding of

performance. Following a recent 2024 thematic review issued by the Dutch regulator,

management undertook a detailed review of alternative performance metrics used.

Based on a review of the supporting papers from management, the Committee considered

that all alternative performance measures were appropriate and all items disclosed as

non-trading and exceptional were appropriately classified and in line with the non-trading

and exceptional items policy, which is reviewed annually by the Committee. The Committee

also considered disclosure of the Group’s alternative performance measures and noted

that these are set out in detail in note 8.3 in the financial statements together with

reconciliations of adjusted performance measures to statutory results. In addition to

the above, the Committee also considered other one-off items included in underlying

performance as they do not fit the definition of non-trading and exceptional policy.

The Committee concluded these were treated correctly.

Committees continued

120 Renewi plc Annual Report and Accounts 2024

Issue Review

Impairment considerations

The Group has a significant value of

goodwill and other intangible assets.

As part of the normal impairment testing

the Group has sufficient headroom on

the carrying values of its goodwill

and therefore did not recognise

any impairments.

Impairment testing is inherently subjective as it includes assumptions in calculating the

recoverable amount of the cash generating unit being tested. Cash flow projections include

discount rates that reflect the appropriate risk, long-term growth rates and future profitability.

The annual impairment review is submitted to the February meeting with a further update to

the May meeting once final March information is available. The Committee has reviewed the

papers prepared by management which also include downside modelling and sensitivity

analysis and concluded that there is sufficient headroom across all cash-generating units.

The goodwill note in the financial statements includes the key assumptions used in the

value in use calculations and references sensitivity to changes in assumptions. As part of the

review the carrying value of investments in the Company balance sheet is also considered.

Landfill related provisions

Landfill provisions, due to their nature,

are judgemental as they are subject to a

number of factors including changes in

legislation and uncertainty over timing

of payments.

The annual review of provisions in discussions with management considered the assumptions

used including discount rates and the period of liability and confirmed they are reasonable

and appropriate. As in 2022, external advice was obtained regarding the discount rate used

for the final March 2023 values. The disclosures in note 4.10 of the financial statements remain

consistent with the enhancements added in 2022 and the Committee has concluded that the

disclosures are appropriate.

Accounting for various tax-related

matters

The most significant judgements for tax

relate to deferred tax asset recognition

and uncertain tax positions.

During the year, the Committee received verbal and written reports from senior management

on all tax-related matters.

The Committee has reviewed the Group’s considerations on future profitability to evaluate the

judgement that it is appropriate to reflect deferred tax assets with regard to the UK and Dutch

businesses and considered the disclosures given in the financial statements.

There has been no resolution with regard to the transfer pricing enquiry from the Dutch

tax authority and this will now be subject to a mutual agreement procedure between the

Dutch and UK tax authorities. As such this matter remains as a key uncertain tax position.

The Committee has reviewed management’s papers of the provision reflected in the

financial statements and the additional disclosure setting out the maximum exposure.

Onerous contracts in UK Municipal

These provisions are judgemental and

based on management’s best estimates,

including long-term forecasts along with

a number of assumptions given the

long-term nature of the contracts.

Given the significant provisions reflected in earlier years, reviews of expected future cash

flows and assumptions on a contract-by-contract basis are discussed with management

with appropriate challenge as part of the interim and year-end procedures. Following these

discussions, the Committee concluded that the total level of provisions and the associated

disclosures included in the financial statements were appropriate at 31 March 2024. Following

the determination of the UK Municipal business as asset held for sale these provisions are

now shown as part of liabilities of the disposal group in note 6.4 of the financial statements.

Defined benefit pension schemes

The Group has defined benefit pension

schemes in the UK and overseas where

judgement in applying appropriate

assumptions is required.

As in prior periods, suitably qualified external advisers are used to determine the IAS 19

valuations at the year end. The Committee has reviewed management’s papers of the

values reflected in the financial statements. The pensions note in the financial statements

includes the key assumptions used in the valuations and references sensitivity to changes

in assumptions.

Going concern and viability

The Committee is required to make

an assessment of the going concern

assumptions for the Group and the basis

of the Viability Statement before making

a recommendation to the Board.

A comprehensive going concern

assessment has been presented to the

Committee which included a review of

medium-term cash flow modelling over a

24-month period to 31 March 2026. As well

as a base case scenario setting out current

expectations of future trading, a downside

scenario has been prepared. The key

judgement in both scenarios is the

possibility of weaker macroeconomic

conditions, delivery of the year on year

profit enhancements together with the

Group’s ability to finance the funding

of the UK Municipal exit expected in

September 2024 and settle all other

funding repayments as they fall due.

The Committee reviewed the detailed

paper and cash flow analysis and

challenged management on the

assumptions and judgements of

the continued cash generation of the Group

and the compliance with covenants across

both the base and downside scenarios.

After careful consideration of all the

key judgements around the financial

projections, including the availability

of financing and the achievability of

mitigating actions included and other

levers not included, the Committee has

confirmed to the Board that sufficient

headroom exists and that the adoption

of the going concern principle

remains appropriate.

Strategic report Governance report Financial statements Other information

Renewi plc Annual Report and Accounts 2024 121

Chair also maintains regular contact with

the audit partner throughout the year.

To ensure the effectiveness of the external

audit process, BDO LLP conducts an audit

risk identification process at the start of

the audit cycle. This plan is presented to

the Audit Committee for its review and

approval. For the FY24 audit, the key audit

matters and significant risks identified

included revenue recognition, landfill

provisions, disposal of subsidiaries,

onerous contract provisions, assets

and liabilities in defined benefit pension

schemes and management override

including presentation of non-trading and

exceptional items. Other areas of elevated

focus for this year included litigation

and claim provisions, impairment of

tangible and intangible assets and

areas of taxation including deferred tax

recognition and uncertain tax positions.

The Committee reviews the performance

and effectiveness of the external auditors

in performing the audit by carrying out an

assessment across several stakeholders

that evaluates various aspects of the

process. Considering feedback from

the business and the Committee’s own

experiences of working with BDO LLP

during the year, the Committee is satisfied

that the external auditors are providing an

effective audit.

For the Committee and the Board,

the objectivity of the Group’s external

auditors is key. The Committee reviews

the independence of the auditors on an

annual basis. BDO LLP’s rotation rules

require the lead audit partner and key

partners involved in the audit to rotate

every five years. BDO LLP is required to

confirm to the Committee that it has

the appropriate independence and

no matters of concern were identified

by the Committee. The Committee’s

responsibility to monitor and review

the objectivity and independence of

the external auditor is supported by

a non-audit services policy. Specified

services may be provided by the external

auditor subject to a competitive bid

process, other than in situations where

it is determined by the Committee that

the work is closely related to the audit

or when a significant benefit can be

obtained from work previously conducted

by the external auditor. The approval

process of any new engagement remains

in place, with the CFO able to approve

any new engagement up to the value

of €25,000, with anything in excess of

that limit requiring Committee approval.

During the year €0.4m of non-audit fees

were provided by BDO (2023: €0.3m).

The total audit fees, as disclosed in

note 3.2 of the financial statements,

amounted to €2.4m (2023: €2.1m).

The Committee also considered a paper

and outputs from the financial modelling

prepared by management in respect of

the longer-term Viability Statement to

be included in the Annual Report and

Accounts. The Committee discussed with

management the risks, sensitivities and

mitigations for the modelled scenarios.

The period to be used for the viability

modelling was discussed and it was

concluded that a five-year period was

appropriate based on the Group’s

five-year strategic planning process.

The Committee concluded that the

longer-term Viability Statement was

appropriate and approved it for

recommendation to the Board.

Fair, balanced and understandable

As part of its review of the FY24 Annual

Report and Accounts, the Committee

considered whether the report, taken

as a whole, was fair, balanced and

understandable and that it provided the

information necessary for shareholders

to assess the Company’s position,

performance, business model and

strategy. To assist with this assessment,

the Committee reviewed an assessment

completed by management to illustrate

the fair, balanced and understandable

aspects of the Annual Report and

Accounts and a summary of the

review and approval processes involved.

Following consideration of these items

at the 28 May 2024 meeting and its

consideration of all developments in the

year, the Committee was satisfied that

the key events and issues, both positive

and negative, were adequately reflected

and referenced in the Annual Report

and Accounts.

External auditors

Following the competitive tender carried

out in 2019 and the shareholder approval

at the 2020 AGM, BDO LLP was appointed

as the Company’s statutory external

auditor for the year ended 31 March 2021

and re-appointed each year thereafter.

Mark Cardiff is the incumbent audit

partner, and will have been in post for

four years at the conclusion of the FY24

audit. The Committee holds private

meetings with the auditors in the absence

of management and the Audit Committee

Committees continued

122 Renewi plc Annual Report and Accounts 2024

At the October 2023 meeting, the

Committee discussed the provision of

non-audit fees of €800 from a separate

BDO firm which had not received all

pre-approvals in line with the non-audit

services policy. The Committee

acknowledged this breach against the

Ethical Standard and confirmed that it did

not threaten the independence of BDO LLP.

The Committee noted that a similar de

minimis matter arose in FY23 and as a

result there has been refreshed

communication of the pre-approval

requirements across the businesses to

prevent a re-occurrence. During the year,

tax and other professional services have

also been provided to the Group by the

audit firms Deloitte, PwC, EY and KPMG.

Internal audit

Internal audit is an independent and

objective function, which aims to improve

Renewi’s overall control framework and

evaluate and improve the design and

effectiveness of control processes. Reviews

of financial processes and cycles are

carried out and investigation activities are

performed on control failures to identify

root causes and provide recommendations

for resolution and prevention. The

Committee monitors and reviews the

effectiveness of its work and approves its

annual plan.

The internal audit programme in FY24

comprised a schedule of internal audits

for sites and specific themes across all

divisions and central functions, including

SHEQ and business operations. The

detailed findings from all reviews are

presented to and considered by the

Committee. Any necessary actions and

improvements are acted upon by local

divisional teams with further internal

auditing as required and regular follow-up

at monthly business review meetings.

Consistent with previous years, limited

audit services from suitably qualified

external providers were also engaged

during the year. In respect of the internal

audit function’s monitoring compliance

with SHEQ policies, management systems

and programmes, reporting efficiency is

achieved through the Committee retaining

oversight while liaising closely with the SHE

Committee to ensure that material matters

are swiftly remediated.

There has been further enhancement of

the key control framework during the year

with compliance reporting consistently

above 95%.

The Committee is updated on the

implementation of agreed management

actions and overall control environment

progress at each meeting.

Accountability and audit

The responsibilities of the Directors and the

auditors regarding the financial statements

are set out on page 151.

Risk management

The Group risk management framework,

major risks and the steps taken to manage

these risks are outlined on pages 66 to 89.

Internal control responsibility

The system of internal control is based

on a continuous process of identifying,

evaluating and managing risks, including

the risk management processes outlined

on pages 66 to 89. The Board of Directors

has overall responsibility for the Group’s

system of internal control and for reviewing

its effectiveness. The Board recognises that

internal control systems are designed to

manage rather than eliminate the risk of

failure to achieve business objectives and

can therefore only provide reasonable and

not absolute assurance against material

misstatements, losses and the breach of

laws and regulations.

Effectiveness of the risk management

and internal control systems

In addition to the Board’s ongoing internal

control monitoring process, it has also

conducted an annual effectiveness review

of the Group’s risk management and

internal control systems in compliance

with Provision 29 of the UK Corporate

Governance Code. This covered risk

management systems and all significant

material controls including financial,

operational and compliance controls.

Specifically, the Board’s review included

consideration of changes in the risk

universe and the Group’s ability to respond

to these through its review of business risk

plans. The Committee also reviewed the

six-monthly certification by divisional

management to ensure that appropriate

internal controls are in place as well

as reports by internal audit and

external auditors.

Strategic report Governance report Financial statements Other information

Renewi plc Annual Report and Accounts 2024 123

The main elements of the internal control

and risk management frameworks,

which contribute towards continuous

monitoring, are as follows:

• A defined schedule of matters for

decision by the Board

• Group manuals and guidance setting

out financial and accounting policies,

minimum internal financial control

standards and the delegation of

authority over items such as capital

expenditure, pricing strategy and

contract authorisation

• A comprehensive planning and

budgeting exercise

• Performance is measured monthly

against the plan, prior year and latest

forecast results with explanations

sought for significant variances. Key

performance indicators are also used

to provide early warning of potential

additional risk factors

• Monthly meetings with the divisional

management teams to discuss

performance and plans

• Appointment and retention of

appropriately experienced and

qualified staff to help achieve

business objectives

• An annual risk-based internal audit

plan approved by the Committee.

Summaries of audit findings and the

status of action plans to remedy any

significant failings are regularly

discussed at Group Board and

Committee meetings

• A monthly key control framework

operates in all divisions and functions

with a summary of compliance

reported to the Group Board

• A range of quality assurance, safety and

environmental management systems

are in use across the Group. Where

appropriate, these are independently

certified to internationally recognised

standards and subject to regular

independent auditing

• The Committee promptly reviews any

fraudulent activity or whistle-blowing

reports and takes appropriate action

• Where weaknesses in the internal

control system have been identified

through the monitoring processes

outlined above, action plans to

strengthen them are put in place and

regularly monitored until complete.

The Board confirms that no material

weaknesses were identified during the

year and therefore no remedial action

is required in relation to them

Financial reporting

In addition to the general risk

management and internal control

processes described above, the Group has

implemented internal controls specific to

the financial reporting process and the

preparation of the annual consolidated

financial statements. The main control

aspects are as follows:

• Formal written financial policies

and procedures applicable to all

business units

• A detailed reporting calendar including

the submission of detailed monthly

accounts for each business unit, in

addition to the year-end and interim

reporting process

• Detailed management review to Board

level of both monthly management

accounts and year-end and

interim accounts

• Consideration by the Board of whether

the Annual Report is fair, balanced

and understandable

• Biannual certification by Divisional

Managing and Finance Directors and

Executive Directors on compliance with

appropriate policies and accuracy of

financial information

• The Committee receives regular reports

from the Group Tax Manager on the

Group’s tax policy, tax management

and compliance

Anti-corruption and anti-bribery

The Renewi Code of Conduct and

Reporting and Investigation Protocol

have operated throughout the year and

integrity reporting is a standing item at

all Committee meetings.

Committees continued

124 Renewi plc Annual Report and Accounts 2024

Nomination Committee Report

On behalf of the Board, I am pleased to present the

Nomination Committee Report for the year ended

31 March 2024.

Committee membership and

FY24 Committee meeting

attendance

Ben Verwaayen (Chair) 3 (3)

Allard Castelein 3 (3)

Jolande Sap 3 (3)

Luc Sterckx 3 (3)

Neil Hartley 3 (3)

Katleen Vandeweyer 3 (3)

Bracketed figures indicate maximum potential

attendance of each Director.

Role of the Committee

• Review the structure, size and

composition (including the skills,

knowledge, experience and

diversity) of the Board and make

recommendations to the Board

with regard to any changes

• Give full consideration to

succession planning for Directors

and other senior executives and,

in particular, for the key roles

of Chairman and Chief

Executive Officer

• Keep under review the leadership

needs of the Company, both

executive and non-executive, with

a view to ensuring the continued

ability of the organisation to

compete effectively in

the marketplace

• Identify and nominate, for the

approval of the Board, candidates

to fill Board vacancies as and

when they arise

• Recommend the election

and re-election by shareholders

of Directors under the annual

re-election provisions, having

due regard to their performance

and contribution in light of the

knowledge, skills and experience

required and the need for

progressive refreshing of the Board

• Review the results of the

annual Board performance

evaluation process

For terms of reference go to

renewi.com/nomco

Ben Verwaayen

Chair of the

Nomination

Committee

The Nomination Committee leads the process for Board

appointments, ensuring plans are in place for orderly succession to

both the Board and senior management positions, and oversees the

development of a diverse pipeline for succession. The majority of

the Committee members are independent Non-Executive Directors.

As Chairman of the Board, I do not chair the Committee when it

is dealing with matters relating to my own succession planning.

Succession planning

Appointments to the Board are subject to a formal, rigorous

and transparent procedure. Each year, the Committee reviews

the composition of the Board and its Committees and considers

whether the balance of independent Directors and the skills,

experience and knowledge present on the Board is appropriate to

ensure the long-term success of the Company. Annual succession

planning also considers the length of service on the Board of the

Chairman and Non-Executive Directors, as well as other factors

that might impair Directors’ independence, to ensure membership

is regularly refreshed.

The Nomination Committee considered succession planning

for FY24, testing these elements to determine whether the

Board composition required amendment. With respect to length

of service, I was independent on appointment as Chairman, and

I and the other Non-Executive Directors have each served terms

of less than nine years. During the year, the Committee concluded

that the Board retained the right membership balance to provide

effective leadership and that no changes to composition were

currently required.

As part of annual succession planning the Committee considers

the composition and pipeline for executive management roles

and the Executive Committee (from FY25 the Executive Leadership

Team). In FY24, the Committee noted that the Executive leadership

composition had been strengthened with new roles recruited

externally and from internal promotion, reflecting the high-quality

talent pool within the Company.

Appointment process

Where the Committee’s succession planning process identifies

the requirement for a new Director – whether to replace a retiring

Director or bring in new skills, experience and knowledge to

support the Group’s development and growth ambitions – the

Committee carefully considers the competencies and attributes

of the individual required. The Committee recognises the need

for and benefits available from ensuring diversity on the Board

in all its forms, including, but not limited to, gender, social and

ethnic backgrounds, as well as cognitive and personal strengths.

These elements are considered when the Committee draws

up a role profile.

Strategic report Governance report Financial statements Other information

Renewi plc Annual Report and Accounts 2024 125

The Committee will typically employ

an external search consultancy to assist

with the process of identifying suitable

candidates. Where search consultancies

are engaged, they are selected on the

basis of their independence from the

Company and individual Directors, and a

statement detailing any such connection

is published in the Annual Report.

Consultancies are tasked with creating

a list of candidates for review by the

Committee, with due regard for the need

for diversity on the Board. Following a

review of profiles, the Committee will

short list a number of candidates for

interviews with the Chairman, Senior

Independent Director, executive

management and other Board members

as appropriate. A preferred candidate

will then be identified by the Committee

which then makes a recommendation

for appointment to the Board.

Diversity

Renewi is committed to promoting

diversity and inclusion, in all its forms,

within its workforce. The Committee notes

the work of the Diversity and Inclusion

Board, which is chaired by the Chief

Financial Officer and comprises a diverse

group of Renewi colleagues who meet

regularly to discuss D&I initiatives and

plans and monitor Renewi’s progress

against targets and objectives.

To promote diversity on the Board

and within the Group, the Committee

reviewed the Board’s policy on diversity

and inclusion, which was recommended

to the Board and approved during the

year. The Board Diversity Policy sets out

its approach to achieving diversity in its

composition and is consistent with the

values we hold throughout the Group.

You can read the Renewi plc Board

Diversity Policy at renewi.com.

In 2023, the Committee evaluated the

composition of the Board regarding gender

and ethnic diversity. As of 31 March 2024,

the Board is 37.5% female, which is close

to the 40% target in the UK Listing Rules.

The role of Chief Financial Officer, one of

the four senior Board positions, is held

by a woman.

The Board acknowledges that none of

its Directors identify as ethnic minority

and during the year the Committee spent

considerable time debating whether a

change in composition was merited at

this point. It concluded that the balance

of skills, experience and knowledge

present on the Board was appropriate

at the current time and that there was no

clear gap in capability that warranted the

appointment of an additional Director.

It was agreed that when a Board vacancy

arose, or a requirement for a Director

with a new complementary skill set was

identified, the need for ethnic diversity

on the Board, alongside all other

considerations for diversity, would

be an important consideration when

identifying a suitable candidate.

The Board’s composition will remain

under review in the interests of meeting

the prescribed target by the end of 2024

or as soon as practicable thereafter. The

FCA Listing Rules prescribed tables for

reporting on gender identity or sex and

ethnic background can be found on page

102. Gender diversity in accordance with

the UK Corporate Governance Code is

detailed below.

Board gender balance Senior management

gender balance

Senior management’s direct

reports gender balance*

Male

62.5%

37.5%

Female Male Female

70%

30%

Male Female

72%

28%

Committees continued

* Data as at 31 March 2024. The definition of ‘senior management’ for this purpose is the Executive Committee

126 Renewi plc Annual Report and Accounts 2024

Board tenure

Male Female Total

1-3 years 1 1 2

3-6 years 2 1 3

6-9 years 1 – 1

Background/experience of Non-Executive Directors

Male Female Total

Energy/chemicals 1 – 1

Politics/socioeconomics – 1 1

Telecoms/digital 1 1 2

Transport 1 – 1

Private equity/investment 1 – 1

Nationality

Number Board member

Dutch 5 Ben Verwaayen, Allard Castelein, Jolande Sap,

Otto de Bont, Annemieke den Otter

Belgian 2 Luc Sterckx, Katleen Vandeweyer

British 1 Neil Hartley

Board evaluation

The FY23 review of Board and Committee effectiveness as reported last year was

undertaken with the use of an externally facilitated, structured questionnaire organised

by the Company Secretary. Key findings from the FY23 review and subsequent actions

are detailed below.

Finding Action

Development of the Renewi culture and

way of working centred around safety,

health and environmental performance

• The Board oversaw development of the

Group’s safety culture, which was closely

monitored by the SHE Committee.

See pages 110 to 111 and 117 to 118 for

further information

Wider active engagement with all

stakeholders to focus the Board

agenda and support the drive for

a circular economy

• The Board undertook a range of engagement

actions during the year, as described in the

Stakeholder engagement section on page 112

• The Board discussed the circular economy

with a representative of the EU

Broadening of Renewi’s influence

to contribute to European and UK

sustainability and climate change policy

• The Board oversaw the hire of a Chief Strategy

Officer to facilitate increased engagement at

European Union level see page 96

FY24 Board evaluation

The Committee determined that the FY24

evaluation would again be facilitated by

Gould Consulting, a specialist in the field

with whom the Board and the Group have

no other relationship. Gould Consulting

is fully compliant with the Chartered

Governance Institute’s Code of Practice

for Independent Board Reviewers, and their

methodology and approaches are in full

compliance with the FRC’s UK Corporate

Governance Code. The FY24 evaluation

consisted of a structured survey to provide

an analysis of the Directors and the

Company Secretary, providing a

comprehensive review of performance

over the year, and in comparison to FY23.

Gould Consulting reported back to the

Board that the Board’s performance,

in most areas, was operating at a good

standard, their report highlighting a few

areas only that they felt warranted more

attention. Having considered the results

and themes that emerged from the

evaluation, the Board agreed specific

FY25 action plans across three main areas:

• Exploring opportunities presented by

a simplified, more efficient Renewi

• Deeper evaluation of emerging risks and

opportunities within the circular economy

• Continued focus on the development of

Renewi’s culture and HSE performance

In respect of individual Director

performance, the Chairman provided

feedback to Directors on an individual basis,

and the Senior Independent Director sought

feedback on the Chairman’s performance.

On review of the results of the evaluation,

the Board determined that it continued

to operate effectively during the year

and that each Director had continued

to demonstrate commitment to their

role and performed capably.

The Committee evaluation results are

detailed in the relevant sections of the

Governance Report.

Nomination Committee evaluation

The evaluation of the Nomination

Committee showed that the Committee

remained effective, and that improvements

in the structure of annual work for

Committee enacted during the year would

assist the Committee going forwards.

Looking forward to FY25, the Committee

will continue to focus on succession

planning and oversight of the Group’s

policies and initiatives on diversity

and inclusion.

Ben Verwaayen

Chairman

Strategic report Governance report Financial statements Other information

Renewi plc Annual Report and Accounts 2024 127

Directors’ Remuneration Report

On behalf of the Board, I am pleased to present

the Directors’ Remuneration Report for the year

ended 31 March 2024.

Committee membership

and FY24 Committee

meeting attendance

Neil Hartley (Chair) 4 (4)

Allard Castelein 4 (4)

Luc Sterckx 4 (4)

Bracketed figures indicate maximum potential

attendance of each Director.

Role of the Committee

• Determines the Group’s policy

on remuneration and monitors

its implementation

• Reviews and sets performance

targets for incentive plans

• Sets the remuneration of the

Group’s senior management

• Approves the specific

remuneration package for the

Chairman, each of the Executive

Directors and below-Board

members of the Executive team

• Determines the terms on which

LTIP, Deferred Annual Bonus and

Sharesave awards are made

to employees

• Determines the policy for and

scope of pension arrangements

for the Executive Directors and

below-Board members of the

Executive team

For terms of reference go to

renewi.com/remco

Neil Hartley

Chair of the

Remuneration

Committee

This report, prepared by the Remuneration Committee on behalf

of the Board, takes full account of the UK Corporate Governance

Code and the latest Investment Association (IA) Principles of

Remuneration and Institutional Shareholder Services (ISS) UK

and Ireland Proxy Voting Guidelines. It has been prepared in

accordance with the provisions of the Companies Act 2006

(the Act), the Listing Rules of the Financial Conduct Authority and

the Large and Medium-Sized Companies and Groups (Accounts

and Reports) (Amendment) Regulations 2013, the Companies

(Miscellaneous Reporting) Regulations 2018 and the Companies

(Directors’ Remuneration Policy and Directors’ Remuneration

Report) Regulations 2019. The Act requires the auditor to report

to the Group’s shareholders on the audited information within

this report and to state whether in their opinion those parts

of the report have been prepared in accordance with the Act.

The auditor’s opinion in this regard is set out on page 154 and

those aspects of the report that have been subject to audit are

clearly marked.

128 Renewi plc Annual Report and Accounts 2024

Summary

The key elements of the Directors’

Remuneration Report are outlined below.

• Annual Statement. Summarises

performance and reward in the year

ended 31 March 2024 and how the

Remuneration Policy will be operated

for the year ending 31 March 2025

• Remuneration Policy. Sets out a

summary of the Remuneration Policy

which was approved by our shareholders

at the 2023 AGM

• Annual Report on Remuneration.

Details how the Remuneration Policy

was implemented during the year ended

31 March 2024 and how the Committee

intends the Policy to apply for the year

ending 31 March 2025

Work of the Committee during FY24

The Committee met four times during

FY24 and details of members’ attendance

at meetings are shown above. The main

Committee activities during the year

(full details of which are set out in the

relevant sections of this report) included:

• agreeing the performance against the

targets and payout for the FY23 annual

bonus awards

• setting the performance targets for the

FY24 annual bonus

• agreeing the vesting levels for the 2020

LTIP awards which vested in 2023

• agreeing the award levels and

performance targets for the 2023

LTIP awards

• agreeing Executive Director base salary

increases and the Chairman’s fee from

1 April 2024

• considering regulatory/disclosure

developments and shareholder

views during FY24

• ensuring ongoing alignment on

ESG targets

In addition, the Committee has considered

how the Remuneration Policy and practices

are consistent with the six factors set out

in Provision 40 of the 2018 UK Corporate

Governance Code:

• Clarity. Our policy is well understood by

our senior team and employees more

generally and has been clearly articulated

• Simplicity. The Committee is mindful

of the need to avoid overly complex

remuneration structures which can be

misunderstood and deliver unintended

outcomes. As such, our executive

remuneration policies and practices are

as simple to communicate and operate

as possible, while ensuring that they are

aligned to our strategy

• Risk. Our Remuneration Policy is based

on: (i) a combination of both short-

and long-term incentive plans based

on financial, non-financial and share

price-linked targets; (ii) a combination

of cash and equity (in terms of both

deferred bonus and LTIP awards); and

(iii) a number of shareholder protections

(i.e. bonus deferral, shareholding

guidelines, malus/clawback provisions),

which have been designed to mitigate

the impact of inappropriate risk-taking

• Predictability. Our incentive plans are

subject to individual caps, with our share

plans also subject to market standard

dilution limits. The scenario charts in

the Remuneration Policy illustrate how

the rewards potentially receivable by

our Executive Directors vary based on

performance and share price growth

• Proportionality. There is a clear link

between individual awards, delivery of

strategy and our long-term performance.

In addition, the structure of our short-

and long-term incentives, together with

the structure of the Executive Directors’

service contracts, ensures that poor

performance is not rewarded

• Alignment to culture. Renewi’s focus on

making valuable products from waste,

meeting the growing need to deal with

waste sustainably and cost-effectively,

is fully supported through the metrics in

both the annual bonus and long-term

incentive which measure how we

perform against main KPIs that

underpin the delivery of our strategy

Committee evaluation

The Committee continued to operate

effectively during the year, with appropriate

time taken in meetings to consider whether

existing remuneration arrangements are

fair, proportionate and aligned both to

long-term business goals and external

stakeholder considerations.

Strategic report Governance report Financial statements Other information

Renewi plc Annual Report and Accounts 2024 129

On behalf of the Board, I am

pleased to present the Directors’

Remuneration Report for the

year ended 31 March 2024.

I have summarised below the

key decisions the Committee

has taken during the year and

explained the context in which

they were made.

FY24 performance, decisions and

reward outcomes

FY24 annual bonus

Profit targets were not met, although

net debt/leverage targets were partially

met, contributing to the financial target

element of the bonus measures. The ESG

(safety) target was met, and personal

targets were also met. This resulted in

bonus awards of 84% of the base salaries

of the Chief Executive Officer and Chief

Financial Officer respectively. These

represented 56% of the maximum bonus

potential for the Chief Executive Officer

and Chief Financial Officer respectively.

Further details are set out on pages 140

to 141.

2021 LTIP vesting in 2024

The Long-Term Incentive Plan (LTIP)

granted in 2021 was designed to

incentivise and reward the achievement

of Earnings Per Share (EPS) growth,

Total Shareholder Return (TSR), the

recycling rate based on the Company’s

sustainability plan (recycling rate) and,

for Executive Directors only, Return

on Capital Employed (ROCE) over

the three-year performance period to

31 March 2024. The TSR target was met

and the EPS growth and ROCE targets

were partially met. The recycling target

was not met. This resulted in 52.75%

of the overall award vesting for Executive

Directors. Further details are set out on

page 142.

Use of Remuneration

Committee discretion

The Committee did not exercise discretion

on Director remuneration during the year.

Implementing the Policy for FY24

• On 1 April 2024, the Chief Executive

Officer’s and the Chief Financial

Officer’s base salaries were increased

by 5% in line with the wider workforce

rate of increase

• The Executive Directors continue to

receive a cash supplement in lieu of

pension of 12.5% of salary (in line

with the local workforce)

• The annual bonus will continue to have

a maximum opportunity of 150% of

base salary for both the Chief Executive

Officer and Chief Financial Officer.

Performance metrics will continue

to have a majority financial weighting

and will be disclosed retrospectively

following the end of the financial year

• LTIP grants for Executive Directors will

continue to be set at levels no greater

than the equivalent value of 150% and

120% of the base salaries of the Chief

Executive Officer and Chief Financial

Officer respectively. Performance

metrics will continue to be based

on EPS, ROCE, relative TSR and a key

sustainability measure

• Non-Executive Director base fees were

increased by 4%. There was no increase

to the Chairman’s fee

Looking forward

At the 2023 AGM, the Annual Statement

and Annual Report on Remuneration

received the support of 97.21% of votes

cast, and the Directors’ Remuneration

Policy 97.59%. The Committee would like

to thank shareholders for their continued

support and asks that they similarly

support the 2024 Directors’ Remuneration

Report Resolution.

Neil Hartley

Chair of the Remuneration Committee

30 May 2024

Directors’ Remuneration Report continued

Annual Statement

130 Renewi plc Annual Report and Accounts 2024

Directors’ Remuneration Policy

The principal objective of the

Remuneration Committee is to design

and implement a Remuneration Policy

that promotes the long-term success of

the Company. The Committee seeks

to ensure that the senior executives are

fairly rewarded in light of the Group’s

performance, taking into account all

Operation Opportunity Performance metrics

BASE SALARY: To pay a competitive basic salary to attract, retain and motivate the talent required to operate and develop the

Group’s businesses

Base salaries are generally reviewed on

an annual basis or following a significant

change in responsibilities.

Salary levels are reviewed by reference to

companies of similar size and complexity

within the UK and Continental Europe

reflecting Renewi’s growing presence across

Europe. The Committee also has regard to

individual and Group performance and

changes to pay levels across the Group.

For Executive Directors, it is anticipated that

salary increases will normally be in line with

those of salaried employees as a whole.

In exceptional circumstances (including,

but not limited to, a material increase in

job size or complexity or a material market

misalignment), the Committee has discretion

to make appropriate adjustments to

salary levels to ensure they remain

market-competitive.

None.

PENSION: To provide an opportunity for executives to build up a provision for income on retirement

Executive Directors may receive a pension

contribution or cash allowance in lieu

of pension.

A maximum employer contribution of

12.5% of basic salary in line with the

local workforce rate.

The Committee reserves the discretion to

review this rate in line with movements to

the workforce rate.

None.

BENEFITS: To provide market-competitive benefits

Benefits include life assurance, medical

insurance, tax advisory services, income

protection and car/travel allowances.

Executive Directors are also eligible to

participate in Renewi’s Working from Home

policy which provides a nominal allowance

per day.

Executive Directors may also be eligible to

any new benefit introduced for the wider

employee workforce in their local market.

There is no defined maximum. Benefits

are set at reasonable levels in order to be

market competitive for the relevant local

jurisdiction and are dependent on

individual circumstances.

The Committee retains discretion

to approve additional benefits

in exceptional circumstances

(e.g. relocation or expatriation).

None.

ALL-EMPLOYEE SHARE SCHEMES: To encourage Group-wide share ownership

Executive Directors may participate in

all-employee share scheme arrangements

on the same terms offered to employees.

The maximum opportunity will not

exceed the relevant jurisdictional limits,

where applicable.

None.

elements of their remuneration package.

A significant proportion of executive

remuneration is performance-related,

comprising an annual bonus and a

Long-Term Incentive Plan. The fixed

proportion of remuneration comprises

basic salary, benefits and a payment in

lieu of pension.

Policy scope

The Policy applies to the Chairman, Executive

Directors and Non-Executive Directors.

The Policy was approved at the 2023 AGM

and will apply for a maximum of three

years until the AGM in 2026.

Strategic report Governance report Financial statements Other information

Renewi plc Annual Report and Accounts 2024 131

Directors’ Remuneration Report continued

Operation Opportunity Performance metrics

ANNUAL BONUS: To motivate senior executives to maximise short-term performance and help drive initiatives that support

long-term value creation

Performance measures, targets and weightings are set

at the start of the year. The maximum bonus is payable

only if all performance targets are met in full.

50% of any bonus is awarded in shares, with half vesting

immediately and the other half deferred into an award

over Renewi plc ordinary shares which vests after

three years.

Dividend equivalents may accrue over the relevant

vesting period of deferred share awards to the extent

awards vest.

Malus & clawback:

The Committee may at its discretion not pay bonuses/

reduce deferred share awards and/or recover bonuses

which have been paid or shares which have vested

under deferred share awards in the following

circumstances: misstatement of the Company’s

financial results, an error in calculating the vesting

result, misconduct, material corporate failure, material

risk management failure, serious reputational damage

or material loss caused by the participant’s actions.

150% of salary. Executive Director performance is

assessed by the Committee on an annual

basis by reference to Group financial

performance (e.g., profit or cash flow

measures) (majority weighting) and the

achievement of personal or strategic

objectives (minority weighting).

Bonus targets are generally calibrated

with reference to the Group’s budget for

the year.

The Committee has the discretion to

adjust the formulaic bonus outcomes

both upwards (within the plan limits) and

downwards, to ensure that payments are

a true reflection of performance over the

performance period, e.g. in the event of

unforeseen circumstances outside

management control.

LONG-TERM INCENTIVE PLAN (LTIP): To motivate and retain senior executives and managers to deliver the Group’s strategy and

long-term goals and to help align executive and shareholder interests

Executive Directors and senior employees may

be granted awards annually, as determined by the

Committee. The vesting of these awards is subject

to the attainment of performance conditions.

Awards are in the form of Renewi plc ordinary shares.

Dividend equivalents may accrue over the vesting

period to the extent that awards vest.

Awards made under the LTIP have a performance and

vesting period of at least three years. If no entitlement

has been earned at the end of the relevant performance

period, then the awards will lapse. A two-year post-

vesting holding period applies to LTIP awards granted

to Executive Directors.

Malus & clawback:

The Committee may at its discretion decide that

LTIP awards are reduced and/or clawback vested LTIP

awards in the following circumstances: misstatement of

the Company’s financial results, an error in calculating

the vesting result, misconduct, material corporate

failure, material risk management failure, serious

reputational damage or material loss caused by

the participant’s actions.

150% of salary. Vesting of LTIP awards will be subject to

continued employment and financial,

strategic, environmental and/or share

price-related performance targets

measured over a period of at least

three years.

In addition to the Group achieving

the financial/share price targets, the

Committee must satisfy itself that the

recorded outcome is a fair reflection of

the underlying performance of the Group.

Threshold performance will result in

vesting of no more than 25% of maximum

under each element.

The Committee has discretion (within

the limits of the scheme) to adjust the

formulaic performance outcomes to

ensure that payments fairly reflect

underlying performance over the period.

Adjustments may be upwards (subject to

a maximum of 100%) or downwards.

132 Renewi plc Annual Report and Accounts 2024

Operation Opportunity Performance metrics

SHAREHOLDING GUIDELINES: To align executive and shareholder interests

The Committee recognises the importance

of Executive Directors aligning their interests

with shareholders through building up

significant shareholdings in the Group.

Executive Directors are required to retain

100% (net of tax) of any LTIP, annual bonus

awarded in shares which vest immediately

and deferred bonus shares acquired on

vesting (net of tax) until they reach the

ownership guideline.

In employment:

200% of salary.

Post employment:

200% of salary up until the second

anniversary of cessation.

Own shares purchased, shares acquired

through buyout awards and share awards

granted prior to the 2020 AGM will be excluded

from the post-employment guideline.

None.

Notes to the policy table

Use of discretion

The Committee may apply discretion as

detailed below. Under each element of

remuneration, a full description of how

discretion can be applied is set out in

line with UK reporting requirements.

To ensure fairness and align executive

remuneration with individual and

underlying Company performance

the Committee may adjust up or down

(including to zero) the outcome of the

annual bonus and LTIP or the performance

measures of inflight awards under either

plan. Any adjustments in light of ‘non-

regular events’ (including, but not limited

to, corporate events (including Rights

Issues), changes in the Group’s accounting

policies, minor or administrative matters,

internal promotions, external recruitment

and terminations of employment) are

expected to be made on a ‘neutral’ basis

– i.e., adjustments will be designed so

that the event is not expected to be to

the benefit or the detriment of participants.

Adjustments to incentives to ensure that

outcomes reflect underlying performance

may be made in exceptional circumstances

to help ensure outcomes are fair to

shareholders and participants.

Performance measurement selection

The measures used in the annual bonus

are selected annually to reflect the Group’s

main business and strategic priorities for

the year and capture both financial and

non-financial objectives. Group financial

performance targets relating to the annual

bonus plan are based around the Group’s

annual budget, which is reviewed and

approved by the Board prior to the start

of each financial year. Underlying profit

before tax and cash-related targets

are typically used as the key financial

performance measures in the annual

bonus plan because they are clear and well

understood measures of Group performance.

Performance targets are reviewed annually

and set to be stretching and achievable,

taking into account the Group’s resources,

strategic priorities and the economic

environment in which the Group operates.

Targets are set taking into account a range

of internal and external reference points,

including the Group’s strategic plan and

broker forecasts for both the Group and

sector peers. The Committee believes that

the performance targets are stretching,

and that to achieve maximum outcomes

requires truly outstanding performance.

The Committee considers the

combination of three-year EPS growth,

ROCE improvement, share price growth

and ESG (recycling rate) target to be key

indicators of long-term success for the

Group. These measures are transparent,

visible and motivational to participants,

balance growth and returns, and provide

good line-of-sight for executives and

alignment with shareholders.

Remuneration policy for our

senior leaders

The Group’s approach to annual salary

reviews is broadly consistent across the

Group, with consideration given to the

scope of the role, level of experience,

responsibility, individual performance

and pay levels for comparable roles in

comparable companies. The broader

Remuneration Policy across the Group

is also consistent with that set out in

this report for the Executive Directors. For

example, remuneration is linked to Group

and individual performance in a way that is

ultimately aimed at reinforcing the delivery

of shareholder value. Senior employees

generally participate in an annual bonus

scheme with a similar structure to that

described for the Executive Directors.

Opportunities and specific performance

conditions vary by organisational level,

with business area specific metrics

incorporated where appropriate. Members

of the Executive Committee and other

senior managers may participate in the

LTIP on a similar basis to but at lower levels

than Executive Directors. Such awards may

be on the same terms as those granted to

Executive Directors or they may differ in

respect of vesting periods, holding periods

and performance targets (i.e., the targets

used and/or whether performance targets

apply for some or all of the awards). All UK

employees are eligible to participate in the

Sharesave Scheme on the same terms

although other all-employee share

arrangements may be introduced

if considered appropriate.

Strategic report Governance report Financial statements Other information

Renewi plc Annual Report and Accounts 2024 133

Approach to

recruitment remuneration

External appointments

In the cases of hiring or appointing a

new Executive Director, the Committee

may make use of any of the existing

components of remuneration, as described

in the Policy Table. The maximum limits

for variable pay (excluding buyouts) will

be as for existing Executive Directors.

In determining the appropriate

remuneration for a new Executive

Director, the Committee will take into

consideration all relevant factors

(including the overall quantum and

nature of remuneration, and the

jurisdiction from which the candidate is

being recruited) to ensure that all such

arrangements are in the best interests

of Renewi and its shareholders.

The Committee may also make an award

in respect of a new appointment to buy

out remuneration arrangements forgone

on leaving a previous employer on a

comparable basis, in addition to providing

the normal remuneration elements. In

constructing a buyout, the Committee

will consider all relevant factors including

time to vesting, any performance

conditions attached to awards, and the

likelihood of those conditions being met.

Any such buyout awards will typically

be made under the existing annual

bonus and LTIP schemes, although the

Committee may exercise the discretion

available under the FCA Listing Rule 9.4.2

R to make awards using a different

structure. Any buy-out awards would

normally have a fair value no higher than

that of the awards forgone and would

normally be payable no earlier.

Internal appointments

In cases of appointing a new Executive

Director by way of internal promotion, the

Committee will determine remuneration

in line with the policy for external

appointees. Where an individual has

contractual commitments made prior

to promotion to the Board, the Group

will continue to honour these. Incentive

opportunities for below Board employees

are typically no higher than for Executive

Directors, but measures may vary to

ensure they are relevant to the role.

Non-Executive Director recruitment

In recruiting a new Non-Executive

Director, the Committee will use the policy

as described in the Policy Table. A base

fee in line with the prevailing rate for

Board membership would be payable,

with additional fees payable for acting

as Senior Independent Director or Chair

of a Committee, as appropriate.

Service contracts and exit

payment policy

Executive Director service contracts,

including arrangements for early

termination, are carefully considered

by the Committee. The Committee has

agreed that the policy concerning the

notice period for Executive Directors is

one year’s written notice from the Group

(or less if required by local employment

law) and one year’s notice from the

individual (or less if required by local

employment law). The contracts provide

for an obligation to pay salary plus

contractual benefits for any portion of the

notice period waived by the Group where

permitted by local employment law. The

Group has the ability to pay such sums

in instalments, requiring the Director to

mitigate loss (for example, by gaining new

employment) over the relevant period.

Executive Director

Effective date of

service contract

Notice period

(Company)

Notice period

(individual)

Otto de Bont 1 April 2019 12 months 6 months*

Annemieke den Otter 1 April 2022 12 months 6 months*

* Both Executive Directors are Dutch residents and Dutch law limits the maximum notice they can be required

to provide.

If employment is terminated by the Group,

the departing Executive Director may

have a legal entitlement (under statute

or otherwise) to certain payments, which

would be met. In addition, the Committee

retains discretion to settle any other

amounts reasonably due to the Executive

Director, for example to meet the legal

fees incurred by the Executive Director

in connection with the termination of

employment, where the Group wishes

to enter into a settlement agreement

(as provided for below) and the individual

must seek independent legal advice.

In certain circumstances, the

Committee may approve new contractual

arrangements with departing Executive

Directors including (but not limited to)

settlement, confidentiality, restrictive

covenants and/or consultancy

arrangements. These will be used

sparingly and only entered into where

the Committee believes that it is in the

best interests of the Group and its

shareholders to do so.

When considering exit payments, the

Committee reviews all potential incentive

outcomes to ensure they are fair to both

shareholders and participants. The table

on the following page summarises how

the awards under the annual bonus and

LTIP are typically treated in different

circumstances, with the final

treatment remaining subject to

the Committee’s discretion.

Directors’ Remuneration Report continued

134 Renewi plc Annual Report and Accounts 2024

Pay scenario charts

The charts below provide an estimate of the potential future reward opportunities for the Executive Directors, and the potential split

between the different elements of remuneration under four different performance scenarios: Minimum, Target, Maximum and Maximum

with share price growth. Potential reward opportunities are based on the Remuneration Policy, applied to basic salaries as at 1 April 2024.

The projected values exclude the impact of any dividends.

Notes

• The Minimum scenario shows basic salary, pension and estimated benefits (i.e. fixed remuneration)

• These are the only elements of the Executive Directors’ remuneration packages that are not at risk

• The Target scenario reflects fixed remuneration as above, plus a target bonus of up to 80% of maximum and threshold LTIP vesting of 25%

• The Maximum scenario reflects fixed remuneration plus full payout of all incentives based on the normal bonus maximum and LTIP

grant policy

• The Maximum with share price growth scenario is as per Maximum but with a 50% share price growth assumption

Fixed pay

Maximum with

share price growth

Maximum

Annual bonus LTIP Share price growth

Target

Minimum

500 1,000 1,500 2,000 2,500 3,0000

36% 2,35528%

14% 1,54942%

100% 658

44%

36%

31%24% 31% 15% 2,780

Fixed pay

Maximum with

share price growth

Maximum

Annual bonus LTIP Share price growth

Target

Minimum

500 1,000 1,500 2,000 2,500 3,0000

39% 1,84930%

11% 1,27244%

100% 552

45%

31%

34%

26% 27% 13% 2,137

Chief Executive Officer (€000)

Chief Financial Officer (€000)

Strategic report Governance report Financial statements Other information

Renewi plc Annual Report and Accounts 2024 135

Directors’ Remuneration Report continued

Treatment of awards on exit

Scenario Timing of vesting Treatment of awards

Annual Cash Bonus

‘Good leaver’ – i.e., ill-health, disability,

death, retirement (with Group consent)

or any other reasons the Committee may

determine in its absolute discretion.

Normal payment date, although the

Committee has discretion to accelerate.

Cash bonuses will only be paid to the

extent that Group and personal

objectives set at the beginning of the year

have been achieved. Any resulting bonus

will generally be pro-rated for time served

during the year.

Change of control. Immediately. Performance against targets will be

assessed at the point of change of control

and any resulting bonus will generally be

pro-rated for time served.

Any other reason. Not applicable. No bonus is paid.

Deferred Annual Bonus (DAB)

‘Good leaver’ – i.e., ill-health, disability,

death, retirement (with Group consent)

or any other reasons the Committee may

determine in its absolute discretion.

Normal payment date, although the

Committee has discretion to accelerate.

Any outstanding DAB awards will

generally be pro-rated for time served.

Change of control. Immediately. Any outstanding DAB awards will

generally be pro-rated for time served.

In the event of a change of control,

awards may alternatively be exchanged

for new equivalent awards in the acquirer

where appropriate.

Any other reason. Not applicable. Awards lapse.

Long-Term Incentive Plan (LTIP)

‘Good leaver’ – i.e., ill-health, disability,

death, retirement (with Group consent)

or any other reasons the Committee may

determine in its absolute discretion.

Normal vesting date, although the

Committee has discretion to accelerate.

Any outstanding LTIP awards will

generally be pro-rated for time

served and performance, subject

to the Committee’s discretion.

Change of control. Immediately. Any outstanding LTIP awards will

generally be pro-rated for time

served and performance, subject

to the Committee’s discretion. In the

event of a change of control, awards

may alternatively be exchanged for

new equivalent awards in the acquirer

where appropriate.

Any other reason. Not applicable. Awards lapse.

Non-Executive Directors

The Non-Executive Directors do not have service contracts

as their terms of engagement are governed by letters of

appointment. These letters and the Company’s Articles of

Association make provision for annual renewal at each AGM.

Details of the Non-Executive Directors’ terms of appointment

are shown in the table opposite. The appointment and

re-appointment and the remuneration of Non-Executive

Directors are matters reserved for the full Board.

The Non-Executive Directors are not eligible to participate in the

Group’s performance-related incentive plans and do not receive

any pension contributions.

Non-Executive Director Initial agreement date Renewal date

Ben Verwaayen (Chairman) 8 March 2020 1 August 2024

Allard Castelein 10 November 2016 1 August 2024

Jolande Sap 13 March 2018 1 August 2024

Luc Sterckx 3 August 2017 1 August 2024

Neil Hartley 17 January 2019 1 August 2024

Katleen Vandeweyer 12 October 2022 1 August 2024

Non-Executive Directors’ fees are capped in the Company’s Articles of Association at

an aggregate of £750,000.

136 Renewi plc Annual Report and Accounts 2024

Details of policy on fees paid to Non-Executive Directors are set out in the table below:

Objective Operation Opportunity Performance metrics

To attract

and retain

Non- Executive

Directors of the

highest calibre

with broad

commercial

and other

experience

relevant to

the Group.

Fee levels are reviewed annually, with any adjustments effective

on 1 April each year.

The fee paid to the Chairman is determined by the Committee

and fees to Non-Executive Directors are determined by the Board.

Additional fees are payable for additional responsibilities – e.g.,

acting as Senior Independent Director and as Chair of the Board’s

Committees and subsidiary company Supervisory Boards.

Fee levels are reviewed by reference to companies of similar size

and complexity within the UK and Continental Europe reflecting

Renewi’s growing presence across Europe. The required time

commitment and responsibilities are taken into account when

reviewing fee levels. As such, the Committee reserves the

flexibility to pay additional fees in the event that a Director’s

expected time commitment is significantly exceeded in any year.

Non-Executive Directors may receive benefits necessary to carry

out their duties (including travel and office support, together

with any associated tax liability that may arise).

Non-Executive Director fee

increases are applied in line with

the outcome of the review. Fees in

respect of the year under review,

and for the following year, are

disclosed in the Annual Report

on Remuneration.

It is expected that any increases to

Non-Executive Director fees will

normally be in line with those for

salaried employees. However, in

the event that there is a material

misalignment with the market or

a change in the complexity,

responsibility or time commitment

required to fulfil a Non-Executive

Director role, the Board has

discretion to make an appropriate

adjustment to the fee level.

None.

External appointments

The Committee acknowledges that

Executive Directors may be invited

to join Supervisory Boards or become

non-executive directors of other quoted

companies which have no business

relationship with the Group and that these

duties can broaden their experience and

knowledge to the benefit of the Group.

Executive Directors are limited to holding

one such position, and the policy is that

fees may be retained by the Director,

reflecting the personal risk assumed in

such appointments. The Chief Financial

Officer, Annemieke den Otter, holds one

such position. Her Supervisory Board

directorship of ForFarmers N.V attracts

an annualised fee of €52,000.

Consideration of conditions elsewhere

in the Group

Although the Committee does not consult

directly with employees on Executive

Remuneration Policy, the Committee does

consider general basic salary increases

across the Group, remuneration

arrangements and employment conditions

for the broader employee population when

determining Remuneration Policy for the

Executive Directors. In compliance with the

2018 UK Corporate Governance Code,

Jolande Sap is the designated Non-

Executive Director with the responsibility of

assisting the Board with workforce

engagement and reporting.

Consideration of shareholder views

When determining executives’

remuneration, the Committee takes into

account views of shareholders and best

practice guidelines issued by institutional

shareholder bodies. The Committee seeks

feedback from shareholders on Remuneration

Policy and arrangements and commits to

undergoing shareholder consultation in

advance of any significant Remuneration

Policy changes. The Committee will

continue to monitor trends and

developments in corporate governance

and market practice to ensure that the

structure of the executive remuneration

remains appropriate. Further details

of the votes received in relation to last

year’s Remuneration Report and the 2023

Remuneration Policy are provided below:

Annual Report on Remuneration

2023 AGM

Remuneration Policy

2023 AGM

Total number

of votes % of votes cast

Total number

of votes % of votes cast

For (including discretionary) 46,230,111 97.21% 46,585,909 97.59%

Against 1,326,101 2.79% 1,152,177 2.41%

Total votes cast (excluding withheld votes) 47,556,212 100% 47,738,086 100%

Votes withheld 197,932 – 16,058 –

Strategic report Governance report Financial statements Other information

Renewi plc Annual Report and Accounts 2024 137

Directors’ Remuneration Report continued

Annual Report on Remuneration

The following section provides details of how our Remuneration

Policy will be implemented during the year ending 31 March 2025

and how it was implemented during the financial year ended

31 March 2024.

Implementation of Remuneration Policy for FY25

Basic salary

Based on market data as sourced from KornFerry, as in prior

years, the Company awarded a single average workforce salary

increase of c.5% for all countries. In recent years, the Executive

Directors’ annualised basic salaries have been increased in line

with that of the general workforce. The Committee has decided

to increase the CEO’s and CFO’s salary by 5% to €565,683 and

€480,480 respectively. It is the Committee’s intention that both

Executive Directors will continue to receive salary increases in

2025 that are in line with the workforce average.

1 April 2023 1 April 2024 % increase

Otto de Bont €538,746 €565,683 5%

Annemieke den Otter €457,600 €480,480 5%

Pension

Executive Directors will continue to receive a cash supplement in

lieu of pension of 12.5% of salary in line with the local workforce.

Chairman and Non-Executive Director fees

Non-Executive Director base fees and Committee Chair fees

were increased on 1 April 2024 in line with the average increase

applied to the Executive Committee, this being less than the

average workforce rate of increase. The Group Chairman

elected to waive any fee increase.

Base fees

Fee from 1 April

2023

Fee from 1 April

2024 % increase

Chairman £160,429 £160,429 0%

Non-Executive Director £56,542 £58,804 4%

Chair fee for Audit/

Remuneration/SHE

Committees £10,012 £10,412 4%

Senior Independent

Director additional fee £10,012 £10,412 4%

Annual bonus

The maximum annual bonus for Executive Directors for FY25 will

remain unchanged at 150% of salary with 50% payable in shares,

with half of those vesting immediately and the other half after

three years. The majority of the bonus will be based by reference

to Group financial performance and the remainder on the

achievement of personal or strategic objectives including

ESG-related targets as indicated below.

The specific targets are deemed to be commercially sensitive

but will be disclosed retrospectively in the FY25 Annual Report.

Bonus targets Weighting Performance targets

Underlying profit

before tax

40% Based on performance against

expected budget outcome

Leverage Ratio 20% Based on net debt to EBITDA

covenant level

Safety 15% Reduction in long-term injury

frequency rate

Personal

objectives

25% Linked to strategic goals and

operational performance

LTIP

LTIP awards for 2024 will be considered at the time of grant

over shares equal in value to no more than 150% of salary for the

Chief Executive Officer and 120% of salary for the Chief Financial

Officer. The performance conditions will continue to be based on

EPS, ROCE, relative TSR and the Group’s recycling rate or other

sustainability metric as the Committee may deem appropriate as

follows (final targets/details of which will be disclosed at time

of grant):

Performance metric Weighting Performance targets

EPS 25% 25% of this part of an award vests

for EPS growth

ROCE 25% 25% of this part of an award vests

for an improvement in ROCE

Relative TSR 25% 25% of this part of an award vests

for TSR

Recycling rate/

sustainability

metric

25% 25% of this part of an award vests

subject to an increase in recycling

rate/ performance improvement

For any shares to vest, the Committee will also need to satisfy

itself that the recorded outcome is a fair reflection of the overall

performance of the Group over the period. Awards will vest on

the third anniversary of grant and will be subject to a further

two-year holding period.

138 Renewi plc Annual Report and Accounts 2024

Single total figure of remuneration for Non-Executive Directors (audited)

The table below sets out a single figure for the total remuneration received by each Non-Executive Director for the year ended 31 March

2024 and the prior year.

Base fee Additional fees Total fixed remuneration

Base fees

FY23

€000

FY24

€000

FY23

€000

FY24

€000

FY23

€000

FY24

€000

Ben Verwaayen (Chairman) 184 185 – – 184 185

Allard Castelein

61 65 8 12 69 77

Luc Sterckx

61 65 11 12 72 77

Katleen Vandeweyer

20 65 4 12 24 77

Jolande Sap 61 65 – – 61 65

Neil Hartley

61 65 15 12 76 77

Former Directors

Marina Wyatt

20 – 4 – 24 –

1. Non-Executive Directors receive fixed remuneration only (i.e. no variable remuneration is payable or has been paid).

2. Allard Castelein’s additional fee is in respect of his role as Senior Independent Director.

3. Luc Sterckx’s additional fee is in respect of his role as Chair of the SHE Committee.

4. Katleen Vandeweyer was appointed to the Board on 1 December 2022 and her additional fee is in respect of her role as the Chair of the Audit Committee.

5. Neil Hartley’s additional fee is in respect of his role as the Chair of the Remuneration Committee, and in FY23 also for his role as Chair of the Audit Committee for the four-month

interregnum between Marina Wyatt’s departure and Katleen Vandeweyer’s appointment.

6. Marina Wyatt stepped down from the Board and as Chair of the Audit Committee on 14 July 2022.

7. At an exchange rate of €1:£0.870 for FY23 and €1:£0.866 for FY24.

Single total figure of remuneration for Executive Directors (audited)

The table below sets out a single figure for the total remuneration received by each Executive Director for the year ended 31 March 2024

and the prior year.

Otto de Bont Annemieke den Otter

Base fees

FY23

€000

FY24

€000

FY23

€000

FY24

€000

Basic salary 499 539 367 458

Taxable benefits

20 22 8 11

Pension

62 67 46 57

Other

12 16 11 15

Total fixed remuneration 593 644 432 541

Single-year variable

574 453 433 384

Multiple-year variable

6,7,8

1,347 420 – –

Total variable remuneration 1,921 873 433 384

Total 2,514 1,517 865 925

1. Annemieke den Otter was appointed to the Board on 1 June 2022.

2. Taxable benefits comprise car allowance and medical insurance.

3. Cash supplement in lieu of pension contribution of 12.5% of base salary.

4. Includes life assurance and accident insurance.

5. Payment for performance during the year under the annual bonus including any

deferred annual bonus.

6. The value of the 2020 LTIP award vesting to Otto de Bont in FY23 shown was

based on 100% vesting and a three-month share price to 31 March 2023 of £6.50

(no dividend equivalent shares). The actual total value of this award at vest was

£885,156. Under this grant, 180,322 shares were awarded at £2.58 per share, a

performance of 96.25% was achieved, which resulted in 179,560 shares vesting at

£5.10 per share. Share price appreciation was £2.52 per share, or £452,491 in total.

7. The value of the 2021 LTIP award vesting to Otto de Bont in FY24 applies a

performance of 52.75% (no dividend equivalent shares). The average share price

over the three-months to 31 March 2024 was £5.83. The share price at grant was

£5.24. The estimated impact of share price movements on the vesting of the 2021

LTIP awards is as follows:

Otto de Bont

Shares granted 118,131

Value of awards expected to vest

(118,131 shares granted x £5.83 x 52.75% vesting) £363,291

Face value at grant of proportion of awards expected to vest

(118,131 shares granted x £5.24 x 52.75% vesting) £326,526

Impact of share price movement on vesting value £36,765

The value of the 2021 LTIP vest shown at an exchange rate of €1: £0.866.

Strategic report Governance report Financial statements Other information

Renewi plc Annual Report and Accounts 2024 139

Directors’ Remuneration Report continued

Incentive outcomes for the year ended 31 March 2024

Performance-related annual bonus in respect of FY24 performance

The annual bonus was measured against underlying profit before tax (40% weighting), net debt/EBITDA leverage ratio (20% weighting),

ESG (safety) performance (15% weighting) and the achievement of personal objectives (25% weighting). Actual performance against

the targets set for each of these elements is shown below.

Financial element outcomes

The financial targets and corresponding potential outcomes for the Executive Directors’ FY24 annual bonus are shown below.

Measure Weighting

FY24 final

outcome Threshold Maximum

Actual bonus payout

(% of max)

Underlying profit before tax 40% €66.5m €72.1m €88.1m 0%

Leverage ratio 20% 2.14x 2.4x <2.10% 80%

Underlying profit before tax is set based on the Group’s expected budget outcome for the year. All non-Euro-denominated entity values

are converted to Euros at the budgeted rate of exchange and actual performance is also measured at this constant exchange rate.

The leverage ratio is based on the net debt to EBITDA covenant level as determined in the main banking facilities.

ESG element outcomes

As safety is the Group’s first value and priority a collective safety target is included as part of the annual bonus targets. This includes

a goal to reduce significant incidents. The safety target of LTIFR (lost time injury rate) was set at 7 for FY24, and 6.8 was acheived, which

means that this element was met in full.

Personal element outcomes

The personal performance measures were based on individual objectives, as detailed below.

Otto de Bont

Objective Weighting Committee assessment of performance Score

Safety & environmental compliance

• Safety: pro-active measures and enforcement to drive

Safety culture

• ISRS: 80% actions implemented from 2022 action plan

for divisions including roll-out of hall and site traffic

safety plans and safety leadership programme,

combined with consistent enforcement of rules and

standards. Overarching goal is to build a safety culture

Environmental compliance

• Target zero major new incidents and a

non-conformities close out rate of >80%

6.25% The Committee considered that management had adopted an

appropriately pro-active programme for driving the Safety culture across

the Group. The ISRS programme had been rolled out across the business,

and each division had implemented agreed actions as defined end of

2022. Site traffic safety had also been appropriately addressed and

safety leadership had been rolled out with over 200 leaders trained,

and a with training programmes continuing into FY25. With respect to

environmental compliance there had been no major incidents in FY24,

and an environmental compliance non-conformities close out rate of

>80% met. The objective was considered achieved.

100%

Strategy development

• Further develop and execute the Roadmap

FY28 strategy

6.25% The Committee considered the development of strategy over the year.

It was noted that the growth strategy and associated projects had been

clearly communicated to the market at the October Capital Markets Day.

Sales share gain and margin improvement programmes had been

successfully delivered in year. Furthermore, the sustainability roadmap

had been fully integrated into the strategy, carbon reduction plans

refined and sustainability reporting improved with preparations for

CSRD compliance in action. On this basis, the Committee considered

this element met.

100%

Portfolio

• Actively manage business portfolio to optimise value

for our shareholders and drive efficiencies within

our organisation

• Develop strategic options for our UK Municipal business

6.25% The Committee reviewed the work undertaken to manage the bushiness

portfolio and drive efficiencies. The performance of Mineralz & Water had

been addressed, and was on track delivering a profitability improvement.

The strategic review of UK Municipal had been progressed as publicly

disclosed to the markets, and the Future Fit project would position the

Group well for future success. In view of the significant work undertaken

in this respect, the Committee confirmed the objective as achieved.

100%

140 Renewi plc Annual Report and Accounts 2024

Objective Weighting Committee assessment of performance Score

Talent management

• Create solid succession planning process across

Renewi and increase bench strength

• Recruit top talent for key positions and redefine

way Renewi does recruitment making it uniform

and professional

6.25% In review of succession planning the Committee noted that significant work

had been achieved in strengthening the pipeline. A new Executive Leadership

Team had been composed for FY25 which would combine talented internal

promotions with strategic new hires. Top talent for key positions had been

recruited with gender diversity in the most senior roles improved. The objective

was considered met.

100%

Total 25% 100%

Annemieke den Otter

Objective Weighting Committee assessment of performance Score

Address UK Municipal

• Develop strategic options for our UK

Municipal business

5% The Committee noted the volume of work and strategic focus which had

been demanded by the evaluation of options for the UK Municipal business.

The strategic review of UK Municipal had been progressed as publicly disclosed

to the markets, in view of these matters the Committee considered the objective

met in full.

100%

Execute on the digital core programme

• Execute on blueprint phase and deliver

business case for Broad approval in Q3 of FY24

5% The Committee reviewed the business case as presented to the Board which

had been based on sound objectives and for which Board approval had been

achieved. Proposals were being actioned and Digital Core would deliver

operational efficiencies and cost savings over time, as well as addressing

some risk associated with the IT infrastructure. This element was considered

met in full.

100%

Bring procurement function to a higher level

• Strengthen the Procurement function

• Increase cooperation and alignment with

divisions and together drive cost out of

the business, targeting in FY24

5% The Committee considered the analysis that had been conducted to identify

weaknesses in the composition, structure and activity of the Procurement

Function. Remedial plans to upgrade the business contribution of the function

had been activated. The Committee considered the objective met.

100%

Further develop the roadmap FY28 strategy

• In FY24 lay the foundation to deliver on the FY28

strategy with a solid organic growth plan, a clear

plan to reduce SG&A and further streamline and

digitise business

5% The Committee noted the significant work that had been achieved in developing

the Group strategy, commencing with the objectives communicated to the market

at the October Capital markets day, and continuing with significant steps in both

underpinning of growth pillars and margin improvement initiatives including

SG&A, Digital Core and Future Fit. Sustainability data and processes had been

addressed to improve insights into business performance. The objective was

considered met.

100%

Team and people: talent management

& engagement

• Create solid succession planning process across

Renewi and increase bench strength

• Recruit top talent for key positions

• Engagement: Pulse score improvement related

to mood and eNPS scores

5% The Committee noted the improvements to succession planning within the

Group with bench strength for key roles. A number of senior recruitments had

been made into the finance function, which had both strengthened the function

and improved gender diversity within the most senior key finance positions.

The Committee considered the Pulse scores related to mood and eNPS scores,

and considered the objectives met and noted the outcome accordingly.

100%

Total 25% 100%

Strategic report Governance report Financial statements Other information

Renewi plc Annual Report and Accounts 2024 141

Directors’ Remuneration Report continued

FY24 annual bonus

Profit targets were not met, although net debt/leverage targets were partially met, contributing to the financial target element of the

bonus measures. The ESG (safety) target was met, and personal targets were also met. This resulted in bonus awards of 56% of the

maximum bonus potential for the Chief Executive Officer and Chief Financial Officer respectively. The Committee is satisfied that

these outcomes are a fair reflection of the performance achieved over the year and the experience of the Group’s shareholders and

other stakeholders.

Overall bonus outcomes

Executive Director

Financial element bonus

outcome (% of total)

Safety element bonus

outcome (% of total)

Personal element bonus

outcome (% of total)

Overall bonus outcome

(% of salary/€)

Otto de Bont 16% 15% 25% 84%/€452,547

Annemieke den Otter 16% 15% 25% 84%/€384,384

50% of the bonus will be payable in cash and the other 50% will be deferred into Renewi shares. 50% of these shares will vest immediately whilst the remaining 50% will vest

after a further three-year holding period.

2021 LTIP vesting in 2024

Otto de Bont holds an LTIP award over 118,131 shares made on 23 July 2021 which will vest in 2024 based on three-year performance

to 31 March 2024. Vesting is dependent on three-year adjusted underlying EPS, relative share price performance (against the FTSE 250

excluding investment trusts), ROCE and performance against the Group’s waste recycling target. The vesting schedules, targets and the

performance against targets are set out below.

Measure Weighting Targets Actual % performance Of this part of award (% of maximum)

EPS CAGR 25% 0% vesting below 5% p.a. 8.2% 41%

25% vesting for 5% p.a. (10.25%)

50% vesting for 10% p.a.

100% vesting for 15% p.a.

Straight-line vesting between these points

Relative TSR 25% 0% vesting below median upper quartile 100%

25% vesting for median (25%)

100% vesting for upper quartile

Straight-line vesting between these points

Improvement in ROCE 25% 0% vesting below +0.5% 1.4% 70%

25% vesting for +0.5% (17.5%)

100% vesting for +2.0%

Straight-line vesting between these points

Recycling rate 25% 0% vesting for a recycling rate below 70% 68.6% 0%

25% vesting for a 70% recycling rate (0%)

100% vesting for a 73% recycling rate

Straight-line vesting between these points

Total vesting 52.75%

Share price growth is calculated using three-month average share prices immediately prior to the start and end of the performance period.

Based on the above, the vesting of the 2021 LTIP in July 2024 for Otto de Bont will be:

Executive Director Awards granted

Shares vesting based

on performance

Dividend equivalent

shares (estimated)

Total shares expected

to vest

Estimated value

at vesting (€’000)

Otto de Bont 118,131 62,314 - 62,314 420

1. Based on the average three-month share price to 31 March 2024 of £5.83 and at an exchange rate of €1:£0.866.

2. This award is subject to a further two-year post-vesting holding period.

The Committee is satisfied that this outcome is a fair reflection of the performance achieved over the performance period and the

experience of the Group’s shareholders and other stakeholders.

142 Renewi plc Annual Report and Accounts 2024

Share awards granted in FY24 (audited)

Long-Term Incentive Plan

The Executive Directors were granted LTIP awards on 19 June 2023 as follows:

Executive Director Date of grant Basis of award Share price

Face value

Number of shares

Otto de Bont 19 June 2023 150% of salary £5.06 €798,089 136,590

Annemieke den Otter 19 June 2023 120% of salary

£5.06 €542,308 92,814

1. Based on the three-day average dealing price prior to the grant date.

2. At an exchange rate of €1:£0.866.

3. Percentage agreed as part of joining arrangements.

Performance targets are as follows:

Performance metric Weighting Performance targets

EPS 25% 25% of this part of an award vests for EPS growth of 5% p.a. increasing pro-rata to 100% vesting for EPS

growth of 15% p.a. or more

ROCE 25% 25% of this part of an award vests for an improvement in ROCE of 0.5% increasing pro-rata to 100%

vesting for an improvement in ROCE of 2% or more

Relative TSR 25% 25% of this part of an award vests for TSR equal to median increasing pro-rata to 100% vesting for TSR

equal to upper quartile or above against the FTSE 250 (excluding investment trusts)

Recycling rate 25% 25% of this part of an award vests for a recycling rate of 67% increasing pro-rata to 100% vesting for a

recycling rate of 70% or more

The performance period for these awards commenced on 1 April 2023 and ends on 31 March 2026. For any shares to vest, the Committee

will also need to satisfy itself that the recorded outcome is a fair reflection of the overall performance of the Group over the period. Awards

will vest on the third anniversary of grant and will be subject to a further two-year holding period.

Deferred Annual Bonus (DAB)

Awards were granted under the Renewi plc Deferred Annual Bonus Plan on 19 June 2023 as follows:

Executive Director Date of grant

2022/23 annual

bonus Basis of award

Share price

Face value

Number of shares

Otto de Bont 19 June 2023 €573,690 25% £5.06 € 141,645 24,242 shares vested immediately

Otto de Bont 19 June 2023 €573,690 25% £5.06 € 141,639 24,241 shares vesting after three years

A den Otter 19 June 2023 €433,125 25% £5.06 € 106,938 18,302 shares vested immediately

A den Otter 19 June 2023 €433,125 25% £5.06 € 106,938 18,302 shares vesting after three years

1. 50% of the bonus is awarded in shares, with half vesting immediately and the other half deferred into an award over Renewi plc shares which vest after three years.

2. Based on the three-day average dealing price prior to the grant date.

3. At an exchange rate of €1:£0.866.

Payments made to past Directors during the year (audited)

No termination payments were made to past Directors during the year.

Relative importance of spend on pay

The table shows the percentage change in total employee pay expenditure and shareholder distributions from the financial year ended

31 March 2023 to the financial year ended 31 March 2024.

FY23

€m

FY24

€m % change

Distribution to shareholders – 4.7 100%

Employee remuneration 403.5 434.6 7.7%

Strategic report Governance report Financial statements Other information

Renewi plc Annual Report and Accounts 2024 143

Directors’ Remuneration Report continued

Pay for performance

The graph shows the TSR of Renewi plc over the 10-year period to 31 March 2024. While no comparator index or group of companies

truly reflects the activities of the Group, the FTSE Support Services sector has been selected as a comparator index as it is the sector

in which Renewi is classified and is an index against which the performance of the Group is judged. The FTSE All-Share Index is also

presented. The table below the graph details the Chief Executive Officer’s single-figure remuneration and actual variable pay

outcomes over the same period.

CEO single figure remuneration over the 10 years to 31 March 2024

Peter Dilnot

Otto de Bont

Executive Director FY15 FY16 FY17 FY18 FY19 FY20 FY21 FY22 FY23 FY24

Chief Executive Officer single figure of

remuneration (€000) 1,155 1,456 1,100 1,685 753 1,244 1,017 2,249 2,184 1,517

Annual bonus outcome (% of maximum) 47% 69% 48% 88% 0% 88% 65% 100% 77% 56%

LTIP vesting outcome (% of maximum) 0% 0% 0% 21.5% 0%

43.3% 22.5% 100% 96% 53%

1. Peter Dilnot was appointed as Chief Executive Officer on 1 February 2012 and resigned on 31 March 2019.

2. Although 23% of the 2016 LTIP awards vested in 2019, Peter Dilnot’s LTIP awards lapsed upon his resignation.

3. Otto de Bont was appointed as Chief Executive Officer on 1 April 2019.

Renewi plc

Source: Datastream (LSEG – Refinitiv)

FTSE All-Share Support Services Index FTSE All-Share Index

300

250

200

150

100

Total shareholder return

(rebased to 100)

31 Mar

2014

31 Mar

2015

31 Mar

2016

31 Mar

2017

31 Mar

2018

31 Mar

2019

31 Mar

2020

31 Mar

2021

31 Mar

2022

31 Mar

2023

31 Mar

2024

Historical TSR performance

Growth in value over 10 years of a hypothetical £100 invested at 31 March 2014.

144 Renewi plc Annual Report and Accounts 2024

Percentage change in Directors’ remuneration

The table below shows the percentage change in Directors’ remuneration (excluding pension and long-term incentives) from the prior year

compared to the average percentage change in remuneration for employees Group-wide. This grouping reflects the experience of the vast

majority of employees within Renewi, providing a more robust comparison than the previously reported UK-based peer group. As reported

last year, we will no longer use the UK-based peer group for comparative purposes. Last year was the first time the Group-wide employee

data set was used and we have therefore shown two consecutive years of data below. For prior year data showing UK-based peer group

comparables see the FY23 Annual Report and Accounts.

FY22-23 FY23–24

Base

salary Benefits

Annual

bonus

Base

salary Benefits

Annual

bonus

Executive Directors

Otto de Bont 4% 2% -20% 8% 12% -21%

Annemieke den Otter n/a n/a n/a 4% 28% -11%

Non-Executive Directors

Ben Verwaayen 0% n/a n/a 0% n/a n/a

Allard Castelein 4% n/a n/a 10.7%

n/a n/a

Neil Hartley 9% n/a n/a 5.8% n/a n/a

Jolande Sap 4% n/a n/a 5.8% n/a n/a

Luc Sterckx 4% n/a n/a 5.8% n/a n/a

Katleen Vandeweyer n/a n/a n/a 5.8% n/a n/a

Group-wide employees 9% n/a -34% 5% n/a -18%

1. Allard Castelein’s fee as SID was aligned with the fee for Committee Chairs in line with benchmarking.

CEO pay ratio

The CEO pay ratio data for FY24 is presented below (with prior year data). The data shows how the CEO’s single-figure remuneration for

FY24 (as taken from the single-figure remuneration table) compares to equivalent single-figure remuneration for all full-time equivalent

UK employees ranked at the 25

, 50

and 75

percentile. The data was taken as at 31 March and the Committee believes the median ratio

is consistent with pay, reward and progression policies for the company’s UK employees as a whole.

Year Method 25

percentile pay ratio Median pay ratio 75

percentile pay ratio

FY24 Option A 39:1 34:1 25:1

FY23 Option B 86: 1 71: 1 51: 1

FY22 Option B 63: 1 41: 1 45: 1

FY21 Option B 33: 1 31: 1 19: 1

FY20 Option B 41: 1 38: 1 23: 1

No components of pay and benefits have been omitted for the purpose of the above calculations. Option A (pay and benefits of all UK

employees for the relevant financial year) was selected this year facilitated by improved data collection and employee data. Calculation

of employer costs are similarly much more accurate, resulting in a higher employee benefits figure and hence a lower CEO Pay Ratio.

Additionally, multiple year variable pay for the CEO is lower in FY24 than the prior year comparable. The respective quartile salary and

total pay and benefits numbers are as follows:

Salary Total pay and benefits

Year 25

percentile Median 75

percentile 25

percentile Median 75

percentile

FY24 €31,880 €37,140 €50,153 €38,575 €45,079 €61,831

FY23 €27,603 €33,221 €46,072 €29,259 €35,214 €48,837

FY22 €33,869 €53,642 €47,200 €35,945 €55,083 €55,473

FY21 €27,762 €30,147 €47,918 €30,557 €33,086 €53,052

FY20 €28,175 €30,596 €48,632 €31,013 €33,579 €53,843

Strategic report Governance report Financial statements Other information

Renewi plc Annual Report and Accounts 2024 145

Directors’ Remuneration Report continued

To provide a more robust comparison, data on a more Group-wide employee basis is shown below, representing the workforce in our

principal countries of operations of the Netherlands, Belgium and the UK. For this set of employees, data is based on basic salary and

benefits. Data accuracy has improved with the use of the improved collection methods and systems. This improved comparison has

resulted in a higher value of benefits recorded across all 3 countries resulting in a lower CEO Pay Ratio.

Year 25

percentile pay ratio Median pay ratio 75

percentile pay ratio

FY24 30:1 27:1 21:1

FY23 63:1

53:1 43:1

Salary Total pay and benefits

Year 25

percentile Median 75

percentile 25

percentile Median 75

percentile

FY24 €35,966 €38,292 €47,961 €50,555 €56,618 €70,760

FY23 €32,532

€35,271 €44,416 €40,176 €47,491 €57,910

1. Corrected since prior year, shown as 53:1 and €35,532 respectively in the FY23 Annual Report and Accounts.

Directors’ interests (audited)

The interests of the Directors and persons closely associated in the ordinary shares of the Group during the year and as at 30 May 2024

were as shown below. Details of Directors’ interests in shares and options under the long-term share schemes are set out in the

sections below.

Ordinary shares

at 1 April 2023

Ordinary shares

at 31 March 2024 and 29 May 2024

Otto de Bont 184,641

329,272

Allard Castelein – –

Neil Hartley – –

Jolande Sap – –

Luc Sterckx 28,500 28,500

Ben Verwaayen – –

Annemieke den Otter 15,000 55,302

Katleen Vandeweyer – –

1. In the Annual Report and Accounts 2023 Otto de Bont’s shareholding was mis-stated at 184,731 shares, actual holding was 184,641 shares as at 31 March 2023.

Directors’ shareholdings (audited)

The table below shows the shareholding of each Executive Director against their respective shareholding requirement as at

31 March 2024.

Owned

outright or

vested

Unvested but

subject to

holding

period

Unvested and

subject to

performance

conditions

Vested but

not exercised

Exercised

during the

year

Unvested and

subject to

continuous

employment

Shareholding

requirement

(% of salary)

Current

shareholding

(% of salary)

Requirement

met?

Otto de Bont 329,272 97,810 349,652 – – – 200% 392% Achieved

Annemieke den Otter 55,302 18,302 113,246 – – – 200% 77% In progress

1. Shareholdings were calculated using the number of outright shares, at £5.83, as percentage of salary as at 31 March 2024.

146 Renewi plc Annual Report and Accounts 2024

Directors’ interests in share awards

The Executive Directors have been made the following conditional awards under the Renewi Deferred Annual Bonus Plan:

Outstanding

awards at 31

March 2023

Awards made

during the year

Awards lapsed

during the year

Awards vested

during the year

Outstanding

awards at

31 March 2024 Date of award

Share price on

date of award

(£)

Restricted

period end

Otto de Bont 65,085 – – 32,543 32,542 22.06.20 2.78 22.06.25

18,229 – – – 18,229 23.07.21 5.42 23.07.24

22,798 – – – 22,798 16.06.22 6.80 16.06.25

– 24,242 – 24,242 – 19.06.23 5.06 19.06.23

– 24,241 – – 24,241 19.06.23 5.06 19.06.26

Annemieke den Otter – 18,302 – 18,302 – 19.06.23 5.06 19.06.23

– 18,302 – – 18,302 19.06.23 5.06 19.06.26

1. 50% of awards vesting immediately and 50% vest after three years.

2. Under legacy Scheme Rules 50% of award is released three years after the date of award, 25% after four years and the remaining 25% after five years.

The Executive Directors have been made the following conditional awards of shares under the Renewi Long-Term Incentive Plan:

Outstanding

awards at

31 March 2023

Awards

made during

the year

Awards

lapsed during

the year

Awards

vested during

the year

Outstanding

awards at

31 March

2024

Date of

award

Share price

on date of

award (£)

Performance

period end

Restricted

period end

Otto de Bont 180,322 – 6,762 173,560 – 27.07.20 2.58 31.03.23 27.07.23

118,131 – – – 118,131 23.07.21 5.24 31.03.24 23.07.24

94,931 – – – 94,931 16.06.22 6.80 31.03.25 16.06.25

– 136,590 – – 136,590 19.06.23 5.06 19.06.26 19.06.26

Annemieke den Otter 20,432 – – – 20,432 16.06.22 6.80 31.03.25 16.06.25

– 92,814 – – 92,814 19.06.23 5.06 19.06.26 19.06.26

1. 96.25% of the 2020 LTIP award vested in 2023.

2. The performance conditions relating to the vesting of outstanding awards are shown on pages 142 and 143.

3. A two-year post-vesting holding period applies.

The highest closing mid-market price of the ordinary shares of Renewi plc during the year was £7.34 and the lowest closing mid-market

price during the year was £4.50. The mid-market price at the close of business on 31 March 2024 was £5.74.

Other interests

None of the Directors had an interest in the shares of any subsidiary undertaking of the Group or in any significant contracts of the Group.

Advice provided to the Committee during the year

Mercer Ltd served as independent advisers to the Remuneration Committee during the year. Its total fees for the provision of remuneration

services to the Committee in FY24 were €22,228 (£19,250) charged on a time and materials basis. Mercer Ltd provides no other services to

the Group.

Mercer Ltd is a member of the Remuneration Consultants Group and is a signatory to the Code of Conduct for Remuneration Committees

Consultants which can be found at remunerationconsultantsgroup.com.

The Committee periodically undertakes due diligence to ensure that the Remuneration Committee advisers remain independent of

the Group and that the advice provided is impartial and objective. The Committee is satisfied that the advice provided is independent.

By order of the Board

Neil Hartley

Chair of the Remuneration Committee

30 May 2024

Strategic report Governance report Financial statements Other information

Renewi plc Annual Report and Accounts 2024 147

The Company’s Articles

of Association

Many of the matters described below

are governed by the Company’s Articles of

Association and by current legislation and

regulations. The Articles can be viewed on

the Company website at renewi.com.

Strategic Report

The Strategic Report (see pages 2 to 91)

provides a fair review of the Group’s business

for the year ended 31 March 2024.

It also explains the objectives and strategy of

the Group, its competition and the markets

in which it operates, the principal risks and

uncertainties it faces, the Group’s financial

position, key performance indicators and

likely future developments of the business.

The Strategic Report was approved by a duly

authorised committee of the Board on 30 May

2024 and signed on its behalf by the Company

Secretary.

Directors’ report

The Directors’ Report comprises pages 92 to

151. The Directors’ Report was approved by

a duly authorised committee of the Board on

30 May 2024 and signed on its behalf by the

Company Secretary.

Other information

Apart from the details of the Company’s

Long-Term Incentive Plan, as set out in the

Directors’ Remuneration Report (see pages

128 to 147), no further information requires

disclosure for the purposes of complying with

the Financial Conduct Authority’s Listing

Rule 9.8.4C.

Directors

The composition of the Board at the date

of this report can be found on pages 94 and 95.

Directors’ biographical details are shown on

pages 94 to 95. All Directors served on the Board

throughout the financial year under review and

will be seeking re-election at the AGM.

Appointment and replacement

of directors

The Company’s minimum requirement is to

appoint at least two Directors. The appointment

and replacement of Directors may be made

as follows:

• The Company’s members may, by ordinary

resolution, appoint any person who is willing

to act to be a Director

• The Board may appoint any person who is

willing to act to be a Director. Any Director

so appointed shall hold office only until the

next AGM and shall then be eligible for election

• Each Director shall retire from office at every

AGM but may be re-appointed by ordinary

resolution if eligible and willing

• The Company may, by special resolution,

remove any Director before the expiry of his

or her period of office or may, by ordinary

resolution, remove a Director where special

notice has been given and the necessary

statutory procedures are complied with

• A Director must vacate their office if any

of the circumstances in Article 100 of the

Articles of the Company arise

Powers of Directors

The business of the Company is managed by

the Board, which may exercise all the powers

of the Company, whether relating to the

management of the business of the Company

or not. This power is subject to any limitations

imposed on the Company by legislation. It is

also limited by the provisions of the Articles

and by any directions given by special

resolution of the members of the Company.

Specific provisions relevant to the exercise of

powers by the Directors include the following:

• Pre-emptive rights and new issues of shares.

Under the Companies Act 2006 (the Act),

the directors of a company are, with certain

exceptions, unable to allot any equity

securities without express authorisation,

which may be contained in a company’s

Articles or given by its shareholders in a

general meeting. In addition, under the Act,

the Company may not allot shares for cash

(otherwise than pursuant to an employee

share scheme) without first making an offer

to existing shareholders to allot such shares

to them on the same or more favourable

terms in proportion to their respective

shareholdings, unless this requirement

is waived by a special resolution of the

Company’s shareholders. The Company

received authority at the last AGM to allot

shares for cash on a non-pre-emptive

basis up to a maximum nominal amount

of £8,025,029, with up to an additional

£1,605,005 for the purposes of making

a follow-on offer which the Board of

the Company determines to be of a kind

contemplated by paragraph 3 of Section 2B

of the Statement of Principles on Disapplying

Pre-Emption Rights. This authority lasts until

the earlier of the AGM in 2024 or

30 September 2024

• Repurchase of shares.

Subject to authorisation by shareholder

resolution, the Company may purchase all or

any of its own shares in accordance with the

Act and the Listing Rules. Any shares that

have been bought back may be held as

treasury shares or, if not so held, must be

cancelled immediately upon completion of

the purchase, thereby reducing the amount

of the Company’s issued share capital. The

Company received authority at the last AGM

to purchase up to 8,025,029 ordinary shares.

This authority lasts until the earlier of the

AGM in 2024 or 30 September 2024

• Borrowing powers.

The Directors are empowered to exercise

all the powers of the Company to borrow

money and to mortgage or charge all or

any part of the Company’s assets, provided

that the aggregate amount of borrowings of

the Group outstanding at any time does not

exceed the limit set out in the Articles, unless

sanctioned by an ordinary resolution of the

Company’s shareholders

Directors’ indemnities

As at the date of this report, the Company has

granted indemnities to the extent permitted by

law, in respect of certain liabilities incurred as

a result of carrying out the role of a Director of

the Company. The indemnities are qualifying

third-party indemnity provisions for the

purposes of the Companies Act 2006.

In respect of those liabilities for which

the Directors may not be indemnified, the

Company maintained a Directors’ and Officers’

liability insurance policy throughout the

financial year and has renewed that policy.

Corporate governance

The Board is fully committed to high standards

of corporate governance. Details relating to the

Company’s compliance with the UK Corporate

Governance Code for the financial year are given

in the Corporate Governance and Directors’

Remuneration Reports (see pages 92 to 147).

Sustainability

Renewi plc is a leading international

waste-to-product company. Information

on sustainability matters, including those

on environment, social, community and

employment policies, and health and safety

are set out in the Strategic Report (see pages 2

to 91).

Further information about the Company’s

approach to carbon avoidance and the benefits

of sustainable waste management, including

disclosures on Streamlined Energy and Carbon

Reporting (SECR) (page 41) and Task Force on

Climate-related Financial Disclosures (TCFD)

(pages 78 to 89), can also be found in the

Strategic Report.

Other disclosures

148 Renewi plc Annual Report and Accounts 2024

Task Force on Climate-Related

Financial Disclosures (TCFD)

The Group’s TCFD disclosure is provided in a

readily identifiable and accessible format for all

interested stakeholders and can be found in the

Strategic Report (see pages 78 to 89).

Results and dividends

The Group’s Consolidated Income Statement

(see page 164 and note 2 to the financial

statements) shows the contribution to revenue

and profits made by the different segments of

the Group’s business. The Group’s loss for the

year was €30.9m (prior year profit €66.6m). The

Directors are recommending a final dividend of

5 pence per share (or cents equivalent) to be

paid to shareholder on 31 July 2024, subject

to shareholder approval the 2024 AGM. Having

determined not to pay an interim dividend

(2023: 0 pence), the total proposed dividend for

the year is 5 pence per share (2023: 0 pence).

Going concern and viability

After making enquiries, the Directors have

formed the view, at the time of approving the

financial statements, that the Company and

Group have adequate resources to continue

operating and that the Group’s business is a

going concern. For this reason, the Directors

continue to adopt the going concern basis in

preparing the financial statements.

Taking account of the Company’s current

position and principal risks, the Board sets

out on page 77 how it has assessed the

prospects of the Company. In compliance with

the provisions of the UK Corporate Governance

Code, the Board also confirms that it has a

reasonable expectation that the Company and

the Group will be able to continue in operation

and meet their liabilities as they fall due over

the three-year period ending 31 March 2027.

Share capital

The Company’s share capital comprises ordinary

shares of £1.00 each par value.

Renewi plc’s ordinary shares were admitted to

trading on Euronext Amsterdam on 30 January

2020. No new shares were placed in connection

with the application for that secondary listing and

the Company continues to remain listed on the

premium segment of the Official List in London.

Following shareholder approval at the

2021 AGM, on 19 July 2021 Renewi undertook a

consolidation of its share capital on the basis of

1 new ordinary share with nominal value of £1.00

for every 10 existing ordinary shares of 10 pence.

As at 31 March 2024 there were 80,551,370

ordinary £1.00 shares in issue. As at the date

of this report, there were 80,559,470 ordinary

£1.00 shares in issue.

Principal rights and obligations

attaching to shares

• Dividend rights.

The Company may, by ordinary resolution,

declare dividends but may not declare

dividends in excess of the amount

recommended by the Directors. The Directors

may also pay interim dividends. No dividend

may be paid other than out of profits available

for distribution. Payment or satisfaction of a

dividend may be made wholly or in part by

distribution of assets, including fully paid

shares or debentures of any other company.

The Directors may deduct from any dividend

payable to a member all sums of money

(if any) payable by such member to the

Company in respect of their ordinary shares

• Voting rights.

On a poll, every shareholder who is present

in person or by proxy or represented by a

corporate representative has one vote for

every share held by that shareholder. In the

case of joint holders of an ordinary share, the

vote of the senior who tenders a vote shall be

accepted to the exclusion of the votes of the

other joint holders. Seniority is determined

by the order in which the names of the joint

holders appear in the Company’s register of

members in respect of the joint holding. The

deadline for appointing proxies to exercise

voting rights at any general meeting is set out

in the notice convening the relevant meeting.

The Company is not aware of any agreements

between holders of its shares that may result

in restrictions on voting rights

• Return of capital.

In the event of the liquidation of the

Company, after payment of all liabilities

and deductions taking priority, the balance

of assets available for distribution will be

distributed among the holders of ordinary

shares according to the amounts paid up

on the shares held by them. A liquidator may,

with the sanction of a special resolution of the

shareholders and any other sanction required

by law, divide among the shareholders in

kind the whole or any part of the Company’s

assets or vest the Company’s assets, but no

shareholder may be compelled to accept

any assets upon which there is any liability

Share restrictions

There are no limitations under the Company’s

Articles of Association that restrict the rights of

members to hold the Company’s shares. Certain

restrictions may, from time to time, be imposed

on the transfer of the Company’s shares by laws

and regulations such as insider trading laws. In

limited situations, as permitted by the Articles,

the Board may also decline to register a transfer.

The Company is not aware of any agreements

between holders of its shares that may result

in restrictions on the transfer of securities.

Employee share schemes –

control rights

The Company operates a number of employee

share schemes. Under some, ordinary shares

may be held by trustees on behalf of employees.

Employees are not entitled to exercise directly

any voting or other control rights in respect of

any shares held by such trustees. Trustees have

full discretion to vote or abstain from voting at

general meetings of the Company in respect of

such shares.

Retail bonds

As at 31 March 2024, the Company had in issue

two retail bonds: the first, comprising €75m

3.00% guaranteed notes due 19 July 2024;

and the second, comprising €125m 3.00%

guaranteed notes due 23 July 2027. There are

no restrictions under the instruments governing

these notes that restrict the rights of investors to

hold or transfer them. The Company is not aware

of any agreements between the holders of

the notes that may result in restrictions on

their transfer.

Change of control –

significant agreements

The Group’s principal financing instruments

at 31 March 2024 are a €455m banking facility,

consisting of a €400m multi-currency revolving

credit facility with eight major banks and €55m

of European Private Placement (EUPP) loans.

The facility contains an option for those lenders

to declare by notice that all sums outstanding

under that agreement are repayable

immediately in the event of a change of control

of the Company. Any such notice may take

effect no earlier than 30 days from the change

of control and, if exercised at 31 March 2024,

would have required the repayment of €210.5m

(FY23: €102.5m) in principal and interest relating

to the revolving credit facility.

The Group’s European Investment Bank (EIB)

financing instrument of €40m requires notice

to be given if a change of control event has

occurred or is likely to occur, and subsequently

they may cancel any unutilised loan amounts

and demand prepayment of any loan

outstanding, along with accrued interest

and other amounts accrued. As at 31 March

2024 the unutilised loan amount was €15.0m

(FY23: €15.0m) and the loan outstanding and

interest accrued was €25.3m (FY23: €25.3m).

The Group’s retail bonds issued in July 2019

and July 2021 require notice to be given to

bondholders within seven business days of

Strategic report Governance report Financial statements Other information

Renewi plc Annual Report and Accounts 2024 149

a change of control following which the holders

have an option to seek repayment at a 1%

premium, within 60 days of that notice. Such

repayment must be made within 10 business

days of the expiry of the option period. If

exercised at 31 March 2024, repayment of

€204.2m (FY23: €204.1m) in principal and

interest would have been required.

The rules of the Company’s employee share

plans provide that awards and options may

vest and become exercisable on a change of

control of the Company.

Research and development

Research and development and associated

costs are integrated into the continuous

running and advancing of the Group’s

operations, and is not recorded as a separate

cost item. Examples of our products and

services developments can be found through

the Strategic Report on pages 1 to 91, with

specific examples of customer collaborations

detailed on pages 6 to 10.

Political donations

No donations were made by the Group for

political purposes during the financial year

(FY23: €nil).

Employees with disabilities

Within Renewi our first aim is to offer

equal opportunities to anybody, without

discrimination. This also applies to

employment of people with disabilities

where any applicant is considered on merit

with regard only to the ability to carry out

the role. Arrangements to enable people with

disabilities to carry out the duties required

will be made if it is reasonable to do so.

An employee who through becoming disabled

can no longer carry out their role, would, where

possible, be offered alternative duties and

or retraining.

Investor relations

Renewi has an active investor relations

programme to engage with institutional

investors, analysts, press and other stakeholders.

The Company uses a number of channels to do

this including its AGM, face-to-face meetings,

roadshows, analyst workshops, videos,

presentations, reports and its corporate website.

Business Relationships

The directors regard the Group’s business

relationships with its suppliers, clients,

customers and others as a pivotal component

of the Company’s long term success. Our

culture, values and behaviours support open

and honest engagement with our business

counterparts. We maintain high standards

of ethical behaviour in all of our business

dealings. For further information on how

the Company fosters relationships with its

stakeholders see pages 112 to 115, and for

examples of how the directors have had regard

to their interests in their principal decision

making processes see page 116.

Annual General Meeting

Notice of the AGM of the Company to be held at

the offices of Ashurst LLP, The London Fruit &

Wool Exchange, 1 Duval Square, London, E1

6PW on Thursday, 11 July 2024 at 11.00am will

be made available to shareholders, together

with a form of proxy, and will also be available

on the Company’s website at renewi.com.

The Directors consider that the resolutions

recommended by the Board for the AGM are in

the best interests of the Company, and they

recommend all shareholders vote in support of

these resolutions, as they intend to in respect

of their own shareholdings.

By order of the Board

Dominic Murray

Company Secretary

30 May 2024

Renewi plc,

Registered in Scotland no. SC077438

Notifiable interests

The Company has been notified of direct and indirect interests in voting rights equal to or exceeding 3% of the ordinary share capital of

the Company as set out in the table below.

Notifications received up to 30 May 2024

Number of Shares % Issued Capital

Coast Capital Management 6,795,838 8.47

Avenue Europe International Management LP 6,615,426 8.24

SPICE ONE Investment Cooperatief U.A. 4,482,393 5.56

Black Rock inc. 2,699,953 3.35

Janus Henderson Investors 2,451,499 3.06

Other disclosures continued

150 Renewi plc Annual Report and Accounts 2024

The Directors are responsible for preparing

the Annual Report and the financial

statements in accordance with UK adopted

international accounting standards and

applicable law and regulations.

Company law requires the Directors to

prepare financial statements for each

financial year. Under that law the Directors

are required to prepare the Group financial

statements and have elected to prepare

the Company financial statements in

accordance with UK adopted international

accounting standards. 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

Company and of the profit or loss for the

Group and Company for that period.

In preparing these financial statements,

the Directors are required to:

• select suitable accounting policies

and then apply them consistently;

• make judgements and accounting

estimates that are reasonable

and prudent;

• state whether they have been prepared in

accordance with UK adopted international

accounting standards, subject to any

material departures disclosed and

explained in the financial statements;

• prepare the financial statements on

the going concern basis unless it is

inappropriate to presume that the

Group and the Company will continue

in business; and

• prepare a Directors’ Report, a Strategic

report and Directors’ Remuneration

Report which comply with the

requirements of the Companies Act 2006.

The Directors are responsible for

keeping adequate accounting records

that are sufficient to show and explain

the Company’s transactions and disclose

with reasonable accuracy at any time the

financial position of the Company and

enable them to ensure that the financial

statements comply with the Companies

Act 2006.

They are also responsible for safeguarding

the assets of the Company and hence for

taking reasonable steps for the prevention

and detection of fraud and other irregularities.

The Directors are responsible for ensuring

that the Annual Report and Accounts,

taken as a whole, are fair, balanced

and understandable, and provide the

information necessary for shareholders

to assess the Group’s performance,

business model and strategy.

Website publication

The Directors are responsible for ensuring

the Annual Report and the financial

statements are made available on

a website. Financial statements are

published on the Company’s website in

accordance with legislation in the United

Kingdom governing the preparation and

dissemination of financial statements,

which may vary from legislation in other

jurisdictions. The maintenance and

integrity of the Company’s website

is the responsibility of the Directors.

The Directors’ responsibility also extends

to the ongoing integrity of the financial

statements contained therein.

Directors’ responsibilities pursuant to

DTR4 of the UK Listing Rules

The Directors confirm to the best of

their knowledge:

• The financial statements have

been prepared in accordance with the

applicable set of accounting standards

and give a true and fair view of the

assets, liabilities, financial position

and profit and loss of the Group

and Company

• The Annual Report includes a fair review

of the development and performance of

the business and the financial position of

the Group and Company, together with

a description of the principal risks and

uncertainties that they face

Directors’ statement as to the

disclosure of information to auditors

All of the current Directors have taken all

the steps that they ought to have taken to

make themselves aware of any information

needed by the Company’s auditors for the

purposes of their audit and to establish

that the auditors are aware of that

information. The Directors are not aware

of any relevant audit information of which

the auditors are unaware.

By order of the Board

Dominic Murray

Company Secretary

30 May 2024

Renewi plc,

Registered in Scotland no. SC077438

Directors’ Responsibilities

Statement

Strategic report Governance report Financial statements Other information

Renewi plc Annual Report and Accounts 2024 151

Financial statements

154 Auditors Report

164 Financial Statements

152 Renewi plc Annual Report and Accounts 2024

Circular material:

recycled wood chips

Renewi plc Annual Report and Accounts 2024 153

Strategic report Governance report

Financial statements

Other information

Independent auditor’s report to the members of Renewi plc

Opinion on the financial statements

In our opinion:

• the financial statements give a true and fair view of the state of the Group’s and of the Parent Company’s affairs as at 31 March 2024

and of the Group’s loss 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 and as applied in accordance with the provisions of the Companies Act 2006; and

• the financial statements have been prepared in accordance with the requirements of the Companies Act 2006.

We have audited the financial statements of Renewi plc (the ‘Parent Company’) and its subsidiaries (the ‘Group’) for the year ended

31 March 2024 which comprise the Consolidated Income Statement, the Consolidated Statement of Comprehensive Income, the

Consolidated Balance Sheet, the Consolidated Statement of Changes in Equity, the Consolidated Statement of Cash Flows, the Parent

Company Balance Sheet, the Parent Company Statement of Changes in Equity, the Parent Company Statement of Cash Flows and notes

to the financial statements, including material accounting policy information. The financial reporting framework that has been applied

in their preparation is applicable law and UK adopted international accounting standards and, as regards the Parent Company

financial statements, as applied in accordance with the provisions of the Companies Act 2006.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities

under those standards are further described in the Auditor’s responsibilities for the audit of the financial statements section of our

report. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. Our audit

opinion is consistent with the additional report to the audit committee.

Independence

Following the recommendation of the audit committee, we were appointed by the Directors on 22 October 2020 to audit the financial

statements for the year ended 31 March 2021 and subsequent financial periods. The period of total uninterrupted engagement including

retenders and reappointments is four years, covering the years ended 31 March 2021 to 31 March 2024. We remain independent of the

Group and the Parent Company in accordance with the ethical requirements that are relevant to our audit of the financial statements

in the UK, including the FRC’s Ethical Standard as applied to listed public interest entities, and we have fulfilled our other ethical

responsibilities in accordance with these requirements. The non-audit services prohibited by that standard were not provided to

the Group or the Parent Company.

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the Directors’ use of the going concern basis of accounting in the

preparation of the financial statements is appropriate. Our evaluation of the Directors’ assessment of the Group and the Parent

Company’s ability to continue to adopt the going concern basis is set out in the Key Audit Matter section below.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that,

individually or collectively, may cast significant doubt on the Group and the Parent Company’s ability to continue as a going concern

for a period of at least twelve months from when the financial statements are authorised for issue.

In relation to the Parent Company’s reporting on how it has applied the UK Corporate Governance Code, we have nothing material to

add or draw attention to in relation to the Directors’ statement in the financial statements about whether the Directors considered it

appropriate to adopt the going concern basis of accounting.

Our responsibilities and the responsibilities of the Directors with respect to going concern are described in the relevant sections of

this report.

154 Renewi plc Annual Report and Accounts 2024

Overview

Coverage 90% of Group loss for the year (on absolute basis) (2023: 87% of Group profit before tax)

90% (2023: 91%) of Group revenue

94% (2023: 91%) of Group total assets

Key audit matters

2024 2023

Revenue recognition

Valuation of onerous contract provisions

Valuation of landfill provisions

Presentation of non-trading and exceptional items and discontinued operations

Presentation of financial statements on a going concern basis

Materiality Group financial statements as a whole

€5.30m (2023: €6.20m) based on 5% (2023: 5%) of underlying earnings before interest and tax (EBIT).

An overview of the scope of our audit

Our Group audit was scoped by obtaining an understanding of the Group and its environment, including the Group’s system of

internal control, and assessing the risks of material misstatement in the financial statements. We also addressed the risk of management

override of internal controls, including assessing whether there was evidence of bias by the Directors that may have represented a risk of

material misstatement.

We identified components which we considered to be of individual financial significance based on their contribution to the Group’s

earnings, those which were significant due to risk and those remaining components on which we required procedures to be performed to

provide us with sufficient evidence to conclude on the group financial statements as a whole. Our scoping and number of components is

as follows:

Number of components

2024 2023

Full scope components 6 6

Audit of one or more account balances 3 3

Total 9 9

The 6 full scope components contributed 90% of Group loss before tax (on absolute basis), 90% of Group revenue and 91% of Group total

assets. These components were subject to full scope audit procedures by the following teams:

• Commercial Waste Netherlands, Commercial Waste Belgium, ATM and Group Central Services – Eindhoven completed by BDO member

firm component auditors.

• UK Municipal – completed by BDO LLP component auditor.

• Group Central Services – Milton Keynes completed by BDO LLP group audit team.

We also instructed the BDO member firms stated above to perform specified procedures, designed by the Group audit team to address

risks of material misstatement, on certain key balances in entities that formed part of non-significant components.

Our involvement with component auditors

For the work performed by component auditors, we determined the level of involvement needed in order to be able to conclude

whether sufficient appropriate audit evidence has been obtained as a basis for our opinion on the Group financial statements as a whole.

Our involvement with component auditors included the following:

• Regular video conferences (and periodic face-to-face meetings) with all component audit teams present to discuss audit approach,

evaluation of identified risks and then subsequently audit progress; consideration of audit procedures performed on key risks and

challenge of component teams’ key observations;

• Issued group instructions to component auditors on the scope of their work, which includes significant areas to be covered, significant

and elevated risks and the information to be reported back. The group audit team approved the component materialities, having regard

to the mix of size and risk profile across the components;

• All-teams planning day held to direct component audit teams’ planning and discuss risks identified;

Renewi plc Annual Report and Accounts 2024 155

Strategic report Governance report

Financial statements

Other information

Independent auditor’s report to the members of Renewi plc continued

• Group audit team performed a detailed review of the component auditors’ working papers to determine if sufficient and appropriate

audit evidence had been obtained; and

• Attended physical clearance meetings for each significant component, together with local management and the relevant

component auditor.

The Group audit team also performed audit procedures on elements of certain specific risks including determination of discount

rate used in the calculation of onerous contract provisions and landfill provisions; stand back assessment on management override

of controls; presentation of non-trading and exceptional items within the Income Statement; valuation of certain financial instruments

that are held at fair value and assessment of incremental borrowing rates applied to measure lease liabilities.

Climate change

Our work on the assessment of potential impacts on climate-related risks on the Group’s operations and financial statements included:

• Enquiries and challenge of management to understand the actions they have taken to identify climate-related risks and

their potential impacts on the financial statements and adequately disclose climate-related risks within the annual report;

• Our own qualitative risk assessment taking into consideration the sector in which the Group operates and how climate change

affects this particular sector; and

• Review of the minutes of Board and Audit Committee meetings and other papers related to climate change and performed a risk

assessment as to how the impact of the Group’s commitment as set out in the Strategic Report may affect the financial statements

and our audit.

We challenged the extent to which climate-related considerations, including the expected cash flows from the initiatives and

commitments have been reflected, where appropriate, in the directors’ going concern assessment and viability assessment and in

their judgements and estimates in relation to long term provisions and impairment of plant, property and equipment. While the Group

has not fully completed its quantification of climate change risk scenarios, capex and lifecycle spend estimates are based on periodic

business planning, which considers, amongst other matters, known legislative changes related to climate change.

We also assessed the consistency of the Director’s disclosures included in the Non-Financial and Sustainability Information Statement

on page 91 with the financial statements and with our knowledge obtained from the audit.

Based on our risk assessment procedures, we did not identify there to be any Key Audit Matters materially impacted by climate-related

risks and related commitments.

Key audit matters

Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial

statements of the current period and include the most significant assessed risks of material misstatement (whether or not due to fraud)

that we identified, 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. These matters were addressed in the context of our audit of the financial statements

as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

Key audit matter How the scope of our audit addressed the key audit matter

Revenue recognition

(Section 3, Note 3.1 of the

financial statements)

We consider that there is a risk that revenue

recognition is inappropriate as there may be

incentive for management to meet market

and investor expectations.

This incentive could lead to manipulation of

revenue recognised, by manual journals or

bias in estimates of value and volume of

deferred revenue (unprocessed waste)

at year end.

Our procedures included the following:

We tested the operating effectiveness of controls relating to the following:

• Determining that weight registrations cannot be deleted;

• Obtaining assurance over accuracy of calibration of weight registrations; and

• Checking that interfaces between weight registrations and accounting systems are

accurately capturing information.

156 Renewi plc Annual Report and Accounts 2024

Key audit matter How the scope of our audit addressed the key audit matter

Revenue recognition

(Section 3, Note 3.1 of the financial

statements) continued

Deferred revenue is recognised in a number of

components as performance obligations are

completed after billing, and cut-off could be

inappropriately applied.

As there is some judgement involved in

the valuation of this deferred revenue,

we considered revenue recognition to

be a key audit matter.

Other detailed procedures included:

• Evaluated the scope, competence and objectivity of management’s external experts,

who measure the mass balance of unprocessed waste at year end;

• Attended waste counts at a number of locations and verified that these were

appropriately reflected in deferred revenue calculations;

• Assessed if conversion rates for volumes/density were appropriate by comparison to

external sources for a sample;

• For a sample of transactions, we agreed prices and volumes of waste sold & collected to

underlying supporting documentation or contracts to provide assurance of accuracy

and valuation of deferred revenue;

• Selected a sample of journals to revenue outside of expectation and verified to

supporting documentation;

• Selected a sample of transactions either side of the year end and agreed to supporting

documentation to check that revenue has not been recognised prior to performance

obligation being satisfied; and

• Performed analytical procedures to identify, among other matters, inconsistencies in

gross profit margin achieved in prior periods compared to that reported in March 2024.

Key observations:

Based on the testing completed, we have not identified any indicator that suggests that

revenue recognised was not appropriate for the year ended 31 March 2024.

Presentation of non-trading and

exceptional items and discontinued

operations (Notes 3.3 and 6.4 of the

financial statements)

The Group presents a number of items

of income and expense separately on the

face of the consolidated income statement

as non-trading and exceptional items.

In addition to this, the Group has presented

the UK Municipal division as a

discontinued operation.

IAS 1 requires the separate disclosure of the

nature and amounts of items of income or

expense that are material, either on the face

of the statement of comprehensive income or

in the notes. There is a risk that items may be

included or excluded from the non-trading

and exceptional items that may result in a

misleading interpretation of the performance

of the business. Additionally, there is

judgement involved in application of IFRS 5

criteria to determine the appropriate

allocation of the loss on disposal and items

to be included within loss from discontinued

operations in the Income Statement.

The determination of which items of

income or expense should be presented

within non-trading and exceptional items

and discontinued operations is judgemental

and could be subject to management bias.

We therefore consider the classification of

these items to be a key audit matter.

Our procedures included the following:

• We have corroborated the existence and measurement of non-trading and exceptional

items by agreeing to supporting documentation on a sample basis;

• We assessed the classification of such items by considering the definitions per the

Group’s accounting policy for non-trading and exceptional items and whether such

classification is consistent with IAS 1, along with the guidance issued by the Financial

Reporting Council on exceptional items and Alternative Performance Measures;

• We analysed ‘one-off’ items included within underlying performance for the year to

obtain understanding of each in order to determine if any should be presented as

‘exceptional’ by virtue of size or nature;

• We completed a stand-back assessment on accrual movements by key divisions to

assess the consistent treatment of such items;

• Considered if additional disclosure of ‘one-off’, non-trading & exceptional items was

needed to assist with users understanding of financial performance;

• For the discontinued operation, we critically assessed the proposed terms of the

disposal against the requirements of IFRS 5 to evaluate if the accounting treatment as

discontinued operations was appropriate;

• We assessed the appropriateness of presentation of revenue and costs of the UK

Municipal division as discontinued based on the nature of the revenue and costs;

Key observations:

Based on the procedures performed, we consider the presentation and disclosure of

non-trading and exceptional items and discontinued operations to be reasonable.

Renewi plc Annual Report and Accounts 2024 157

Strategic report Governance report

Financial statements

Other information

Independent auditor’s report to the members of Renewi plc continued

Key audit matter How the scope of our audit addressed the key audit matter

Going concern

(Section 1 of the financial statements)

Four key factors have required greater

consideration in the Directors’ going

concern assessment:

1. Decline in waste volumes and associated

revenues in the year ending 31 March 2024;

2. Repayment of a €75m retail bond in July

2024;

3. Securing commitment for a replacement

€120m loan available from July 2024; and

4. €154m expected cash outflow on the

completion of the UK Municipal

divestment in September 2024.

Given the importance of the above, we have

assessed the impact of these factors on the

Directors’ going concern assessment and

therefore considered the going concern

assumption to be a significant audit risk

and a key audit matter.

Our procedures included the following:

• Understanding the processes & controls within the Group regarding going concern

forecast preparation, review & board approval to determine if it is appropriate;

• Considering the Group’s historical performance and accuracy of previous forecasts

to assess the ability to forecast accurately;

• Assessing the arithmetical accuracy of financial models used by the Group to

prepare the forecast, including use of proprietary spreadsheet interrogation tools

on the models;

• Assessing and, where possible, verifying key assumptions to supporting documents

that underpin the going concern forecasts to assess their reasonableness;

• Understanding the Group’s existing & proposed finance facilities and their key

covenants through inspection of facility agreements to assess if the forecast

considers these covenants

• Inspecting the signed €120m loan commitment letter from three leading

international banks & assessing any key conditions precedent to determine if this

has been considered in the forecast;

• Understanding the nature & cashflow implications of the proposed UK Municipal

divestment transaction from a review of signed term sheets, cashflow modelling &

enquiry with management, legal & deal advisors;

• Assessing forecasted future covenant compliance and levels of facility & covenant

headroom to determine if there will be any breach;

• Considered results of downside scenarios and ability of the Directors to implement

mitigating actions included in each, including agreeing cost saving actions proposed

to detailed plans and documentation, where possible;

• Analysed sensitivity of the forecasts for more severe downsides & introduction of

other mitigating actions by using our knowledge of the business, taking into

consideration the historical results and the overall market;

• Considered an alternative scenario of the Group not completing the proposed

transaction for disposal of UK Municipal & the resulting impact on the cashflows;

• Assessed the adequacy and appropriateness of the Directors’ going concern

disclosures to check if they reflect the significant judgements involved.

Key observations:

Our conclusions are set out in the Conclusions related to going concern section of

our report.

Valuation of key onerous

contract provisions

(Section 6, Note 6.4 and Section 4,

Note 4.10 of the financial statements)

Provisions are recognised for onerous

contracts which involve significant

estimation uncertainty and can be

susceptible to significant value changes

based on small changes in assumptions.

The provisions are based on medium-long

term time horizons (4 – 16 years) and are

often influenced by market factors that

are outside of management’s control

(eg recyclate prices or cost inflation).

We considered the valuation of these

provisions and associated disclosures to

represent a significant audit risk and key

audit matter.

Our procedures included the following:

• Obtained the onerous contract models used to determine the carrying value of

provisions and applied our own proprietary data analytics tools to interrogate the

accuracy and integrity of those models;

• Discussed with divisional management the process used to update onerous contract

model assumptions, to understand the rigour and expertise involved in building up

the cash flow forecasts;

• With the assistance of our internal valuations experts, we assessed the

appropriateness of discount rates used by comparison with government bond

yields over a consistent timeframe, and by benchmarking;

• Considered management’s forecasting ability in light of actual outturn versus

historical forecasting;

• Considered the consistency of onerous contract modelling with the forecasts used

in other areas;

• Corroborated assumptions used in the models, including forecast tonnage with

historical actuals and recyclate pricing on variable revenue streams to recently

achieved levels as well as corroboration of inflation assumptions to published

expectations of inflation;

• Performed sensitivity analysis on key inputs (notably recyclate pricing, discount rates

and volumes of waste processed), in order to understand how sensitive the model is

to these inputs;

158 Renewi plc Annual Report and Accounts 2024

Key audit matter How the scope of our audit addressed the key audit matter

Valuation of key onerous contract

provisions (Section 6, Note 6.4 and

Section 4, Note 4.10 of the financial

statements) continued

• Enquired with management, legal & deal advisors whether due diligence for the disposal

of UK Municipal had identified any significant viewpoint inconsistency in the onerous

contract models used or associated liabilities; and

• Considered the appropriateness of the sensitivity disclosures included in the notes to

the financial statements in connection with the onerous contracts in line with the

requirements of the applicable accounting framework.

Key observations:

Based on the testing performed, the Group’s estimate of the onerous contract provision

falls within an acceptable range as at 31 March 2024, and we have not identified any

indicator that suggests that the related disclosures are inappropriate.

Valuation of landfill provisions (Section

4, Note 4.10 of the financial statements)

The Group incurs legal and constructive

obligations for restoration and aftercare

activities for landfill sites in a number of

locations and components. Legislative

requirements for restoration and

environmental remediation activities

vary between location and stage of

operation of the landfill sites.

The Group has disclosed that the

determination of the provisions is a key

source of estimation uncertainty, in particular:

• The period of aftercare post-closure;

• The level of costs and impact of inflation,

legislation and technology;

• The timings of cash outflows; and

• The discount rate applied to calculate

the provisions.

Due to the significant value of the provisions,

the long-term nature of estimated costs and

the significant judgements and assumptions

that are applied as above, the valuation of

these provisions is considered to be a key

audit matter.

Our procedures included the following:

• Evaluated the scope, competence and objectivity of management’s external experts,

who assist with determining cost estimates and volumes, as well as methodology of

discount rate determination, by examining the work they were involved in, their

professional qualifications and relevant experience;

• Compared a sample of previous forecast assumptions to actual costs incurred to

assess management’s ability to accurately forecast closure & associated costs;

• Assessed the appropriateness of differences in assumptions between landfill sites

including timing of costs considered;

• With the assistance of our internal valuations experts we evaluated the discount rates

used and verified source data to government bond yields;

• Enquired with our landfill expert to identify if there were any regulatory updates that

could impact the provisions, as well as having the expert review management’s landfill

technical papers to assess, inter alia, cost assumptions, in order to determine if these

were within an appropriate range;

• Considered completeness of disclosure, including sensitivity of provisions to changes

in key assumptions and the estimation uncertainty involved in the determination of the

discount rate in line with the requirements of the applicable accounting framework.

Key observations:

Based on the procedures performed, the Group’s estimate of the landfill provisions falls

within an acceptable range at 31 March 2024 and we have not identified any indicator

that suggests that the related disclosures are inappropriate.

Our application of materiality

We apply the concept of materiality both in planning and performing our audit, and in evaluating the effect of misstatements. We consider

materiality to be the magnitude by which misstatements, including omissions, could influence the economic decisions of reasonable users

that are taken on the basis of the financial statements.

In order to reduce to an appropriately low level the probability that any misstatements exceed materiality, we use a lower materiality level,

performance materiality, to determine the extent of testing needed. Importantly, misstatements below these levels will not necessarily be

evaluated as immaterial as we also take account of the nature of identified misstatements, and the particular circumstances of their

occurrence, when evaluating their effect on the financial statements as a whole.

Renewi plc Annual Report and Accounts 2024 159

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Financial statements

Other information

Independent auditor’s report to the members of Renewi plc continued

Based on our professional judgement, we determined materiality for the financial statements as a whole and performance materiality

as follows:

Group financial statements Parent company financial statements

2024

€m

2023

€m

2024

€m

2023

€m

Materiality 5.3 6.2 2.7 5.35

Basis for determining

materiality

5% underlying

EBIT

5% underlying

EBIT

50% of Group materiality 98% of Group materiality

Rationale for the

benchmark applied

The Group is profit seeking, therefore

a profit-based measure is considered

to be most appropriate.

Materiality was capped at 50%

of Group materiality to take into

account component

aggregation risk.

Materiality was capped at 98%

of Group materiality to take into

account component

aggregation risk.

Performance materiality 3.70 4.30 1.89 3.40

Basis for determining

performance materiality

70% of overall

materiality

70% of overall

materiality

70% of overall materiality 70% of overall materiality

Rationale for the

percentage applied for

performance materiality

The percentage applied was determined after consideration of factors including the level of past

misstatements, value of brought forward adjustments, management’s attitude toward proposed

adjustments and number of accounts that are subject to estimation.

Component materiality

For the purposes of our Group audit opinion, we set materiality for each significant component of the Group, apart from the

Parent Company whose materiality is set out above, based on a percentage of between 19% and 89% (2023: 19% and 89%) of Group

materiality dependent on the size and our assessment of the risk of material misstatement of that component. Component materiality

ranged from €1.0m to €4.8m (2023: €1.2m to €5.5m). In the audit of each component, we further applied performance materiality levels

of 70% (2023: 70%) of the component materiality to our testing to ensure that the risk of errors exceeding component materiality was

appropriately mitigated.

The component materiality used for the Parent Company is lower than the materiality that we would otherwise have determined using

a benchmark of 2% of net assets. Materiality was therefore restricted to 50% (2023: 98%) Group materiality.

Reporting threshold

We agreed with the Audit Committee that we would report to them all individual audit differences in excess of €0.21m (2023: €0.24m).

We also agreed to report differences below this threshold that, in our view, warranted reporting on qualitative grounds.

Other information

The directors are responsible for the other information. The other information comprises the information included in the Annual Report

and Accounts other than the financial statements and our auditor’s report thereon. Our opinion on the financial statements does not

cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance

conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is

materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to

be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine

whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we

conclude that there is a material misstatement of this other information, we are required to report that fact.

We have nothing to report in this regard.

Corporate governance statement

The Listing Rules require us to review the Directors’ statement in relation to going concern, longer-term viability and that part of the

Corporate Governance Statement relating to the parent company’s compliance with the provisions of the UK Corporate Governance

Code specified for our review.

Based on the work undertaken as part of our audit, we have concluded that each of the following elements of the Corporate

Governance Statement is materially consistent with the financial statements or our knowledge obtained during the audit.

160 Renewi plc Annual Report and Accounts 2024

Going concern and

longer-term viability

• The Directors’ statement with regards to the appropriateness of adopting the going concern basis of

accounting as a set out on page 149 and Section 1 of the financial statements; and

• The Directors’ explanation as to their assessment of the Group’s prospects, the period this assessment

covers and why the period is appropriate as set out on page 149.

Other Code provisions • Directors’ statement on fair, balanced and understandable as set out on page 108;

• Board’s confirmation that it has carried out a robust assessment of the emerging and principal risks as

set out on page 108;

• The section of the annual report that describes the review of effectiveness of risk management and

internal control systems as set out on page 108; and

• The section describing the work of the audit committee as set out on pages 119 to 124.

Other Companies Act 2006 reporting

Based on the responsibilities described below and our work performed during the course of the audit, we are required by the Companies

Act 2006 and ISAs (UK) to report on certain opinions and matters as described below.

Strategic report and

Directors’ report

In our opinion, based on the work undertaken in the course of the audit:

• the information given in the Strategic report and the Directors’ report for the financial year for which

the financial statements are prepared is consistent with the financial statements; and

• the Strategic report and the Directors’ report have been prepared in accordance with applicable

legal requirements.

In the light of the knowledge and understanding of the Group and Parent Company and its environment

obtained in the course of the audit, we have not identified material misstatements in the strategic report

or the Directors’ report.

Directors’ remuneration 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

statement

In our opinion, based on the work undertaken in the course of the audit the information about internal

control and risk management systems in relation to financial reporting processes and about share capital

structures, given in compliance with rules 7.2.5 and 7.2.6 in the Disclosure Guidance and Transparency

Rules sourcebook made by the Financial Conduct Authority (the FCA Rules), is consistent with the

financial statements and has been prepared in accordance with applicable legal requirements.

In the light of the knowledge and understanding of the Group and the Parent Company and its environment

obtained in the course of the audit, we have not identified material misstatements in this information.

In our opinion, based on the work undertaken in the course of the audit information about the Parent

Company’s corporate governance code and practices and about its administrative, management and

supervisory bodies and their committees complies with rules 7.2.2, 7.2.3 and 7.2.7 of the FCA Rules.

We have nothing to report arising from our responsibility to report if a corporate governance statement

has not been prepared by the Parent Company.

Matters on which we

are required to report

by exception

We have nothing to report in respect of the following matters in relation to which the Companies Act 2006

requires us 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.

European Single Electronic Format (ESEF)

The Annual Report and Accounts has been prepared in ESEF, pursuant to the Commission Delegated Regulation (EU) 2019/815 of

17 December 2018, supplementing Directive 2004/109/EC of the European Parliament and the Council. The requirements to be met

are set out in the aforementioned delegated regulation (these requirements are hereinafter referred to as: the RTS on ESEF).

In our opinion, the Annual Report and Accounts, made up in XHTML format, including the tagged consolidated financial statements

as included in the reporting package, have been prepared in all material aspects in accordance with the RTS on ESEF.

Renewi plc Annual Report and Accounts 2024 161

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Other information

Independent auditor’s report to the members of Renewi plc continued

Management is responsible for preparing the Annual Report and Accounts, including the financial statements, in accordance with

the RTS on ESEF, whereby management combines the various components in a reporting package. Our responsibility is to obtain

reasonable assurance for our conclusion on whether the Annual Report and Accounts in this reporting package, is in accordance

with the requirements. We have taken into consideration what is stated in Alert 43.

Our procedures included:

• Obtaining an understanding of the entity’s financial reporting process, including the preparation of the annual financial report in

XHTML-format;

• Obtaining the reporting package and performing validations to determine whether the reporting package containing the inline XBRL

instance document and XBRL extension taxonomy files have been prepared in accordance with the technical specifications; and

• Examining the information related to the consolidated financial statements in the reporting package to determine whether all

required taggings have been applied and whether they are in accordance with the RTS on ESEF.

Responsibilities of Directors

As explained more fully in the Directors’ responsibilities statement, the Directors are responsible for the preparation of the financial

statements and for being satisfied that they give a true and fair view, and for such internal control as the Directors determine is

necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the Directors are responsible for assessing the Group’s and the 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 the Directors either intend to liquidate the Group or the Parent Company or to cease operations, or have no

realistic alternative but to do so.

Auditor’s responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement,

whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of

assurance, but is not a guarantee that an audit conducted in accordance with ISAs (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 the aggregate, they could

reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

Extent to which the audit was capable of detecting irregularities, including fraud

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our

responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which

our procedures are capable of detecting irregularities, including fraud is detailed below:

Non-compliance with laws and regulations

Based on our understanding of the Group and the industry in which it operates; discussion with management and those charged with

governance, internal legal counsel, internal audit and obtaining an understanding of the Group’s policies and procedures regarding

compliance with laws and regulations we considered the significant laws and regulations to be:

• UK adopted international accounting standards;

• UK, Dutch & Belgian tax legislation;

• Listing Rules of the Financial Conduct Authority;

• The Companies Act 2006; and

• EU regulation regarding landfill and related taxes.

The Group is also subject to laws and regulations where the consequence of non-compliance could have a material effect on the

amount or disclosures in the financial statements, for example through the imposition of fines or litigations. We identified such laws

and regulations to be:

• Health and safety legislation;

• Environmental regulations related to the waste industry;

• Employment law;

• General Data Protection Regulations (GDPR); and

• Bribery Act.

Our procedures in respect of the above included:

• Review of minutes of meeting of those charged with governance for any instances of non-compliance with laws and regulations;

• Review of litigation reports & summaries provided to the Audit Committee;

• Review of internal audit reports (“Integrity reports”) during the year to identify material reports of non-compliance with laws and regulations;

• Review of correspondence with regulatory and tax authorities for material instances of non-compliance with laws and regulations;

• Review of financial statement disclosures and agreeing to supporting documentation;

162 Renewi plc Annual Report and Accounts 2024

• Involvement of tax specialists in the audit to assist with quantification of uncertain tax positions, deferred and current tax positions;

• Specific enquiries with management & internal legal counsel;

• Obtaining direct confirmations from the Group’s external legal advisors to assess incidence of non-compliance with relevant laws

or regulation.

Fraud

We assessed the susceptibility of the financial statements to material misstatement, including fraud. Our risk assessment

procedures included:

• Enquiry with management and those charged with governance regarding any known or suspected instances of fraud;

• Obtaining an understanding of the Group’s policies and procedures relating to:

• Detecting and responding to the risks of fraud; and

• Internal controls established to mitigate risks related to fraud.

• Review of minutes of meetings of those charged with governance for any known or suspected instances of fraud;

• Discussion amongst the engagement team as to how and where fraud might occur in the financial statements;

• Performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatement

due to fraud;

• Considering remuneration incentive schemes and performance targets and the related financial statement areas impacted by these; and

• Involvement of forensic specialists in the audit to assist in our risk assessment relating to fraud.

Based on our risk assessment, we considered the areas most susceptible to fraud to be relating to management bias in determining

accounting estimates and judgements (the most significant of which are outlined in our key audit matters above) and through the

recording of inappropriate journal entries.

Our procedures in respect of the above included:

• Testing a sample of journal entries throughout the year, which met a defined risk criteria, by agreeing to supporting documentation;

• Assessing significant estimates made by management for bias, refer to key audit matters for detail on audit procedures relating to the

most significant accounting estimates; and

• Detailed verification of consolidation level journal entries through enquiry with management and corroboration to supporting

documents where relevant.

We also communicated relevant identified laws and regulations and potential fraud risks to all engagement team members (including

component engagement teams) who were all deemed to have appropriate competence and capabilities and remained alert to any

indications of fraud or non-compliance with laws and regulations throughout the audit. For component engagement teams, we also

reviewed the result of their work performed in this regard.

Our audit procedures were designed to respond to risks of material misstatement in the financial statements, recognising that the risk of

not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve

deliberate concealment by, for example, forgery, misrepresentations or through collusion. There are inherent limitations in the audit

procedures performed and the further removed non-compliance with laws and regulations is from the events and transactions reflected

in the financial statements, the less likely we are to become aware of it.

A further description of our responsibilities is available on the Financial Reporting Council’s website at: www.frc.org.uk/

auditorsresponsibilities. This description forms part of our auditor’s report.

Use of our report

This report is made solely to the Parent 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 Parent 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 Parent Company and the Parent Company’s members as a body, for our audit work, for this report, or for the

opinions we have formed.

Mark Cardiff (Senior Statutory Auditor)

For and on behalf of BDO LLP, Statutory Auditor

London, UK

30 May 2024

BDO LLP is a limited liability partnership registered in England and Wales (with registered number OC305127).

Renewi plc Annual Report and Accounts 2024 163

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Financial statements

Other information

2024

Restated*

2023

(note 3.3)

			Non-trading			Non-trading &
			& exceptional			exceptional
		Underlying	items	Total	Underlying	items	Total
	Note	€m	€m	€m	€m	€m	€m
Revenue	2,3.1	1,689.2	–	1,689.2	1,703.9	–	1,703.9
Cost of sales	3.3	(1,351.2)	(4.6)	(1,355.8)	(1,352.6)	(7.3)	(1,359.9)
Gross profit (loss)		338.0	(4.6)	333.4	351.3	(7.3)	344.0
Administrative expenses	3.3	(232.5)	(3.3)	(235.8)	(219.6)	17.1	(202.5)
Operating profit (loss)	2,3	105.5	(7.9)	97.6	131.7	9.8	141.5
Finance income	5.4	1.5	–	1.5	0.9	–	0.9
Finance charges	5.4	(39.5)	–	(39.5)	(27.7)	–	(27.7)
Share of results from associates
and joint ventures	4.4	0.5	–	0.5	0.3	–	0.3
Profit (loss) before taxation		68.0	(7.9)	60.1	105.2	9.8	115.0
Taxation	3.4	(16.1)	1.2	(14.9)	(30.8)	1.8	(29.0)
Profit (loss) for the year from continuing operations		51.9	(6.7)	45.2	74.4	11.6	86.0
Discontinued Operations
(Loss) profit for the year from discontinued operations	6.4	(3.5)	(72.6)	(76.1)	1.2	(20.6)	(19.4)
Profit (loss) for the year		48.4	(79.3)	(30.9)	75.6	(9.0)	66.6
Attributable to:
Owners of the parent		45.2	(79.3)	(34.1)	71.9	(9.0)	62.9
Non-controlling interests	5.9	3.2	–	3.2	3.7	–	3.7
		48.4	(79.3)	(30.9)	75.6	(9.0)	66.6

(note 3.3)

Earnings per share – total (loss) profit attributable to owners of the parent Note

		2024	2023
		cents	cents
Basic and diluted	3.5	(43)	79
Underlying basic and diluted	3.5	57	90
Earnings per share – profit from continuing operations attributable to owners of the parent
Basic and diluted	3.5	53	104
Underlying basic and diluted	3.5	61	89

* The 2023 comparatives have been restated to reclassify discontinued operations and details are given in Section 1 Basis of preparation and note 6.4.

The notes on pages 171 to 243 are an integral part of these consolidated financial statements.

Consolidated Income Statement

For the year ended 31 March 2024

Financial statements

164 Renewi plc Annual Report and Accounts 2024

Note

			Restated*
		2024	2023
		€m	€m
Items that may be reclassified subsequently to profit or loss:
Exchange differences on translation of foreign subsidiaries		5.6	(8.0)
Exchange differences on translation of discontinued operations		(7.8)	10.5
Fair value movement on cash flow hedges	5.5	3.1	(8.6)
Fair value movement on cash flow hedges of discontinued operations	5.5	1.1	12.3
Deferred tax on fair value movement on cash flow hedges	3.4	(0.8)	2.3
Deferred tax on fair value movement on cash flow hedges of discontinued operations	3.4	(0.3)	(1.6)
Share of other comprehensive income of investments of discontinued operations accounted for using
the equity method	4.4	0.1	0.3
		1.0	7.2
Items that will not be reclassified to profit or loss:
Actuarial loss on defined benefit pension schemes	7.2	(6.7)	(15.5)
Deferred tax on actuarial loss on defined benefit pension schemes	3.4	1.7	3.8
Fair value movement on unlisted investments through other comprehensive income	4.4	1.8	–
Deferred tax on fair value movement on unlisted investments above	3.4	(0.1)	–
		(3.3)	(11.7)
Other comprehensive (loss) income for the year, net of tax		(2.3)	(4.5)
(Loss) profit for the year		(30.9)	66.6
Total comprehensive (loss) income for the year		(33.2)	62.1
Attributable to:
Owners of the parent		(36.4)	58.4
Non-controlling interests		3.2	3.7
Total comprehensive (loss) income for the year		(33.2)	62.1
Total comprehensive income (loss) attributable to owners of the parent arising from:
Continuing operations		46.6	56.3
Discontinued operations		(83.0)	2.1
		(36.4)	58.4

* The 2023 comparatives have been restated to reclassify discontinued operations and details are given in Section 1 Basis of preparation and note 6.4.

The notes on pages 171 to 243 are an integral part of these consolidated financial statements.

Consolidated Statement of Comprehensive Income

For the year ended 31 March 2024

Renewi plc Annual Report and Accounts 2024 165

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Other information

Note

		31 March 2024	31 March 2023
		€m	€m
Assets
Non-current assets
Goodwill and intangible assets	4.1	633.5	636.3
Property, plant and equipment	4.2	618.7	617.9
Right-of-use assets	4.3	253.9	253.1
Investments in joint ventures and associates (restated*)	4.4	9.0	10.2
Other investments (restated*)	4.4	17.7	4.6
Loans to associates and joint ventures	4.4	0.4	0.2
Financial assets relating to PPP contracts	4.5	–	123.4
Derivative financial instruments	5.5	0.1	1.2
Other receivables	4.8	1.1	3.7
Deferred tax assets	3.4	28.0	35.6
		1,562.4	1,686.2
Current assets
Inventories	4.7	23.4	25.2
Investments	4.4	–	10.9
Loans to associates and joint ventures	4.4	0.6	0.8
Financial assets relating to PPP contracts	4.5	–	7.6
Trade and other receivables	4.8	245.6	289.6
Derivative financial instruments	5.5	1.3	0.4
Current tax receivable		6.2	1.5
Cash and cash equivalents – including restricted cash	5.2	79.0	62.7
		356.1	398.7
Assets classified as held for sale	6.3	137.7	0.6
		493.8	399.3
Total assets		2,056.2	2,085.5
Liabilities
Non-current liabilities
Borrowings	5.3	(574.4)	(681.6)
Derivative financial instruments	5.5	–	(2.6)
Other non-current liabilities	4.9	(11.0)	(34.7)
Defined benefit pension schemes deficits	7.2	(12.9)	(9.3)
Provisions	4.10	(177.5)	(298.2)
Deferred tax liabilities	3.4	(44.9)	(46.4)
		(820.7)	(1,072.8)
* Restated to show investments in joint ventures and associates separately with details given in Section 1 Basis of preparation and note 4.4.

Consolidated Balance Sheet

As at 31 March 2024

Financial statements continued

166 Renewi plc Annual Report and Accounts 2024

Consolidated Balance Sheet continued

As at 31 March 2024

Ben Verwaayen

Chairman

Annemieke den Otter

Chief Financial Officer

Note

		31 March 2024	31 March 2023
		€m	€m
Current liabilities
Borrowings	5.3	(120.6)	(66.8)
Derivative financial instruments	5.5	–	(1.9)
Trade and other payables	4.9	(473.9)	(521.8)
Current tax payable		(20.5)	(31.2)
Provisions	4.10	(21.5)	(43.7)
		(636.5)	(665.4)
Liabilities of disposal group classified as held for sale	6.4	(285.0)	–
		(921.5)	(665.4)
Total liabilities		(1,742.2)	(1,738.2)
Net assets		314.0	347.3
Issued capital and reserves attributable to the owners of the parent
Share capital	5.9	100.1	99.8
Share premium	5.9	474.5	474.1
Exchange reserve	5.9	(14.4)	(12.2)
Retained earnings	5.9	(259.2)	(224.5)
		301.0	337.2
Non-controlling interests	5.9	13.0	10.1
Total equity		314.0	347.3

* Restated to show investments in joint ventures and associates separately with details given in Section 1 Basis of preparation and note 4.4.

The notes on pages 171 to 243 are an integral part of these consolidated financial statements.

The Financial Statements on pages 164 to 243 were approved by the Board of Directors and authorised for issue on 30 May 2024.

They were signed on its behalf by:

Renewi plc Annual Report and Accounts 2024 167

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Other information

Note

						Non-
		Share	Share	Exchange	Retained	controlling	Total
		capital	premium	reserve	earnings	interests	equity
		€m	€m	€m	€m	€m	€m
Balance at 1 April 2023		99.8	474.1	(12.2)	(224.5)	10.1	347.3
(Loss) profit for the year		–	–	–	(34.1)	3.2	(30.9)
Other comprehensive income (loss):
Exchange loss on translation of foreign subsidiaries		–	–	(2.2)	–	–	(2.2)
Fair value movement on cash flow hedges	5.5	–	–	–	4.2	–	4.2
Actuarial loss on defined benefit pension schemes	7.2	–	–	–	(6.7)	–	(6.7)
Fair value movement on unlisted investments	4.4	–	–	–	1.8	–	1.8
Tax in respect of other comprehensive income items	3.4	–	–	–	0.5	–	0.5
Share of other comprehensive income of investments
accounted for using the equity method	4.4	–	–	–	0.1	–	0.1
Total comprehensive (loss) income for the year		–	–	(2.2)	(34.2)	3.2	(33.2)
Dividend paid to non-controlling interests	5.9	–	–	–	–	(0.3)	(0.3)
Share-based compensation	7.3	–	–	–	1.2	–	1.2
Proceeds from exercise of employee options	5.9	0.3	0.4	–	–	–	0.7
Own shares purchased by the Employee Share Trust	5.9	–	–	–	(1.7)	–	(1.7)
Balance as at 31 March 2024		100.1	474.5	(14.4)	(259.2)	13.0	314.0
Balance at 1 April 2022		99.5	473.8	(14.7)	(276.9)	7.0	288.7
Profit for the year		–	–	–	62.9	3.7	66.6
Other comprehensive income (loss):
Exchange gain on translation of foreign subsidiaries		–	–	2.5	–	–	2.5
Fair value movement on cash flow hedges	5.5	–	–	–	3.7	–	3.7
Actuarial loss on defined benefit pension schemes	7.2	–	–	–	(15.5)	–	(15.5)
Tax in respect of other comprehensive income items	3.4	–	–	–	4.5	–	4.5
Share of other comprehensive income of investments
accounted for using the equity method	4.4	–	–	–	0.3	–	0.3
Total comprehensive income for the year		–	–	2.5	55.9	3.7	62.1
Dividend paid to non-controlling interests	5.9	–	–	–	–	(0.6)	(0.6)
Share-based compensation	7.3	–	–	–	2.7	–	2.7
Movement on tax arising on share-based compensation		–	–	–	(0.9)	–	(0.9)
Proceeds from exercise of employee options	5.9	0.3	0.3	–	–	–	0.6
Own shares purchased by the Employee Share Trust	5.9	–	–	–	(5.3)	–	(5.3)
Balance as at 31 March 2023		99.8	474.1	(12.2)	(224.5)	10.1	347.3

The notes on pages 171 to 243 are an integral part of these consolidated financial statements.

Consolidated Statement of Changes in Equity

For the year ended 31 March 2024

Financial statements continued

168 Renewi plc Annual Report and Accounts 2024

Note

			Restated*
		2024	2023
		€m	€m
Profit before tax from continuing operations		60.1	115.0
Finance income		(1.5)	(0.9)
Finance charges		39.5	27.7
Share of results from associates and joint ventures		(0.5)	(0.3)
Operating profit from continuing operations		97.6	141.5
Operating loss from discontinued operations	6.4	(60.0)	(20.1)
Impairment of non-current assets within disposal group	6.4	63.5	–
Amortisation and impairment of intangible assets	4.1	12.4	10.5
Depreciation and impairment of property, plant and equipment	4.2	71.3	69.5
Depreciation and impairment of right-of-use assets	4.3	53.2	49.1
Impairment of investment in associate	4.4	–	0.9
Net gain on disposal of property, plant and equipment and intangible assets		(1.9)	(3.0)
Portfolio management and provision movements in non-trading and exceptional items	3.3	(13.2)	19.9
Net decrease in provisions	4.10	(20.4)	(34.1)
Payment related to committed funding of the defined benefit pension schemes	7.2	(3.5)	(3.5)
Share-based compensation	7.3	1.2	2.7
Operating cash flows before movement in working capital		200.2	233.4
Increase in inventories		(1.2)	(2.1)
Decrease (increase) in receivables	4.8	15.7	(12.2)
Decrease in payables	4.9	(9.7)	(9.5)
Cash flows from operating activities		205.0	209.6
Income tax paid		(36.3)	(21.2)
Net cash inflow from operating activities		168.7	188.4
Investing activities
Purchases of intangible assets	4.1	(13.3)	(9.9)
Purchases of property, plant and equipment	4.2	(86.1)	(115.0)
Proceeds from disposals of property, plant and equipment	4.2	20.2	6.8
Acquisition of subsidiary, net of cash acquired	6.1	(1.4)	(53.5)
Disposal of subsidiary and business assets net of acquisition of business assets	6.2, 3.3	1.6	1.1
Net movements in associates, joint ventures and other short-term investments		(0.2)	(1.3)
Outflows in respect of PPP arrangements under the financial asset model net of capital received		5.9	6.0
Finance income		10.8	10.6
Net cash outflow from investing activities		(62.5)	(155.2)

* The 2023 comparatives have been restated to reclassify discontinued operations and details are given in Section 1 Basis of preparation and note 6.4.

Consolidated Statement of Cash Flows

For the year ended 31 March 2024

Renewi plc Annual Report and Accounts 2024 169

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Financial statements

Other information

Financial statements continued

Note

			Restated*
		2024	2023
		€m	€m
Financing activities
Finance charges and loan fees paid		(41.9)	(31.3)
Investment in own shares by the Employee Share Trust	5.9	(1.7)	(5.3)
Proceeds from share issues	5.9	0.7	0.6
Dividend paid to non-controlling interest	5.9	(0.3)	(0.6)
Repayment of retail bonds	5.1	–	(100.0)
Proceeds from bank borrowings	5.1	439.5	565.0
Repayment of bank borrowings	5.1	(402.1)	(405.6)
Repayment of PPP debt	5.1	(5.3)	(8.1)
Repayments of obligations under lease liabilities	5.1	(55.3)	(47.5)
Net cash outflow from financing activities		(66.4)	(32.8)
Net increase in cash and cash equivalents		39.8	0.4
Effect of foreign exchange rate changes		1.0	(1.3)
Cash and cash equivalents at the beginning of the year		62.7	63.6
Cash and cash equivalents at the end of the year		103.5	62.7
Cash and cash equivalents at the end of the year
Cash and cash equivalents – relating to continuing operations	5.2	79.0	62.7
Cash and cash equivalents – within assets held for sale	6.4	24.5	–
		103.5	62.7

* The 2023 comparatives have been restated to reclassify discontinued operations and details are given in Section 1 Basis of preparation and note 6.4.

The notes on pages 171 to 243 are an integral part of these consolidated financial statements.

Consolidated Statement of Cash Flows continued

For the year ended 31 March 2024

170 Renewi plc Annual Report and Accounts 2024

SECTION 1. Basis of preparation

This section provides general information about the Group and the accounting policies that apply to the consolidated financial

statements as a whole. Accounting policies that are specific to a particular note are provided within the note to which they

relate. This section also details the new or amended accounting standards adopted during the year, as well as the anticipated

impact of future changes to accounting standards that are not yet effective.

Renewi plc is a public limited company listed on the London Stock Exchange with a secondary listing on Euronext Amsterdam. Renewi plc

is incorporated and domiciled in Scotland under the Companies Act 2006, registered number SC077438 and the address of the registered

office is given on page 275. The nature of the Group’s operations and its principal activities are set out in section 2.

The consolidated financial statements of the Group are prepared in accordance with UK adopted international accounting standards

in conformity with the requirements of the Companies Act 2006.

The consolidated financial statements have been prepared on the historical cost basis, except for derivative financial instruments, other

receivables relating to invoice finance facilities, share-based payments, plan assets within pension schemes, unlisted investments and

investment funds which are stated at fair value. The accounting policies adopted in the consolidated financial statements have been

consistently applied across the periods. The Group has applied all accounting standards and interpretations issued relevant to its

operations and effective for accounting periods beginning on 1 April 2023. The consolidated financial statements are presented in

Euros and all amounts are rounded to the nearest €0.1m unless otherwise stated.

Going concern

The Directors have adopted the going concern basis in preparing these consolidated financial statements after assessing the Group’s

principal risks including an assessment of the impact of adverse macroeconomic conditions and the funding required for the UK

Municipal divestment.

The Directors have carried out a comprehensive assessment of the Group’s ability to continue as a going concern. This assessment

has involved the review of medium-term cash flow and covenant modelling over a 24-month period to 31 March 2026. This includes

expectations on the future economic environment as well as other principal risks associated with the Group’s ongoing operations

including the expected cash outflow including transaction costs of €154m on the completion of the UK Municipal divestment and

the planned repayment of €75m retail bonds in July 2024 and €10m EUPP repayment in December 2025. The assessment includes a

base case scenario setting out the Directors’ current expectations of future trading and a downside scenario to assess the potential

impact on the Group’s future financial performance.

The key judgement in both scenarios is the possibility of weaker macroeconomic conditions, delivery of the year on year profit

enhancements together with the Group’s ability to finance the funding of the UK Municipal exit and settle all other funding repayments

as they fall due. The repayment of the €75m retail bond in July 2024 will be financed by drawdown on the Group’s revolving credit facility

whilst retaining significant liquidity headroom. As set out in the borrowings section, the Group had unutilised committed borrowings of

€226.5m at 31 March 2024 available for drawdown subject to the financial covenants. The key financial covenants are leverage ratio which

is based on net debt to covenant defined EBITDA and interest cover which is the ratio of covenant defined interest to covenant defined

EBIT. The funding for the UK Municipal divestment is forecast to be required in September 2024 and to ensure sufficient headroom is in

place the Group has obtained a signed commitment letter for a €120m bridge facility with three of its existing lenders. On completing

the relevant facility agreements that will be based on the Group’s existing green finance facility agreement and covenants, the bridge

facility will be available for drawdown as and when required and is expected to be in place by July 2024. In addition to this, the Group

will continue to utilise its invoice discounting facility whereby certain of its trade receivables are sold for an upfront cash payment on

a regular basis as disclosed in note 4.8 in the consolidated financial statements. Post this transaction in the base case the Group has

sufficient liquidity and headroom in its banking facilities and no covenants are breached at any of the forecast testing dates.

The downside scenario includes significantly weaker macroeconomic conditions leading to volume declines below the forecast economic

outlook in all our territories in the current year and into FY26. Other downsides include a decline in recyclate prices from the current levels

to below long-term averages along with operational downtime in some of our plants and reduced delivery of additional cost savings and

operational improvements. These adverse factors before any mitigating actions reduce FY25 and FY26 underlying EBIT by 33% and 30%

respectively compared to the base case. A number of mitigating actions have been applied to our downside modelling reducing the

underlying EBIT shortfall in FY25 to 16% lower than the base case. These include the postponement of growth capital expenditure,

reduction in certain SG&A costs and central contingencies and the rephasing of certain project costs. In this downside scenario the Group

retains sufficient liquidity headroom in its banking facilities. The leverage covenant is not breached at any of the forecast testing dates.

The interest cover covenant falls close to its covenant level at March 2025 and then starts to increase throughout FY26. There are other

possible restructuring programmes under consideration that could be instigated which have not been included in this downside scenario.

Given that the interest cover covenant ends up close to its covenant level in the downside scenario a reverse stress test calculation has not

been performed.

Notes to the financial statements

Renewi plc Annual Report and Accounts 2024 171

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Financial statements

Other information

SECTION 1. Basis of preparation continued

Having considered all the key judgements around the financial projections, including the availability of financing and the achievability

of mitigating actions included and other levers not included, the Directors confirm they have a reasonable expectation that the Group

has adequate resources to continue in operational existence for the foreseeable future and to meet all banking covenants.

In accordance with Provision 31 of the UK Corporate Governance Code, the Directors have also assessed the prospects and financial

viability of the Company for a period longer than the 12 months from the approval of the financial statements required in the going

concern assessment. Further details are provided in the Viability Statement on page 77.

Changes in presentation

Discontinued operations – On 28 September 2023 the Group announced that a comprehensive review of the UK Municipal business

was being undertaken, and it was exploring a range of options to achieve an exit from this segment. Towards the end of March 2024,

the Board decided to pursue a conclusion with the preferred party and as a result, on 30 May 2024, the Group has entered into a

binding agreement to sell UK Municipal to Biffa Limited, a leading UK-wide integrated waste management business. The criteria for

asset held for sale have been met after the Board meeting in March 2024 and therefore the UK Municipal assets and liabilities are

presented as held for sale. The UK Municipal disposal (previously reported within the Specialities division) meets the definition of a

discontinued operation as stated in IFRS 5 Non-current assets held for sale and discontinued operations, therefore the net results are

presented as discontinued operations in the Income Statement and the prior year Income Statement, Statement of Comprehensive

Income, Statement of Cash Flows and related notes have been restated.

Investments in joint ventures and associates – in the prior year the investments in joint ventures and associates were combined

with other unlisted investments on the face of the balance sheet under the heading ‘Investments’ and only shown separately within

note 4.4. In the current year management have improved the disclosure by showing investments in joint ventures and associates

separately on the face of the balance sheet .

Adoption of new and revised accounting standards

No accounting standards, amendments or revisions to existing standards or interpretations have been effective which had a significant

impact on the Group’s consolidated financial results or position.

The amendment to IAS 1 Disclosure of Accounting Policies requires companies to disclose their material accounting policy information

rather than their significant accounting policies. The result of applying the amended requirements is to reduce the volume of

accounting policies disclosed.

New standards and interpretations not yet adopted

Standards and interpretations issued by the International Accounting Standards Board (IASB) are only applicable if endorsed by the

UK Endorsement Board (UKEB). At the date of approval of these financial statements there were no new IFRSs or IFRS Interpretation

Committee interpretations which were early adopted by the Group.

The following amendments are effective for the period beginning 1 April 2024:

• IAS 7/IFRS 7 (Amendment – Disclosure of Supplier Finance Arrangements)

• IFRS 16 (Amendment – Lease Liability in a Sale and Leaseback)

• IAS 1 Presentation of Financial Statements (Amendment – Classification of Liabilities as Current or Non-current)

• IAS 1 Presentation of Financial Statements (Amendment – Non-current Liabilities with Covenants)

The following amendments are effective for the period beginning 1 April 2025:

• IAS 21 The Effects of Changes in Foreign Exchange Rates (Amendment – Lack of Exchangeability)

The Group does not expect a significant impact from any of the new accounting standards and amendments.

Notes to the financial statements continued

172 Renewi plc Annual Report and Accounts 2024

SECTION 1. Basis of preparation continued

Basis of consolidation

The consolidated financial statements incorporate the financial statements of Renewi plc (the Company), all its subsidiary undertakings

(subsidiaries) and the Group’s interests in joint ventures, associates and joint operations.

Subsidiaries are entities which are directly or indirectly controlled by the Group. Control exists where the Group is exposed to, or has

rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity.

Where there is a non-controlling interest this is identified separately from the Group’s equity. Accounting policies of subsidiaries have been

adjusted where necessary to ensure consistency with those used by the Group. The results of subsidiaries acquired or sold during the year

are included in the consolidated financial statements from or up to the date control passes. All intra-group transactions, balances, income

and expenses are eliminated on consolidation.

A joint venture is a joint arrangement whereby the parties that have joint control of the arrangement have rights to the net assets

of the arrangement. An associate is an entity, other than a subsidiary or joint venture, over which the Group has significant influence.

Significant influence is the power to participate in the financial and operating decisions of an entity but is not in control or joint control

over those policies. Investments in associates and joint ventures are accounted for using the equity method of accounting and are initially

recognised at cost or, in the case of a disposal of the majority shareholding, at fair value. The cumulative post-acquisition profits or losses

and movements in Other Comprehensive Income are adjusted against the carrying amount of the investment. When the Group’s share of

losses exceeds the carrying amount of the joint venture or associate, the carrying amount is reduced to nil and recognition of further losses

is discontinued except to the extent that the Group has incurred legal or constructive obligations or made payments on behalf of the joint

venture or associate. Accounting policies of associates and joint ventures have been adjusted where necessary to ensure consistency with

the policies of the Group. Where the Group is party to a jointly controlled operation, the Group proportionately accounts for its share of the

income and expenditure, assets and liabilities and cash flows on a line-by-line basis in the consolidated financial statements.

Other investments in entities that are neither associates, joint ventures nor subsidiaries are held at fair value through profit or loss except

for the other unlisted investments that the Group has elected to hold at fair value through Other Comprehensive Income.

Foreign currencies

The financial statements of each of the Group’s entities are measured using the currency of the primary economic environment in which

the entity operates (the functional currency). The results and financial position of all the Group entities that have a functional currency

different from the presentation currency of the Group are translated as follows:

• monetary assets and liabilities at each balance sheet date are translated into Euros at the closing year end exchange rate;

• income and expenses in each Income Statement are translated into Euros at the average rate of exchange for the month in which

they occur; and

• equity items are translated at the historical rate being the average rate of exchange in the year when the transaction occurred.

The resulting exchange differences in relation to the Sterling denominated entities are recognised in the exchange reserve in Other

Comprehensive Income.

Exchange differences arising on the retranslation of unsettled monetary assets and liabilities are recognised immediately in profit or loss.

In addition to the Group’s presentational currency of Euros, the most significant currency for the Group is Sterling, with the closing rate

on 31 March 2024 of €1: £0.855 (2023: €1: £0.879) and an average rate for the year ended 31 March 2024 of €1: £0.866 (2023: €1: £0.870).

Cumulative exchange differences are recognised in the Income Statement in the year in which a non-Euro denominated subsidiary

undertaking is sold.

The Group applies the hedge accounting principles of IFRS 9 Financial Instruments relating to net investment hedging to offset the

exchange differences arising on foreign currency denominated borrowings with the translation of foreign operations. Net investment

hedges are accounted for by recognising exchange rate movements in the exchange reserve, with any hedge ineffectiveness being

charged to the Income Statement in the period the ineffectiveness arises.

Critical accounting judgements and estimates

The preparation of financial statements in accordance with IFRS requires management to make judgements, estimates and assumptions

that affect the application of policies and reported amounts of assets and liabilities, income and expenditure. The areas involving a higher

degree of judgement or complexity are set out below and in more detail in the related notes. Critical estimates are defined as those that

have a significant risk of resulting in a material adjustment to the carrying amounts of assets and liabilities within the next financial year.

The estimates and associated assumptions are based on factors including historical experience and expectations of future events that

are considered to be relevant and reasonable. These estimates, assumptions and judgements are reviewed on an ongoing basis .

Renewi plc Annual Report and Accounts 2024 173

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Financial statements

Other information

SECTION 1. Basis of preparation continued

Judgements in applying the Group’s accounting policies

Use of alternative performance measures – The Group uses alternative performance measures as we believe these measures

provide additional useful information on the underlying trends, performance and position of the Group. These underlying measures

are used by the Group for internal performance analysis and incentive compensation arrangements for employees. The term

‘underlying’ refers to the relevant measure being reported for continuing operations excluding non-trading and exceptional items.

These include underlying earnings before interest and tax (underlying EBIT), underlying profit before tax, underlying profit after tax,

underlying earnings per share and underlying EBITDA (earnings before interest, tax, depreciation and amortisation). The terms ‘EBIT’,

‘EBITDA’, ‘exceptional items’, ‘adjusted’ and ‘underlying’ are not defined terms under IFRS and may therefore not be comparable with

similarly titled profit measures reported by other companies. These measures are not intended to be a substitute for, or superior to,

GAAP measurements of profit. A full list of alternative performance measures together with reconciliations are set out in note 8.3.

Non-trading and exceptional items – In establishing which items are disclosed separately as non-trading and exceptional to enable

a better understanding of the underlying financial performance of the Group, management exercise judgement in assessing the size,

nature or incidence of specific items. A policy for non-trading and exceptional items is followed consistently and is submitted to the

Audit Committee for annual review. See note 3.3 for further details of the costs included within this category.

Assets held for sale and discontinued operations – Management has used judgement to determine that the criteria of IFRS 5

Non-current assets held for sale and discontinued operations have been met, as at 31 March 2024, for the intended disposal of the

UK Municipal business that was underway. Management judgement has also been used when determining whether to include certain

current assets and current liabilities within the UK Municipal disposal group held for sale and in considering the appropriate treatment

of the additional pre-tax loss on remeasurement of the assets held for sale of €63.5m. It is expected that an excess payment is made to

the purchaser, therefore there is an impairment under IFRS 5 above the net liability position. This is first allocated to all in IFRS 5 scope

non-current assets. IFRS 5 does not provide any guidance regarding how to account for any excess of impairment where in-scope

non-current assets are already fully written down. An accounting policy has been adopted where the excess impairment is

allocated to the non-current financial assets relating to PPP contracts.

Key sources of estimation uncertainty

Landfill related provisions – The Group has landfill related provisions of €161.9m (2023: €164.5m). These provisions are long term in

nature and are recognised at the net present value of the best estimate of the likely future cash flows to settle the Group’s obligations.

The period of aftercare post-closure and the level of costs expected are uncertain and could be impacted by changes in inflation,

legislation and technology and can vary significantly from site to site. The timings of cash outflows are uncertain and have been based

on management’s latest expectations. A discount rate is applied to recognise the time value of money and is unwound over the life of

the provision. Details of the discount rates used and sensitivity assumptions are set out in note 4.10.

Onerous contract provisions – Onerous contract provisions arise when the unavoidable costs of meeting contractual obligations

exceed the cash flows expected. The Group has total onerous contract provisions of €131.2m (2023: €141.9m), including those

disclosed within disposal group held for sale, which have been provided for at the lower of the net present value of either exiting the

contract or fulfilling our obligations under the contract. The most significant component of these provisions relates to UK Municipal

PPP contracts which amount to €129.5m (2023: €139.3m), which have now been transferred to the disposal group as shown in note 6.4.

The provisions have been based on the best estimate of likely future cash flows including assumptions on inflationary increases,

tonnage inputs, off-take availability and recyclates pricing. The contracts include revenue inflationary clauses which together with

cost inflation are sources of estimation uncertainty. A discount rate is applied to recognise the time value of money and is unwound

over the life of the provision. Further details including the discount rates used and sensitivity assumptions are set out in note 6.4.

Taxation – In the first instance management will always use deferred tax liabilities, relating to the same tax authority and the

same taxable entity, that are already recognised as a source of taxable profits. The recognition of deferred tax assets in excess of

the reversal of deferred tax liabilities, particularly in respect of tax losses, is based upon management’s judgement in the calculation of

the probable expected taxable profits in the relevant legal entity or tax group against which to utilise the assets in the future. In respect

of tax losses, the time expiry period, if any, is also taken into account in the calculation. The Group assesses the availability of future

taxable profits using available long-term forecasts. The predictability of income streams is taken into consideration in the recognition

of deferred tax assets. The longest period of forecasts used to calculate deferred tax recovery is ten years. This period reflects

management’s estimate of the higher probability profit streams due to income streams from internal receivables which are highly

predictable and likely to continue for the foreseeable future. The intention is to avoid the recognition of a deferred tax asset that is

not ultimately recovered. Provisions have been recognised where necessary in respect of any uncertain tax positions in the Group,

including uncertainty over whether the relevant tax authority will accept the tax treatment and are based upon management’s

evaluation of the potential outcomes of the relevant discussions with the tax authorities. Further details on sensitivity

assumptions are set out in note 3.4.

Notes to the financial statements continued

174 Renewi plc Annual Report and Accounts 2024

SECTION 1. Basis of preparation continued

Other areas of focus

Whilst not considered to be critical accounting judgements or key sources of estimation uncertainty, the following are areas of focus

for management:

Assumptions used to determine the recoverable amount of goodwill and other assets – Impairment testing of goodwill is carried

out annually at a cash generating unit (CGU) level. The Group estimates the recoverable amount of a CGU using a value in use model

which involves an estimation of future cash flows and applying appropriate discount and long-term growth rates. The future cash flows are

derived from approved forecasts which have taken into account current and forecast economic conditions. Details of the key assumptions

and sensitivity analysis are given in note 4.1. The Group assesses the impairment of tangible assets, intangible assets and investments

whenever there is reason to believe that the carrying value may exceed the fair value and where a permanent impairment in value is

anticipated. The determination of whether the impairment of these assets is necessary involves the use of estimates that include, but

is not limited to, the analysis of the cause, the timing and expected future cash flows.

Assumptions used to determine the carrying amount of the Group’s defined benefit pension schemes – The calculation of the

present value of the defined benefit pension schemes is determined by using actuarial valuations based on assumptions including

discount rate, life expectancy and inflation rates. The principal assumptions used to measure the schemes’ liabilities, sensitivities to

changes in those assumptions and future funding obligations are set out in note 7.2.

Waste disposal cost accruals – Management have used judgement in determining the value of disposal cost accruals with a carrying

amount included in accruals and other payables of €45.3m (2023: €51.8m). Included in this is €20.2m (2023: €21.1m) relating to previously

processed soil and other materials at ATM. The value is determined by management’s best estimate after carrying out an assessment of

the cost per tonne to dispose of the waste based on historical transactions, signed contracts, discussions with potential customers and

knowledge of the market, as in some cases there is no observable market data. Management carry out sensitivity analysis on a range of

potential outcomes and an increase or reduction of the cost per tonne by 10% would impact the ATM accrual by €2.0m. It is expected that

the disposal of certain components will take longer than 12 months and consequently €11m has been recorded as a non-current liability.

Consideration of climate change – In preparing the financial statements, the Directors have considered the impact of climate change,

particularly in the context of the risks identified as part of the work on the Taskforce for Climate-related Financial Disclosures (TCFD)

disclosures on pages 78 to 89. Sustainability is recognised as a growth driver for Renewi, directly aligned to its purpose to protect the world

by giving life to used materials, and is considered in all key decisions across all management levels. The Directors have commenced a pilot

quantitative exercise based on certain risks identified in the TCFD disclosures and now have models that greatly enhance our

understanding of the potential impact of these risks on revenue and operating costs, where relevant.

Physical climate change poses risks to our operations and supply chain. However, mitigation measures are either already in place, or are in

the process of being further developed. In response to increased impacts from extreme heat, we continually invest to avoid and mitigate

the impact of fires as one of the greatest operational risks in the waste industry. These investments are in processes and systems of fire

prevention, detection, and suppression.

Climate change is not considered to have a material adverse impact on the financial reporting judgements and estimates. In particular,

the impact of climate change has been considered in respect of the following areas in both the medium and long term:

• Going concern and viability of the Group over the next five years

• Cash flow forecasts used in the impairment assessments of non-current assets including goodwill, customer contracts and deferred

tax assets

• Carrying value and useful economic lives of property, plant and equipment.

The Directors are aware of the ever-changing risk of climate change and will regularly assess these risks against judgements and estimates

made in preparation of the Group’s financial statements.

Renewi plc Annual Report and Accounts 2024 175

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Financial statements

Other information

SECTION 2. Segmental information

This section shows the performance, net assets and other information on a segmental basis. The Group’s segmental

reporting reflects the management structure which is aligned with the core activities of the Group.

The Group’s chief operating decision maker is considered to be the Board of Directors. The Group’s reportable segments

are determined with reference to the information provided to the Board of Directors, in order for it to allocate the Group’s

resources and to monitor the performance of the Group. These segments are unchanged from March 2023 and are set

out below.

Commercial Waste Collection and treatment of commercial waste in the Netherlands and Belgium.

Mineralz & Water Decontamination, stabilisation and re-use of highly contaminated materials to produce certified

secondary products for the construction industry in the Netherlands and Belgium.

Specialities Processing plants focusing on recycling and diverting specific waste streams. The continuing

operations are in the Netherlands, Belgium, France and Portugal, with the UK operations classified

as discontinued in the year.

Group central

services

Head office corporate function.

The profit measure the Board of Directors uses to evaluate performance is underlying EBIT. The Group accounts for inter-segment

trading on an arm’s length basis.

The Commercial Waste reportable segment includes the Netherlands Commercial Waste and Belgium Commercial Waste operating

segments which have been aggregated and reported as one reportable segment as they operate in similar markets in relation to the

nature of the products, services, processes and type of customer.

Revenue

		Restated*
	2024	2023
	€m	€m
Netherlands Commercial Waste	911.5	932.0
Belgium Commercial Waste	476.2	468.4
Intra-segment	(3.0)	(3.1)
Commercial Waste	1,384.7	1,397.3
Mineralz & Water	181.6	190.9
Specialities	175.2	160.2
Inter-segment revenue	(52.3)	(44.5)
Total revenue from continuing operations	1,689.2	1,703.9

* The comparatives have been restated to classify the UK Municipal segment (previously reported within the Specialities segment) as a discontinued operation.

Notes to the financial statements continued

176 Renewi plc Annual Report and Accounts 2024

SECTION 2. Segmental information continued

Results

		Restated*
	2024	2023
	€m	€m
Netherlands Commercial Waste	52.9	76.9
Belgium Commercial Waste	45.6	52.4
Commercial Waste	98.5	129.3
Mineralz & Water	9.6	0.5
Specialities	16.3	15.9
Group central services	(18.9)	(14.0)
Underlying EBIT from continuing operations	105.5	131.7
Non-trading and exceptional items (note 3.3)	(7.9)	9.8
Operating profit from continuing operations	97.6	141.5
Finance income (note 5.4)	1.5	0.9
Finance charges (note 5.4)	(39.5)	(27.7)
Share of results from associates and joint ventures	0.5	0.3
Profit before taxation and discontinued operations	60.1	115.0

* The comparatives have been restated to classify the UK Municipal segment (previously reported within the Specialities segment) as a discontinued operation.

Net Assets

					Tax, net	Total
	Commercial	Mineralz &		Group central	debt and	continuing	Discontinued
	Waste	Water	Specialities	services	derivatives	operations	operations	Total
	€m	€m	€m	€m	€m	€m	€m	€m
31 March 2024
Gross non-current assets	1,148.0	257.7	84.6	44.0	28.1	1,562.4	–	1,562.4
Gross current assets	200.7	26.5	39.6	8.2	86.5	361.5	132.3	493.8
Gross liabilities	(392.2)	(212.7)	(42.9)	(49.0)	(760.4)	(1,457.2)	(285.0)	(1,742.2)
Net assets (liabilities)	956.5	71.5	81.3	3.2	(645.8)	466.7	(152.7)	314.0
31 March 2023
Gross non-current assets	1,143.8	262.6	211.1	31.9	36.8	1,686.2	–	1,686.2
Gross current assets	206.6	35.2	75.0	17.9	64.6	399.3	–	399.3
Gross liabilities	(379.3)	(216.5)	(239.0)	(72.9)	(830.5)	(1,738.2)	–	(1,738.2)
Net assets (liabilities)	971.1	81.3	47.1	(23.1)	(729.1)	347.3	–	347.3

Renewi plc Annual Report and Accounts 2024 177

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Financial statements

Other information

SECTION 2. Segmental information continued

Other disclosures

					Total
				Group central	continuing	Discontinued
	Commercial Waste	Mineralz & Water	Specialities	services	operations	operations	Total
	€m	€m	€m	€m	€m	€m	€m
2024
Capital additions:
Property, plant and equipment	62.2	7.6	11.2	1.6	82.6	–	82.6
Right-of-use assets	51.9	4.1	2.7	6.4	65.1	1.5	66.6
Intangible assets	–	7.2	–	4.4	11.6	0.1	11.7
Depreciation charge:
Property, plant and equipment	50.3	11.5	5.8	1.6	69.2	0.1	69.3
Right-of-use assets	40.9	3.4	2.2	5.0	51.5	0.6	52.1
Amortisation of intangibles	5.9	0.9	0.8	4.7	12.3	0.1	12.4
Impairment charge:
Property, plant and equipment	0.5	2.2	0.1	–	2.8	–	2.8
Right-of-use assets	–	–	–	–	–	1.1	1.1
Reversal of impairment charge:
Property, plant and equipment	(0.8)	–	–	–	(0.8)	–	(0.8)
Non-trading and exceptional items
before tax	2.4	2.3	0.9	2.3	7.9	61.1	69.0

Notes to the financial statements continued

178 Renewi plc Annual Report and Accounts 2024

SECTION 2. Segmental information continued

Other disclosures continued

					Total	Restated*
			Restated*	Group central	continuing	Discontinued
	Commercial Waste	Mineralz & Water	Specialities	services	operations	operations	Total
	€m	€m	€m	€m	€m	€m	€m
2023
Capital additions:
Property, plant and equipment	86.4	13.4	15.3	2.8	117.9	–	117.9
Right-of-use assets	40.2	10.0	1.8	2.6	54.6	2.8	57.4
Intangible assets	–	1.7	–	7.0	8.7	–	8.7
Depreciation charge:
Property, plant and equipment	49.9	13.9	4.3	1.5	69.6	0.2	69.8
Right-of-use assets	36.3	3.1	2.7	4.6	46.7	0.6	47.3
Amortisation of intangibles	5.1	0.9	0.8	3.5	10.3	0.2	10.5
Impairment charge:
Property, plant and equipment	1.7	–	–	–	1.7	–	1.7
Right-of-use assets	1.0	–	–	–	1.0	1.3	2.3
Investment in associate	–	–	–	–	–	0.9	0.9
Reversal of impairment charge:
Property, plant and equipment	–	–	(2.0)	–	(2.0)	–	(2.0)
Right-of-use assets	(0.5)	–	–	–	(0.5)	–	(0.5)
Non-trading and exceptional items
before tax	(5.4)	(0.5)	(1.2)	(2.7)	(9.8)	20.4	10.6

* The comparatives have been restated to classify the UK Municipal segment (previously reported within the Specialities segment) as a discontinued operation.

Geographical information

The Group’s segment assets (non-current assets being intangible assets, property plant and equipment, right-of-use assets, investments

and loans to associates and joint ventures) by geographical location are detailed below:

	2024	2023
	€m	€m
Netherlands	1,105.8	1,110.6
Belgium	391.3	385.5
UK	–	5.5
France	19.6	17.4
Portugal	5.2	3.3
Other	11.3	–
Segment assets	1,533.2	1,522.3

Renewi plc Annual Report and Accounts 2024 179

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Financial statements

Other information

SECTION 3. Operating profit and tax

This section contains the notes that relate to the results and performance of the Group during the year, along with the related

accounting policies that have been applied.

3.1 Revenue recognition

The Group applies IFRS 15 Revenue from Contracts with Customers which requires companies to apportion revenue from customer

contracts to separate performance obligations and recognise revenue as these performance obligations are satisfied. The majority

of the Group’s revenue is generated from the performance obligation to the customer to either collect and process the waste or

process the waste.

In the Commercial Waste segment, where the contract with a customer includes the collection of waste with a positive value and in

the Specialities segment where a customer is paid a compensation based on the composition of the waste processed, the transaction

price includes an element of non-cash consideration. This increases revenue with a corresponding increase in cost of sales for the

value of the waste collected or compensation paid with no impact on operating profit.

Accounting policy

Under IFRS 15 revenue is defined as income arising in the course of the Group’s waste collection and processing activities, and is

recognised when the control of goods or services is transferred and is allocated to individual performance obligations. Revenue

represents the fair value of consideration received or receivable for goods and services provided in the normal course of business,

including landfill tax but excluding sales taxes and inter-company sales. Revenue is recognised either at a point in time when the goods

or services are transferred or over time. Revenue is recognised over time when the customer simultaneously receives and consumes

the benefits provided by the Group’s performance as the Group provides the goods or services or when there is an enforceable right

to payment for performance completed to date. In most cases the Group’s revenue is not subject to conditions that would imply a

variable consideration. There is a limited number of contracts with variable consideration where revenue is only recognised to

the extent that it is highly probable that a significant reversal in the amount of cumulative revenue recognised will not occur.

Revenue recognition criteria for the key types of services have been examined, determined and documented on a divisional level,

based on the general and specific contracts with customers and are as follows:

• Inbound revenue relates to the collection and/or processing of waste. The transaction price is based on contractually agreed prices

for collecting and processing the waste and differs depending upon the nature of the contract – contracts can be an all-in-tariff, split

between rent, processing and transport or a price per tonne basis for different types of waste. Due to the very short time period

between the start and completion of the performance obligations (usually on the same day), the revenue recognition and the

allocation of the transaction price over performance obligations is usually straightforward and dependent on the daily collection

and processing of the waste.

– Waste collection services: revenue is recognised at the point in time when the waste is delivered to transfer stations or to a

third-party processing facility.

– Waste processing services: where the Group’s revenue contracts include an obligation to process waste, revenue is recognised

over time based on the percentage of the processing service or activity that has been undertaken and there is an enforceable right

to payment for the performance completed. Where the waste processing has a very short cycle then revenue is recognised at the

point in time when the waste is processed.

• Outbound revenue relates to the sale of recyclate materials and products from processing waste and the generation of power.

The transaction price is agreed with the customer either in a contract or in relation to a market index and is charged based on

tonnage or kilowatt hour, and in some situations will include an additional charge for transport services.

– Sale of recyclate materials and products from processing waste: revenue is based on contractually agreed prices and is

recognised at a point in time when control of the asset is transferred to the buyer.

– Income from power generation: for gas produced by processes at anaerobic digestion facilities and landfill sites revenue is

recognised at a point in time based on the volumes of energy produced and an estimation of the amount to be received.

• On-site revenue relates to activities and services provided to the customer on their own site, mainly cleaning services at customer

installations. The transaction price can be a contracted lump sum or is charged by applying a fixed price per hour, litre or item

depending on the nature of the contract.

• Other includes charges for sundry low value packing materials, waste advisory services to support customers with waste collection

and treatment activities and preservation and maintenance of waste treatment facilities.

Notes to the financial statements continued

180 Renewi plc Annual Report and Accounts 2024

SECTION 3. Operating profit and tax continued

3.1 Revenue recognition continued

The timing of payments from customers is generally aligned to revenue recognition and subject to agreed invoice terms. Accrued income

(unbilled revenue) at the balance sheet date is recognised at fair value based on services provided and contractually agreed prices. It is

subsequently invoiced and accounted for as a trade receivable and further details are set out in note 4.8. Unprocessed waste may give rise

to deferred revenue, where invoices to customers are raised in advance of performance obligations being completed or require an accrual

for the costs of disposing of residual waste once the Group has an obligation for its disposal. These amounts are shown in deferred

revenue or accruals in the consolidated financial statements as appropriate. Further details relating to deferred revenue are given

in note 4.9.

The practical expedient available under IFRS 15 has been taken whereby any financing element of the contract has been ignored as the

timing difference between the satisfaction of the obligations under the contract and the receipt of payment due under the contract are

expected to be one year or less.

The following tables show the Group’s continuing revenue by type of service delivered and by primary geographical markets:

By type of service

	Commercial	Mineralz &
	Waste	Water	Specialities*	Inter-segment	Total
	€m	€m	€m	€m	€m
2024
Inbound	1,129.0	163.5	34.6	(47.4)	1,279.7
Outbound	165.0	18.1	140.0	(4.6)	318.5
On-site	66.9	–	–	(0.3)	66.6
Other	23.8	–	0.6	–	24.4
Total revenue	1,384.7	181.6	175.2	(52.3)	1,689.2
2023 restated*
Inbound	1,089.6	153.2	27.0	(40.0)	1,229.8
Outbound	218.0	37.7	132.6	(4.3)	384.0
On-site	63.6	–	–	(0.2)	63.4
Other	26.1	–	0.6	–	26.7
Total revenue	1,397.3	190.9	160.2	(44.5)	1,703.9

By geographical market

	Commercial	Mineralz &
	Waste	Water	Specialities*	Inter-segment	Total
	€m	€m	€m	€m	€m
2024
Netherlands	910.2	163.8	78.0	(49.4)	1,102.6
Belgium	474.5	17.8	46.1	(2.9)	535.5
France	–	–	29.9	–	29.9
Other	–	–	21.2	–	21.2
Total revenue	1,384.7	181.6	175.2	(52.3)	1,689.2
2023 restated*
Netherlands	931.2	159.2	69.3	(42.2)	1,117.5
Belgium	466.1	31.7	46.6	(2.3)	542.1
France	–	–	27.1	–	27.1
Other	–	–	17.2	–	17.2
Total revenue	1,397.3	190.9	160.2	(44.5)	1,703.9

* The comparatives have been restated to classify the UK Municipal segment as a discontinued operation.

Revenue from continuing operations recognised at a point in time amounted to €1,460.3m (2023: €1,483.1m) with the remainder

recognised over time. The majority of the Commercial Waste and Specialities revenue is recognised at a point in time, whereas for

Mineralz & Water 70% of revenue (2023: 62%) is recognised over time.

Renewi plc Annual Report and Accounts 2024 181

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Financial statements

Other information

Notes to the financial statements continued

SECTION 3. Operating profit and tax continued

3.2 Operating profit

Detailed below are the key amounts recognised in arriving at the operating profit of continuing operations for the year:

Continuing operations Note

			Restated*
		2024	2023
		€m	€m
Staff costs	7.1	434.6	403.5
Depreciation of property, plant and equipment	4.2	69.2	69.6
Impairment of property, plant and equipment	4.2	2.8	1.7
Reversal of prior years property, plant and equipment impairment charge	4.2	(0.8)	(2.0)
Depreciation of right-of-use assets	4.3	51.5	46.7
Impairment of right-of-use assets	4.3	–	1.0
Reversal of prior years right-of-use assets impairment charge	4.3	–	(0.5)
Amortisation of intangible assets	4.1	12.3	10.3
Repairs and maintenance expenditure on property, plant and equipment		94.5	91.4
Net gain on disposal of property, plant and equipment and intangible assets		(1.9)	(3.1)
Expense relating to short-term leases		22.2	20.2
Expense relating to low-value assets		12.8	10.1
Income from subleasing right-of-use assets		(0.7)	(0.8)
Foreign exchange		(0.1)	(0.5)
Non-trading and exceptional items – charge (credit)	3.3	7.9	(9.8)
Net credit for expected credit loss allowance on trade receivables and accrued income	4.8	(0.2)	(2.7)

* The comparatives have been restated to classify the UK Municipal segment as a discontinued operation.

The total remuneration of the Group’s auditors, BDO LLP and its associates for services provided to the Group during the year was:

	2024	2023
	€m	€m
Audit of parent company and consolidated financial statements	0.7	0.4
Audit of subsidiaries pursuant to legislation	1.5	1.7
Audit related assurance services*	0.4	0.3
Fees payable to the auditors pursuant to legislation	2.6	2.4

* Audit related assurance services included interim review, audit of ESEF tagging and climate change limited assurance.

3.3 Non-trading and exceptional items

To improve the understanding of the Group’s financial performance, items which are not considered to reflect the

underlying performance are presented as non-trading and exceptional items. Items classified as non-trading and exceptional

are disclosed separately due to their size or incidence to enable a better understanding of performance. These include,

but are not limited to, significant impairments, significant restructuring of the activities of an entity, including employee

associated severance costs, acquisition and disposal related transaction costs, significant fires, onerous contracts arising

from restructuring activities or if significant in size, profit or loss on disposal of properties or subsidiaries as these are

irregular, the impact of terminating hedge derivatives, ineffectiveness of derivative financial instruments, the impact of

changing the discount rate on provisions, amortisation of acquisition related intangibles and one-off tax credits or charges.

The amortisation charge on acquisition related intangible assets is excluded from underlying results due to its non-trading

nature in the same way as other significant items from M&A activity are excluded. The performance of the acquired business

is assessed as part of the Group’s underlying revenue and EBIT. By excluding this amortisation charge there is comparability

across divisions and reporting periods.

Non-trading and exceptional items are considered individually and assessed at each reporting period.

182 Renewi plc Annual Report and Accounts 2024

SECTION 3. Operating profit and tax continued

3.3 Non-trading and exceptional items continued

Note

			Restated*
		2024	2023
		€m	€m
Renewi 2.0 improvement programme		1.0	3.7
Portfolio management activity:
Merger and acquisition related activity		1.0	–
Prior years disposals		(2.1)	(1.7)
Business line closure in the Mineralz & Water division		5.5	–
Disposal of business assets in the Mineralz & Water division		–	(3.8)
		4.4	(5.5)
Changes in long-term provisions:
Changes in discount rate		(1.5)	4.1
Release of legal provision relating to the alleged State Aid claim in Belgium		–	(15.1)
		(1.5)	(11.0)
Other items:
Restructuring programme		5.8	–
Property disposals and other		(7.9)	–
Reversal of prior year property, plant and equipment impairment		–	(2.0)
		(2.1)	(2.0)
Amortisation of acquisition related intangibles	4.1	6.1	5.0
Non-trading and exceptional items in profit before tax		7.9	(9.8)
Tax on non-trading and exceptional items		(1.2)	(1.8)
Total non-trading and exceptional items in profit after tax (continuing operations)		6.7	(11.6)
Discontinued operations:
Changes in discount rate		(3.2)	(5.8)
Impairment of non-current assets within disposal group & other related expenses		64.5	–
UK Municipal reassessment of onerous contract provisions		–	27.1
Ineffectiveness and impact of termination of cash flow hedges		(0.2)	(0.9)
Non-trading and exceptional items in profit before tax		61.1	20.4
Tax on non-trading and exceptional items (see note 6.4)		11.5	0.2
Total non-trading and exceptional items in profit after tax (discontinued operations)		72.6	20.6
Total non-trading and exceptional items in profit after tax		79.3	9.0

* The comparatives have been restated to classify the UK Municipal segment as a discontinued operation.

Renewi 2.0 improvement programme

As noted in the year to March 2023 financial statements, the programme is now completed with final costs of €1.0m coming through and the

€20m run rate of savings have now been delivered. The costs in the year of €1.0m (2023: €3.7m) were recorded in administrative expenses.

Portfolio management activity

During the year certain operations in the Mineralz & Water division were ceased, generating a loss of €5.5m, including impairment charge

of €2.3m. The current year M&A related activity costs of €1.0m (2023: €nil) relate to strategic initiatives. The prior years disposals credit of

€2.1m (2023: €1.7m) related to the release of a provision for a previous business disposal following the closure of outstanding tax matters

at 31 March 2024. The credit recognised in the prior year relates to an insurance claim recovery in relation to a prior disposal. In the prior

year certain business assets in the Mineralz & Water division were sold generating a profit of €3.8m. These are all recorded in administrative

expenses. The line item portfolio management and provision movements in non-trading and exceptional items in the Statement of Cash

Flows includes an add back of €2.0m credit (2023: €5.5m) and the line item disposal of subsidiary and business assets net of acquisition

of business assets includes the cash inflow of €nil (2023: €1.7m) from portfolio management activity.

Renewi plc Annual Report and Accounts 2024 183

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Financial statements

Other information

SECTION 3. Operating profit and tax continued

3.3 Non-trading and exceptional items continued

Changes in long-term provisions

The credit for changes in discount rate of €1.5m is a result of the annual reassessment of risk free rates which have impacted all

long-term provisions as explained further in note 4.10. The prior year charge of €4.1m, restated for the reclassification of discontinued

operations, related to the annual reassessment of risk free rates which impacted all long-term provisions.

On 3 March 2023, the European Commission concluded its formal investigation and determined that the Belgian Walloon Region did

not provide State Aid to the Group and therefore the provision of €15.1m has been released.

The total credit of €1.5m (2023: €11.0m credit) was split €1.5m (2023: €4.1m charge) to cost of sales and €nil (2023: €15.1m credit) to

administrative expenses. The line item portfolio management and provision movements in non-trading and exceptional items in the

Statement of Cash Flows reflects an add back of the credit of €4.7m (2023: €25.4m charge) from changes in provisions.

Other items

The €5.8m restructuring programme cost in the year relates to an ongoing SG&A cost saving programme.

The €7.9m credit for property disposals during the year includes profit from the disposal of the Hemweg site in Amsterdam and others.

In the prior year the reversal of a prior year property, plant and equipment impairment of €2.0m related to the Maltha CGU within

Specialities as a result of improvement in performance.

The total credit of €2.1m (2023: €2.0m) was split €nil (2023: €2.0m) in cost of sales and €2.1m (2023: €nil) in administrative expenses.

The line item portfolio management and provision movements in non-trading and exceptional items in the Statement of Cash Flows

includes an add back of the €6.5m credit (2023: €nil) in respect of other items.

Amortisation of acquisition related intangibles

Amortisation of intangible assets acquired in business combinations of €6.1m (2023: €5.0m) is all recorded in cost of sales.

Other

In addition to the non-trading and exceptional items, outlined above, each year there may be other one-off operating items that

are considered part of the underlying performance, as they do not meet the definition of non-trading and exceptional items per our

accounting policy. There is a c€5m favourable impact this year of one-off items arising from some accrual releases and other settlements.

Included within discontinued operations (note 6.4)

The credit for changes in discount rate of €3.2m (2023: €5.8m) is a result of the annual reassessment of risk free rates which have

impacted all long-term provisions.

The carrying value of the disposal group has been assessed against the anticipated capitalisation as well as the disposal costs and this

has resulted in a pre-tax loss on remeasurement of €63.5m plus disposal costs already incurred of €1.0m.

The €0.2m credit (2023: €0.9m) relates to the ineffectiveness of the Cumbria PPP project interest rate swaps as a result of a revised

repayment programme for the PPP non-recourse debt.

In the prior year there was a reassessment of onerous contract provisions in UK Municipal of €27.1m due to revised assumptions on both

life cycle spend and cost inflation, combined with lower volumes at the ELWA contract partially offset by the indexation of customer pricing.

3.4 Taxation

This section details the accounting polices applied for tax, the current and deferred tax charges or credits in the year,

a reconciliation of the total tax expense to the accounting result and the movements in deferred tax assets and liabilities.

Accounting policy

Current tax is based on taxable profit or loss for the year. Taxable profit differs from profit before tax in the Income Statement because

it excludes items of income or expense that are taxable or deductible in other years or that are never taxable or deductible. The asset

or liability for current tax is calculated using tax rates that have been enacted, or substantively enacted, at the balance sheet date.

Deferred tax is recognised in full where the carrying value of assets and liabilities in the financial statements is different to the

corresponding tax bases used in the computation of taxable profits. Deferred tax liabilities are generally recognised for all taxable

temporary differences and deferred tax assets are recognised to the extent that it is probable that the taxable profits will be available

against which deductible temporary differences can be utilised. Deferred tax is calculated at the tax rates that have been enacted, or

substantively enacted, at the balance sheet date. Deferred tax is charged or credited in the Income Statement, except where it relates

to items charged or credited directly to equity in which case the deferred tax is also dealt with in equity.

Notes to the financial statements continued

184 Renewi plc Annual Report and Accounts 2024

SECTION 3. Operating profit and tax continued

3.4 Taxation continued

Deferred tax liabilities are not provided on taxable temporary differences arising from investments in subsidiaries as the timing of the

reversal of the temporary difference is controlled by the Group and it is probable that the temporary difference will not reverse in the

foreseeable future. Deferred tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets

against current tax liabilities, when they relate to income taxes levied by the same taxation authority.

The Group operates primarily in the Netherlands, Belgium, the UK, France and Portugal, all of which have their own tax legislation.

Deferred tax assets and liabilities have been calculated based on the substantively enacted tax rates in the relevant jurisdictions at the

balance sheet date or those rates expected to apply when the related deferred tax asset is realised or the deferred tax liability is settled.

The Group has available tax losses, some of which have been recognised as deferred tax assets based on management’s best estimate

of the ability of the Group to utilise those losses.

Income Statement

The tax charge based on the profit for the year from continuing operations is made up as follows:

			Restated*
		2024	2023
		€m	€m
Current tax
UK corporation tax
•	Current year	2.0	3.7
•	Adjustment in respect of prior years	(2.7)	(1.2)
Overseas tax
•	Current year	20.7	26.4
•	Adjustment in respect of prior years	(1.7)	0.2
Total current tax charge		18.3	29.1
Deferred tax
•	Origination and reversal of temporary differences in the current year	(3.4)	(1.5)
•	Adjustment in respect of prior years	–	1.4
Total deferred tax credit		(3.4)	(0.1)
Total tax charge for the year		14.9	29.0

* The comparatives have been restated to classify the UK Municipal segment as a discontinued operation. The current tax charge increased by €1.5m and deferred tax credit

reduced by €1.0m.

In the UK Chancellor’s Budget of 3 March 2021 it was announced that the UK corporation tax rate will increase from 19% to 25% with effect

from 1 April 2023. The tax on the Group’s profit for the year differs from the UK standard rate of tax of 25% (2023: 19%), as explained below:

		Restated*
	2024	2023
	€m	€m
Total profit before taxation	60.1	115.0
Tax charge based on UK tax rate of 25% (2023: 19%)	15.0	21.9
Effects of:
Adjustment to tax charge in respect of prior years	(4.4)	0.4
Profits taxed at overseas tax rates	0.6	6.3
Non-deductible other items	(1.9)	(1.4)
Netherlands investment allowances	(1.5)	–
Non-taxable profit on portfolio management activity	(0.6)	–
Unrecognised deferred tax assets	7.7	1.8
Total tax charge for the year	14.9	29.0

* The comparatives have been restated to classify the UK Municipal segment as a discontinued operation.

Renewi plc Annual Report and Accounts 2024 185

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Financial statements

Other information

SECTION 3. Operating profit and tax continued

3.4 Taxation continued

Uncertain tax positions

As referenced in the March 2023 financial statements, the Dutch Tax Authorities have issued assessments adjusting the interest

rate applied for tax purposes on some intra group loans from the UK to the Netherlands. The assessments have been appealed by

the Group given that the interest rate charged of 5.9% is based on a detailed transfer pricing study and the Group intends to file an

application under a Mutual Agreement Procedure (“MAP”). No net provision (2023: €1.4m) is included in the accounts, with the prior

year provision being released, as the potential adjustment in the Netherlands is now expected to be offset by a compensating

adjustment in the UK. At the expected outcome, there is a potential benefit of an additional deferred tax asset of €3.5m in the UK which

will not be recognised until the MAP process is completed and the outcome is certain. It is noted that the maximum exposure in respect

of this topic is calculated to be €6.1m (current tax charge €2.1m, deferred tax charge €4.0m) should the Group be wholly unsuccessful in

its defence, which is reduced from the prior year amount of €11.6m (current tax charge €2.1m, deferred tax charge €9.5m) due to

additional compensating adjustments in the UK.

Amendments to IAS 12 Income Taxes – International Tax Reform – Pillar Two Model Rules

The Group has adopted the amendments to IAS 12 for the first time in the current year. The IASB amended the scope of IAS 12 to clarify

that the Standard applies to income taxes arising from tax law enacted or substantively enacted to implement the Pillar Two model

rules published by the OECD, including tax law that implements qualified domestic minimum top-up taxes described in those rules.

The amendments introduce a temporary exception to the accounting requirements for deferred taxes in IAS 12, so that an entity would

neither recognise nor disclose information about deferred tax assets and liabilities related to Pillar Two income taxes. The Group has

applied the temporary exception issued by the IASB in May 2023 from the accounting requirements for deferred taxes in IAS 12.

Accordingly, the Group neither recognises nor discloses information about deferred tax assets and liabilities related to Pillar Two

income taxes.

Pillar Two legislation has been enacted or substantively enacted in certain jurisdictions that the Group operates, with effect

from 1 January 2024. An assessment of the potential exposure to Pillar Two income taxes has been performed and based on this

assessment, the Group primarily operates in jurisdictions where Pillar Two effective tax rates are higher than 15%. There may be a

limited number of jurisdictions where the transitional safe harbour relief may not be available, however, the Group does not expect

a significant exposure to Pillar Two income taxes in respect of these jurisdictions.

Amendments to IAS 12 Income Taxes – Deferred Tax related to Assets and Liabilities arising from a

Single Transaction

In May 2021, amendments were issued to IAS 12, which narrow the scope of the initial recognition exemption under IAS 12, so that it no

longer applies to transactions that give rise to equal taxable and deductible temporary differences. The amendments are effective from

1 January 2023 and have no material impact on the Group, in particular since the Group did not apply the initial recognition exemption

in the context of leases under IFRS 16.

Deferred tax

The analysis of the net deferred tax liability and the net deferred tax (credit) charge in the Income Statement is set out below:

	Balance sheet			Income statement
				Restated*
	2024	2023	2024	2023
	€m	€m	€m	€m
Retirement benefit schemes	3.2	2.4	(0.9)	(1.0)
Tax gains (losses)	19.6	31.1	(2.1)	(6.0)
Derivative financial instruments	(0.4)	0.7	–	(0.2)
Accelerated capital allowances	(32.0)	(39.0)	(1.9)	(3.2)
Acquisition related intangibles	(8.4)	(9.9)	1.5	1.1
Other temporary differences	1.1	3.9	6.8	9.4
At 31 March	(16.9)	(10.8)	3.4	0.1

* The comparatives have been restated to classify the UK Municipal segment as a discontinued operation.

Notes to the financial statements continued

186 Renewi plc Annual Report and Accounts 2024

SECTION 3. Operating profit and tax continued

3.4 Taxation continued

The movement in the deferred tax balance during the year was:

	2024	2023
	€m	€m
Net deferred tax liability at 1 April	(10.8)	(5.4)
Acquisitions	(0.2)	(9.6)
Credited to Income Statement	3.4	1.1
Credited to Other Comprehensive Income	0.5	4.5
Movement in tax arising on share-based compensation	–	(0.9)
Write off of UK Municipal deferred tax asset	(11.7)	–
Transferred to disposal group classified as asset held for sale	1.2	–
Exchange rate changes	0.7	(0.5)
Net deferred tax liability at 31 March	(16.9)	(10.8)
Analysed in the Balance Sheet, after offset of balances within countries, as:
Deferred tax assets	28.0	35.6
Deferred tax liabilities	(44.9)	(46.4)
Net deferred tax liability at 31 March	(16.9)	(10.8)

The majority (at least 80%) of the €28.0m (2023: €35.6m) deferred tax assets are expected to be recovered after more than one year and the

majority (at least 80%) of the €44.9m (2023: €46.4m) deferred tax liabilities are expected to reverse after more than one year.

As at 31 March 2024, the Group had unused trading losses of €96.4m (2023: €344.7m) available for offset against deferred tax liabilities

and future profits. Deferred tax assets have been recognised in respect of €80.6m (2023: €123.1m) of such losses and recognition is based

on management’s projections of future profits in the relevant companies. No deferred tax assets have been recognised in respect of the

remaining €15.8m (2023: €221.6m) due to the uncertainty of future profit streams. Tax losses may be carried forward indefinitely in

the relevant companies. In addition there are other unrecognised deferred tax assets in relation to temporary differences of €46.7m

(2023: €173.6m). In terms of the two material components of the recognised losses, the Dutch fiscal unity losses of €26.0m (2023: €38.0m)

are expected to be used during the next two years due to strong profit streams and losses of €33.2m in Renewi plc (2023: €30.0m) relate

to highly predictable profit streams from UK interest income on intercompany receivables and are expected to be used within the next

six years. Changes in future profitability will impact the recoverability of the deferred tax assets recognised in respect of losses. A 10%

decrease in profitability would result in a reduction of €8.0m (gross amount of losses) in the value of the recognised deferred tax assets.

No liability has been recognised on the aggregate amount of temporary differences associated with undistributed earnings of subsidiaries.

This is because the Group is in a position to control the timing and method of the reversal of the differences and it is probable that such

differences will not give rise to a tax liability in the foreseeable future. The total temporary difference at 31 March 2024 amounted to

€313.2m (2023: €280.9m) and unrecognised deferred tax estimated to arise on the unremitted earnings is €nil (2023: €nil) which would

relate to taxes payable on repatriation and dividend withholding taxes levied by overseas jurisdictions. UK tax legislation relating to

company distributions provides for exemption from tax for most repatriated profits, subject to certain exemptions.

Renewi plc Annual Report and Accounts 2024 187

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Other information

SECTION 3. Operating profit and tax continued

3.5 Earnings per share

Basic earnings per share is calculated by dividing the profit attributable to the owners of the parent entity by the weighted

average number of ordinary shares during the year excluding shares held by the Employee Share Trust.

Diluted earnings per share is calculated by dividing profit for the year attributable to the owners of the parent entity by the

weighted average number of ordinary shares during the year plus the weighted average number of any commitments made

by the Group to issue shares in the future.

Underlying basic and diluted earnings per share exclude non-trading and exceptional items, net of related tax. Non-trading

and exceptional items are those items that are disclosed separately on the face of the Income Statement, because of their

size or incidence, to enable a better understanding of performance. The Directors believe that adjusting earnings per share

in this way enables comparison with historical data calculated on the same basis to reflect the business performance in a

consistent manner and reflect how the business is managed and measured on a day-to-day basis.

		2024			Restated* 2023
	Basic	Dilutions	Diluted	Basic	Dilutions	Diluted
Weighted average number of shares (million)	79.7	–	79.7	79.4	0.2	79.6
(Loss) profit after tax (€m)	(30.9)	–	(30.9)	66.6	–	66.6
Non-controlling interests (€m)	(3.2)	–	(3.2)	(3.7)	–	(3.7)
(Loss) profit after tax attributable to ordinary shareholders (€m)	(34.1)	–	(34.1)	62.9	–	62.9
Basic (loss) earnings per share (cents)	(43)	–	(43)	79	–	79
(Loss) profit after tax attributable to ordinary shareholders (€m)	(34.1)	–	(34.1)	62.9	–	62.9
Add back loss from discontinued operations (€m)	76.1	–	76.1	19.4	–	19.4
Profit after tax attributable to ordinary shareholders from continuing operations (€m)	42.0	–	42.0	82.3	–	82.3
Basic earnings per share (cents) – continuing operations	53	–	53	104	–	104

The reconciliation between underlying earnings per share and basic earnings (loss) per share is as follows:

	2024		Restated* 2023
	Cents	€m	Cents	€m
Underlying basic & diluted earnings per share/Underlying profit after tax
attributable to ordinary shareholders	57	45.2	90	71.9
Adjustments:
Non-trading and exceptional items (continuing & discontinued)	(87)	(69.0)	(13)	(10.6)
Tax on non-trading and exceptional items (continuing & discontinued)	(13)	(10.3)	2	1.6
Basic & diluted (loss) earnings per share/(Loss) earnings after tax
attributable to ordinary shareholders	(43)	(34.1)	79	62.9
Underlying basic & diluted earnings per share/Underlying profit after tax
attributable to ordinary shareholders from continuing operations	61	48.7	89	70.7
Non-trading and exceptional items from continuing operations	(10)	(7.9)	13	9.8
Tax on non-trading and exceptional items from continuing operations	2	1.2	2	1.8
Basic & diluted earnings per share/Earnings after tax attributable to ordinary shareholders from continuing operations	53	42.0	104	82.3
Underlying basic & diluted earnings per share/Underlying profit after tax
attributable to ordinary shareholders from discontinued operations	(4)	(3.5)	1	1.2
Non-trading and exceptional items from discontinued operations	(77)	(61.1)	(26)	(20.4)
Tax on non-trading and exceptional items from discontinued operations	(15)	(11.5)	–	(0.2)
Basic & diluted (loss) earnings per share/(Loss) after tax attributable to ordinary shareholders from discontinued operations	(96)	(76.1)	(25)	(19.4)

* The comparatives have been restated to classify the UK Municipal segment as a discontinued operation.

Notes to the financial statements continued

188 Renewi plc Annual Report and Accounts 2024

SECTION 4. Operating assets and liabilities

This section contains Balance Sheet notes showing the assets and liabilities used to generate the Group’s results and the related

accounting policies.

4.1 Intangible assets

Accounting policy

Goodwill represents the excess of the purchase consideration over the fair value of the Group’s share of the net identifiable assets at the

date of acquisition and is measured at cost less accumulated impairment losses. Goodwill arising on acquisitions prior to the date of

transition to IFRS (31 March 2004) has been retained at the previous UK GAAP net book value following impairment tests.

For the purpose of impairment testing, goodwill is allocated to those cash-generating units (CGUs) or groups of CGUs that are expected to

benefit from the synergies of the business combination. Goodwill is tested annually for impairment or more frequently if events or changes

in circumstances indicate a potential impairment. Any impairment is charged immediately to the Income Statement and is not reversed

in a subsequent period. In conducting the impairment review on goodwill and intangibles, management is required to make estimates of

pre-tax discount rates, future profitability and growth rates. The pre-tax discount rates are derived from the Group’s weighted average cost

of capital (WACC) which takes into account the capital structure of the Group, the cost of risk-free rate finance and the relative volatility of

the equity of the Group compared to the market and is adjusted by management as considered appropriate for each CGU.

Landfill void represents the value of landfill capacity to deposit waste in two landfill sites in the Netherlands. The initial landfill void was

capitalised at fair value on the acquisition of a Dutch operation in 2006 and further landfill rights have been acquired in relation to the

Maasvlakte landfill site in Mineralz & Water and capitalised at cost. The assets are amortised over their estimated useful life on a void

usage basis and measured at cost less accumulated amortisation. The estimated remaining useful life is up to 13 years.

Relating to the Group’s software and systems development an internally generated intangible asset is recognised when an asset is created

that can be identified, it is probable that the asset will generate future economic benefits that the Group controls and the development

cost can be reliably measured.

Other intangible assets are capitalised on the basis of the fair value of the assets acquired or on the basis of costs incurred to purchase and

bring the assets into use. They are subsequently measured at cost less accumulated amortisation.

Amortisation is charged over the estimated useful life on a straight-line basis, as follows:

Contract right relating to leasehold land Term of the lease

Contract right relating to PPP contracts in Municipal Term of the contract

Computer software Up to 5 years

Acquisition related intangibles:

Waste permits and licences* 5 to 34 years

Customer relationships* Up to 14 years

* The remaining useful life of customer relationships is based on analysis of historical churn patterns of the client base and for permits where the term is indefinite and are

related to a leased site, the useful life is the remaining term of the leasehold land.

Renewi plc Annual Report and Accounts 2024 189

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Other information

SECTION 4. Operating assets and liabilities continued

4.1 Intangible assets continued

Intangible assets are analysed as follows:

			Computer	Acquisition
			software	related
	Goodwill	Landfill void	and others	intangibles	Total
	€m	€m	€m	€m	€m
Cost
At 1 April 2022	624.8	28.9	40.6	73.9	768.2
Additions	–	1.7	7.0	–	8.7
Acquisition through business combinations (note 6.1)	17.4	–	–	27.9	45.3
Disposals	–	–	(0.1)	(0.1)	(0.2)
Exchange rate changes	–	–	(0.5)	–	(0.5)
At 31 March 2023	642.2	30.6	47.0	101.7	821.5
Additions	–	7.2	4.5	–	11.7
Acquisition through business combinations (note 6.1)	0.7	–	–	0.9	1.6
Disposals	(1.4)	–	(2.5)	–	(3.9)
Transferred to disposal group classified as held for sale (note 6.4)	–	–	(13.2)	–	(13.2)
Exchange rate changes	–	–	0.5	–	0.5
At 31 March 2024	641.5	37.8	36.3	102.6	818.2
Accumulated amortisation and impairment
At 1 April 2022	73.2	23.2	24.1	54.9	175.4
Amortisation charge	–	1.6	3.9	5.0	10.5
Disposals	–	–	(0.1)	(0.1)	(0.2)
Exchange rate changes	–	–	(0.5)	–	(0.5)
At 31 March 2023	73.2	24.8	27.4	59.8	185.2
Amortisation charge	–	1.3	5.0	6.1	12.4
Disposals	–	–	(1.0)	–	(1.0)
Transferred to disposal group classified as held for sale (note 6.4)	–	–	(12.3)	–	(12.3)
Exchange rate changes	–	–	0.4	–	0.4
At 31 March 2024	73.2	26.1	19.5	65.9	184.7
Net book value
At 31 March 2024	568.3	11.7	16.8	36.7	633.5
At 31 March 2023	569.0	5.8	19.6	41.9	636.3
At 1 April 2022	551.6	5.7	16.5	19.0	592.8

Of the total amortisation charge of €12.4m (2023: €10.5m), €6.1m (2023: €5.0m) related to acquisition related intangible assets which

has been charged in cost of sales. Of the remaining amortisation expense of €6.3m (2023: €5.5m), €1.5m (2023: €1.8m) has been

charged in cost of sales and €4.8m (2023: €3.7m) has been charged in administrative expenses. The total amortisation charge of

€12.4m (2023: €10.5m) is split €12.3m (2023: €10.3m) within continuing operations (see note 3.2) and €0.1m (2023: €0.2m) relating

to discontinued operations.

The net book value of acquisition related intangibles of €36.7m (2023: €41.9m) includes customer relationships of €28.6m

(2023: €32.6m) and permits of €8.0m (2023: €9.1m).

Notes to the financial statements continued

190 Renewi plc Annual Report and Accounts 2024

SECTION 4. Operating assets and liabilities continued

4.1 Intangible assets continued

Goodwill impairment

Impairment testing is carried out at a CGU level on an annual basis, within each of the segments that has goodwill. Although its goodwill

balance is material to the financial statements as a whole, the Specialities reporting segment, which comprises the CGUs of Coolrec and

Maltha Group, is not considered to comprise a material portion of goodwill and therefore disclosures surrounding the impairment review

assumptions have not been included.

The material CGUs are Netherlands Commercial Waste, Belgium Commercial Waste and Mineralz & Water. A summary of the closing net

book value of goodwill by reportable segment is set out below:

	2024	2023
	€m	€m
Netherlands Commercial Waste	278.1	279.5
Belgium Commercial Waste	137.0	136.3
Commercial Waste	415.1	415.8
Mineralz & Water	129.5	129.5
Specialities	23.7	23.7
Total goodwill	568.3	569.0

The Group estimates the recoverable amount of a CGU using a value in use model by projecting cash flows for the next five years, together

with a terminal value using a long-term growth rate. However, given a landfill closure in Mineralz & Water CGU it is more appropriate to use

a 13-year model for projecting cash flows. The five-year plans used in the impairment models are based on management’s past experience

and future expectations of performance. They also reflect the planned changes in the CGUs as a result of improvement initiatives and

actions instigated and to which the Group has committed to in the current year. The key assumptions underpinning the recoverable

amounts of the CGUs tested for impairment are forecast revenue and underlying EBIT. The forecast revenues in these models are based

on management’s predictions of overall market growth rates, including both volume and price. The cash flows include management’s

assumption that recyclate prices remain at long-term averages despite the expected increased demand for these products driven by

climate change-related targets and legislation. The pre-tax discount rate reflects the Group’s assessment of the risks related to the

CGUs and the countries in which they operate. Post-tax discount rates are used within the value in use calculation, as this is based

on the Group’s weighted cost of capital and reflects the assessment of risks related to CGUs.

For each of the material CGUs, the key assumptions used in the value in use calculations are shown below:

2024

	Netherlands	Belgium
	Commercial	Commercial	Mineralz &
	Waste	Waste	Water
Revenue (% annual growth rate from year 1 to year 5)	6.0%	5.4%	5.4%
Underlying EBIT margin (average % of revenue for years 1 to year 5)	6.7%	8.8%	10.1%
Long-term growth rate*	2.0%	2.0%	2.0%
Pre-tax discount rate	8.8%	8.7%	9.0%

* For the Mineralz & Water CGU the terminal long-term growth rate of 2.0% is applied to all results with the exception of landfills where permits cease.

2023

	Netherlands	Belgium
	Commercial	Commercial	Mineralz &
	Waste	Waste	Water
Revenue (% annual growth rate from year 1 to year 5)	2.7%	4.1%	3.7%
Underlying EBIT margin (average % of revenue for years 1 to year 5)	6.5%	8.0%	7.3%
Long-term growth rate*	2.0%	2.0%	2.0%
Pre-tax discount rate	8.8%	9.6%	8.9%

* For the Mineralz & Water CGU the terminal long-term growth rate of 2.0% is applied to all results with the exception of landfills where permits cease.

A long-term growth rate of 2% is considered an appropriate representation of the long-term growth rate for the industry and in the

countries in which the Group operates. Revenue and EBIT margin assumptions are higher than in the prior year as a result of growth

initiatives and capital improvements along with benefits of recent cost action plans.

Renewi plc Annual Report and Accounts 2024 191

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Other information

SECTION 4. Operating assets and liabilities continued

4.1 Intangible assets continued

Sensitivity to changes in assumptions

The Group performs sensitivity analysis on the impairment testing by considering reasonably possible changes in the key assumptions

used. This includes weaker macroeconomic conditions resulting in a lower volume growth and adverse price impacts, a decline in

recyclate prices and operational downtime in some of our facilities. For all CGUs a change in discount rate of 1% demonstrated that

there is still appropriate headroom and it is concluded that no reasonably possible change to this or the other assumptions would

result in an impairment charge.

4.2 Property, plant and equipment

Accounting policy

Depreciation is provided to write off cost (less the expected residual value) on a straight-line basis over the expected useful economic

lives as follows:

Buildings Up to 30 years

Landfill site development costs including engineering works Up to 30 years (over the operational life of the site)

Plant and installations Up to 20 years

Trucks, cars and service vehicles Up to 12 years

Other items of plant and machinery Up to 15 years

Computer equipment Up to 5 years

Fixtures and fittings Up to 10 years

Notes to the financial statements continued

192 Renewi plc Annual Report and Accounts 2024

SECTION 4. Operating assets and liabilities continued

4.2 Property, plant and equipment continued

Property, plant and equipment are analysed as follows:

	Land and	Landfill	Plant and
	buildings	sites	machinery	Total
	€m	€m	€m	€m
Cost
At 1 April 2022	485.8	68.4	735.9	1,290.1
Additions	28.4	0.1	89.4	117.9
Acquisition through business combinations (note 6.1)	12.5	–	6.5	19.0
Disposals	(7.8)	(1.8)	(33.7)	(43.3)
Transferred to Assets held for sale (note 6.3)	–	–	(6.8)	(6.8)
Transferred from right-of-use asset to property, plant & equipment	0.2	–	6.8	7.0
Reclassifications	1.8	–	(0.7)	1.1
Exchange rate changes	(0.3)	–	(0.3)	(0.6)
At 31 March 2023	520.6	66.7	797.1	1,384.4
Additions	18.2	0.1	64.3	82.6
Disposals	(10.3)	(0.4)	(39.3)	(50.0)
Transferred to Assets held for sale (note 6.3)	(5.0)	–	(5.2)	(10.2)
Transferred to disposal group classified as held for sale (note 6.4)	(3.1)	–	(5.2)	(8.3)
Transferred from right-of-use asset to property, plant and equipment	0.4	–	19.2	19.6
Exchange rate changes	0.1	–	0.2	0.3
At 31 March 2024	520.9	66.4	831.1	1,418.4
Accumulated depreciation and impairment
At 1 April 2022	176.8	53.9	505.8	736.5
Depreciation charge	14.4	1.8	53.6	69.8
Impairment charge	0.2	–	1.5	1.7
Reversal of a prior year’s impairment charge	–	–	(2.0)	(2.0)
Disposals	(5.6)	(1.5)	(31.3)	(38.4)
Transferred to Assets held for sale (note 6.3)	–	–	(6.7)	(6.7)
Transferred from right-of-use asset to property, plant and equipment	0.1	–	4.9	5.0
Reclassifications	1.8	–	(0.7)	1.1
Exchange rate changes	(0.3)	–	(0.2)	(0.5)
At 31 March 2023	187.4	54.2	524.9	766.5
Depreciation charge	15.2	1.6	52.5	69.3
Impairment charge	0.5	–	2.3	2.8
Reversal of a prior year’s impairment charge	–	–	(0.8)	(0.8)
Disposals	(4.6)	(0.4)	(35.0)	(40.0)
Transferred to Assets held for sale (note 6.3)	(1.2)	–	(3.6)	(4.8)
Transferred to disposal group classified as held for sale (note 6.4)	(3.1)	–	(5.1)	(8.2)
Transferred from right-of-use asset to property, plant and equipment	0.4	–	14.2	14.6
Exchange rate changes	0.1	–	0.2	0.3
At 31 March 2024	194.7	55.4	549.6	799.7
Net book value
At 31 March 2024	326.2	11.0	281.5	618.7
At 31 March 2023	333.2	12.5	272.2	617.9
At 1 April 2022	309.0	14.5	230.1	553.6

Depreciation expense of €67.2m (2023: €67.4m) has been charged in cost of sales and €2.1m (2023: €2.4m) in administrative expenses.

The total depreciation charge of €69.3m (2023: €69.8m) is split €69.2m (2 023: €69.6m) within continuing operations (see note 3.2) and

€0.1m (2023: €0.2m) relating to discontinued operations.

Renewi plc Annual Report and Accounts 2024 193

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Other information

SECTION 4. Operating assets and liabilities continued

4.2 Property, plant and equipment continued

The current year impairment charge of €2.8m has been charged to cost of sales and has arisen mostly due to the decision to close the

Tisselt operations within Mineralz & Water in Belgium. The impairment charge is reported within continuing operations, with €2.3m of

the impairment charge being recorded within non-trading and exceptional items (note 3.3). The reversal of a prior year’s impairment

charge of €0.8m relates to the Belgium Commercial Waste CGU as a result of improved performance at a specific site, and is reported

within continuing operations and has not been credited to non-trading and exceptional items.

The prior year impairment charge of €1.7m arose in the Netherlands Commercial division partly due to a fire at one of the sites and

a detailed review of carrying value of assets, including trucks. The prior year reversal of a prior year’s impairment charge of €2.0m

related to the Maltha CGU as a result of improved performance at a specific site and has been credited to non-trading and exceptional

cost of sales.

Included within the net book value of property, plant and equipment of €618.7m (2023: €617.9m) are assets under construction of

which €32.7m (2023: €26.7m) is plant and machinery and €6.3m (2023: €6.1m) is land and buildings. The net book value of plant and

machinery of €281.5m (2023: €272.2m) includes €155.2m (2023: €149.3m) of plant and installations, €57.8m (2023: €51.4m) of machinery

and €61.7m (2023: €64.8m) of containers.

4.3 Right-of-use assets

Accounting policy

The Group leases various real estate properties and items of plant, machinery and trucks for normal business operations across

the divisions.

If the lessor transfers ownership of the underlying asset to the Group by the end of the lease term or the cost of the right-of-use asset

reflects that the Group will exercise a purchase option, then the right-of-use asset is depreciated over the useful life of the underlying

asset, which is determined on the same basis as those in property, plant and equipment. The lease liability is remeasured if the Group

changes its assessment of whether it will exercise a purchase extension or termination option or if there is a revision to fixed lease

payments. The Group leases out a limited number of right-of-use assets which are classified as operating leases from a lessor

perspective with the exception of a sub-lease which is classified as a finance sub-lease.

Notes to the financial statements continued

194 Renewi plc Annual Report and Accounts 2024

SECTION 4. Operating assets and liabilities continued

4.3 Right-of-use assets continued

Right-of-use assets are analysed as follows:

	Land and	Plant and
	buildings	machinery	Total
	€m	€m	€m
Cost
At 1 April 2022	143.3	189.3	332.6
Additions/modifications	18.2	39.2	57.4
Acquisition through business combinations (note 6.1)	30.9	7.5	38.4
Disposals	(7.5)	(9.3)	(16.8)
Transferred from right-of-use asset to property, plant and equipment	(0.2)	(6.8)	(7.0)
Reclassifications	1.3	(2.4)	(1.1)
Exchange rate changes	(0.6)	(0.1)	(0.7)
At 31 March 2023	185.4	217.4	402.8
Additions/modifications	30.1	36.5	66.6
Acquisition through business combinations (note 6.1)	–	0.1	0.1
Disposals	(6.7)	(14.5)	(21.2)
Transferred to disposal group classified as held for sale (note 6.4)	(6.1)	(4.7)	(10.8)
Transferred from right-of-use asset to property, plant and equipment	(0.4)	(19.2)	(19.6)
Exchange rate changes	0.3	–	0.3
At 31 March 2024	202.6	215.6	418.2
Accumulated depreciation and impairment
At 1 April 2022	35.1	83.7	118.8
Depreciation charge	11.4	35.9	47.3
Impairment charge	–	2.3	2.3
Reversal of a prior year’s impairment charge	(0.5)	–	(0.5)
Disposals	(3.1)	(8.3)	(11.4)
Transferred from right-of-use asset to property, plant and equipment	(0.1)	(4.9)	(5.0)
Reclassifications	(0.3)	(0.8)	(1.1)
Exchange rate changes	(0.6)	(0.1)	(0.7)
At 31 March 2023	41.9	107.8	149.7
Depreciation charge	12.9	39.2	52.1
Impairment charge	0.9	0.2	1.1
Disposals	(1.6)	(13.2)	(14.8)
Transferred to disposal group classified as held for sale (note 6.4)	(5.4)	(4.0)	(9.4)
Transferred from right-of-use asset to property, plant and equipment	(0.4)	(14.2)	(14.6)
Exchange rate changes	0.1	0.1	0.2
At 31 March 2024	48.4	115.9	164.3
Net book value
At 31 March 2024	154.2	99.7	253.9
At 31 March 2023	143.5	109.6	253.1
At 1 April 2022	108.2	105.6	213.8

The net book value of plant and machinery right-of-use assets includes €1.3m (2023: €0.9m) of plant and installations, €81.6m

(2023: €97.5m) of machinery, including trucks and €16.8m (2023: €11.2m) of company cars.

Depreciation expense of €44.9m (2023: €40.4m) has been charged in cost of sales and €7.2m (2023: €6.9m) in administrative expenses.

The total depreciation charge of €52.1m (2023: €47.3m) is split €51.5m (2023: €46.7m) within continuing operations (see note 3.2) and

€0.6m (2023: €0.6m) relating to discontinued operations .

The impairment charge of €1.1m related entirely to assets in UK Municipal onerous contracts which were recorded as a utilisation of the

onerous contract provision and are recorded within discontinued operations. The prior year impairment charge of €2.3m related to €1.3m of

assets in UK Municipal onerous contracts which were recorded as a utilisation of the onerous contract provision (restated within discontinued

operations) and €1.0m was charged to cost of sales in relation to the Netherlands Commercial division (continuing operations, see note 3.2)

principally due to a plant reconfiguration which has resulted in an asset being scrapped earlier than previously expected.

Renewi plc Annual Report and Accounts 2024 195

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Financial statements

Other information

SECTION 4. Operating assets and liabilities continued

4.4 Investments and loans to associates and joint ventures

Accounting policy

Investments in associates and joint ventures are accounted for using the equity method of accounting, and are initially recognised

at cost or at fair value in the case of a disposal of the majority shareholding. The cumulative post-acquisition profits or losses and

movements in Other Comprehensive Income are adjusted against the carrying amount of the investment. When the Group’s share of

losses exceeds the carrying amount of the joint venture or associate, the carrying amount is reduced to nil and recognition of further

losses is discontinued except to the extent that the Group has incurred legal or constructive obligations or made payments on behalf

of the joint venture or associate. Accounting policies of associates and joint ventures have been adjusted where necessary to ensure

consistency with the policies of the Group. Where there is evidence that the investment in an associate or joint venture has been

impaired the carrying value of the investment is tested for impairment in the same way as other non-financial assets.

For the other unlisted investments the Group made an irrevocable election to classify these at fair value through Other Comprehensive

Income, rather than profit or loss because this is considered to be more appropriate for these strategic investments. They were initially

recorded at fair value and then remeasured at subsequent reporting dates with the unrealised gains and losses recognised in Other

Comprehensive Income.

Investment funds are measured at fair value through profit or loss with unrealised gains and losses recognised in the Income Statement.

Loans to associates and joint ventures are measured at amortised cost and where appropriate a 12-month expected credit loss

allowance is recorded on initial recognition. If there is subsequent evidence of a significant increase in the credit risk the allowance

is increased to reflect the full lifetime expected credit loss.

The carrying amount of investments and loans to associates and joint ventures are as follows:

	Loans			Investments
	Loans to			Total joint	Other
	associates and	Joint		ventures and	unlisted	Investment	Total
	joint ventures	ventures	Associates	associates	investments	funds	investments
	€m	€m	€m	€m	€m	€m	€m
At 1 April 2022	0.9	1.5	8.2	9.7	4.6	11.1	25.4
Additions	0.4	–	2.0	2.0	–	–	2.0
Repayments	(0.3)	–	–	–	–	–	–
Share of retained profits (losses)*	–	0.5	(0.5)	–	–	–	–
Dividend income	–	(0.1)	(0.5)	(0.6)	–	–	(0.6)
Fair value adjustment on cash flow hedges	–	–	0.3	0.3	–	–	0.3
Fair value movement on investment funds	–	–	–	–	–	(0.2)	(0.2)
Impairment charge	–	–	(0.9)	(0.9)	–	–	(0.9)
Disposals	–	(0.1)	(0.1)	(0.2)	–	–	(0.2)
Reclassification	–	(0.7)	0.7	–	–	–	–
Exchange rate changes	–	–	(0.1)	(0.1)	–	–	(0.1)
At 31 March 2023	1.0	1.1	9.1	10.2	4.6	10.9	25.7
Acquired	–	–	0.4	0.4	–	–	0.4
Additions	0.3	–	0.8	0.8	–	–	0.8
Repayments	(0.3)	–	–	–	–	–	–
Share of retained profits*	–	–	0.9	0.9	–	–	0.9
Dividend income	–	(0.1)	(0.5)	(0.6)	–	–	(0.6)
Fair value movement on other unlisted
investments – recognised in Other Comprehensive Income	–	–	–	–	1.8	–	1.8
Fair value movement on investment funds –
recognised in Income Statement	–	–	–	–	–	0.4	0.4
Transferred to disposal group classified as held for sale (note 6.4)	–	–	(2.8)	(2.8)	–	–	(2.8)
Fair value adjustment on cash flow hedges	–	–	0.1	0.1	–	–	0.1
At 31 March 2024	1.0	1.0	8.0	9.0	6.4	11.3	26.7

* The share of retained profits from total joint ventures and associates comprises €0.5m (2023: €0.3m) within continuing operations and €0.4m (2023: €0.3m loss) within

discontinued operations (note 6.4).

Notes to the financial statements continued

196 Renewi plc Annual Report and Accounts 2024

SECTION 4. Operating assets and liabilities continued

4.4 Investments and loans to associates and joint ventures continued

Of the loans to associates and joint ventures totalling €1.0m (2023: €1.0m), €0.6m (2023: €0.8m) are current and €0.4m (2023: €0.2m) are

non-current. Total investments are split €nil current (2023: €10.9m) and €26.7m non-current (2023: €14.8m).

Investments in joint ventures are held at €nil when the Group’s share of losses exceeds the carrying amount.

Details of joint ventures and associated investments are shown in note 8.1. No joint venture or associate is considered individually material

to the Group for further disclosure.

The prior year impairment charge of €0.9m has been restated within the 31 March 2023 Income Statement as it is part of the UK Municipal

business, which has been reclassified as a discontinued operation.

In the current year management have shown the total investments in joint ventures and associates separately on the face of the balance

sheet, the prior year balance sheet has been restated to show the total joint ventures and associated separately from other investments.

4.5 Financial assets relating to PPP contracts

Accounting policies and key judgements

Financial assets relating to PPP contracts are classified as financial assets at amortised cost and are initially recognised at the fair value

of consideration receivable and subsequently at amortised cost. These service concession arrangements under IFRIC 12 represent the

present value of the future cash flows of the contract. These cash flows are dependent on, amongst other things, tonnages, indexation,

recycling rates and labour costs.

The IFRS 9 general approach is applied in relation to expected credit loss which requires an allowance to be recorded on initial

recognition if appropriate and then at each reporting date an assessment is made to determine the changes in the risk of default

occurring over the expected life of the financial asset. The UK Municipal division entered into PPP long-term waste management contracts

with local authorities which included the infrastructure capital costs. UK local authorities have historically held a strong credit profile with

the capacity to meet financial commitments and none that Renewi contract with have ever defaulted. The UK has recently experienced

some councils declaring themselves “effectively bankrupt” (a Section 114 notice), but this means they cannot enter into new contracts

whilst still being expected to honour existing contracts, and we would expect waste collection and processing to be an essential service.

These financial assets are assessed to have low credit risk based on low risk of default, the vital nature of the service being provided and

strong financial capacity to meet contractual cash flow obligations in the near term. Adverse changes in economic and business

conditions in the longer term may, but will not necessarily, reduce the local authority’s ability to fulfil its obligations.

The Group is the operator for one class of service concession arrangements, that of the provision of waste treatment and waste treatment

facilities, and these are classified as service concession arrangements in accordance with IFRIC 12. If the Group underperforms, including

failure to divert waste from landfill, the contract can be terminated before the end of its term.

On the basis that the Group acted as agent versus principal in the provision of construction services and the historical presentation of

the revenue and costs associated with the construction services net in the Income Statement, we consider that the most appropriate

classification of the PPP non-recourse debt cash flows in the Statement of Cash Flows is as financing outflows and capital received in

relation to PPP financial assets as investing cash flows and not as operating cash flows. This classification has been consistently applied

to all periods presented in the financial statements.

Renewi plc Annual Report and Accounts 2024 197

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Financial statements

Other information

SECTION 4. Operating assets and liabilities continued

4.5 Financial assets relating to PPP contracts continued

The table below sets out the Group’s interest in service concession arrangements as at 31 March 2024. There have been no changes to

any of the arrangements during the year ended 31 March 2024.

		Full-Service
Contract	Financial close	Commencement	Contract Expiry	Interests in Special Purpose Vehicle
Argyll & Bute	September 2001	April 2003	September 2026	Renewi: 100%
Cumbria	June 2009	April 2013	June 2034	Renewi: 100%
Wakefield	January 2013	December 2015	February 2038	Renewi: 50.001%
				Equitix Infrastructure 4 Limited: 49.999%
Barnsley, Doncaster	March 2012	July 2015	June 2040	Renewi: 100%
and Rotherham
East London	December 2002	August 2007	December 2027	Renewi: 20%
Waste Authority				JLEN Environmental Assets Group (UK)
				Limited: 80%

The movements in financial assets during the year were as follows:

	€m
At 1 April 2022	143.4
Income recognised in the Income Statement (reclassified to discontinued operations): Interest Income (note 6.4)	8.6
Advances	0.5
Repayments	(16.1)
Exchange rate changes	(5.4)
At 31 March 2023	131.0
Income recognised in discontinued operations in the Income Statement: Interest Income (note 6.4)	8.1
Advances	0.8
Repayments	(15.9)
Transferred to disposal group classified as held for sale (note 6.4)	(127.6)
Exchange rate changes	3.6
At 31 March 2024	–
Current	–
Non-current	–
At 31 March 2024	–
Current	7.6
Non-current	123.4
At 31 March 2023	131.0

At 31 March 2024 and 2023 there was no expected credit loss allowance recorded in relation to the financial assets relating to PPP

contracts as explained in note 5.7.

The table below reconciles the financial asset repayments to the Statement of Cash Flows:

	2024	2023
	€m	€m
Capital received in respect of PPP financial assets included in outflows in respect of PPP arrangements under the financial asset model net of capital received in cash flows from investing activities	6.9	6.6
Interest in relation to PPP financial assets included in finance income in cash flows from investing activities	9.0	9.5
	15.9	16.1

Notes to the financial statements continued

198 Renewi plc Annual Report and Accounts 2024

SECTION 4. Operating assets and liabilities continued

4.6 Capital commitments

	2024	2023
	€m	€m
Contracts placed for future intangible assets	7.8	7.6
Contracts placed for future capital expenditure on property, plant and equipment	28.1	53.1
Contracts placed for future right-of-use assets	21.9	17.7

4.7 Inventories

Accounting policy

Inventories are stated at the lower of cost and net realisable value and are measured on a first in first out basis.

Inventories are analysed as follows:

	2024	2023
	€m	€m
Raw materials and consumables	14.8	15.0
Finished goods	8.6	10.2
	23.4	25.2

In the year there was a write down of €nil (2023: €0.1m) of inventories to net realisable in the Commercial Waste division. The charge was

recognised as a cost of sale.

4.8 Trade and other receivables

Accounting policy

Trade receivables and accrued income do not carry interest and are initially recognised at the transaction price and are subsequently

measured at amortised cost net of impairment loss allowances. Accrued income relates to the Group’s rights to consideration for work

completed but not billed at the reporting date until they become unconditional, at which point they are transferred to trade receivables.

Unbilled amounts arise when revenue is recognised prior to an invoice being raised to the customer; typically, this arises when supporting

documentation is required to be delivered with the invoice, the invoice needs to be agreed with the customer prior to issue or revenue is

recognised over time with the invoice only raised on completion of all the performance obligations.

The Group applies the IFRS 9 simplified approach to measuring expected credit losses (ECL) which uses a lifetime expected allowance for

all trade receivables and accrued income and includes an assessment of both the current and forecast conditions at the reporting date.

To measure the ECL, trade receivables and accrued income have been assessed by the divisions and grouped based on ageing. Accrued

income relates to unbilled services provided and has substantially the same risk characteristics as trade receivables. The Group has

therefore concluded that the expected loss rates for trade receivables are a reasonable approximation of the loss rates for accrued

income. The ECL on trade receivables and accrued income is estimated using a provision matrix by reference to payment profiles of

revenue. In addition outstanding trade receivables and accrued income are reviewed on a detailed customer by customer basis taking

into account general economic conditions of the industry in which the debtor operates in, past default experience and an analysis of the

current customer financial position.

For receivables other than trade receivables and accrued income the general approach under IFRS 9 is applied which requires an ECL

allowance to be recorded on initial recognition if appropriate and then at each reporting date an assessment is made to determine any

changes in the risk of default occurring over the expected life of the receivable.

Renewi plc Annual Report and Accounts 2024 199

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Financial statements

Other information

SECTION 4. Operating assets and liabilities continued

4.8 Trade and other receivables continued

The Group has an invoice finance facility whereby certain of its trade receivables are sold for an upfront cash payment to a third party

on a regular basis and are only recognised to the extent of the Group’s continuing involvement. For the trade receivables derecognised

the Group has not retained substantially all the risks and rewards of ownership and control has not passed to the third party. The

Group continues to recognise part of the trade receivable according to the Group’s continuing exposure to the risks and rewards,

the value is minimal and is determined by the extent to which the Group is exposed to any remaining late payment risk. The Group

continues to perform the servicing of the receivables sold and is not authorised to use the receivables sold other than in its capacity

as servicer. The value of this service is not considered material for specific disclosure.

Other receivables includes amounts recoverable under invoice finance arrangements from the third party which are classified at

fair value through profit and loss. The classification is appropriate as the receivables are held within a business model which has the

objective to sell contractual cash flows. Amounts owed under leases where the Group is the lessor and the terms of the lease meet the

definition of a finance lease are also classified as other receivables.

Trade and other receivables are analysed as follows:

	2024	2023
	€m	€m
Non-current assets
Other receivables	1.1	1.0
Prepayments	–	2.7
	1.1	3.7
Current assets
Trade receivables	152.0	192.8
Accrued income	70.7	86.7
Expected credit loss allowance	(5.3)	(22.2)
Trade receivables and accrued income – net	217.4	257.3
Other receivables	16.9	16.6
Prepayments	11.3	15.7
	245.6	289.6

The carrying amounts of trade and other receivables are denominated in the following currencies:

	2024	2023
	€m	€m
Euro	245.9	262.0
Sterling	0.8	31.3
	246.7	293.3

As at 31 March 2024 the total value of trade receivables subject to the invoice finance facilities, which are derecognised and therefore

not included above, was €122.1m (2023: €103.3m). The Group recognises the continuing involvement carrying amount in trade

receivables of €1.7m (2023: €1.2m) and therefore the net amount of transferred assets was €120.4m (2023: €102.1m). The carrying

amount of the associated liability was €1.7m (2023: €1.2m). The Group considers that the carrying amount of the continuing

involvement asset and related liability equals the fair value.

The amount owed to the Group from the financial institutions providing invoice finance facilities is €6.6m (2023: €10.8m). This

represents the portion of the receivable that has been sold that is not advanced but is covered by credit insurance and is included

within other receivables. This classification also includes €1.3m (2023: €1.0m) relating to the net investment in leases where the

Group acts as lessor of which €1.0m (2023: €0.9m) is non-current and €0.3m (2023: €0.1m) is current. No financial assets within

other receivables were impaired in the current or prior year.

In addition to its invoice finance facilities the Group, within certain jurisdictions of its Maltha division, has access to finance through

a customer’s supplier financing arrangement (reverse discounting), whereby the group can elect to receive payment of certain trade

receivables in advance of its customer’s credit terms. As at the year end the Group had accessed €5.9m in advance of its customer’s

credit terms.

Notes to the financial statements continued

200 Renewi plc Annual Report and Accounts 2024

SECTION 4. Operating assets and liabilities continued

4.8 Trade and other receivables continued

The expected credit loss allowance for trade receivables and accrued income is equivalent to 2% (2023: 8%) of gross trade receivables and

accrued income and the movement in the loss allowance is shown below:

	2024	2023
	€m	€m
At 1 April	22.2	26.0
Charged to Income Statement	0.2	0.4
Released to Income Statement	(0.6)	(3.0)
Utilised	(1.6)	(0.7)
Transferred to disposal group classified as held for sale (note 6.4)	(15.2)	–
Exchange rate changes	0.3	(0.5)
At 31 March	5.3	22.2

The net release to the Income Statement of €0.4m (2023: €2.6m) is split €0.2m from continuing operations (2023: €2.7m) and €0.2m from

discontinued operations (2023: €0.1m charge).

The expected credit loss allowance includes €nil (2023: €14.8m) in relation to 100% of the gross receivable balance for the receivables

relating to the terminated Derby contract in the UK Municipal business line within Specialities which has been included within the amount

transferred to the disposal group classified as held for sale. For March 2023 this receivable is included in the category of more than 180

days past due, for March 2024 it has been transferred to the disposal group classified as held for sale.

The expected credit loss allowance for trade receivables and accrued income is as follows:

		More than	More than	More than
		30 days	90 days	180 days
31 March 2024	Current	past due	past due	past due	Total
Expected loss rate %	1%	5%	17%	42%	2%
Gross carrying amount (€m)	204.6	5.7	6.4	6.0	222.7
Expected credit loss allowance (€m)	1.4	0.3	1.1	2.5	5.3
31 March 2023
Expected loss rate %	1%	6%	11%	84%	8%
Gross carrying amount (€m)	245.0	6.8	5.5	22.2	279.5
Expected credit loss allowance (€m)	2.5	0.4	0.6	18.7	22.2

No expected credit loss allowance is recognised for other receivables.

The decrease in receivables in the Statement of Cash Flows of €15.7m differs to the balance sheet movement of €46.6m by €30.9m

mainly as a result of the transfer of receivables directly associated with assets classified as held for sale (see note 6.4) and acquisitions

and disposals. The impact of assets acquired or disposed is presented in the Statement of Cash Flows within the €0.2m disposal of

subsidiary and business assets net of acquisition of business assets.

Renewi plc Annual Report and Accounts 2024 201

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Financial statements

Other information

SECTION 4. Operating assets and liabilities continued

4.9 Trade and other payables and other non-current liabilities

Accounting policy

Trade and other payables are not interest bearing and are measured initially at fair value and subsequently held at amortised cost.

Where a government grant has been received in relation to an item of capital expenditure it is generally deducted from the carrying

amount of the asset purchased once all relevant conditions, such as completion of the project and an independent audit of costs, have

been met. In circumstances where the grant has been received and all conditions of receipt have not been met the government grant

is recognised as a liability at the value of the cash received. On satisfaction of all conditions it is subsequently transferred to plant

and equipment.

Trade and other payables and other non-current liabilities are analysed as follows:

	2024	2023
	€m	€m
Non-current liabilities
Accruals and other payables	11.0	17.6
Other tax and social security payables	–	10.8
Deferred revenue	–	5.2
Government grants	–	1.1
	11.0	34.7
Current liabilities
Trade payables	145.5	121.2
Accruals and other payables	224.0	284.7
Other tax and social security payables	51.4	62.6
Deferred revenue	48.0	49.7
Deferred consideration	0.2	–
Government grants	4.8	3.6
	473.9	521.8

The carrying amounts of trade and other payables and other non-current liabilities are denominated in the following currencies:

	2024	2023
	€m	€m
Euro	482.0	496.6
Sterling	2.9	59.9
	484.9	556.5

The €11.0m (2023: €17.6m) non-current accruals and other payables relates to off-take of certain soil related products which are

expected to take up to 18 months to clear.

At 31 March 2024, the balance of interest accrued relating to total borrowings was €6.1m (2023: €5.9m) and was included within the

accruals and other payables balance. This balance was after finance charges of €41.8m (2023: €29.1m) (including the finance charges

impact of the interest rate swaps) net of a cash outflow of €41.9m (2023: €31.3m) (excluding €2.8m (2023: €0.4m) of loan fees) and

(€0.2)m (2023: €0.2m) relating to exchange rate changes.

Deferred revenue primarily relates to waste received or collected which has not yet been processed in accordance with the

performance obligations of the contracts with customers. At each month end the amount of unprocessed waste is determined and

there is an adjustment to revenue with a corresponding credit to deferred revenue. Additionally, in the UK Municipal business line

within Specialities deferred revenue relates to the service element of the PPP contracts known as life cycle as explained in note 3.1.

Of the deferred revenue recognised at 31 March 2023 of €54.9m (2022: €53.2m), €53.9m (2023: €47.3m) has been recognised in

revenue during the year ended 31 March 2024 and €nil (2023: €4.9m) was sold as part of a disposal of business assets during the year.

The decrease in payables in the Statement of Cash Flows of €9.7m differs to the balance sheet movement of €71.6m by €61.9m as

a result of the transfer of liabilities directly associated with assets classified as held for sale (see note 6.4), capital creditors, foreign

exchange, interest accruals and acquisitions and disposals.

Notes to the financial statements continued

202 Renewi plc Annual Report and Accounts 2024

SECTION 4. Operating assets and liabilities continued

4.10 Provisions

Accounting policy

The Group’s policies on provisions for specific areas are:

• Site restoration and aftercare provisions are recognised at the net present value (NPV) of the estimated future expenditure required

to settle the Group’s restoration and aftercare obligations at its landfill and mineral extraction sites. Provision is made for the Group’s

unavoidable costs in relation to restoration liabilities. Provision is made for the NPV of post closure costs (aftercare) as the aftercare

liability arises. A landfill site asset within property, plant and equipment is created on acquisition or as a result of a significant extension

to the site and the asset is then depreciated over the operational period of the site. Costs are charged to the Income Statement based

on the quantity of waste deposited in the year, in order to build up the required provision during the operating period of the landfill site.

• Aftercare provisions relate to landfill sites in the Netherlands, Belgium and the UK. The aftercare obligations in relation to the

Netherlands landfill sites are transferred to the Province in line with the legal framework which requires the Group to prepare aftercare

plans which must be approved by the Province. The Group is required to provide the funds to the Province which are then administered

and controlled by the Province per landfill location. The Group recognises an aftercare provision to the extent that additional

contributions are required. For the landfill sites in Belgium and the UK the aftercare obligation remains with the Group.

• Onerous contract provisions are recognised at the NPV of the future cash flows when the unavoidable costs of meeting the obligation

under the contract exceed the economic benefits expected to be received.

• Legal and warranty provisions are recognised when the Group has a present legal or constructive obligation as a result of past events, it

is probable that an outflow of resources will be required to settle the obligation and the amount can be reliably measured. The value of

the provision is management’s best estimate of the expenditure required to settle the present obligation based on the most likely

outcome.

• Provisions for restructuring costs are recognised when a detailed formal plan exists and those affected by that plan have a valid

expectation that the restructuring will be carried out.

• Long-service employee awards included within Other provisions are recognised as long-term employee benefits in relation to

employees in the Netherlands and Belgium in accordance with IAS 19 Employee Benefits. The valuation method is similar to defined

benefit pension schemes although the cost is recognised immediately in the Income Statement. These plans are unfunded.

• The split of timings of outflows is not certain and has been estimated based on management’s latest expectation.

Judgements and estimates

The discount rates are reviewed at each year end with consideration given to relevant market rates. Determining appropriate discount

rates to apply to provisions is complex and a source of significant estimation uncertainty. The key input is risk free rates and movement

in these rates had been relatively low in previous years.

The landfill provisions are principally located in the Netherlands and Belgium. The discount rate is calculated with reference to German

Government bond yields as an appropriate Eurozone country primarily due to their higher degree of liquidity compared to Dutch and

Belgian Government bonds. The onerous contract provisions are principally in the UK and the discount rate is calculated with reference to

UK Government bond yields. In determining the discount rate, consideration is also given to the timing of future cash flows. The cash flows

used to determine the outstanding provision are risk adjusted and include annual inflation so there is no risk adjustment included within

the nominal discount rate. In all cases, the final determination of rates used has taken into consideration average bond yields over the last

10 and 20 years and the market bond yields at 31 March 2024. The rates used are not materially different to the market data bond yields at

31 March 2024, differing by between 0.01% and 0.03%.

The table below sets out the range of nominal discount rates used for the significant provisions:

Type of provision

	2024	2023
	%	%
Landfill provisions in the Netherlands and Belgium	2.25 to 2.45	2.20 to 2.30
Landfill provisions in the UK	4.05 to 4.15	3.40
Onerous contract provisions in the UK	3.80 to 4.25	3.25 to 3.75

Renewi plc Annual Report and Accounts 2024 203

Strategic report Governance report

Financial statements

Other information

SECTION 4. Operating assets and liabilities continued

4.10 Provisions continued

Provisions are analysed as follows:

	Site
	restoration	Onerous	Legal and
	and aftercare	contracts	warranty	Restructuring	Other	Total
	€m	€m	€m	€m	€m	€m
At 1 April 2022	156.9	138.9	23.1	4.0	25.3	348.2
Acquisition through business combinations	–	–	–	–	1.3	1.3
Provided in the year	4.9	0.2	0.4	2.6	5.0	13.1
Released in the year	–	–	(15.1)	(1.5)	(3.3)	(19.9)
Disposed of in the year	–	–	–	–	(1.8)	(1.8)
Finance charges – unwinding of discount (note 5.4)	4.1	4.0	–	–	0.2	8.3
Utilised in the year	(5.5)	(17.3)	(0.9)	(2.1)	(1.5)	(27.3)
Exceptional impact of change in discount rates and reassessment of UK Municipal contracts (note 3.3)	4.3	21.3	–	–	(0.2)	25.4
Exchange rate changes	(0.2)	(5.2)	–	–	–	(5.4)
At 1 April 2023	164.5	141.9	7.5	3.0	25.0	341.9
Acquisition through business combinations	–	–	–	–	0.3	0.3
Provided in the year	4.0	1.0	0.2	7.8	4.2	17.2
Released in the year	(2.3)	(0.9)	(2.4)	(0.9)	(2.1)	(8.6)
Finance charges – unwinding of discount (note 5.4)*	4.2	5.4	–	–	0.1	9.7
Utilised in the year	(7.0)	(16.9)	(0.6)	(4.6)	(2.0)	(31.1)
Exceptional impact of change in discount rates (note
3.3)	(1.6)	(3.1)	–	–	–	(4.7)
Transferred to disposal group classified as held for sale
(note 6.4)	–	(129.5)	–	(0.1)	–	(129.6)
Exchange rate changes	0.1	3.7	0.1	–	–	3.9
At 31 March 2024	161.9	1.6	4.8	5.2	25.5	199.0
Within one year	10.3	0.9	1.1	5.2	4.0	21.5
Between one and five years	51.6	0.5	0.7	–	6.9	59.7
Between five and ten years	48.0	0.2	0.4	–	4.2	52.8
Over ten years	52.0	–	2.6	–	10.4	65.0
At 31 March 2024	161.9	1.6	4.8	5.2	25.5	199.0
Within one year	11.3	18.9	4.0	3.0	6.5	43.7
Between one and five years	40.6	62.3	0.4	–	6.0	109.3
Between five and ten years	61.9	32.8	0.5	–	3.3	98.5
Over ten years	50.7	27.9	2.6	–	9.2	90.4
At 31 March 2023	164.5	141.9	7.5	3.0	25.0	341.9

* The finance charges for the unwinding of discount in the year is split between continuing operations €4.1m (2023: €4.2m), as per note 5.4, and discontinued operations

€5.6m (2023: €4.1m).

Notes to the financial statements continued

204 Renewi plc Annual Report and Accounts 2024

SECTION 4. Operating assets and liabilities continued

4.10 Provisions continued

Site restoration and aftercare

The Group’s unavoidable costs have been reassessed at the year end and the NPV fully provided for. The site restoration provisions at

31 March 2024 relate to the cost of final capping and covering of the landfill and mineral extraction sites. These site restoration costs

are expected to be paid over a period of up to 27 years (2023: 28 years) from the balance sheet date. Aftercare provisions cover post-

closure costs of landfill sites which include such items as monitoring, gas and leachate management and licensing. For aftercare

provisions relating to Dutch landfill sites where the province administers and controls the aftercare fund, payments are made to the

province at predetermined dates over a period of up to 10 years. Where the Group is responsible for the aftercare the dates of payments

of these aftercare costs are uncertain but are anticipated to be over a period of at least 30 years from closure of the relevant landfill site.

All site restoration and aftercare costs have been estimated by management based on current best practice and technology available

and may be impacted by a number of factors, including changes in legislation and technology.

Onerous contracts

Onerous contract provisions arise when the unavoidable costs of meeting contractual obligations exceed the cash flows expected.

They are provided for at the lower of the NPV of either exiting the contracts or fulfilling our obligations under the contracts. The provisions

have been calculated on the best estimate of likely future cash flows over the contract term based on the latest projections, including

assumptions on inflationary increases, tonnage inputs, off-take availability and recyclates pricing. The provisions are to be utilised over

the period of the contracts to which they relate with the latest date being 2040. The majority of these contracts are now treated as part

of the disposal group classified as held for sale, see note 6.4.

Legal and warranty

Legal and warranty provisions relate to legal claims, warranties and indemnities. Under the terms of the agreements for the disposal

of certain businesses, the Group has given a number of warranties and indemnities to the purchasers which may give rise to payments.

The Group has a liability until the end of the contractual terms in the agreements. The Group considers each warranty provision based on

the nature of the business disposed of and the type of warranties provided with judgement used to determine the most likely obligation.

On 6 February 2020, the European Commission announced its decision to initiate a formal investigation in which it alleges that the

Walloon Region of Belgium provided state aid to the Group in relation to the Cetem landfill. An adverse judgement would have required

the Walloon Region to seek repayment from the Group and a provision of €15.1m was recognised. On 3 March 2023, the European

Commission concluded its formal investigation and determined that the Belgian Walloon Region did not provide State Aid to the Group.

As a result the provision was released during the year ended 31 March 2023.

Restructuring

The restructuring provision primarily relates to redundancy and related costs incurred as a result of restructuring initiatives. The provision

is expected to be spent in the following twelve months as affected employees leave the business.

Other

Other provisions includes dilapidations €10.0m (2023: €10.9m), long-service employee awards €6.2m (2023: €6.0m) and other

environmental liabilities €9.3m (2023: €8.1m). The dilapidations provisions are determined on a site-by-site basis using internal expertise

and experience and are calculated as the most likely cash outflow at the end of the contracted obligation. The provisions will be utilised

over the period up to 2072.

Sensitivities

Landfill provisions in the Netherlands and Belgium

A 0.5% change in the nominal discount rates would result in a €8m (2023: €9m) change in the provision.

In assessing the future cash flows, assumptions on inflation have been taken into account. The costs for the year from 1 April 2024 have

been inflated to reflect current market pricing depending on the nature of the cost, external inflation forecasts and taking into account

actual inflation experienced to date and any legal and contractual circumstances. For all subsequent periods a 2% inflation rate has

been assumed in line with the ECB’s monetary policy target. Further changes for costs of key items, such as capping materials and water

treatment may arise but they are difficult to estimate. For illustration, the impact of a further 5% increase in these key costs would lead

to an increase in provisions of €6m.

Renewi plc Annual Report and Accounts 2024 205

Strategic report Governance report

Financial statements

Other information

SECTION 5. Capital structure and financing

This section outlines how the Group manages its capital structure and related financing costs. It includes cash, borrowings,

derivatives and the equity of the Group. The instruments in place enable the Group to maintain the required capital structure

in order to finance the activities both now and in the future.

Total net debt reflects the Group’s cash and cash equivalents and borrowings, including IFRS 16 lease liabilities and PPP cash

and non-recourse debt. Net debt for covenant reporting includes cash and cash equivalents and finance leases previously

reported under IAS 17 but excludes additional lease liabilities reported under IFRS 16 and both cash and the non-recourse

debt relating to the UK PPP contracts.

5.1 Movement in total net debt

2024

				Other	Transferred to		At
	At		Acquired	non-cash	disposal group held	Exchange	31 March
	1 April 2023	Cash flows	(Note 6.1)	changes	for sale (Note 6.4)	movements	2024
	€m	€m	€m	€m	€m	€m	€m
RCF and overdrafts – floating interest rates	(101.2)	(52.4)	–	0.9	–	–	(152.7)
Bank loans and private placements – fixed interest rates	(104.6)	15.0	–	–	–	–	(89.6)
Retail bonds	(199.5)	–	–	(0.2)	–	–	(199.7)
Lease liabilities	(254.8)	55.3	–	(60.0)	6.8	(0.3)	(253.0)
Debt excluding PPP non-recourse debt	(660.1)	17.9	–	(59.3)	6.8	(0.3)	(695.0)
PPP non-recourse debt	(88.3)	5.3	–	–	85.4	(2.4)	–
Total gross debt	(748.4)	23.2	–	(59.3)	92.2	(2.7)	(695.0)
Cash and cash equivalents – core	43.7	35.8	0.7	–	(1.6)	0.4	79.0
Cash and cash equivalents – restricted relating to PPP contracts	19.0	3.3	–	–	(22.9)	0.6	–
Total net debt	(685.7)	62.3	0.7	(59.3)	67.7	(1.7)	(616.0)
Analysis of total net debt:
Net debt excluding PPP non-recourse net debt	(616.4)	53.7	0.7	(59.3)	5.2	0.1	(616.0)
PPP non-recourse net debt	(69.3)	8.6	–	–	62.5	(1.8)	–
Total net debt	(685.7)	62.3	0.7	(59.3)	67.7	(1.7)	(616.0)

2023

				Other	Transferred to		At
	At		Acquired	non-cash	disposal group held	Exchange	31 March
	1 April 2022	Cash flows	(Note 6.1)	changes	for sale	movements	2023
	€m	€m	€m	€m	€m	€m	€m
RCF and overdrafts – floating interest rates	(14.1)	(79.4)	(7.0)	(0.6)	–	(0.1)	(101.2)
Bank loans and private placements – fixed interest rates	(24.8)	(80.0)	–	0.2	–	–	(104.6)
Retail bonds	(299.2)	100.0	–	(0.3)	–	–	(199.5)
Lease liabilities	(219.8)	47.5	(30.7)	(52.0)	–	0.2	(254.8)
Debt excluding PPP non-recourse debt	(557.9)	(11.9)	(37.7)	(52.7)	–	0.1	(660.1)
PPP non-recourse debt	(100.2)	8.1	–	–	–	3.8	(88.3)
Total gross debt	(658.1)	(3.8)	(37.7)	(52.7)	–	3.9	(748.4)
Cash and cash equivalents – core	42.5	1.5	–	–	–	(0.3)	43.7
Cash and cash equivalents – restricted relating to PPP contracts	21.1	(1.1)	–	–	–	(1.0)	19.0
Total net debt	(594.5)	(3.4)	(37.7)	(52.7)	–	2.6	(685.7)
Analysis of total net debt:
Net debt excluding PPP non-recourse net debt	(515.4)	(10.4)	(37.7)	(52.7)	–	(0.2)	(616.4)
PPP non-recourse net debt	(79.1)	7.0	–	–	–	2.8	(69.3)
Total net debt	(594.5)	(3.4)	(37.7)	(52.7)	–	2.6	(685.7)

Notes to the financial statements continued

206 Renewi plc Annual Report and Accounts 2024

SECTION 5. Capital structure and financing continued

5.1 Movement in total net debt continued

	2024	2023
	€m	€m
Net increase in cash and cash equivalents	39.8	0.4
Net decrease (increase) in borrowings and lease liabilities	23.2	(3.8)
Cash flows in total net debt	63.0	(3.4)
Bank loans and lease liabilities acquired through a business combination	–	(37.7)
Lease liabilities entered into during the year	(60.0)	(57.4)
Lease liabilities cancelled during the year	–	5.4
Capitalisation of loan fees	2.8	0.3
Amortisation of loan fees	(2.1)	(1.0)
Transferred to disposal group classified as held for sale (note 6.4)	67.7	–
Exchange (loss) gain	(1.7)	2.6
Movement in total net debt	69.7	(91.2)
Total net debt at beginning of year	(685.7)	(594.5)
Total net debt at end of year	(616.0)	(685.7)

5.2 Cash and cash equivalents

Accounting policy

In the prior year cash and cash equivalents included core cash balances and restricted cash at bank balances relating to UK Municipal and

were held at amortised cost. In the current year these balances, totalling €24.5m, have been transferred to assets held for sale as part of

the UK Municipal disposal group, see note 6.4. The cash held in the PPP Special Purpose Vehicles (SPVs) is not freely available to the Group

as the funds are restricted in accordance with the contracts entered into between the SPVs and the banks and cash can only be released

to the Group when approved by the lenders. Also included in cash and cash equivalents is €4.3m (2023: €4.0m) held by non-subsidiaries

which is only available to the Group in consultation with all other partners.

Cash and cash equivalents are analysed as follows:

	2024	2023
	€m	€m
Cash at bank and in hand – core	79.0	43.7
Cash at bank – restricted relating to PPP contracts*	–	19.0
Total cash and cash equivalents	79.0	62.7

* The current year balance of €22.9m has been transferred to assets held for sale as part of the UK Municipal disposal group, so is no longer part of the above disclosure –

see note 6.4.

The carrying amounts of cash and cash equivalents are denominated in the following currencies:

	2024	2023
	€m	€m
Euro	50.1	22.2
Sterling	28.9	40.5
	79.0	62.7

Renewi plc Annual Report and Accounts 2024 207

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Financial statements

Other information

Notes to the financial statements continued

SECTION 5. Capital structure and financing continued

5.3 Borrowings

Accounting policy

Retail bonds and bank borrowings

Retails bonds and interest bearing loans are recorded at their initial fair value which normally reflects the proceeds received, net

of direct issue costs and subsequently at amortised cost. When the Group exchanges one debt instrument for another one with an

existing lender and with substantially different terms, such exchange is accounted for as an extinguishment of the original financial

liability and the recognition of a new financial liability. Similarly, the Group accounts for substantial modifications of the terms of an

existing liability or part of it as an extinguishment of the original financial liability and the recognition of a new liability. The terms are

considered to be substantially different if the discounted present value of the cash flows under the new terms calculated using the

original effective rate, is at least 10% different from the discounted present value of the remaining cash flows of the original financial

liability. Any gain or loss on extinguishment is recognised in the Income Statement.

Lease liabilities

The Group leases various real estate properties and items of plant, machinery and trucks for normal business operations across the

divisions. Lease terms are negotiated on an individual basis and contain a wide range of different terms and conditions.

The Group has applied the exemption not to recognise a right-of-use asset and a lease liability where the leased assets are of a low

value determined as being below €5,000 when new or when the lease duration is for 12 months of less. For these items the annual

expense of lease payments is disclosed in note 3.2.

Estimates and assumptions

• Extension and termination options are included in a number of real estate and plant and machinery leases across the Group. In

determining the lease term, management has considered all facts and circumstances that create an economic incentive to exercise

such options. Extension options are only included in the lease term if the lease is reasonably certain to be extended or not terminated.

• The Group estimates the incremental borrowing rate by taking into account the type of right-of-use asset, the lease term and the

country of operation .

Borrowings are analysed as follows:

	2024	2023
	€m	€m
Non-current borrowings
Retail bonds – fixed interest rates	124.7	199.5
Bank loans and private placements – fixed interest rates	89.6	89.6
Revolving credit facility – floating interest rates	152.6	101.1
Lease liabilities	207.5	208.3
PPP non-recourse debt	–	83.1
	574.4	681.6
Current borrowings
Retail bonds – fixed interest rates	75.0	–
Bank loans and private placements – fixed interest rates	–	15.0
Bank overdrafts – floating interest rates	0.1	0.1
Lease liabilities	45.5	46.5
PPP non-recourse debt	–	5.2
	120.6	66.8

European private placements, revolving credit facility, retail bond and bank loan borrowings include capitalised loan fees of €3.1m

(2023: €2.3m). PPP non-recourse debt was transferred during the year to a disposal group classified as held for sale (see note 6.4).

208 Renewi plc Annual Report and Accounts 2024

SECTION 5. Capital structure and financing continued

5.3 Borrowings continued

The carrying amounts of borrowings are denominated in the following currencies:

	2024	2023
	€m	€m
Euro	694.4	653.0
Sterling	0.6	95.4
	695.0	748.4

The table below details the maturity profile of non-current borrowings:

		2024			2023
	Debt excluding			Debt excluding
	PPP non-recourse	PPP non-recourse	Total	PPP non-recourse	PPP non-recourse	Total
	debt	debt*	debt	debt	debt	debt
	€m	€m	€m	€m	€m	€m
Between one and two years	46.7	–	46.7	215.1	5.7	220.8
Between two years and five years	351.6	–	351.6	211.6	18.8	230.4
Over five years	176.1	–	176.1	171.8	58.6	230.4
	574.4	–	574.4	598.5	83.1	681.6

* PPP non-recourse debt was transferred during the year to a disposal group classified as held for sale (see note 6.4).

Borrowings included within liabilities of disposal group classified as held for sale – at the current year end the PPP non-recourse debt

of €85.4m is included within the UK Municipal disposal group, along with lease liabilities totalling €6.8m. These borrowings continue to be

measured on the same basis as in the prior year, being amortised cost, and are all denominated in Sterling. The maturity profile of the

borrowings from the perspective of the Group is now within one year, however the underlying maturity profile is:

PPP non-recourse debt – 1-2 years €6.3m; 2-5 years €21.0m; and over 5 years €52.3m.

Lease liabilities – 1-2 years €1.7m; 2-5 years €1.9m; and over 5 years €1.2m.

Retail bonds

At 31 March 2024, the Group had two issues of green retail bonds. The green retail bonds of €75m (2023: €75m) maturing in July 2024 have

an annual gross coupon of 3.00% and the green retail bonds of €125m (2023: €125m) maturing in July 2027 have an annual gross coupon of

3.00%. The green retail bonds are unsecured and have cross guarantees from members of the Group. Further details are given in note 5.8.

Bank loans and facilities – fixed interest rates and floating interest rates

At 31 March 2024, the Group had a Euro denominated multicurrency green finance facility of €455m (2023: €470m), including a €400m

(2023: €400m) revolving credit facility (RCF) and €55m (2023: €70m) European private placements (EUPP).

In August 2023, the Group completed the renewal of its revolving credit facility of €400m for an initial five-year term with two one-year

extension options, together with a €150m accordion option to increase the facility subject to lender approval at that time. The extension

option does not give rise to an embedded derivative. At 31 March 2024 €155.0m (2023: €102.5m) of the RCF was drawn for borrowings in

Euros with floating interest rates. The remaining €245.0m (2023: €297.5m) was available for drawing of which €48.5m (2023: €48.5m) was

allocated for ancillary overdraft and guarantee facilities. The RCF qualifies as green financing as per the Green Finance Framework and is

aligned to the International Capital Market Association Green Bond Principles and the Loan Market Association Green Loan Principles.

There are three green KPIs which result in an interest rate margin adjustment dependent upon performance against pre-determined

targets that were agreed with the Lenders. The green KPIs are non-financial and specific to the performance of the Group in the following

areas: recycling rate, carbon footprint Scope 1 & 2 and lost time injury rate (LTIF). The impact of the margin adjustment is insignificant, and

therefore the IFRS 9 Financial instruments solely principal payments and interest criteria are met and it is appropriate to account for the

RCF on an amortised cost basis.

The EUPP has a maturity of December 2025 for €10m with a fixed interest rate of 2.916% and November 2029 for €45m at a fixed interest

rate of 4.676%.

Renewi plc Annual Report and Accounts 2024 209

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Other information

SECTION 5. Capital structure and financing continued

5.3 Borrowings continued

The Group has a bank loan of €10m loan repayable in one lump sum on 10 November 2027 at a fixed interest rate of 4.22% and a

finance contract with the European Investment Bank for a facility of €40m of which €25m is drawn at a fixed interest rate of 3.572%

repayable in seven equal annual instalments commencing on 15 December 2025.

All bank loans are unsecured and have cross guarantees from members of the Group. Further details are given in note 5.8.

Lease liabilities

The Group’s lease liabilities are payable as follows:

		2024			2023
	Minimum lease			Minimum lease
	payments	Interest	Principal	payments	Interest	Principal
	€m	€m	€m	€m	€m	€m
Within one year	54.4	(8.9)	45.5	54.5	(8.0)	46.5
Between one and five years	112.6	(25.6)	87.0	118.9	(23.4)	95.5
More than five years	209.1	(88.6)	120.5	198.2	(85.4)	112.8
	376.1	(123.1)	253.0	371.6	(116.8)	254.8

For most plant and machinery leases the Group has an option to purchase the leased assets at the end of the lease term. There are no

restrictions imposed by lessors to take out further debt or leases.

Liquidity risk

Liquidity risk is the risk that the Group does not have sufficient financial resources to meet its obligations as they fall due. The Group

primarily manages liquidity risk by monitoring forecast cash flows to ensure that revolving credit facility drawdowns are arranged as

necessary and an adequate level of headroom is maintained. As explained in note 4.8 the Group has an invoice finance facility and

access to reverse factoring (receiving cash in advance of credit terms) through a customer’s supplier finance arrangement. The Group

does not have any supplier finance arrangements with its suppliers. The way the Group manages liquidity risk has not changed from

the previous year. Furthermore, the Group utilises its cash resources to manage its short-term liquidity.

The Group has unutilised committed borrowing facilities expiring within one year of €nil (2023: €30.0m), between one and two years

of €nil (2023: €80.0m) and expiring more than two years of €226.5m (2023: €169.0m) in relation to the Euro denominated multicurrency

green finance and European Investment bank facilities. In addition, the Group has access to €12.5m (2023: €12.5m) of undrawn

uncommitted working capital facilities. The facilities expiring comprise the retail bond of €75m in July 2024 and the €10m EUPP loan

in December 2025.

The following table analyses the Group’s financial liabilities, including derivative financial instruments into relevant maturity groupings.

The maturities of the undiscounted cash flows, including interest and principal, at the balance sheet date are based on the earliest

date on which the Group is obliged to pay and as a result will not always reconcile with the amounts disclosed in the Balance Sheet.

Notes to the financial statements continued

210 Renewi plc Annual Report and Accounts 2024

SECTION 5. Capital structure and financing continued

5.3 Borrowings continued

				Total
	Within	Between one	Over	contractual
	one year	and five years	five years	cash flows
	€m	€m	€m	€m
At 31 March 2024
Retail bonds	81.0	136.3	–	217.3
Bank loans – Revolving credit facility, private placements and other bank loans	10.0	221.8	59.1	290.9
Lease liabilities	54.4	112.6	209.1	376.1
Trade and other payables	364.6	11.0	–	375.6
Financial liabilities and derivative financial liabilities	510.0	481.7	268.2	1,259.9
Fuel derivatives	(1.3)	(0.1)	–	(1.4)
Financial liabilities and total derivatives	508.7	481.6	268.2	1,258.5
At 31 March 2023
Retail bonds	6.0	217.3	–	223.3
Bank loans – Revolving credit facility, private placements and other bank loans	23.6	197.0	63.9	284.5
Bank loans – PPP non-recourse debt	11.7	44.0	72.3	128.0
Lease liabilities	54.5	118.9	198.2	371.6
PPP Interest rate swaps	0.1	1.6	1.1	2.8
Fuel derivatives	1.9	0.2	–	2.1
Trade and other payables	417.1	–	–	417.1
Financial liabilities and derivative financial liabilities	514.9	579.0	335.5	1,429.4
PPP Interest rate swaps	(0.7)	(0.7)	0.1	(1.3)
Fuel derivatives	(0.4)	–	–	(0.4)
Financial liabilities and total derivatives	513.8	578.3	335.6	1,427.7

Renewi plc Annual Report and Accounts 2024 211

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Other information

SECTION 5. Capital structure and financing continued

5.4 Net finance charges

Accounting policy

Finance charges, including direct issue costs, are accounted for on an accruals basis in the Income Statement using the effective

interest rate method. Also included is the charge for discount unwind of long-term provisions with further details provided in note 4.10.

In certain circumstances, finance charges may be classified as non-trading or exceptional due to their size or incidence to enable

a better understanding of the underlying net finance costs. These non-trading or exceptional income or charges include:

• The change in fair value where a derivative financial instrument does not qualify for hedge accounting.

• Ineffectiveness incurred by a derivative financial instrument that does qualify for hedge accounting.

• The gain or loss where a derivative financial instrument is terminated.

Net finance charges from continuing operations are analysed as follows:

		Restated*
	2024	2023
	€m	€m
Finance charges
Interest on borrowings	20.1	14.0
Lease liabilities interest	9.2	7.6
Unwinding of discount on provisions (note 4.10)	4.1	4.2
Interest charge on retirement benefit schemes (note 7.2)	0.3	–
Other finance costs	5.8	1.9
Total finance charges	39.5	27.7
Finance income
Interest income on retirement benefit schemes (note 7.2)	–	(0.2)
Other finance income	(1.5)	(0.7)
Total finance income	(1.5)	(0.9)
Net finance charges	38.0	26.8

* The comparatives have been restated to classify the UK Municipal segment as a discontinued operation.

Notes to the financial statements continued

212 Renewi plc Annual Report and Accounts 2024

SECTION 5. Capital structure and financing continued

5.5 Derivative financial instruments and hedging activities

Accounting policy

All derivatives are initially recognised at fair value and subsequently measured at fair value at each reporting date. The fair value of a

derivative financial instrument is classified as a non-current asset or liability when the remaining maturity of the hedged item is more

than one year and as a current asset or liability when the remaining maturity is less than one year.

In accordance with its treasury policy, the Group only holds derivative financial instruments to manage the Group’s exposure to financial

risk. The Group does not hold derivative financial instruments for trading or speculative purposes.

The exposure to financial risk includes interest risk and foreign exchange risk on the Group’s variable rate borrowings and commodity risk

in relation to diesel consumption. The Group manages these risks through a range of derivative financial instruments, including interest

rate swaps and fuel derivatives.

Hedge ineffectiveness

Sources of hedge ineffectiveness in the Group may arise when there is a change in circumstances that affect the terms of the hedged

item such that the critical terms no longer match exactly the critical terms of the hedging instrument. For example if there is a change in

the credit risk of both counterparties, if there is a change in the underlying debt profile of a variable rate loan in relation to interest rate

swaps or a reduced requirement for diesel volumes in relation to the fuel derivatives. Any ineffectiveness is recognised in the Income

Statement as a non-trading finance income or finance charge.

Derivative financial instruments are analysed as follows:

	2024		2023
	Assets	Liabilities	Assets	Liabilities
	€m	€m	€m	€m
Fuel derivatives – cash flow hedges	1.4	–	0.4	2.1
Interest rate swaps relating to PPP contracts – cash flow hedges*	–	–	1.2	2.4
Total	1.4	–	1.6	4.5
Current	1.3	–	0.4	1.9
Non-current	0.1	–	1.2	2.6
Total	1.4	–	1.6	4.5

* As at 31 March 2024, the assets and liabilities arising from interest rate swaps relating to PPP contracts have been transferred to the assets classified as held for sale and

liabilities of disposal group classified as held for sale, as they relate to the UK Municipal business.

Fuel derivatives

The notional value of wholesale fuel covered by fuel derivatives at 31 March 2024 amounted to €15.6m (2023: €17.7m). The Group has

annual usage across the Netherlands and Belgium of approximately 37m litres of diesel per annum of which approximately 23m litres have

been fixed at an average of €0.56 per litre for the year to 31 March 2025 (notional value €13.1m) and a further 5m litres has been fixed at an

average of €0.55 per litre for the year to 31 March 2026 (notional value €2.5m).

Renewi plc Annual Report and Accounts 2024 213

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Financial statements

Other information

SECTION 5. Capital structure and financing continued

5.5 Derivative financial instruments and hedging activities continued

The following table shows the impact of the Group’s cash flow hedges in Other Comprehensive Income:

	2024	2023
	€m	€m
At 1 April	(3.6)	(7.3)
Effective element of changes in fair value arising from:
Fuel derivatives	3.1	(8.6)
Interest rate swaps relating to PPP contracts (discontinued operations)	1.1	12.3
Transfer of cumulative movement to disposal group	0.8	–
At 31 March	1.4	(3.6)

Net investment hedge

Renewi plc, a Sterling functional currency company, has Euro borrowings of €200m (2023: €200.0m) with a fair value of €195.4m

(2023: €196.5m) which have been designated as a net investment hedge of the Group’s investments denominated in Euros. The hedge

was 100% effective for the year ended 31 March 2024 (2023: 100%), and as a result the related exchange loss of €5.4m (2023: €9.5m

gain) has been recognised in the exchange reserve in the consolidated financial statements.

The following tables show the impact of the Group’s cash flow hedges and net investment hedge on the Balance Sheet, Other

Comprehensive Income and Income Statement:

			Hedging instrument			Hedged item
		Change in the	Cumulative cash	Hedge		Change in the
		fair value	flow hedge	ineffectiveness		fair value
		used to	movement in	included in the	Cumulative	used to
	Nominal	determine	Other	Income	movement in	determine
	amount at	hedge	Comprehensive	Statement in	exchange	hedge	Weighted
	31 March 2024	effectiveness	Income	the year	reserve	effectiveness	average	Hedge
March 2024	€m	€m	€m	€m	€m	€m	hedged rate	ratio
Fuel derivatives/							€0.56
purchase of diesel	15.6	3.1	1.4	–	–	(3.1)	per litre	1:1
Net investment hedge:
Euro borrowings/investment
in Euro denominated
subsidiaries	200.0	(5.8)	–	–	(19.3)	5.8	–	1:1
Included in disposal group:
Interest rate swaps/
variable rate borrowings
relating to PPP contracts	88.9	1.1	(0.9)	(0.2)	–	0.9	4.07%	1:1

			Hedging instrument			Hedged item
		Change in the	Cumulative cash	Hedge
		fair value	flow hedge	ineffectiveness		Change in the
		used to	movement in	included in the	Cumulative	fair value used
	Nominal	determine	Other	Income	movement in	to determine
	amount at	hedge	Comprehensive	Statement in	exchange	hedge	Weighted
	31 March 2023	effectiveness	Income	the year	reserve	effectiveness	average	Hedge
March 2023	€m	€m	€m	€m	€m	€m	hedged rate	ratio
Fuel derivatives/							€0.62
purchase of diesel	17.7	(8.6)	(1.7)	–	–	8.6	per litre	1:1
Interest rate swaps/
variable rate borrowings
relating to PPP contracts	91.6	13.5	(1.9)	(0.9)	–	(12.6)	4.07%	1:1
Net investment hedge:
Euro borrowings/investment in Euro denominated subsidiaries	200.0	8.0	–	–	(24.7)	(8.0)	–	1:1

Notes to the financial statements continued

214 Renewi plc Annual Report and Accounts 2024

SECTION 5. Capital structure and financing continued

5.6 Financial instruments and related disclosures

Accounting policy

The Group classifies and measures its financial assets at amortised cost or at fair value (either through Other Comprehensive Income or

through profit or loss). The classification depends on the entity’s business model for managing the financial assets and the contractual

term of the cash flows.

Assets that are held for collection of contractual cash flows, where those cash flows represent solely payments of principal and interest,

are measured at amortised cost.

Derivatives are initially recognised at fair value and subsequently measured at fair value at the end of each reporting period. The

accounting for subsequent changes in fair value depends on whether the derivative is designated as a hedging instrument and, if so,

the nature of the item being hedged. Derivatives which are not hedging instruments are measured at fair value through profit or loss upon

initial recognition

Investment funds are classified and measured at fair value through profit or loss with changes in the fair value recognised in the Income

Statement. Unlisted investments not held for trading are held at fair value and the Group has elected to present subsequent changes in fair

value in Other Comprehensive Income. Dividends on these investments are recognised in the Income Statement when the Group’s right to

receive the dividends is established, it is probable that they will be paid and the amount can be reliably measured.

Financial liabilities are classified and measured at fair value through profit or loss or at amortised cost .

Fair value hierarchy

The Group uses the following hierarchy of valuation techniques to determine the fair value of financial instruments:

• Level 1: quoted (unadjusted) prices in active markets for identical assets or liabilities.

• Level 2: other techniques for which all inputs which have a significant effect on the recorded fair value are observable, either directly

or indirectly.

• Level 3: techniques which use inputs which have a significant effect on the recorded fair value that are not based on observable

market data.

During the year ended 31 March 2024, there were no transfers between level 1 and level 2 fair value measurements, but there has been

a transfer from level 2 to level 3.

The other unlisted non-current investments, comprising unconsolidated companies, were included in level 2 for the year ended 31 March

2023, as the fair value approximated to observable book values, being the original purchase price. In the current year there has been a

movement in the valuation of these investments, such that they are now carried at a fair value that is not based on observable market

data. The fair value of these investments has been calculated through discounting future cash flows, being the best estimate of future

dividend income streams discounted using the applicable cost of equity.

The significant unobservable inputs used in the level 3 fair value measurements were the risk adjusted discount rate and the expected

cash inflows from dividends. The risk adjusted discount rate of 12.19% (2023: 16.34%) has been used in the fair value measurement.

Increasing either the discount rate or cash inflows by +/- 5% leads to changes in fair values that are less than €1.0m, and it is concluded

that no reasonably possible change to either of these assumptions would result in a material change to the fair value of the investment.

Valuation techniques used to derive level 2 fair values

• In the prior year, other unlisted non-current investments comprise unconsolidated companies where the fair value approximates the

book value.

• Valuations for investment funds are provided by the fund manager.

• Derivative financial instruments are determined by discounting the future cash flows using the applicable period-end yield curve.

• The fair values of the fixed interest rate bank loans and private placements are determined by discounting the future cash flows using

the applicable period-end yield curve.

• The fair value of retail bonds is based on indicative market pricing .

Renewi plc Annual Report and Accounts 2024 215

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Financial statements

Other information

SECTION 5. Capital structure and financing continued

5.6 Financial instruments and related disclosures continued

Valuation techniques used to derive level 3 fair values

• In the current year, the unlisted non-current investments, comprising unconsolidated companies, have been fair valued by

discounting the expected future cash flows from dividend income streams using a pre-tax expected market rate of return.

The table below presents the Group’s assets and liabilities measured at fair values:

	Level 2		Level 3		Total
	2024	2023	2024	2023	2024	2023
	€m	€m	€m	€m	€m	€m
Assets
Unlisted non-current investments (note 4.4)	–	4.6	6.4	–	6.4	4.6
Investment funds (note 4.4)	11.3	10.9	–	–	11.3	10.9
Derivative financial instruments (note 5.5)	1.4	1.6	–	–	1.4	1.6
	12.7	17.1	6.4	–	19.1	17.1
Liabilities
Derivative financial instruments (note 5.5)	–	4.5	–	–	–	4.5
Bank loans and private placements – fixed interest
rates (note 5.3)	95.0	110.6	–	–	95.0	110.6
Retail bonds (note 5.3)	195.4	196.5	–	–	195.4	196.5
	290.4	311.6	–	–	290.4	311.6

Carrying value of financial assets and financial liabilities

Financial assets Note

		2024	2023
		€m	€m
Financial assets at amortised cost
Loans to associates and joint ventures	4.4	1.0	1.0
Trade and other receivables at amortised cost *	4.8	223.3	261.9
Cash and cash equivalents	5.2	79.0	62.7
Financial assets relating to PPP contracts	4.5	–	131.0
Derivatives used for hedging
Fuel derivatives	5.5	1.4	0.4
Interest rate swaps relating to PPP contracts	5.5	–	1.2
Financial assets at fair value through profit or loss (mandatorily)
Investment funds	4.4	11.3	10.9
Other receivables relating to invoice finance facilities	4.8	6.6	10.8
Financial assets at fair value through other comprehensive income
Unlisted non-current investments	4.4	6.4	4.6
		329.0	484.5

* Trade and other receivables at amortised cost comprise trade receivables and accrued income net of allowance of €217.4m (2023: €257.3m) and other receivables held

at amortised cost of €5.9m (2023: €4.6m).

The Group considers that the fair value of financial assets is not materially different to their carrying value.

Notes to the financial statements continued

216 Renewi plc Annual Report and Accounts 2024

SECTION 5. Capital structure and financing continued

5.6 Financial instruments and related disclosures continued

Financial liabilities Note

		2024	2023
		€m	€m
Financial liabilities at amortised cost
Bank loans, revolving credit facility, private placements and overdrafts	5.3	242.3	205.8
Retail bonds	5.3	199.7	199.5
Lease liabilities	5.3	253.0	254.8
Trade and other payables excluding non-financial liabilities *	4.9	380.7	423.5
PPP non-recourse debt	5.3	–	88.3
Derivatives used for hedging
Fuel derivatives	5.5	–	2.1
Interest rate swaps relating to PPP contracts	5.5	–	2.4
		1,075.7	1,176.4

* Trade and other payables excluding non-financial liabilities comprises trade payables, other payables and accruals of €380.7m (2023: €423.5m).

With the exception of retail bonds, private placements and fixed rate bank loans, the Group considers that the fair value of other bank

borrowings, trade and other payables and lease liabilities are not materially different to their carrying value.

5.7 Financial risk management objectives and policies

The Group is exposed to market risk (interest rate risk and commodity price risk), foreign exchange risk, liquidity risk and

counterparty credit risk. The Group’s Treasury Committee is charged with managing and controlling risk relating to the

financing and liquidity of the Group under policies approved by the Board of Directors. The Group does not enter into

speculative transactions.

Interest rate risk

Changes in interest rates could have an impact on the interest cover covenant of the Group’s core facilities and on the interest charge

in the Income Statement. In order to monitor and manage the risk, borrowings and the expected interest cost for the year are regularly

forecast and sensitised for potential changes.

The Group has continued to limit its exposure to interest rate risk by using fixed rate retail bonds, European private placements, fixed rate

lease liabilities and fixed rate bank borrowings. The proportion of the Group’s total borrowings excluding PPP non-recourse floating rate

borrowings that were fixed at 31 March 2024 was €542.3m (2023: €559.8m) or 78% (2023: 85%). Additionally, the PPP non-recourse floating

rate borrowings are hedged using interest rate swaps which hedge the interest cash flows.

Interest rate swaps are accounted for under IFRS 9 with changes in the fair value recognised in Other Comprehensive Income, as they are

effective hedges. Any ineffectiveness is recognised in the Income Statement as a non-trading income or charge.

Interest rate sensitivity for bank borrowings

Interest on the floating rate revolving credit facilities will vary as interest rates increase or decrease. If rates had moved by 1% the impact

on profit before tax would have been a loss or gain of €1.4m (2023: €1.1m) based on the average bank borrowings during the year.

Renewi plc Annual Report and Accounts 2024 217

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Financial statements

Other information

SECTION 5. Capital structure and financing continued

5.7 Financial risk management objectives and policies continued

Foreign exchange risk

The Group operates in the UK and is exposed to translation risk on the value of assets denominated in Sterling into Euros. Renewi plc,

a Sterling functional currency company, has Euro borrowings which are designated as a net investment hedge of the Group’s

investments denominated in Euros. The Group has limited transactional risk as the Group’s subsidiaries conduct the majority of their

business in their respective functional currencies. Some risk arises in Euros on the export of processed waste from the UK to Europe.

Foreign exchange sensitivity

The impact of a change of Sterling foreign exchange rates of 10% on the Group’s profit before tax would be €2.3m (2023: €3.2m) and the

impact on underlying profit before tax would have been €1.2m (2023: €1.4m).

Commodity price risk and sensitivity

The Group is exposed to diesel price changes which are managed using forward contracts. The Group manages other exposures

to prices of paper, plastics, metals, residual fuels and other recyclates associated with off-take through commercial contracting.

The impact of a change in unhedged wholesale fuel prices (excluding duty) of 50% on the Group’s profit before tax would have

been €4.1m (2023: €3.2m).

Credit risk

Credit risk is the risk of financial loss where counterparties are not able to meet their obligations. The Group’s principal financial assets

are cash and cash equivalents, trade and other receivables and financial assets relating to PPP contracts. The Group’s objective is to

reduce its exposure to counterparty default by restricting the type of counterparty it deals with and by employing an appropriate policy

in relation to the collection of trade receivables.

The Group recognises lifetime expected credit losses at the point of initial recognition for trade receivables and accrued income as set

out in note 4.8. For other financial assets, a loss allowance is recognised for expected credit losses taking into account changes in the

level of credit risk. Where credit risk is considered to be low, the loss allowance is limited to expected losses arising from default events

that are possible within 12 months from the balance sheet date. At 31 March 2024, taking into account the impact of macroeconomic

factors, there has not been a significant increase in credit risk in relation to receivables where the IFRS 9 general approach is followed

to determine expected credit loss.

At 31 March 2024, the amount of credit risk on cash and cash equivalents totalled €103.5m (2023: €62.7m), comprising €79.0m within

the continuing operations of the Group and €24.5m held within assets held for sale as part of the UK Municipal disposal group. The

banks and financial institutions used by the Group for core cash and cash equivalents are restricted to those with the appropriate

geographical presence and suitable credit rating. The Group has an objective to minimise cash and where possible repay the Group

borrowings to manage counterparty credit risk amongst other objectives. The restricted cash relating to PPP contracts is managed

in accordance with the guidelines specific to each of the PPP contracts. Expected credit losses over cash and cash equivalents are

considered to be immaterial with no losses experienced.

Trade and other receivables mainly comprise amounts due from customers for services performed. Each division monitors the level of

trade receivables on a monthly basis, continually assessing the risk of default by any counterparty taking into account that the Group

uses credit insurance to minimise the credit risk of trade receivables. A detailed review continues to be undertaken at a customer level

in some cases, in order to assess the likely potential of default considering the nature of the customers business. At 31 March 2024, the

amount of credit risk on trade and other receivables amounted to €245.5m (2023: €261.9m), comprising €223.3m within the continuing

operations of the Group and €22.2m held within assets held for sale as part of the UK Municipal disposal group. The Group does not

hold any collateral as security.

The financial assets relating to PPP contracts are recoverable from the future revenues relating to these contracts. Management

consider these to be very low risk as the counterparties for the future revenues are local authorities or councils in the UK. This is

reviewed on a regular basis and there has been no change in the capacity of the counterparties to meet the contractual cash flow

obligations. At 31 March 2024, the amount of credit risk on financial assets amounted to €127.6m (2023: €131.0m), which has been

transferred to assets held for sale as part of the UK Municipal disposal group.

For derivative financial assets the maximum exposure to credit risk at the reporting date is the net fair value of the derivative assets

which are included in the consolidated statement of financial position.

No other loans to associates or joint ventures are credit impaired.

Notes to the financial statements continued

218 Renewi plc Annual Report and Accounts 2024

SECTION 5. Capital structure and financing continued

5.8 Capital management

The Group’s objectives when managing capital are to safeguard its ability to continue as a going concern in order to provide optimal

returns for shareholders, maintain an efficient capital structure to reduce the cost of capital and provide appropriate levels of liquidity

headroom. In order to meet these objectives, the Group may issue or repay debt, issue new shares or adjust the amount of dividend

paid to shareholders.

No dividends were paid for the year ended 31 March 2023 and no interim dividend has been made for the year ended 31 March 2024.

The Board intend to reinstate dividend payments with a final dividend for the financial year ended 31 March 2024, and a progressive

policy targeting sustainable growth whilst maintaining underlying earnings cover of 3.0-4.0 times thereafter.

The following table shows the capital of the Group:

Note

		2024	2023
		€m	€m
Total borrowings	5.3	695.0	748.4
Less: PPP non-recourse borrowings*	5.3	–	(88.3)
Less: Lease liabilities as a result of the adoption of IFRS 16		(247.9)	(245.8)
Less: core cash and cash equivalents (excluding restricted cash at bank relating to PPP contracts)	5.2	(79.0)	(43.7)
Net debt aligned with covenant definition		368.1	370.6
Total equity		325.7	347.3
Total capital		693.8	717.9

* The current year balance of €85.4m has been transferred to assets held for sale as part of the UK Municipal disposal group, so is no longer part of the above disclosure –

see note 6.4.

The Group monitors its financial capacity by reference to key financial ratios which provide a framework within which the Group’s capital

base is managed. The Group’s Euro denominated multicurrency green finance facility agreements have covenants, including adjusted

net debt to comparable adjusted EBITDA and interest cover in accordance with a frozen GAAP concept. The Group has complied with

its banking covenants during the year.

5.9 Equity

Accounting policy

Share capital and share premium

Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new ordinary shares or share options are

shown in equity as a deduction, net of tax, from the proceeds. The share premium account represents any excess of the net proceeds over

the nominal value of any shares issued.

			Share
		Share capital ordinary shares	premium
	Number	€m	€m
Share capital allotted, called up and fully paid
At 1 April 2022 (ordinary shares of £1 each)	80,059,937	99.5	473.8
Issued under share option schemes (ordinary shares of £1 each)	190,358	0.3	0.3
At 31 March 2023 (ordinary shares of £1 each)	80,250,295	99.8	474.1
Issued under share option schemes (ordinary shares of £1 each)	301,075	0.3	0.4
At 31 March 2024 (ordinary shares of £1 each)	80,551,370	100.1	474.5

During the year, 301,075 (2023: 190,358) ordinary shares were allotted. These new shares resulted from the exercise of share options under

the Savings Related Share Option Schemes for an aggregated consideration of €0.7m (2023: €0.6m). Further disclosures relating to

share-based options are set out in note 7.3.

Renewi plc Annual Report and Accounts 2024 219

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Financial statements

Other information

SECTION 5. Capital structure and financing continued

5.9 Equity continued

E xchange reserve

The exchange reserve comprises all foreign exchange differences arising from the translation of the financial statements of non-Euro

denominated operations since 1 April 2005, the date the Group converted to IFRS, excluding those disposed of, as well as from the

translation of liabilities that hedge the Group’s net investment in foreign operations.

Retained earnings

The Group includes within retained earnings the cumulative balance relating to the effective portion of hedging instruments carried

at fair value in a qualifying cash flow hedge and further details are provided in note 5.5.

The Group also includes the cumulative impact of the Renewi Employee Share Trust within retained earnings. The Trust owns 600,326

£1 shares (0.7%) (2023: 853,223 £1 shares (1.1%)) of the issued share capital of the Company in trust for the benefit of employees of the

Group. The Trust waives its dividend entitlement. During the year 544,967 (2023: 400,597) £1 shares were transferred to individuals

under the LTIP and DAB schemes for proceeds of €0.7m (2023: €0.6m). During the year 292,070 £1 shares (2023: 700,969 £1 shares)

were purchased by the Trust at a cost of €1.7m (2023: €5.3m).

Non-controlling interests

The information below reflects the amounts included in the Group’s Income Statement and Balance Sheet for subsidiaries with

material non-controlling interests.

		2024			2023
	Maltha Groep	Others	Total	Maltha Groep	Others	Total
	€m	€m	€m	€m	€m	€m
Revenue	81.7	44.7	126.4	69.8	45.9	115.7
Profit after tax	8.3	2.0	10.3	9.8	2.3	12.1
Total comprehensive income	8.3	2.3	10.6	9.8	2.3	12.1
Total comprehensive income allocated
to the non-controlling interests	2.8	0.4	3.2	3.3	0.4	3.7
Dividends paid to non-controlling interests	–	0.3	0.3	–	0.6	0.6
Non-current assets	35.5	8.6	44.1	29.3	8.3	37.6
Current assets	27.2	15.2	42.4	22.5	17.2	39.7
Non-current liabilities	(2.9)	(0.7)	(3.6)	(3.2)	(1.1)	(4.3)
Current liabilities	(26.9)	(11.8)	(38.7)	(24.6)	(13.5)	(38.1)
Net assets	32.9	11.3	44.2	24.0	10.9	34.9
Accumulated non-controlling interests	10.9	2.1	13.0	8.0	2.1	10.1
Net (decrease) increase in cash and cash equivalents	(4.0)	–	(4.0)	(2.3)	1.4	(0.9)

5.10 Dividends

Accounting policy

Final dividend distributions to the equity holders are recognised in the period in which they are approved by the shareholders in

general meeting. Interim dividends are recognised when paid.

The Directors have proposed a final dividend of 5 pence per share, being 5.8 cents per share at the year end exchange rate, totalling

€4.7m for the year ended 31 March 2024 (2023: nil).

Notes to the financial statements continued

220 Renewi plc Annual Report and Accounts 2024

SECTION 6. Acquisitions and disposals

This section provides details of acquisitions and disposals.

6.1 Acquisitions

Accounting policy

The Group applies the acquisition method to account for business combinations. The consideration transferred for the acquisition of

the subsidiary is the fair value of assets transferred, liabilities incurred or assumed including any equity interests issued by the Group.

Identifiable assets acquired and liabilities and contingent liabilities assumed, meeting the conditions for recognition under IFRS 3, are

recognised at their fair value at the acquisition date. The fair value of businesses acquired may include waste permits, licences and

customer relationships with the value recognised as intangible assets and amortised. The method for calculating the intangible asset

is determined for each acquisition which include the Income approach (multi-period excess earnings method or the with-or-without

method) and the Cost approach. The excess of the cost of acquisition over the fair value of the Group’s share of the identifiable net assets

acquired is recorded as goodwill. The Group recognises any non-controlling interest in the acquired entity on an acquisition basis either

at fair value or at the non-controlling interest’s proportionate share of the acquired entity’s net identifiable assets. The costs of acquisition

are charged to the Income Statement in the year in which they are incurred.

Acquisition of Meeus

In February 2024 Commercial Waste Belgium acquired Aannemingen Jef Meeus BV an entity which processes rockwool for a cash

consideration of €2.1m. The assets acquired were €0.1m plant and equipment, other assets and liabilities of €0.3m (including €0.7m of

cash acquired) with €0.9m allocated to an acquisition related intangible for customer relationships and the balance of €0.7m to goodwill.

In the period from the acquisition to 31 March 2024 the contribution to the Group’s revenue and profit before tax was limited, given the

seasonality of the business, and the entity was merged into the main Commercial Waste Belgium trading entity. If the acquisition had

been completed on the first day of the financial year, the business would have contributed €0.8m to the Group’s revenue and a profit

of €0.2m to the Group’s profit before tax. Acquisition related costs are minimal and have been recognised within administrative costs.

In the prior year, the Netherlands Commercial division acquired 100% of the share capital of GMP Exploitatie B.V. and its subsidiaries

(subsequently renamed Renewi Westpoort Holding B.V.) for cash consideration of €53.5m. The asset identification and fair value

allocation processes were finalised in the same year and resulted in a final fair value of the net identifiable assets acquired of €36.4m

including €27.6m intangible assets, €18.0m property, plant and equipment, €38.4m right-of-use assets, €7.0m bank loan and €30.7m

lease liabilities with resultant goodwill arising on acquisition of €17.1m. In addition, the division completed a business assets acquisition

for cash consideration of €1.6m, the fair value of net assets acquired was €1.3m (including intangible assets of €0.3m and €1.0m of plant

and machinery) resulting in €0.3m of goodwill.

6.2 Disposals

Accounting policy

The results of operations disposed of during the year are included in the consolidated Income Statement up to the date of disposal, unless

they meet the criteria of a discontinued operation.

On 1 September 2023, the Netherlands Commercial division disposed of 100% of the share capital of Buro ontwerp & omgeving B.V. to

GMP Groep B.V. for a cash consideration of €2.3m. The net assets of the entity sold totalled €2.3m including €1.4m of goodwill, €0.7m

cash and €0.1m of lease liabilities resulting in no profit or loss on disposal.

In the prior year, the Mineralz & Water division disposed of net liabilities totalling €3.6m in relation to its North business for a cash

consideration of €0.2m generating a profit on sale of €3.8m which has been recorded as a non-trading and exceptional item in line with the

Group’s policy due to the significant value of the profit. In addition, the Specialities division sold its Maltha Hungary entity. Net liabilities of

€0.8m were sold for a cash consideration net of cash sold of €0.1m which generated a profit on sale of €0.9m. The profit on sale which

included the impact of a recycled cumulative currency translation has been recorded in underlying EBIT.

6.3 Assets classified as held for sale

Accounting policy

Assets classified as held for sale are measured at the lower of their carrying amount and fair value less costs to sell. Assets are classified

as held for sale if their carrying amount will be recovered through a sale transaction rather than through continuing use. This condition is

regarded as met only when the sale is highly probable and the assets are available for sale in their present condition subject only to terms

that are usual and customary for sales of such assets. Following the classification as held for sale, non-current assets are not depreciated.

The Group had €137.7m (2023: €0.6m) of assets classified as held for sale at 31 March 2024, €132.3m (2023: €nil) relates to assets classified

as held for sale within the UK Municipal disposal group (see note 6.4) and €5.4m (2023: €0.6m) relates to land and buildings in the Mineralz

& Water Division which are expected to be sold within the next 12 months.

Renewi plc Annual Report and Accounts 2024 221

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Financial statements

Other information

Notes to the financial statements continued

SECTION 6. Acquisitions and disposals continued

6.4 Discontinued operations and disposal group

The intended UK Municipal disposal meets the definition of a discontinued operation as stated in IFRS 5 Non-current assets held for

sale and discontinued operations, therefore the net results and the loss on remeasurement to fair value less cost of sale are presented

as discontinued operations in the Income Statement and the prior year Income Statement and Statement of Cash Flows have been

restated. The UK Municipal business was previously reported within the Specialities segment, as disclosed within Section 2.

Income statement in relation to the

discontinued operations:

		2024			2023
		Non-trading &			Non-trading &
		exceptional			exceptional
	Underlying	items	Total	Underlying	items	Total
	€m	€m	€m	€m	€m	€m
Revenue	179.9	–	179.9	188.4	–	188.4
Cost of sales	(172.1)	3.2	(168.9)	(177.4)	(21.3)	(198.7)
Gross profit (loss)	7.8	3.2	11.0	11.0	(21.3)	(10.3)
Administrative expenses	(6.5)	(1.0)	(7.5)	(9.8)	–	(9.8)
Loss on remeasurement fair value less costs to sell	–	(63.5)	(63.5)	–	–	–
Operating profit (loss)	1.3	(61.3)	(60.0)	1.2	(21.3)	(20.1)
Finance income	9.0	0.2	9.2	8.9	0.9	9.8
Finance charges	(12.4)	–	(12.4)	(11.3)	–	(11.3)
Share of results from associates and joint ventures	0.4	–	0.4	(0.3)	–	(0.3)
Loss before taxation	(1.7)	(61.1)	(62.8)	(1.5)	(20.4)	(21.9)
Taxation	(1.8)	(11.5)	(13.3)	2.7	(0.2)	2.5
(Loss) profit for the year	(3.5)	(72.6)	(76.1)	1.2	(20.6)	(19.4)

Details of the non-trading & exceptional items are set out in note 3.3. The taxation charge of €11.5m includes the de-recognition of a

deferred tax asset of €11.7m previously recognised where the future recoverability of these losses is now considered uncertain.

Finance income line above includes €8.1m (2023: €8.6m) of interest receivable on financial assets relating to PPP contracts (note 4.5).

Other comprehensive income from discontinued operations:

	2024	2023
	€m	€m
Exchange differences on translation of discontinued operations	(7.8)	10.5
Fair value movement on cash flow hedges of discontinued operations	1.1	12.3
Deferred tax on fair value movement on cash flow hedges of discontinued operations	(0.3)	(1.6)
Share of Other Comprehensive Income of investments of discontinued operations accounted for using the equity method	0.1	0.3
Total other comprehensive (loss) income from discontinued operations	(6.9)	21.5
Cash flow information in relation to the discontinued operations:
Net cash outflow from operating activities	(11.4)	(10.4)
Net cash inflow from investing activities	16.1	17.0
Net cash outflow from financing activities	(13.4)	(18.4)
Net movement in cash	(8.7)	(11.7)

On 28 September 2023, the Group announced that a comprehensive review of the UK Municipal business, part of the Specialities operating

segment, was being undertaken and it was exploring a range of options to achieve an exit from this segment. Towards the end of March

2024, the Board decided to pursue a conclusion with the preferred party and as a result, on 30 May 2024, the Group has entered into

a binding agreement to sell UK Municipal to Biffa Limited, a leading UK-wide integrated waste management business. A nominal

consideration will be received for the divestment and UK Municipal will be transferred with the appropriate assets and capitalisation

to ensure fulfilment of its contractual obligations. Capitalisation is expected to require a cash injection of approximately £125m

(€146m) into the disposal group on completion. The divestment is expected to complete before 31 December 2024, subject to receipt

of a limited suite of regulatory and other consents. The criteria for asset held for sale have been met after the Board meeting in March

2024 and therefore the UK Municipal assets and liabilities are presented as held for sale.

222 Renewi plc Annual Report and Accounts 2024

SECTION 6. Acquisitions and disposals continued

6.4 Discontinued operations and disposal group continued

Assets classified as held for sale and related liabilities are as follows:

Assets classified as held for sale

	Amounts
	transferred into	Remeasurement	Disposal Group at
	disposal group	under IFRS 5	31 March 2024
	€m	€m	€m
Intangible assets (note 4.1)	0.9	(0.9)	–
Property, plant and equipment (note 4.2)	0.1	(0.1)	–
Right-of-use assets (note 4.3)	1.4	(1.4)	–
Investments in joint ventures and associates (note 4.4)	2.8	(2.8)	–
Financial assets relating to PPP contracts (note 4.5)	127.6	(58.3)	69.3
Trade and other receivables	31.6	–	31.6
Inventories	3.0	–	3.0
Cash – core	1.6	–	1.6
Cash – restricted	22.9	–	22.9
Deferred tax assets	0.6	–	0.6
Current tax receivable	1.6	–	1.6
Derivative financial instruments	1.7	–	1.7
Total assets of disposal group held for sale	195.8	(63.5)	132.3
Liabilities directly associated with assets classified as held for sale
External borrowings – Lease liabilities	(6.8)	–	(6.8)
External borrowings – PPP debt	(85.4)	–	(85.4)
Provisions: Onerous contracts & Others	(129.6)	–	(129.6)
Deferred tax liabilities	(1.8)	–	(1.8)
Current tax payable	(0.5)	–	(0.5)
Derivative financial instruments	(1.7)	–	(1.7)
Trade and other payables	(59.2)	–	(59.2)
Total liabilities of disposal group held for sale	(285.0)	–	(285.0)
Net liabilities held for sale/Carrying value	(89.2)	(63.5)	(152.7)

The carrying value of the disposal group has been assessed against the anticipated capitalisation as well as the disposal costs and

this has resulted in a pre-tax loss on remeasurement of the assets held for sale of €63.5m. This remeasurement is first allocated to all in

IFRS 5 scope non-current assets. As outlined in the critical judgements and estimates section of the basis of preparation, a policy has

been adopted where the excess impairment is allocated to the non-current financial assets relating to PPP contracts. The charge has

been recognised in the Income Statement in relation to the discontinued operation as an exceptional administrative expense, leading

to the charge being recognised within the non-trading and exceptional items column in the loss for the year from discontinued

operations line in the Consolidated Income Statement.

The UK Municipal disposal group has recognised cumulative exchange differences on translation through other comprehensive income

totalling a loss of €2.9m and cumulative fair value movements on cash flow hedges of a loss of €0.8m at 31 March 2024, which will be

recognised in the final loss on sale on completion of the transaction.

Financial instruments and related disclosures

The UK Municipal disposal group has assets and liabilities that are measured at fair values, which comprise derivative financial

instrument assets of €1.7m and derivative financial instrument liabilities of €1.7m. These financial instruments were reported as part

of the group in the prior year and have been classified and measured in line with the Group accounting policies, fair value hierarchy

and using the valuation techniques outlined in note 5.6. These derivative financial instruments are recorded within Level 2 and there

has been no change in this designation from the prior year .

Renewi plc Annual Report and Accounts 2024 223

Strategic report Governance report

Financial statements

Other information

Notes to the financial statements continued

SECTION 6. Acquisitions and disposals continued

6.4 Discontinued operations and disposal group continued

Carrying value of financial assets and liabilities

Financial assets held at amortised cost within the assets classified as held for sale comprise trade and other receivables of €22.0m

(the trade receivables are net of expected credit losses transferred of €15.2m) and cash and cash equivalents of €24.5m. Financial

assets relating to PPP contracts of €69.3m being its carrying value of €127.6m less the IFRS 5 remeasurement allocation of €58.3m.

Derivatives used for hedging comprise interest rate swaps relating to PPP contracts of €1.7m.

There were no financial assets at fair value through profit or loss or financial assets at fair value through other comprehensive income

within the disposal group. The group considers that the fair value of financial assets is not materially different to their carrying value.

Financial liabilities held at amortised cost within the liabilities directly associated with assets classified as held for sale comprise lease

liabilities of €6.8m, trade and other payables of €39.9m and PPP non-recourse debt of €85.4m. Derivatives used for hedging comprise

interest rate swaps relating to PPP contracts of €1.7m.

The Group considers that the fair value of its PPP non-recourse debt, trade and other payables and lease liabilities are not materially

different to their carrying value.

Disclosures relating to credit risk, interest rate risk, liquidity risk and foreign exchange risk are aligned with those outlined in note 5.7

for the continuing operations.

Key judgements – relating to discontinued operations

Service concession arrangements – The Group’s UK PPP arrangements relate to the construction and operation of waste

management facilities for local authorities and at the end of the concession arrangement the facility will be handed over to

the local authority, this was considered an area of judgement in the prior year. The building of the facilities was governed by

the engineer, procure and construct contract entered into by the Group at that time. The construction work was undertaken by

third-party contractors with drawdowns of financing from the UK PPP funders used to pay the subcontractor for the construction

works. The Group considered all relevant factors including the expectation by the relevant local authority who was the primary obligor,

the ability of the Group to set the selling price, who performed the service, who assumed the credit risk and who had discretion in

selecting suppliers to determine whether the Group acted as agent or principal during the construction phase. On the basis that the

construction contractor was known to the local authority at the date of financial close and in view of the negligible credit risk taken

by the Group, on balance, despite some overall risk residing with the Group for delivery of services, the Group acted as agent versus

principal in the provision of construction services.

Consequently the consideration from local authorities for the operations of waste management service concessions is treated

as financial assets relating to PPP contracts in accordance with IFRIC 12. Management determined that the cash flows relating to

the outflows in respect of PPP arrangements under the financial asset model net of capital received are investing activities in the

statement of cash flows and not operating cash flows. At the balance sheet date, the Group has financial assets relating to PPP

contracts of €127.6m (2023: €131.0m). Consideration relating to financial assets is split between a service element as revenue

and a repayment element, split between capital and interest receivable that is deducted from the financial asset.

Under IFRIC 12, the operator’s rights over infrastructure operated under concession arrangements should be accounted for based

on having considered the extent to which the grantor (the local authority) controls the assets, over what services the operator must

provide with the infrastructure, to whom it must provide them and at what price. Having considered these factors, the Group applies

the ‘financial asset’ model to account for the infrastructure as it has an unconditional right to receive cash. The Group splits the local

authority payment between a service element as inbound revenue and a repayment element that is deducted from the financial asset.

The financial asset repayment element of the local authority payment is calculated based on the effective interest rate on the financial

asset at the outset of each contract, such that the value unwinds to nil over the lifetime of that contract. The part of the service element

which covers the obligation to undertake major refurbishments and renewals to maintain the infrastructure, such that it is handed over

to the local authority in good working order, is known as life cycle and is deferred and only recognised as revenue when the service

is provided.

224 Renewi plc Annual Report and Accounts 2024

SECTION 6. Acquisitions and disposals continued

6.4 Discontinued operations and disposal group continued

Investment in joint venture -The Group has recognised an investment value of €nil in relation to the UK Municipal Wakefield Waste

Holdings Limited joint venture as there are insufficient future cash flows to support a carrying value. The Group’s share of profits in the

year was a loss of €0.4m (2023: €3.5m profit) which resulted in a cumulative profit of €4.3m (2023: €4.6m).

Sensitivities – Onerous contract provisions in UK Municipal

A 0.5% change in the nominal discount rates would result in a €4m (2023: €4m) change in the provision.

The onerous contract provisions are mostly linked to RPI and RPIx therefore an increase in costs should be matched by an increase in

revenue, although the timing of the increases varies by contract. The inflation rates used in the models from 1 April 2024 is 12.5% and

13.49% RPIx based on actual rates at dates determined by the respective contracts and 9.8% CPI based on external inflation forecasts,

from 1 April 2024 3.8% and 4.79% RPIx and 3.8% CPI based on external inflation forecasts and for later years 2.9% and 2.9% RPIx and 2%

CPI in line with UK Government target inflation. We have considered the impact of a further 1% change to inflation from 1 April 2024 and

this would lead to an increase in provisions of €7m.

The provisions are sensitive to the impact of future recyclate prices. We have based our assumptions for recyclate prices on our best

estimate of future prices after taking into account observed prices over recent months and average prices over five years. Recyclate prices

have reached record highs in the last year before normalising at levels close to the five-year averages. Prices are assumed to remain close

to these normalised levels but future volatility is possible. The impact of a 20% change in paper prices and a 10% change in metal and

plastics prices would lead to an increase or reduction in the onerous contract provisions of around €2m (2023: €4m).

On 6 March 2024, the UK government announced it will legislate in a future finance bill to increase the standard and lower rates of Landfill

Tax. The impact of such legislation (if enacted as announced) is expected to have a significant positive impact on certain of the onerous

contract provisions. As the tax changes have not been enacted into law at the year-end date, in accordance with IAS12, no benefit has

been recognised in the onerous contract provisions.

PPP non-recourse debt

As at 31 March 2024, the PPP non-recourse debt is held in two PPP companies: Cumbria and Barnsley, Doncaster & Rotherham with

maturities of 30 September 2032 and 30 June 2037 respectively. In addition, for the year ended 31 March 2023, there was also PPP

non-recourse debt held by Argyll & Bute, which had a maturity of 15 July 2023. Each UK Municipal PPP company has non-recourse loan

facilities which are secured by a legal mortgage over any land and a fixed and floating charge over the assets of the PPP company and

the carrying amount of financial assets pledged excluding cash was €124.1m (2023: €128.8m).

In the majority of cases subsidiaries holding non-recourse PPP debt and financial assets are restricted in their ability to transfer funds to

the parent in the form of cash dividends or to repay loans and advances. This is due to the terms of the financing facility agreements and

lender approval is required to make such transfers.

Interest rate swaps relating to PPP contracts

The notional principal amount of the outstanding interest rate swap contracts at 31 March 2024 was €89.0m (2023: €91.6m). Under

these contracts the interest rates on PPP non-recourse borrowings for Cumbria and Barnsley, Doncaster & Rotherham projects are fixed

at rates of 4.8% and 3.4% respectively from inception to expiry on 30 September 2032 and 30 June 2037 respectively. The gains and losses

recognised in the Statement of Comprehensive Income for cash flow hedges will be released to the Income Statement within finance costs

until the repayment of the non-recourse borrowings. A revised repayment programme for the Cumbria PPP project borrowing has led to

ineffectiveness of a credit of €0.2m (2023: €0.9m) being recognised for the related interest rate swap which has been taken to the Income

Statement as a non-trading and exceptional finance credit.

During the year ended 31 March 2024 the liability of the interest rate swaps relating to PPP contracts reduced by €1.1m (2023: €13.4m),

included in this movement was an interest charge of €1.0m (2023: €1.7m) which was wholly paid in cash during the year (presented in

discontinued operations within the Income Statement and within the Statement of Cash Flows within finance charges), a fair value

gain of €1.3m (2023: €13.2m) of which €1.1m (2023: €12.3m) gain was taken to Other Comprehensive Income with the remainder to

discontinued operations within the Income Statement and the impact of foreign exchange was €0.2m loss (2023: €0.2m gain).

Interest rate sensitivity for PPP non-recourse borrowings

The PPP non-recourse borrowings are fully hedged with interest rate swaps. The fair values of interest rate swaps used for hedging

of PPP non-recourse borrowings are determined with reference to floating market interest rates. A 1% increase in interest rates would

have reduced the fair value of the interest rate swap liabilities and increased the interest rate swap assets and resulted in a pre-tax gain

in Other Comprehensive Income of €3.5m (2023: €4.3m) and a pre-tax gain in the Income Statement of €1.0m (2023: €0.9m). A 1% decrease

in interest rates would have increased the fair value of the interest rate swap liabilities and reduced the interest rate swap assets and led

to a pre-tax loss in Other Comprehensive Income of €3.8m (2023: €4.7m) and a pre-tax loss in the Income Statement of €1.1m (2023: €1.0m).

Renewi plc Annual Report and Accounts 2024 225

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Financial statements

Other information

Notes to the financial statements continued

SECTION 7. Employee benefits

7.1 Employee costs and employee numbers

This note shows the staff costs and the average monthly number of employees analysed by reportable segment.

Note

			Restated*
		2024	2023
		€m	€m
Wages and salaries		332.9	310.8
Social security costs		67.4	59.6
Share-based benefits	7.3	1.2	2.7
Other pension costs	7.2	33.1	30.4
Total staff costs (continuing operations)		434.6	403.5

* The comparatives have been restated to classify the UK Municipal segment as a discontinued operation.

		Restated*
	2024	2023
The average number of employees by reportable segment during the year was:
Commercial Waste	4,623	4,621
Mineralz & Water	308	323
Specialities	361	337
Group central services	423	414
Total average number of employees (continuing operations)	5,715	5,695
Discontinued operations	550	540
Total average number of employees	6,265	6,235

* The comparatives have been restated to classify the UK Municipal segment as a discontinued operation.

7.2 Retirement benefit schemes

The Group operates defined benefit and defined contribution schemes in the UK and overseas.

Accounting policy

The Group accounts for pensions and similar benefits under IAS 19 (revised) Employee Benefits.

The pension cost for the defined benefit schemes is assessed in accordance with management’s best estimates using the advice of independent

qualified actuaries and assumptions in the latest actuarial valuation where applicable. For defined benefit plans, obligations are measured

at discounted present value. Plan assets in the UK scheme are recorded at fair value and in the overseas schemes the plan assets are calculated

as the cash value of all future insured benefit payments using an appropriate discount rate. The operating and financing costs of the plans

are recognised separately in the Income Statement. Interest is calculated by applying the discount rate to the net defined pension liability.

Actuarial gains and losses are recognised in full through the Statement of Comprehensive Income and surpluses are recognised only to

the extent that they are recoverable. Movements in irrecoverable surpluses are recognised immediately in the Statement of

Comprehensive Income.

Payments to defined contribution schemes are charged to the Income Statement as they become due. The Group participates in

several multi-employer schemes in the Netherlands which are accounted for as defined contribution plans as it is not possible to split

the assets and liabilities of the schemes between participating companies. The Group has been informed by the schemes that it has

no obligation to make additional contributions in the event that the schemes have an overall deficit.

Retirement benefit schemes costs

		Restated*
	2024	2023
	€m	€m
UK defined contribution scheme	0.1	0.1
Overseas defined benefit schemes	1.6	1.4
Overseas defined contribution schemes	31.4	28.9
	33.1	30.4

* The comparatives have been restated to classify the UK Municipal segment as a discontinued operation.

226 Renewi plc Annual Report and Accounts 2024

SECTION 7. Employee benefits continued

7.2 Retirement benefit schemes continued

UK defined benefit scheme

The UK defined benefit pension scheme (called the Shanks Group Pension Scheme) provides pension benefits for pensioners, deferred

members and eligible UK employees and is closed to new entrants and closed to future benefit accrual. The defined benefit scheme

provides benefits to members in the form of a guaranteed level of pension payable for life and the level of benefits provided depends

on the members’ length of service and final salary. Plan assets are managed by Aon Investments Ltd on behalf of the Trustees. There are

three trustees currently, one appointed by the Company and two nominated by members, who are responsible for ensuring the scheme

is run in accordance with the members’ best interests and the pension laws of the UK which are overseen by The Pensions Regulator.

The triennial actuarial valuation of the Scheme as at 5 April 2024 is under way. The Group’s funding plan has been maintained at the

current level of €3.5m per annum until December 2024.

The significant actuarial assumptions adopted at the balance sheet date were as follows:

	2024	2023
	% p.a.	% p.a.
Discount rate	4.8	4.9
Rate of price inflation	3.2	3.3
Consumer price inflation	2.7	2.7

The discount rate assumption is derived from the single agency curve based on high quality AA rated bonds. The mortality assumptions

are based on standard mortality tables which allow for future mortality improvements. The assumptions are that a member currently

aged 65 will live on average for a further 22 years (2023: 23 years) if they are male and for a further 24 years (2023: 25 years) if they are

female. For a member aged 40 who retires at age 65 the assumptions are that they will live on average after retirement for around a further

24 years (2023: 24 years) if they are male or for a further 26 years (2023: 27 years) if female. The weighted average duration of the defined

benefit obligation is approximately 13 years.

Overseas defined benefit schemes

The overseas defined benefit obligation relates to funded plans, mainly insurance contracts managed by insurers, in both the Netherlands

and Belgium. There are various schemes which are based on average salaries and in some cases on final salaries. The assets consist of

qualifying insurance policies which match the vested benefits. The build-up of rights for inactive members are indexed on the basis of

additional interest and the rights of active employees are being indexed unconditionally with the price-inflation figure. There are no

unfunded plans. The plans are subject to laws for pension insurance companies offering pension arrangements and are overseen by

Autoriteit Financiele Markten in the Netherlands and Autoriteit voor Financiele Diensten en Markten in Belgium. The Group has no

responsibilities for governance of the plans other than correct calculation and timely payment of the contributions. The total

estimated contributions expected to be paid to the schemes in the year ending 31 March 2025 are €2.2m.

The significant actuarial assumptions adopted at the balance sheet date were as follows:

	2024	2023
	% p.a.	% p.a.
Discount rate	2.8 to 3.55	2.4 to 3.9
Rate of price inflation	2.0	2.0
Rate of salary inflation	2.5 to 4.0	2.5 to 4.0

The discount rate assumption is based on interest rates applying to high quality corporate bonds with a term approximately equal to the

term of the related pension liability. The mortality assumptions are based on standard mortality tables which allow for future mortality

improvements. The assumptions are that a member currently aged 65 will live on average for a further 22 years (2023: 22 years) if they are

male and for a further 24 years (2023: 24 years) if they are female. For a member aged 40 who retires at age 65, the assumptions are that

they will live on average after retirement for around a further 23 years (2023: 23 years) if they are male or for a further 25 years (2023: 25 years)

if female. The maturity of the schemes ranges from 18 to 22 years.

Renewi plc Annual Report and Accounts 2024 227

Strategic report Governance report

Financial statements

Other information

Notes to the financial statements continued

SECTION 7. Employee benefits continued

7.2 Retirement benefit schemes continued

The amounts recognised in the financial statements for all defined benefit schemes are as follows:

		Income Statement 2024			2023
	UK	Overseas	Total	UK	Overseas	Total
	€m	€m	€m	€m	€m	€m
Current service cost	–	1.6	1.6	–	1.7	1.7
Curtailment	–	–	–	–	(0.3)	(0.3)
Interest expense (credit) on scheme net liabilities	0.1	0.2	0.3	(0.2)	–	(0.2)
Net defined benefit pension schemes charge
(credit) before tax	0.1	1.8	1.9	(0.2)	1.4	1.2

		Statement of Comprehensive Income 2024			2023
	UK	Overseas	Total	UK	Overseas	Total
	€m	€m	€m	€m	€m	€m
Actuarial gain (loss) on scheme liabilities	1.3	(5.4)	(4.1)	46.5	18.5	65.0
Actuarial (loss) gain on scheme assets	(7.9)	5.3	(2.6)	(62.9)	(17.6)	(80.5)
Actuarial (loss) gain on defined benefit
pension schemes	(6.6)	(0.1)	(6.7)	(16.4)	0.9	(15.5)

Cumulative actuarial gains and losses recognised in the Statement of Comprehensive Income since 1 April 2004 are losses of €52.6m

(2023: €45.9m).

		Balance Sheet 2024			2023
	UK	Overseas	Total	UK	Overseas	Total
	€m	€m	€m	€m	€m	€m
Present value of deferred benefit obligations	(146.9)	(64.5)	(211.4)	(144.5)	(56.6)	(201.1)
Fair value of plan assets	139.3	59.2	198.5	140.2	51.6	191.8
Defined benefit pension schemes net deficit	(7.6)	(5.3)	(12.9)	(4.3)	(5.0)	(9.3)
Related deferred tax asset (note 3.4)	1.9	1.3	3.2	1.1	1.3	2.4
Net defined pension schemes liability	(5.7)	(4.0)	(9.7)	(3.2)	(3.7)	(6.9)
Classified as:
Defined benefit pension schemes deficits –
included in non-current liabilities	(7.6)	(5.3)	(12.9)	(4.3)	(5.0)	(9.3)

The UK scheme’s assets of €139.3m (2023: €140.2m) are invested via Aon’s Delegated Consulting Service which is a fiduciary investment

management platform managed by Aon Investments Limited. A breakdown of the underlying investment classes is given below:

	2024	2023
	€m	€m
Equities	50.5	44.8
Liquid alternatives	11.6	19.3
Fixed income	17.3	17.6
Liability driven investment	50.3	51.3
Cash and others	9.6	7.2
	139.3	140.2

The overseas schemes assets of €59.2m (2023: €51.6m) are insurance contracts managed by insurers in the Netherlands and Belgium.

228 Renewi plc Annual Report and Accounts 2024

SECTION 7. Employee benefits continued

7.2 Retirement benefit schemes continued

The movement in the defined benefit pension schemes deficit

	UK	Overseas	Total
	€m	€m	€m
At 1 April 2022	8.6	(6.3)	2.3
Current service cost	–	(1.7)	(1.7)
Curtailment	–	0.3	0.3
Interest income	0.2	–	0.2
Net actuarial (loss) gain recognised in the year	(16.4)	0.9	(15.5)
Contributions from employer	3.5	1.8	5.3
Exchange rate changes	(0.2)	–	(0.2)
At 31 March 2023	(4.3)	(5.0)	(9.3)
Current service cost	–	(1.6)	(1.6)
Interest expense	(0.1)	(0.2)	(0.3)
Net actuarial loss recognised in the year	(6.6)	(0.1)	(6.7)
Contributions from employer	3.6	1.6	5.2
Exchange rate changes	(0.2)	–	(0.2)
At 31 March 2024	(7.6)	(5.3)	(12.9)

Reconciliation of the defined benefit obligation

	UK	Overseas	Total
	€m	€m	€m
At 1 April 2022	(201.2)	(74.5)	(275.7)
Current service cost	–	(1.3)	(1.3)
Curtailment	–	1.3	1.3
Interest expense	(5.3)	(1.2)	(6.5)
Remeasurements:
Actuarial gain on scheme liabilities arising from changes in financial assumptions	54.1	19.4	73.5
Actuarial loss on scheme liabilities arising from changes in experience	(7.6)	(0.9)	(8.5)
Contributions from plan participants	–	(0.6)	(0.6)
Benefit payments	7.8	1.2	9.0
Exchange rate changes	7.7	–	7.7
At 31 March 2023	(144.5)	(56.6)	(201.1)
Current service cost	–	(1.1)	(1.1)
Interest expense	(6.9)	(2.0)	(8.9)
Remeasurements:
Actuarial gain (loss) on scheme liabilities arising from changes in financial assumptions	2.0	(6.0)	(4.0)
Actuarial gain on scheme liabilities arising from changes in demographic assumptions	2.4	–	2.4
Actuarial (loss) gain on scheme liabilities arising from changes in experience	(3.1)	0.6	(2.5)
Contributions from plan participants	–	(0.6)	(0.6)
Benefit payments	7.2	1.2	8.4
Exchange rate changes	(4.1)	–	(4.1)
At 31 March 2024	(147.0)	(64.5)	(211.5)

Renewi plc Annual Report and Accounts 2024 229

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Financial statements

Other information

Notes to the financial statements continued

SECTION 7. Employee benefits continued

7.2 Retirement benefit schemes continued

Reconciliation of plan assets

	UK	Overseas	Total
	€m	€m	€m
At 1 April 2022	209.8	68.2	278.0
Current service cost	–	(0.4)	(0.4)
Curtailment	–	(1.0)	(1.0)
Interest income	5.5	1.2	6.7
Remeasurements: Return on plan assets excluding interest expense	(62.9)	(17.6)	(80.5)
Contributions from employer	3.5	1.8	5.3
Contributions from plan participants	–	0.6	0.6
Benefit payments	(7.8)	(1.2)	(9.0)
Exchange rate changes	(7.9)	–	(7.9)
At 31 March 2023	140.2	51.6	191.8
Current service cost	–	(0.5)	(0.5)
Interest income	6.7	1.9	8.6
Remeasurements: Return on plan assets excluding interest expense	(7.9)	5.3	(2.6)
Contributions from employer	3.6	1.6	5.2
Contributions from plan participants	–	0.6	0.6
Benefit payments	(7.2)	(1.2)	(8.4)
Exchange rate changes	3.9	–	3.9
At 31 March 2024	139.3	59.3	198.6

Significant defined benefit pension scheme risks

Through its defined benefit pension schemes the Group is exposed to a number of risks, the most significant of which are set out below.

Asset volatility – The UK scheme liabilities are calculated using a discount rate set with reference to corporate bond yields and if

plan assets underperform this yield, this will result in a shortfall. The UK pension scheme’s assets are held in a portfolio of pooled funds

which are single priced at the net asset value. The investment objective of the portfolio is to achieve long-term total returns in excess of

a nominal portfolio of long-dated Sterling bonds through a diversified portfolio of collective investment schemes, which may include

derivatives. Investments are well diversified, such that the failure of any single investment would not have a material impact on the

overall level of assets. The Trustees have agreed an underlying strategy with the Group so that any ongoing improvements in the

scheme’s funding position would trigger movements from growth assets to non-growth assets, in order to protect and consolidate

such improvements. The plan assets in the overseas pension schemes are calculated as the cash value of all future insured benefit

payments using an appropriate discount rate.

Inflation risk – The majority of benefit obligations are linked to inflation and higher inflation will lead to higher liabilities.

Life expectancy – The majority of the obligations are to provide benefits for the life of the member, so increases in the life of the

member will result in an increase in the liabilities.

Changes in bond yields – A decrease in corporate bond yields will increase plan liabilities, although this will be partially offset

by an increase in the value of the investments.

230 Renewi plc Annual Report and Accounts 2024

SECTION 7. Employee benefits continued

7.2 Retirement benefit schemes continued

Sensitivities for defined pension benefit schemes

The sensitivity analysis is based on a change in an assumption while holding all other assumptions constant. In practice, this is unlikely to

occur, as changes in assumptions may be correlated. When calculating the sensitivity of the defined benefit obligation to significant

actuarial assumptions the same method (present value of the defined benefit obligation calculated with the projected unit credit method

at the end of the reporting period) has been applied as when calculating the pension liability recognised within the Balance Sheet.

				Impact on defined benefit obligation
		UK			Overseas
	Change in	Increase in	Decrease in	Change in	Increase in	Decrease in
	assumption	assumption	assumption	assumption	assumption	assumption
	%	€m	€m	%	€m	€m
Discount rate	0.25	4.7	(4.9)	0.25	2.7	(2.6)
Rate of price inflation	0.25	(2.8)	2.7	0.25	(0.1)	(0.1)
Consumer price inflation	0.25	(2.8)	2.7	–	–	–

	UK		Overseas
	Increase	Decrease	Increase	Decrease
	by 1 year in	by 1 year in	by 1 year in	by 1 year in
	assumption	assumption	assumption	assumption
	€m	€m	€m	€m
Life expectancy	(6.0)	5.9	(1.6)	1.7

Other overseas schemes

The total cost in the year for other overseas pensions was €31.4m (2023: €28.9m). In the Netherlands in particular, most employees are

members of either a multi-employer pension scheme or other similar externally funded schemes, including Government funded schemes.

Renewi plc Annual Report and Accounts 2024 231

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Financial statements

Other information

Notes to the financial statements continued

SECTION 7. Employee benefits continued

7.3 Share-based payments

As described in the Directors’ Remuneration Report, the Group issues equity-settled share-based payments under a Savings

Related Share Option Scheme (SRSOS), a Long-Term Incentive Plan (LTIP) and a Deferred Annual Bonus (DAB) arrangement.

Further details and performance metrics of both LTIPs and DABs can be found in the Directors’ Remuneration Report on

pages 128 to 147.

Accounting policy

The Group issues equity-settled share-based awards to certain employees. The fair value of share-based awards is determined at

the date of grant and expensed on a straight-line basis over the vesting period with a corresponding increase in equity based on the

Group’s estimate of the shares that will eventually vest. At each balance sheet date the Group revises its estimates of the number of

awards that are expected to vest based on service and non-market performance conditions. The amount expensed is adjusted over

the vesting period for changes in the estimate of the number of shares that will eventually vest, except for changes resulting from any

market-related performance conditions.

Outstanding awards and options

	SRSOS		LTIP	DAB
		Weighted
		Average
	Number of	exercise	Number of	Number of
	options	price	awards	awards
Outstanding at 1 April 2022	671,475	245p	1,422,973	166,617
Granted	66,885	608p	365,367	45,596
Forfeited	(110,587)	292p	(164,024)	(42,299)
Exercised/vested	(190,358)	249p	(359,624)	(29,432)
Outstanding at 31 March 2023	437,415	288p	1,264,692	140,482
Granted	240,650	378p	552,959	85,087
Forfeited	(76,250)	467p	(139,997)	–
Exercised/vested	(301,075)	200p	(449,621)	(94,993)
Outstanding at 31 March 2024	300,740	402p	1,228,033	130,576
Exercisable at 31 March 2024	15,480	200p
Exercisable at 31 March 2023	1,728	250p
At 31 March 2024
Range of price per share at exercise		200p to 608p
Weighted average remaining contractual life		2 years

232 Renewi plc Annual Report and Accounts 2024

SECTION 7. Employee benefits continued

7.3 Share-based payments continued

Fair value of awards and options granted during the year

	SRSOS			LTIP
			2024	2023	2024	2023
	2024	2023	Share price	Share price	Monte Carlo	Monte Carlo
Valuation model	Binomial	Binomial	and Finnerty	and Finnerty	and Finnerty	and Finnerty
Weighted average fair value	200p	200p	481p	655p	222p	485p
Weighted average share price	508p	580p	499p	681p	499p	681p
Weighted average exercise price	378p	608p	–	–	–	–
Expected volatility	41%	49%	–	–	39%	52%
Expected life	3 years	3 years	3 years	3 years	3 years	3 years
Risk-free interest rate	4.45%	4.44%	–	–	5.0%	2.2%
Dividend yield	2.3%	1.6%	–	–	–	–

LTIP awards

LTIP awards are issued to the senior leadership of the Group at the discretion of the Remuneration Committee. Vesting of the awards is

subject to continued employment, together with a market condition (relative TSR) and non-market conditions (EPS, ROCE and the

recycling rate or other sustainability metric as may be appropriate) as further explained in the Directors’ Remuneration report. The awards

granted vest after three years, four years and five years. There is no service condition after three years on any of the awards granted, just a

holding period of between one and two years. The fair value of the element subject to non-market conditions has been calculated based

on the share price at the award date and the expense recognised is based on expectations of these conditions being met which are

reassessed at each balance sheet date. The Monte Carlo valuation model is used to determine the weighted average fair value of the

market conditions element of awards granted. Using a Finnerty model, post-vesting restrictions are included in the fair value measurement

at the date of grant to the extent that the restrictions affect the price that a knowledgeable, willing market participant would pay for the

shares. Expected volatility has been calculated using average volatility historical data over a three-year period from the grant date. The

risk-free interest rate is based on the implied yield of zero-coupon UK government bonds with a remaining term equal to the expected life.

The expected life used in the models equals the vesting period.

SRSOS options

UK employees are invited to join the Sharesave plan when an offer is made each year. These plans are for three years and subject to

continued employment. All offers to date were issued at a 20% discount to market price at the time. There are no performance criteria

for this plan.

DAB awards

On award the annual bonus of the executive directors is split 50% payable in cash and 50% payable in Renewi plc shares resulting in

a deferred annual bonus. The conditions are explained in full within the Directors’ Remuneration report.

Charge for the year

The Group recognised a total charge of €1.2m (2023: €2.7m) relating to equity-settled share-based payments. The DAB awards for the year

ended 31 March 2024 have not yet been granted and therefore the charge is based on an estimate.

Renewi plc Annual Report and Accounts 2024 233

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Financial statements

Other information

SECTION 8. Other notes

8.1 Subsidiary undertakings and investments at 31 March 2024

The structure of the Group includes a number of different operating and holding companies that contribute to the

consolidated financial performance and position.

Subsidiary undertakings

In accordance with section 409 of the Companies Act, a full list of subsidiaries at 31 March 2024 is disclosed below by country of

incorporation which is the principal country of business. All are wholly owned by the Group and have a 31 March year end, unless

otherwise stated, and all operate in the waste management sector and have been consolidated in the Group’s financial statements.

Those subsidiaries owned directly by Renewi plc, the parent company, are indicated with an asterisk.

Subsidiary	Address of the registered office
Incorporated in the Netherlands
ATM B.V.	Vlasweg 12, 4782		PW Moerdijk, Netherlands
B.V. Twente Milieu Bedrijven	Flight Forum 240, 5657 DH Eindhoven, Netherlands
CFS B.V.	Wetering 14, 6002	SM Weert, Netherlands
Cirqu B.V.	Flight Forum 240, 5657 DH Eindhoven, Netherlands
Coolrec B.V.	Van Hilststraat 7, 5145 RK Waalwijk, Netherlands
Coolrec Nederland B.V.	Grevelingenweg 3, 3313 LB Dordrecht, Netherlands
Coolrec Plastics B.V.	Van Hilststraat 7, 5145 RK Waalwijk, Netherlands
EcoSmart Nederland B.V.	Spaarpot 6, 5667 KX Geldrop, Netherlands
Glasrecycling Noord-Oost Nederland B.V. (67%)	Columbusstraat 20, 7825 VR Emmen, Netherlands
Maltha Glasrecycling Nederland B.V. (67%)	Glasweg 7, 4794	TB Heijningen, Netherlands
Maltha Glassrecycling International B.V. (67%)	Glasweg 7, 4794	TB Heijningen, Netherlands
Maltha Groep B.V. (67%)	Glasweg 7, 4794	TB Heijningen, Netherlands
Mineralz B.V.	Van Hilststraat 7, 5145 RK Waalwijk Netherlands
Mineralz Maasvlakte B.V.	Loswalweg 50, 3199 LG Maasvlakte Rotterdam, Netherlands
Orgaworld International B.V.	Lindeboomseweg 15, 3825 AL Amersfoort, Netherlands
Orgaworld Nederland B.V.	Lindeboomseweg 15, 3825 AL Amersfoort, Netherlands
Orgaworld WKK 1 B.V.	Hornweg 67 1044	AN Amsterdam, Netherlands
Orgaworld WKK II B.V.	Hornweg 69, 1044	AN Amsterdam, Netherlands
Orgaworld WKK III B.V.	Hornweg 71, 1044	AN Amsterdam, Netherlands
Renewi Commercial B.V.	Lindeboomseweg 15, 3825 AL Amersfoort, Netherlands
Renewi Europe B.V.	Lindeboomseweg 15, 3825 AL Amersfoort, Netherlands
Renewi Hazardous Waste B.V.	Vlasweg 12, 4782	PW Moerdijk, Netherlands
Renewi Icopower B.V.	Kajuitweg 1, 1041 AP Amsterdam, Netherlands
Renewi Monostreams B.V.	Flight Forum 240, 5657 DH Eindhoven, Netherlands
Renewi Nederland B.V.	Flight Forum 240, 5657 DH Eindhoven, Netherlands
Renewi Netherlands Holdings B.V.	Lindeboomseweg 15, 3825 AL Amersfoort, Netherlands
Renewi Overheidsdiensten B.V.	Rijksweg-Zuid 91, 4715 TA Rucphen, Netherlands
Renewi Smink B.V.	Lindeboomseweg 15, 3825 AL Amersfoort, Netherlands
Renewi Support B.V.	Flight Forum 240, 5657 DH Eindhoven, Netherlands
Renewi Westpoort B.V.	Siciliëweg 38, 1045 AS Amsterdam, Netherlands
Renewi Westpoort Holding B.V.	Siciliëweg 38, 1045 AS Amsterdam, Netherlands
Renewi Westpoort Transport B.V.	Siciliëweg 38, 1045 AS Amsterdam, Netherlands
Robesta Vastgoed Acht B.V.	Flight Forum 240, 5657 DH Eindhoven, Netherlands
Robesta Vastgoed B.V.	Flight Forum 240, 5657 DH Eindhoven, Netherlands
Semler B.V.	Ockhuizenweg 3-A, 5691 PJ Son, Netherlands
Verwerking Bedrijfsafvalstoffen Maasvlakte (V.B.M.) C.V.	Loswalweg 50, 3199 LG Maasvlakte Rotterdam, Netherlands

Notes to the financial statements continued

234 Renewi plc Annual Report and Accounts 2024

SECTION 8. Other notes continued

8.1 Subsidiary undertakings and investments at 31 March 2024 continued

Subsidiary	Address of the registered office
Incorporated in Belgium
EcoSmart NV	Gerard Mercatorstraat 8, 3920, Lommel, Belgium
Maltha Glasrecyclage Belgie NV (67%)	Fabrieksstraat 114, 3920, Lommel, Belgium
Mineralz ES Treatment NV	Gerard Mercatorstraat 8, Lommel, Belgium
Ocean Combustion Services NV	Baeckelmansstraat 125, 2830 Tisselt, Belgium
Recydel SA (80%)	Rue Wérihet 72, 4020 Liège, Belgium
Renewi Belgium NV	Gerard Mercatorstraat 8, 3920, Lommel, Belgium
Renewi Chemical Services NV	Gerard Mercatorstraat 8, 3920, Lommel, Belgium
Renewi Logistics NV	Gerard Mercatorstraat 8, 3920, Lommel, Belgium
Renewi NV	Berkebossenlaan 7, 2400 Mol, Belgium
Renewi Shared services Center SA	Gerard Mercatorstraat 8, 3920, Lommel, Belgium
Renewi Tisselt NV	Baeckelmansstraat 125, 2830 Tisselt, Belgium
Renewi Valorisation & Quarry NV	Gerard Mercatorstraat 8, 3920, Lommel, Belgium
Renewi Wood Products NV	Gerard Mercatorstraat 8, 3920, Lommel, Belgium
Renewi+ NV	Gerard Mercatorstraat 8, Lommel, Belgium
Incorporated in Germany
ATM Entsorgung Deutschland GmbH (Year end 31 December)	Kaldenkirchener Strasse 25, 41063, Mönchengladbach, Germany
Incorporated in France
Coolrec France SAS (90%)	Rue d’Iéna Parcelle 36, 59810 Lesquin, France
Maltha Glass Recycling France SAS (67%)	Zone Industrielle, 87 route d’anglumeau 33450 Izon, France
Incorporated in Portugal
Maltha Glass Recycling Portugal Lda (67%)	Parque Industrial da Gala, Lotes 26 e 27, 3081-801 Figueira da Foz,
	Portugal
Incorporated in the UK
Maltha UK Limited	Enigma, Wavendon Business Park, Wavendon, Milton Keynes,
	Buckinghamshire, MK17 8LX,United Kingdom
Renewi European Holdings Limited	Enigma, Wavendon Business Park, Wavendon, Milton Keynes,
	Buckinghamshire, MK17 8LX,United Kingdom
Renewi Holdings Limited*	Enigma, Wavendon Business Park, Wavendon, Milton Keynes,
	Buckinghamshire, MK17 8LX,United Kingdom
Renewi PFI Investments Limited*	Enigma, Wavendon Business Park, Wavendon, Milton Keynes,
	Buckinghamshire, MK17 8LX, United Kingdom
Renewi SRF Trading Limited	Enigma, Wavendon Business Park, Wavendon, Milton Keynes,
	Buckinghamshire, MK17 8LX, United Kingdom
Renewi UK Services Limited	Enigma, Wavendon Business Park, Wavendon, Milton Keynes,
	Buckinghamshire, MK17 8LX, United Kingdom
Safewaste Limited	Enigma, Wavendon Business Park, Wavendon, Milton Keynes,
	Buckinghamshire, MK17 8LX, United Kingdom
Subsidiary undertakings holding UK PPP contracts
Renewi Argyll & Bute Limited	16 Charlotte Square, Edinburgh, EH 2 4DF, United Kingdom
Renewi Argyll & Bute Holdings Limited*	16 Charlotte Square, Edinburgh, EH 2 4DF, United Kingdom
Renewi Cumbria Limited	Enigma, Wavendon Business Park, Wavendon, Milton Keynes,
	Buckinghamshire, MK17 8LX, United Kingdom
Renewi Cumbria Holdings Limited	Enigma, Wavendon Business Park, Wavendon, Milton Keynes,
	Buckinghamshire, MK17 8LX, United Kingdom
Renewi BDR Holdings Limited	Enigma, Wavendon Business Park, Wavendon, Milton Keynes,
	Buckinghamshire, MK17 8LX, United Kingdom
Renewi BDR Limited	Enigma, Wavendon Business Park, Wavendon, Milton Keynes,
	Buckinghamshire, MK17 8LX, United Kingdom

Renewi plc Annual Report and Accounts 2024 235

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Financial statements

Other information

SECTION 8. Other notes continued

8.1 Subsidiary undertakings and investments at 31 March 2024 continued

Joint ventures, associates and joint operations

At 31 March 2024, the Group through wholly owned subsidiaries had the following interests in joint venture companies, joint operations

and associates, all of which operate in the waste management sector.

Joint ventures	Group Holding %	Most recent year end	Address of the registered office
Incorporated in the Netherlands
Green Collective B.V.	50%	31 December 2023	Mr E.N. van Kleffensstraat 10, 6842 CV, Arnhem, Netherlands
PQA B.V.	50%	31 December 2023	Bennebroekerdijk 244, 2142 LE, Cruquius, Netherlands
Sqape B.V.	50%	31 December 2023	Bennebroekerdijk 244, 2142 LE, Cruquius, Netherlands
Incorporated in Belgium
Marpos NV	45%	31 December 2023	L. Coiseaukaai 43, 8380 Dudzele, Belgium
Revalim NV	50%	31 December 2023	Kringloopstraat 1, 3630 Maasmechelen, Belgium
Silvamo NV	50%	31 March 2024	Regenbeekstraat 7C, 8800 Roeselare, Belgium
Incorporated in the UK
Caird Evered Holdings Limited	50%	31 December 2023	Bardon Hall, Copt Oak Road, Markfield, Leicestershire,
			LE67 9PJ, United Kingdom
Caird Evered Limited	50%	31 December 2023	Bardon Hall, Copt Oak Road, Markfield, Leicestershire,
			LE67 9PJ, United Kingdom
Wakefield Waste Holdings Limited	50.001%	31 March 2024	Enigma, Wavendon Business Park, Wavendon, Milton
			Keynes, Buckinghamshire, MK17 8LX, United Kingdom
Wakefield Waste PFI Holdings Limited	50.001%	31 March 2024	Enigma, Wavendon Business Park, Wavendon, Milton
			Keynes, Buckinghamshire, MK17 8LX, United Kingdom
Wakefield Waste PFI Limited	50.001%	31 March 2024	Enigma, Wavendon Business Park, Wavendon, Milton
			Keynes, Buckinghamshire, MK17 8LX, United Kingdom

Associates	Group Holding %	Most recent year end	Address of the registered office
Incorporated in the Netherlands
AMP B.V.	33%	31 December 2023	Victoriberg 18, 2211 DH Noordwijkerhout, Netherlands
Greencycl B.V.	40%	31 December 2023	Rijnzathe 2, 3454 PV De Meern, Netherlands
RetourMatras Holding B.V.	32.33%	31 December 2023	Goudseweg 181 Unit E, 2411HK, Bodegraven, Netherlands
Tankterminal Sluiskil B.V.	40%	31 December 2023	Oostkade 7, 4541 HH Sluiskil, Netherlands
Zavin B.V.	33%	31 December 2023	Baanhoekweg 42, 3313 LA Dordrecht, Netherlands
Zavin C.V.	33%	31 December 2023	Baanhoekweg 46, 3313 LA Dordrecht, Netherlands
Incorporated in Belgium
SUEZ PCB Decontamination NV	23%	31 December 2023	Westvaartdijk 97, 1850 Grimbergen, Belgium
Valorem SA	30%	31 December 2023	Rue des trois Burettes 65 1435 Mont-Saint-Guibert, Belgium
Incorporated in Austria
EARN Elektroalgeräte Service GmbH	33%	31 December 2023	Johannesgasse 15, 1010 Wien, Austria
Incorporated in the UK
ELWA Limited	20%	31 March 2024	8 White Oak Square, London Road, Swanley, Kent, BR8
			7AG United Kingdom
ELWA Holdings Limited	20%	31 March 2024	8 White Oak Square, London Road, Swanley, Kent, BR8
			7AG United Kingdom
Joint operations	Group Holding %	Most recent year end	Address of the registered office
Incorporated in the Netherlands
Airport Services by Renewi & Seenons V.O.F	50%	31 December 2023	Flight Forum, 5657 DH Eindhoven, Netherlands
Hydrovac V.O.F.	50%	31 December 2023	Graafsebaan 67, 5248 JT Rosmalen, Netherlands
Octopus V.O.F.	50%	31 December 2023	Forellenweg 24, 4941 SJ Raamsdonksveer, Netherlands
Smink Boskalis Dolman V.O.F.	50%	31 December 2023	Lindeboomseweg 15, 3825 AL Amersfoort, Netherlands

Notes to the financial statements continued

236 Renewi plc Annual Report and Accounts 2024

SECTION 8. Other notes continued

8.2 Related party transactions

Transactions between the Group and its associates and joint ventures

The Group had the following transactions on arm’s length terms and outstanding balances with associates and joint ventures, in the

ordinary course of business:

	Associates		Joint ventures
		Restated*		Restated*
	2024	2023	2024	2023
	€m	€m	€m	€m
Sales	0.8	0.4	7.3	3.5
Purchases	4.3	5.0	8.5	3.9
Management fees	–	–	0.1	0.1
Receivables at 31 March	0.1	–	0.7	0.9
Payables at 31 March	0.2	0.4	1.0	0.3
Dividends paid to the Group	0.2	0.2	0.1	0.1
Loans made by Group companies at 31 March	0.8	0.7	0.2	0.3
Loans made to Group companies at 31 March	–	–	0.6	0.6

* The comparatives have been restated to classify the UK Municipal segment as a discontinued operation.

The receivables and payables are due one month after the date of the invoice and are unsecured in nature and bear no interest.

Remuneration of key management personnel

Key management personnel comprises the Board of Directors and the members of the Group’s Executive Committee. The disclosures

required by the Companies Act 2006 and those specified by the Financial Conduct Authority relating to Directors’ remuneration (including

retirement benefits and incentive plans), interests in shares, share options and other interests, are set out in the Directors’ Remuneration

Report on pages 128 to 147, and form part of these consolidated financial statements. The emoluments paid or payable to key

management personnel were:

	2024	2023
	€m	€m
Short-term employee benefits	6.6	6.3
Post-employment benefits	0.2	0.3
Share-based payments	0.8	1.0
	7.6	7.6

8.3 Alternative Performance Measures (APMs) and reconciliations

In accordance with the Guidelines on APMs issued by the European Securities and Markets Authority, and considering the thematic reviews

undertaken by AFM (MarketWatch – February 2024) and the Financial Reporting Council (October 2021), additional information is provided

on the APMs used by the Group below. The Directors use APMs as they believe these measures provide additional useful information on the

underlying trends, performance and position of the Group. These measures are used for internal performance analysis, with the underlying

position derived by making adjustments from the relevant statutory number reported. These terms are not defined terms under IFRS and

may therefore not be comparable with similarly titled measures used by other companies. These measures are not intended to be a

substitute for, or superior to, IFRS measurements.

During the year the Directors have removed underlying EBITDA margin from the APMs, as it is no longer a key internal metric being used

within the business, with the main focus being on underlying EBIT margin. The figure is also easily derived from the financial statements

should users wish to calculate it for continuity or comparability. The Directors have also changed the calculation of free cash flow

conversion to be based on underlying EBITDA rather than underlying EBIT, as adding back depreciation and amortisation removes

some significant non-cash items from the calculation.

Renewi plc Annual Report and Accounts 2024 237

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Financial statements

Other information

SECTION 8. Other notes continued

8.3 Alternative Performance Measures (APMs) and reconciliations continued

	Closest GAAP measure or
Financial Measure	equivalent calculation	How we define it	Why we use it
Underlying EBIT	Operating profit	Operating profit excluding non-trading and exceptional items	Provides insight into profit generation
		which are defined in note 3.3. The adjustments made between	and is the measure used by management
		underlying and statutory figures can also be seen on the face of	to make decisions as it provides
		the Consolidated Income Statement	consistency and comparability of the
			ongoing performance between periods
Underlying	Operating profit margin	Underlying EBIT as a percentage of revenue	Provides insight into margin development
EBIT margin			and trends
Underlying EBITDA	Operating profit	Underlying EBIT before depreciation, amortisation and impairment	Measure of earnings and cash generation
		of property, plant and equipment, right-of-use assets, intangible	to assess operational performance
		assets and investments, profit or loss on disposal of property,
		plant and equipment, intangible assets and subsidiaries
Underlying profit	Profit before tax	Profit before tax excluding non-trading and exceptional items	Facilitates underlying performance
before tax			evaluation
Underlying EPS	EPS	Earnings per share excluding non-trading and exceptional items	Facilitates underlying performance
			evaluation
Underlying	Effective tax rate on profit	The effective tax rate on underlying profit before tax	Provides a more comparable basis to
effective tax rate	before tax		analyse the tax rate
Return on	Operating profit divided by	Last 12 months underlying EBIT divided by a 13-month average	Provides a measure of the return on
operating assets	net assets	of net assets excluding core net debt, IFRS 16 lease liabilities,	assets across the Divisions and the Group
		derivatives, tax balances, goodwill and acquisition	excluding goodwill and acquisition
		related intangibles	related intangible balances
Underlying	Profit after tax divided by net	Last 12 months underlying EBIT as adjusted by the Group effective	Provides a measure of the Group return
post-tax return on	assets	tax rate divided by a 13-month average of net assets excluding core	on assets taking into account the
capital employed		net debt, IFRS 16 lease liabilities and derivatives	goodwill and acquisition related
			intangible balances
Adjusted free	Total of net cash inflow	Net cash generated from operating activities including interest,	Measure of cash generation in the
cash flow	from operating activities	tax and replacement capital spend and excluding cash flows	underlying business available to fund
	plus net outflow from	from non-trading and exceptional items, Covid-19 tax deferral	growth capital projects and invest in
	investing activities	payments, settlement of historic ATM soil liabilities and cash flows	acquisition. We classify our capital spend
		relating to the UK PPP contracts. Payments to fund defined benefit	into general replacement expenditure
		pension schemes are also excluded as these schemes are now	and growth capital projects.
		closed to both new members and ongoing accrual and as such
		relate to historic liabilities. The Municipal contract cash flows are
		excluded because they principally relate to onerous contracts as
		reported in exceptional charges in the past and caused by adverse
		market conditions not identified at the inception of the contract
Non-trading and	N/A	Renewi 2.0 and other exceptional cash flows are presented in cash	Provides useful information on
exceptional cash		flows from operating activities and are included in the categories in	non-trading and exceptional
flow items		note 3.3, net of opening and closing Balance Sheet positions	cash flow spend
Free cash flow	Total of net cash inflow from	Net cash generated from operating activities, including interest, tax	Measure of cash available after regular
	operating activities plus	and replacement capital spend	replacement capital expenditure and
	net cash outflow from		historic liabilities to pay dividends, fund
	investing activities		growth capital projects and invest
			in acquisitions
Free cash flow/	Total of net cash inflow from	The ratio of free cash flow to underlying EBITDA	Provides an understanding of how profits
EBITDA conversion	operating activities plus net		convert into cash
	cash outflow from investing
	activities divided by
	operating profit
Growth capital	N/A	Growth capital projects which include the innovation portfolio and	Provides an understanding of how cash is
expenditure		other large strategic investments	being spent to grow the business

Notes to the financial statements continued

238 Renewi plc Annual Report and Accounts 2024

SECTION 8. Other notes continued

8.3 Alternative Performance Measures (APMs) and reconciliations continued

	Closest GAAP
	measure or
	equivalent
Financial Measure	calculation	How we define it	Why we use it
Total cash flow	Net	Total cash flow is the movement in net debt excluding loan fee capitalisation and	Provides an understanding of total cash
	movement	amortisation, exchange movements, movement in PPP cash and PPP non-recourse	flow of the Group
	in cash	debt, additions to IFRS 16 lease liabilities and lease liabilities acquired through a
	and cash	business combination
	equivalents
Core cash	Cash and	Core cash excludes cash and cash equivalents relating to UK PPP contracts	The cash relating to UK PPP contracts
	cash		is not freely available to the Group and
	equivalents		is excluded from financial covenant
			calculations of the main multicurrency
			green finance facility therefore excluding
			this gives a suitable measure of cash for
			the Group
Core net debt	Borrowings	Core net debt includes core cash excludes debt relating to the UK PPP contracts	The borrowings relating to the UK PPP
		and lease liabilities as a result of IFRS 16	contracts are non-recourse to the Group
			and excluding these gives a suitable
			measure of indebtedness for the Group
			and IFRS 16 lease liabilities are excluded
			as financial covenants on the main
			multicurrency green finance facility
			remain on a frozen GAAP basis
Liquidity	N/A	Liquidity headroom includes core cash and undrawn committed amounts on the	Provides an understanding of available
		multicurrency green finance facility and the European Investment Bank facility.	headroom to the Group
Net debt to	Net debt and	This is the key covenant of the Group’s banking facilities which is calculated	Commonly used measure of financial
covenant defined	operating	following an agreed methodology to protect the Group from potential volatility	leverage and consistent with
EBITDA/leverage	profit	caused by accounting standard changes, sudden movements in exchange rates and	covenant definition
ratio		exceptional items. Net debt and EBITDA are measured on a frozen GAAP basis with
		the main impact of this being the exclusion of IFRS 16 Lease Liabilities. Exceptional
		items are excluded from EBITDA and cash and debt relating to UK PPP contracts is
		excluded from net debt. Net debt and EBITDA are translated to Euros using average
		exchange rates for the period. Covenant ratios are measured semi-annually on a
		rolling 12-month basis at March and September.

Reconciliations of non-IFRS measures are set out below:

Reconciliation of operating profit (loss) to underlying EBITDA from continuing operations

2024

	Netherlands	Belgium
	Commercial	Commercial	Mineralz &		Group central
	Waste	Waste	Water	Specialities	services	Total
	€m	€m	€m	€m	€m	€m
Operating profit (loss) from continuing operations	53.2	42.9	7.3	15.4	(21.2)	97.6
Non-trading and exceptional items (excl. finance items)
(note 3.3)	(0.3)	2.7	2.3	0.9	2.3	7.9
Underlying EBIT from continuing operations	52.9	45.6	9.6	16.3	(18.9)	105.5
Depreciation and impairment of property, plant and equipment and right-of-use assets (notes 4.2 & 4.3)*	59.4	31.4	14.9	8.1	6.6	120.4
Amortisation of intangible assets (excluding acquisition related
intangibles & discontinued operations) (note 4.1)	0.6	–	0.9	–	4.7	6.2
Non-exceptional gain on disposal of property, plant and equipment, intangible assets and subsidiaries (note 3.2)	(1.6)	(0.5)	0.2	–	–	(1.9)
Underlying EBITDA from continuing operations	111.3	76.5	25.6	24.4	(7.6)	230.2

* Includes depreciation charges, impairment charges and impairment releases relating to continuing operations, but excludes any such items recorded within non-trading and

exceptional items, as these are already accounted for within underlying EBIT. Additional analysis by segment is shown in Section 2.

Renewi plc Annual Report and Accounts 2024 239

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Other information

SECTION 8. Other notes continued

8.3 Alternative Performance Measures (APMs) and reconciliations continued

2023

	Netherlands	Belgium
	Commercial	Commercial	Mineralz &	Restated*	Group central	Restated*
	Waste	Waste	Water	Specialities	services	Total
	€m	€m	€m	€m	€m	€m
Operating profit (loss) from continuing operations	69.4	65.3	1.0	17.1	(11.3)	141.5
Non-trading and exceptional items (excluding finance items)	7.5	(12.9)	(0.5)	(1.2)	(2.7)	(9.8)
Underlying EBIT from continuing operations	76.9	52.4	0.5	15.9	(14.0)	131.7
Depreciation and impairment of property, plant and equipment and right-of-use assets (notes 4.2 & 4.3)**	57.1	31.2	17.0	7.0	6.2	118.5
Amortisation of intangible assets (excluding acquisition
related intangibles) (note 4.1)	0.9	–	0.9	–	3.5	5.3
Non-exceptional gain on disposal of property, plant and equipment, intangible assets and subsidiaries (note 3.2)	(1.9)	(0.2)	(0.1)	(0.9)	–	(3.1)
Underlying EBITDA from continuing operations	133.0	83.4	18.3	22.0	(4.3)	252.4

* The comparatives have been restated to classify the UK Municipal segment as a discontinued operation, additional analysis by segment is shown in Section 2.

** Includes depreciation charges, impairment charges and impairment releases relating to continuing operations, but excludes any such items recorded within non-trading

and exceptional items, as these are already accounted for within underlying EBIT.

Calculation of return on operating assets from continuing operations

		Netherlands	Belgium		Specialities
		Commercial	Commercial	Mineralz &	excluding
		Waste	Waste	Water	UK Municipal	Group
		€m	€m	€m	€m	€m
2024
Underlying EBIT from continuing operations		52.9	45.6	9.6	16.3	105.5
13 month average of operating assets		439.4	163.5	60.0	56.9	530.6
Return on operating assets from continuing operations		12.0%	27.9%	15.9%	28.6%	19.9%
2023	Restated*
Underlying EBIT from continuing operations		76.9	52.4	0.5	15.9	131.7
13 month average of operating assets		398.2	110.8	64.4	44.9	439.5
Return on operating assets from continuing operations		19.3%	47.3%	0.8%	35.4%	30.0%

* The comparatives have been restated to classify the UK Municipal segment as a discontinued operation.

Calculation of underlying post-tax return on capital employed

	2024	2023
	€m	€m
Operating profit (from continuing and discontinued operations)	37.6	121.4
Non-trading and exceptional items in operating profit (from continuing and discontinued operations)	69.2	11.5
Underlying EBIT (from continuing and discontinued operations)	106.8	132.9
Tax at effective rate (2024: 27.0%, 2023: 27.1%)	(28.8)	(36.0)
Post tax underlying EBIT (from continuing and discontinued operations)	78.0	96.9
13-month average of capital employed	1,013.5	915.3
Underlying post -tax return on capital employed	7.7%	10.6%

Notes to the financial statements continued

240 Renewi plc Annual Report and Accounts 2024

SECTION 8. Other notes continued

8.3 Alternative Performance Measures (APMs) and reconciliations continued

Reconciliation of statutory profit before tax to underlying profit before tax

		Restated*
	2024	2023
	€m	€m
Statutory profit before tax	60.1	115.0
Non-trading and exceptional items in operating profit	7.9	(9.8)
Underlying profit before tax	68.0	105.2

* The comparatives have been restated to classify the UK Municipal segment as a discontinued operation.

Reconciliation of free cash flow and adjusted free cash flow as presented in the CFO’s statement

2024

€m

		2023
		€m
Net cash generated from operating activities	168.7	188.4
Include finance charges and loan fees paid	(41.9)	(31.3)
Include finance income received	10.8	10.6
Include repayment of obligations under lease liabilities	(55.3)	(47.5)
Include purchases of replacement items of intangible assets	(13.3)	(9.9)
Include purchases of replacement items of property, plant and equipment	(64.1)	(84.2)
Include proceeds from disposals of property, plant and equipment	20.2	6.8
Included capital received in respect of PPP financial assets net of outflows	5.9	6.0
Include repayment of UK Municipal contracts PPP debt	(5.3)	(8.1)
Include movement in UK Municipal contracts PPP cash	(3.3)	1.1
Investment in own shares and other	(1.5)	(6.6)
Free cash flow	20.9	25.3
Exclude deferred Covid taxes paid	19.9	19.7
Exclude offtake of ATM soil	2.5	1.2
Exclude UK Municipal contracts	15.8	12.2
Exclude non-trading and exceptional provisions and working capital	5.5	4.4
Exclude payments to fund defined benefit pension schemes	3.5	3.5
Investment in own shares and other	1.5	6.6
Adjusted free cash flow	69.6	72.9

Reconciliation of net capital spend in the CFO’s statement to purchases and disposal proceeds of

property, plant and equipment and intangible assets within Investing activities in the consolidated

Statement of Cash Flows

	2024	2023
	€m	€m
Purchases of intangible assets	(13.3)	(9.9)
Purchases of replacement property, plant and equipment	(64.1)	(84.2)
Proceeds from disposals of property, plant and equipment	20.2	6.8
Net replacement capital expenditure	(57.2)	(87.3)
Growth capital expenditure	(22.0)	(30.8)
Total capital spend as shown in the cash flow in the CFO’s statement	(79.2)	(118.1)

Renewi plc Annual Report and Accounts 2024 241

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Financial statements

Other information

SECTION 8. Other notes continued

8.3 Alternative Performance Measures (APMs) and reconciliations continued

	2024	2023
	€m	€m
Purchases of intangible assets	(13.3)	(9.9)
Purchases of property, plant and equipment (replacement and growth)	(86.1)	(115.0)
Proceeds from disposals of property, plant and equipment	20.2	6.8
Purchases and disposal proceeds of property, plant and equipment and intangible assets within
Investing activities in the consolidated Statement of Cash Flows	(79.2)	(118.1)

Reconciliation of property, plant and equipment additions to replacement capital expenditure as

presented in the CFO’s statement

2024

€m

		2023
		€m
Property, plant and equipment additions (note 4.2)	(82.6)	(117.9)
Intangible asset additions (note 4.1)	(11.7)	(8.7)
Proceeds from disposals of property, plant and equipment	20.2	6.8
Movement in capital creditors (included in trade and other payables)	(5.1)	1.7
Growth capital expenditure – as disclosed in the CFO’s statement	22.0	30.8
Replacement capital expenditure per the CFO’s statement	(57.2)	(87.3)

Reconciliation of total cash flow as presented in the CFO’s statement to the movement in total

net debt

	2024	2023
	€m	€m
Total cash flow	(0.9)	(64.9)
Additions to lease liabilities net of cancelled lease liabilities	(60.0)	(52.0)
Lease liabilities acquired through a business combination	–	(30.7)
Repayment of obligations under lease liabilities	55.3	47.5
Movement in PPP non-recourse debt	5.3	8.1
Movement in PPP cash and cash equivalents	3.3	(1.1)
Capitalisation of loan fees net of amortisation	0.7	(0.7)
Less net debt transferred as part of the disposal group	67.7	–
Exchange movements	(1.7)	2.6
Movement in total net debt (note 5.1)	69.7	(91.2)

Notes to the financial statements continued

242 Renewi plc Annual Report and Accounts 2024

SECTION 8. Other notes continued

8.3 Alternative Performance Measures (APMs) and reconciliations continued

Reconciliation of total cash flow as presented in the CFO’s statement to the movement in cash

	2024	2023
	€m	€m
Total cash flow	(0.9)	(64.9)
Repayments of retail bonds	–	(100.0)
Proceeds from bank borrowings	439.5	565.0
Repayment of bank borrowings	(402.1)	(405.6)
Bank loan acquired through business combination	–	7.0
Movement in PPP cash and cash equivalents	3.3	(1.1)
Less cash transferred as part of the disposal group	(24.5)	–
Exchange movements	1.0	(1.3)
Movement in total cash	16.3	(0.9)

Reconciliation of total net debt to net debt under covenant definition

	2024	2023
	€m	€m
Total net debt	(616.0)	(685.7)
Exclude PPP non-recourse debt	–	88.3
Exclude PPP cash and cash equivalents	–	(19.0)
Exclude IFRS 16 lease liabilities	247.9	245.8
Net debt aligned with covenant definition	(368.1)	(370.6)

8.4 Contingent liabilities

Since 2017 ATM has faced challenges in the offtake of thermally treated soil. There are discussions ongoing on the application of thermally

treated soil in certain areas in the Netherlands and it cannot be ruled out that this could result in liability for damages resulting from

third-party claims in the future.

All sites need to operate in alignment with the related permits and when new regulatory requirements come into force, the Group

may need to undertake additional expenditure to align to new standards. No account is taken of any potential changes until the new

obligations are fully defined and enforceable.

Due to the nature of the industry in which the business operates, from time to time the Group is made aware of claims or litigation arising

in the ordinary course of the Group’s business. Provision is made for the Directors’ best estimate of all known claims and all such legal

actions in progress. The Group takes legal advice as to the likelihood of success of claims and actions and no provision is made where the

Directors consider, based on that advice, that the action is unlikely to succeed or a sufficiently reliable estimate of the potential obligation

cannot be made. None of these other matters are expected to have a material impact.

Under the terms of sale agreements, the Group has given a number of indemnities and warranties relating to businesses sold in prior

periods. Different warranty periods are in existence and it is assumed that these will expire within 15 years. Based on management’s

assessment of the most likely outcome appropriate warranty provisions are held.

In respect of contractual liabilities the Group and its subsidiaries have given guarantees and entered into counter indemnities of bonds

and guarantees given on their behalf by sureties and banks totalling €231.4m (2023: €229.2m).

8.5 Events after the balance sheet date

On 27 May 2024, the Group entered into a commitment letter for a €120m bridging facility as detailed in section 1.

On 30 May 2024, the Group entered into a sale agreement with Biffa Limited for the disposal of its UK Municipal business as detailed in

note 6.4.

Renewi plc Annual Report and Accounts 2024 243

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Financial statements

Other information

2024

€m

Restated*

2023

€m

Restated*

2022

€m

Restated*

2021

€m

Restated*

2020

€m

Consolidated Income Statement

Revenue from continuing operations** 1,689.2 1,703.9 1,652.9 1,488.1 1,578.2

Underlying EBIT from continuing operations** 105.5 131.7 140.8 72.9 90.4

Finance charges – interest (30.4) (21.6) (20.2) (20.1) (23.9)

Finance charges – other (7.6) (5.2) (7.4) (5.5) (7.7)

Share of results from associates and joint ventures 0.5 0.3 0.2 1.3 0.3

Profit from continuing operations before non-trading and exceptional

items and tax (underlying profit) 68.0 105.2 113.4 48.6 59.1

Non-trading and exceptional items (7.9) 9.8 (9.7) (36.7) (86.6)

Profit (loss) before tax from continuing operations 60.1 115.0 103.7 11.9 (27.5)

Taxation (16.1) (30.8) (25.9) (12.2) (12.9)

Exceptional tax and tax on exceptional items 1.2 1.8 4.2 6.2 12.6

Profit (loss) after tax from continuing operations 45.2 86.0 82.0 5.9 (27.8)

Loss after tax from discontinued operations (76.1) (19.4) (6.6) (0.4) (49.3)

(Loss) profit for the year (30.9) 66.6 75.4 5.5 (77.1)

(Loss) profit attributable to:

Owners of the parent (34.1) 62.9 74.5 5.6 (77.9)

Non-controlling interests 3.2 3.7 0.9 (0.1) 0.8

(30.9) 66.6 75.4 5.5 (77.1)

Consolidated Balance Sheet

Non-current assets 1,562.4 1,686.2 1,565.9 1,612.3 1,625.8

Other assets less liabilities (632.4) (653.2) (629.5) (713.0) (631.6)

Total net debt (616.0) (685.7) (594.5) (658.0) (758.9)

Net assets 314.0 347.3 341.9 241.3 235.3

Equity attributable to owners of the parent

Share capital and share premium 574.6 573.9 573.3 573.1 573.1

Exchange reserve and retained earnings (273.6) (236.7) (238.4) (337.9) (339.2)

301.0 337.2 334.9 235.2 233.9

Non-controlling interests 13.0 10.1 7.0 6.1 1.4

Total equity 314.0 347.3 341.9 241.3 235.3

Financial ratios

Underlying earnings per share – continuing operations

(cents per share) 61c 89c 109c 46c 58c

Basic earnings (loss) per share – continuing operations

(cents per share) 53c 104c 102c 8c (36)c

Dividend per share (pence per share) 5p – – – 4.5p

* The comparatives have been restated, only for the income statement items and earnings per share figures, to classify the UK Municipal segment as a discontinued operation.

** Revenue and underlying EBIT from continuing operations are stated before non-trading and exceptional items as set out in note 3.3 for the years ended 31 March 2024 and

31 March 2023.

Consolidated five year financial summary

Parent company financial statements continued

244 Renewi plc Annual Report and Accounts 2024

Note

31 March

2024

£m

31 March

2023

£m

Assets

Non-current assets

Intangible assets 6 – 0.1

Property, plant and equipment 7 – 0.1

Investments 8 525.8 525.8

Other receivables 9 341.7 113.9

Deferred tax assets 10 9.5 8.8

877.0 648.7

Current assets

Trade and other receivables 9 1.3 256.0

Current tax receivable 0.7 –

Cash and cash equivalents 11 24.9 17.3

26.9 273.3

Assets classified as held for sale 9 18.4 –

45.3 273.3

Total assets 922.3 922.0

Liabilities

Non-current liabilities

Borrowings 12 (106.6) (175.4)

Provisions 14 (1.2) (1.1)

Defined benefit pension scheme deficit 15 (6.5) (3.7)

(114.3) (180.2)

Current liabilities

Borrowings 12 (64.1) –

Trade and other payables 13 (6.6) (8.3)

Current tax payable – (1.7)

Provisions 14 (0.3) (0.7)

(71.0) (10.7)

Total liabilities (185.3) (190.9)

Net assets 737.0 731.1

Equity

Share capital 16 80.6 80.2

Share premium 16 402.1 401.8

Retained earnings* 254.3 249.1

Total equity 737.0 731.1

* As permitted by section 408 of the Companies Act, the Company has elected not to present its own Income Statement or Statement of Comprehensive Income. The Company

reported a profit for the year ended 31 March 2024 of £9.9m (2023: £90.6m).

The notes on pages 248 to 255 are an integral part of these financial statements.

These Financial Statements were approved by the Board of Directors and authorised for issue on 30 May 2024. They were signed on its

behalf by:

Parent company Balance Sheet

As at 31 March 2024

Ben Verwaayen

Chairman

Annemieke den Otter

Chief Financial Officer

Renewi plc Annual Report and Accounts 2024 245

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Financial statements

Other information

Note

capital

£m

premium

£m

Retained

earnings

£m

Total

equity

£m

Balance at 1 April 2023 80.2 401.8 249.1 731.1

Profit for the year – – 9.9 9.9

Other comprehensive (loss) income:

Actuarial loss on defined benefit pension scheme 15 – – (5.7) (5.7)

Tax in respect of other comprehensive income items – – 1.4 1.4

Total comprehensive income for the year – – 5.6 5.6

Transactions with owners in their capacity as owners:

Share-based compensation 3 – – 1.1 1.1

Proceeds from exercise of employee options 16 0.4 0.3 – 0.7

Own shares purchased by the Employee Share Trust 16 – – (1.5) (1.5)

Balance at 31 March 2024 80.6 402.1 254.3 737.0

Balance at 1 April 2022 80.0 401.6 172.2 653.8

Profit for the year – – 90.6 90.6

Other comprehensive (loss) income:

Actuarial loss on defined benefit pension scheme 15 – – (14.3) (14.3)

Tax in respect of other comprehensive income items – – 3.6 3.6

Total comprehensive income for the year – – 79.9 79.9

Transactions with owners in their capacity as owners:

Share-based compensation 3 – – 2.3 2.3

Movement in tax arising on share-based compensation – – (0.8) (0.8)

Proceeds from exercise of employee options 16 0.2 0.2 – 0.4

Own shares purchased by the Employee Share Trust 16 – – (4.5) (4.5)

Balance at 31 March 2023 80.2 401.8 249.1 731.1

Parent company Statement of Changes in Equity

For the year ended 31 March 2024

Parent company financial statements continued

246 Renewi plc Annual Report and Accounts 2024

2024

£m

2023

£m

Profit before tax 4.8 92.9

Finance income (20.2) (20.6)

Finance charges 8.0 8.0

Operating (loss) profit (7.4) 80.3

Amortisation of intangible assets 0.1 0.1

Dividend income (4.6) (77.2)

Net decrease in provisions (0.4) (0.1)

Payment related to committed funding of the defined benefit pension scheme (2.9) (3.1)

Share-based compensation 1.1 2.3

Exchange gain (loss) 4.9 (5.4)

Operating cash flows before movement in working capital (9.2) (3.1)

Decrease in receivables 11.9 16.2

(Decrease) increase in payables (11.2) 0.4

Cash flows (used in) from operating activities (8.5) 13.5

Income tax received – 0.5

Net cash (outflow) inflow from operating activities (8.5) 14.0

Investing activities

Dividend received in cash 4.6 77.2

Finance income 20.3 17.8

Net cash inflow from investing activities 24.9 95.0

Financing activities

Proceeds from share issues 0.7 0.4

Finance charges and loan fees paid (8.0) (9.4)

Repayment of retail bonds – (86.5)

Proceeds from bank borrowings – 2.2

Repayment of bank borrowings – (2.2)

Investment in own shares by the Employee Share Trust (1.5) (4.5)

Net cash outflow from financing activities (8.8) (100.0)

Net increase in cash and cash equivalents 7.6 9.0

Cash and cash equivalents at the beginning of the year 17.3 8.3

Cash and cash equivalents at the end of the year 24.9 17.3

Parent company Statement of Cash Flows

For the year ended 31 March 2024

Renewi plc Annual Report and Accounts 2024 247

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Financial statements

Other information

Notes to the parent company financial statements

1. Accounting policies – Company

General information

Renewi plc is a public limited company listed on the London Stock Exchange with a secondary listing on Euronext Amsterdam.

Renewi plc is incorporated and domiciled in Scotland under the Companies Act 2006, registered number SC077438. The address

of the registered office is given on page 275. The nature of the Company’s principal activity is a head office corporate function.

The financial statements for Renewi plc the Company are presented in Sterling being the functional currency of the entity and are

rounded to the nearest £0.1m, unless otherwise stated.

Basis of preparation

The separate financial statements of the Company are presented in compliance with the requirements for companies whose shares are

listed on the London Stock Exchange. They have been prepared on the historical cost basis, except for share-based payments, which

are stated at fair value. The policies set out below have been consistently applied. The Company has applied all accounting standards

and interpretations issued relevant to its operations and effective for accounting periods beginning on 1 April 2023. The financial

statements are prepared in accordance with UK adopted international accounting standards in conformity with the requirements

of the Companies Act 2006.

Going concern

As set out in section 1 Basis of preparation of the consolidated financial statements, having assessed the principal risks and other

matters in connection with the viability statement, the Directors consider it appropriate to continue to adopt the going concern basis

of accounting in preparing these financial statements.

New standards and interpretations not yet adopted

Standards and interpretations issued by the International Accounting Standards Board (IASB) are only applicable if endorsed by the

UK Endorsement Board (UKEB). There were no new standards, amendments to standards or interpretations not yet effective that

would be expected to have a material impact on the Company.

Intangible assets

Computer software is capitalised on the basis of the costs incurred to purchase and bring the assets into use. These costs are

amortised over the estimated useful life ranging from one to five years on a straight-line basis.

Property, plant and equipment

Property, plant and equipment, except for freehold land, is stated at cost less accumulated depreciation and provision for impairment.

Cost includes the original purchase price of the asset and the costs attributable to bringing the asset to its working condition for its

intended use. Freehold land is not depreciated. The asset’s residual values and useful lives are reviewed and adjusted if appropriate

at the end of each reporting period.

Depreciation is provided to write-off the cost of fixtures and fittings (less the expected residual value) on a straight-line basis over an

expected useful life of up to 10 years.

Assets are reviewed for impairment whenever events or circumstances indicate that the carrying amount may not be recoverable. An

impairment loss is recognised for the amount by which the asset’s carrying amount exceeds its recoverable amount. The recoverable

amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are

discounted to their present value. An impairment loss is recognised immediately as an operating expense and at each subsequent

reporting date the impairment is reviewed for possible reversal.

Investments in subsidiary undertakings

Investments in subsidiary undertakings are stated at cost less any provision for impairment in value. Investments are reviewed for

impairment whenever events or circumstances indicate that the carrying amount may not be recoverable. An impairment provision

is recognised for the amount by which the asset’s carrying amount exceeds its recoverable amount. The recoverable amount is the

higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their

present value.

Parent company financial statements continued

248 Renewi plc Annual Report and Accounts 2024

1. Accounting policies – Company continued

Provisions

Provisions are recognised where there is a present legal or constructive obligation as a result of a past event, and it is probable that an

outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the

amount of the obligation.

Employee benefits

Retirement benefits

The Company accounts for pensions and similar benefits under IAS 19 (revised) Employee Benefits. For defined benefit plans, obligations

are measured at discounted present value whilst plan assets are recorded at fair value. The operating and financing costs of the plans are

recognised separately in the Income Statement. Interest is calculated by applying the discount rate to the net defined pension liability.

Actuarial gains and losses are recognised in full through the Statement of Comprehensive Income; surpluses are recognised only to the

extent that they are recoverable. Movements in irrecoverable surpluses are recognised immediately in the Statement of Comprehensive

Income. Payments to defined contribution schemes are charged to the Income Statement as they become due.

Share-based payments

The Company issues equity-settled share-based awards to certain employees. The fair value of share-based awards is determined at the

date of grant and expensed on a straight-line basis over the vesting period, with a corresponding increase in equity based on the Company’s

estimate of the shares that will eventually vest. At each balance sheet date, the Company revises its estimates of the number of awards

that are expected to vest based on service and non-market performance conditions. The amount expensed is adjusted over the vesting

period for changes in the estimate of the number of shares that will eventually vest, except for changes resulting from any market-related

performance conditions.

Taxation

Current tax

Current tax is based on taxable profit or loss for the year. Taxable profit differs from profit before tax in the Income Statement because

it excludes items of income or expense that are taxable or deductible in other years or that are never taxable or deductible. The asset

or liability for current tax is calculated using tax rates that have been enacted, or substantively enacted, at the balance sheet date.

Deferred tax

Deferred tax is recognised in full where the carrying value of assets and liabilities in the financial statements is different to the

corresponding tax bases used in the computation of taxable profits. Deferred tax liabilities are generally recognised for all taxable

temporary differences and deferred tax assets are recognised to the extent that it is probable that the taxable profits will be available

against which deductible temporary differences can be utilised. Deferred tax is calculated at the tax rates that have been substantively

enacted at the balance sheet date. Deferred tax is charged or credited in the Income Statement, except where it relates to items charged

or credited directly to equity in which case the deferred tax is also dealt with in equity.

Foreign currencies

The functional currency of the Company is Sterling. Monetary assets and liabilities denominated in foreign currencies at the year end

are translated at the period end exchange rates. Income and expenses denominated in foreign currencies are translated into sterling

at the average rate of exchange for the month in which they occur. Foreign currency gains or losses are credited or charged in the

Income Statement.

Financial instruments

Amounts owed by subsidiary undertakings

Amounts owed by subsidiary undertakings are initially recognised at fair value and subsequently measured at amortised cost using

the effective interest method less any provision for impairment losses. The Company measures impairment losses using the general

expected credit loss model, taking into account objective evidence of impairment as a result of assessing the estimated future cash

flows of the financial asset.

Cash and cash equivalents

Cash and cash equivalents comprise cash balances and call deposits with a maturity of three months or less and is held at amortised cost.

Renewi plc Annual Report and Accounts 2024 249

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Financial statements

Other information

1. Accounting policies – Company continued

External borrowings

Retail bonds and bank loans are recorded at the proceeds received, net of direct issue costs. Finance charges, including premiums

payable on settlement or redemption and direct issue costs, are accounted for on an accruals basis in the Income Statement using

the effective interest rate method.

Trade payables

Trade payables are not interest bearing and are stated initially at fair value and subsequently held at amortised cost.

Amounts owed to subsidiary undertakings

Amounts owed to subsidiary undertakings are initially recognised at fair value and subsequently held at amortised cost.

Other receivables and other payables

Other receivables and other payables are initially recognised at fair value and subsequently measured at amortised cost.

Called up share capital

Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new ordinary shares or share options are

shown in equity as a deduction, net of tax, from the proceeds. The share premium account represents any excess of the net proceeds

over the nominal value of any shares issued.

Dividends

Dividend distributions to the equity holders are recognised in the period in which they are approved by the shareholders in general

meeting. Interim dividends are recognised when paid.

2. Key accounting judgements and estimates

The preparation of financial statements in accordance with IFRS requires management to make judgements, estimates and

assumptions that affect the application of policies and reported amounts of assets and liabilities, income and expenditure.

The areas involving a higher degree of judgement or complexity are set out below and in more detail in the related note.

Defined benefit pension scheme

The Company operates a defined benefit scheme in the UK for which an actuarial valuation is carried out as determined by the trustees

at intervals of not more than three years. The pension cost under IAS 19 (revised) Employee Benefits is assessed in accordance with

management’s best estimates using the advice of an independent qualified actuary and assumptions in the latest actuarial valuation.

The principal assumptions in connection with the retirement benefit scheme are set out in note 7.2 of the Group financial statements.

Impairment of investments in subsidiary undertakings and amounts owed by

subsidiary undertakings

Investments in subsidiary undertakings and amounts owed by subsidiary undertakings are reviewed for impairment whenever events

or circumstances indicate that the carrying value may not be recoverable. The carrying value is estimated based on projected cash

flows which may be long term in nature as detailed in note 8.

Parent company financial statements continued

250 Renewi plc Annual Report and Accounts 2024

3. Employees

Staff costs

2024

£m

2023

£m

Wages and salaries 3.0 4.2

Social security costs 0.2 0.3

Share-based benefits 1.1 2.3

Other pension costs 0.1 –

Total staff costs 4.4 6.8

The average number of people (including executive directors) employed by the Company was 15 employees (2023: 18).

See pages 128 to 147 of the Directors’ Remuneration report for details of the remuneration of executive and non-executive Directors

and their interest in shares and options of the Company. Further details on share-based payments are set out in note 7.3 of the Group

financial statements

4. Auditors’ remuneration

The auditors’ remuneration for audit services to the Company was £0.1m (2023: £0.1m) and the fees paid to BDO LLP and its associates for

non-audit services for audit related assurance services for the Company were £nil (2023: £15,000).

5. Dividends

The Directors have proposed a final dividend of 5 pence per share (2023: £nil) totalling £4.0m (2023: £nil) for the year ended March 2024.

6. Intangible assets

Computer

Software

£m

Cost

At 1 April 2022, 31 March 2023 and 31 March 2024 0.5

Accumulated amortisation and impairment

At 1 April 2022 0.3

Amortisation charge 0.1

At 31 March 2023 0.4

Amortisation charge 0.1

At 31 March 2024 0.5

Net book value

At 31 March 2024 –

At 31 March 2023 0.1

At 31 March 2022 0.2

Renewi plc Annual Report and Accounts 2024 251

Strategic report Governance report

Financial statements

Other information

7. Property, plant and equipment

Land

£m

Fixtures and

fittings

£m

Total

£m

Cost

At 1 April 2022 0.1 0.2 0.3

Disposal – (0.2) (0.2)

At 31 March 2023 0.1 – 0.1

Disposal (0.1) – (0.1)

At 31 March 2024 – – –

Accumulated depreciation and impairment

At 1 April 2022 – 0.1 0.1

Disposal – (0.1) (0.1)

At 31 March 2023 and 31 March 2024 – – –

Net book value

At 31 March 2024 – – –

At 31 March 2023 0.1 – 0.1

At 31 March 2022 0.1 0.1 0.2

8. Investments

Investments

in subsidiary

undertakings

£m

At 31 March 2023 and 31 March 2024 525.8

In the opinion of the Directors, the value of investments in subsidiary undertakings is not less than the aggregate amount of £525.8m

(2023: £525.8m). This assessment is based on the value in use calculated with reference to the discounted cash flow forecasts for each

of the reporting segments of the Group as set out in note 4.1 of the Group financial statements. The Group performs sensitivity analysis

of the impairment testing by considering reasonably possible changes in the key assumptions used. The results of sensitivities performed

demonstrated significant headroom and it is concluded that no reasonably possible change to the assumptions would result in an

impairment charge.

9. Trade and other receivables and Assets classified as held for sale

2024

£m

2023

£m

Non-current assets

Amounts owed by subsidiary undertakings 340.3 113.9

Other receivables 1.4 –

341.7 113.9

Current assets

Amounts owed by subsidiary undertakings – 254.5

Other receivables 0.7 0.2

Prepayments 0.6 1.3

1.3 256.0

Assets classified as held for sale of £18.4m (2023: £nil) represent amounts owed by subsidiary undertakings, previously recorded as

non-current assets, that are due from entities which are part of the Asset Held for Sale disposal group outlined within note 6.4 of the

Group financial statements. The amounts owed are expected to be exchanged with a different subsidiary undertaking resulting in no

gain or loss on disposal, therefore the balances are considered recoverable in full.

Parent company financial statements continued

252 Renewi plc Annual Report and Accounts 2024

9. Trade and other receivables continued

The carrying amounts of trade and other receivables are denominated in the following currencies:

2024

£m

2023

£m

Sterling 21.1 19.7

Euro 340.3 350.2

361.4 369.9

Interest on amounts owed by subsidiary undertakings is received at rates of between 0% and 14% (2023: 0% and 14%), the balances are

unsecured and repayable either on demand or in accordance with the loan agreements with a final repayment date of March 2032.

10. Deferred tax asset

Deferred tax is provided in full on temporary differences under the liability method using the applicable tax rate.

Retirement

benefit scheme

£m

Tax losses

£m

Other timing

differences

£m

Total

£m

At 1 April 2022 (1.8) 7.3 1.5 7.0

(Charge) credit to Income Statement (0.9) (0.6) 0.5 (1.0)

Credit (charge) to equity 3.6 – (0.8) 2.8

At 31 March 2023 0.9 6.7 1.2 8.8

(Charge) credit to Income Statement (0.7) 0.4 (0.4) (0.7)

Credit to equity 1.4 – – 1.4

At 31 March 2024 1.6 7.1 0.8 9.5

The majority of the £9.5m (2023: £8.8m) deferred tax asset is expected to be recovered after more than one year and is expected to be used

within the next six years, as outlined within the group tax note 3.4.

As at 31 March 2024, the Company has unused tax losses (tax effect) of £7.1m (2023: £6.7m) available for offset against future profits.

A deferred tax asset has been recognised in respect of £7.1m (2023: £6.7m) of such losses and recognition is based on management’s

projections of future profits in the Company. Tax losses may be carried forward indefinitely.

11. Cash and cash equivalents

The carrying amount of cash and cash equivalents of £24.9m (2023: £17.3m) was denominated in Sterling.

12. Borrowings

2024

£m

2023

£m

Non-current borrowings

Retail bonds 106.6 175.4

Current borrowings

Retail bonds 64.1 –

At 31 March 2024, the Group had two issues of green retail bonds. The bonds of £64.1m (€75m) (2023: £65.8m (€75m)) maturing in July 2024

have an annual gross coupon of 3.00% and the bonds of £106.6m (€125m) (2023: £109.6m (€125m)) maturing in July 2027 have an annual

gross coupon of 3.00%. The retail bonds are unsecured and have cross guarantees from members of the Group. Further details are given

in the Group financial statements in note 5.8.

Of the non-current borrowings of £106.6m (2023: £175.4m), £nil (2023: £65.8m) is due to be repaid between one and two years and £106.6m

(2023: £109.6m) is due to be repaid between two and five years. The carrying amounts of borrowings are denominated in Euros.

Renewi plc Annual Report and Accounts 2024 253

Strategic report Governance report

Financial statements

Other information

13. Trade and other payables

2024

£m

2023

£m

Trade payables 0.7 0.4

Other tax and social security payable 0.2 0.4

Accruals and other payables 5.6 6.8

Amounts owed to Group undertakings 0.1 0.7

6.6 8.3

The carrying amounts of trade and other payables are denominated in the following currencies:

2024

£m

2023

£m

Sterling 2.9 3.8

Euro 3.7 4.5

6.6 8.3

Amounts owed to Group undertakings are interest free, unsecured and repayable upon demand.

14. Provisions

£m

At 1 April 2023 1.8

Provided in the year 0.2

Utilised in the year (0.5)

At 31 March 2024 1.5

Of the £1.5m (2023: £1.8m) provisions, £0.3m is current (2023: £0.7m) and £1.2m is non-current (2023: £1.1m). Provisions principally

include warranties, whereby under the terms of the agreements for the disposal of certain businesses, the Company has given warranties

to the purchasers which may give rise to payments. The Company has the liability until the end of the contractual terms in the agreements.

15. Retirement benefit scheme

The Company’s defined benefit pension scheme (called the Shanks Group Pension Scheme) covers eligible UK employees and is

closed to new entrants and closed for future benefit accrual. The plan provides benefits to members in the form of a guaranteed level

of pension payable for life and the level of benefits provided depends on the members’ length of service and salary. The funding plan

has been maintained at the current level of £3.1m per annum until December 2024. Further details are provided in note 7.2 of the

Group financial statements.

16. Share capital and share premium

Share capital –

ordinary shares

premium

Number £m £m

Share capital allotted, called up and fully paid

At 1 April 2022 (ordinary shares of £1 each) 80,059,937 80.0 401.6

Issued under share option schemes (ordinary shares of £1 each) 190,358 0.2 0.2

At 31 March 2023 (ordinary shares of £1 each) 80,250,295 80.2 401.8

Issued under share option schemes (ordinary shares of £1 each) 301,075 0.4 0.3

At 31 March 2024 (ordinary shares of £1 each) 80,551,370 80.6 402.1

During the year, 301,075 (2023: 190,358) ordinary shares of £1 were allotted. These new shares resulted from the exercise of share

options under the Savings Related Share Option Schemes for an aggregated consideration of £0.7m (2023: £0.4m). Further disclosures

relating to share-based options are set out in note 7.3 of the Group financial statements.

Parent company financial statements continued

254 Renewi plc Annual Report and Accounts 2024

16. Share capital and share premium continued

Renewi plc Employee Share Trust

The Renewi plc Employee Share Trust owns 600,326 (0.7%) (2023: 853,223 (1.1%)) £1 shares of the issued share capital of the Company in

trust for the benefit of employees of the Group. The Trust waives its dividend entitlement. Retained earnings include ordinary shares held

by the Trust to satisfy future share awards which are recorded at cost. During the year, 544,967 (2023: 400,597) £1 shares were transferred

to individuals under the LTIP and DAB schemes. During the year, 292,070 (2023: 700,969) £1 shares were purchased by the Trust at a cost

of £1.5m (2023: £4.5m).

17. Financial instruments

The carrying value of the Company’s financial assets and financial liabilities is shown below:

Note

2024

£m

2023

£m

Financial assets

Trade and other receivables excluding prepayments 9 360.8 368.6

Cash and cash equivalents 11 24.9 17.3

385.7 385.9

Financial liabilities

Retail bonds 12 170.7 175.4

Trade and other payables excluding non-financial liabilities 13 6.4 7.9

177.1 183.3

The fair value of financial assets and financial liabilities is not materially different to their carrying value except for the retail bonds which

have a fair value of £167.1m (2023: £172.7m).

The following table analyses the Company’s financial liabilities into relevant maturity groupings. The maturities of the undiscounted cash

flows, including interest and principal, at the balance sheet date are based on the earliest date on which the Company is obliged to pay.

Within

one year

£m

Between one

and five years

£m

Over five years

£m

Total

£m

At 31 March 2024

Retail bonds 69.3 116.5 – 185.8

Trade and other payables 2.6 – – 2.6

71.9 116.5 – 188.4

At 31 March 2023

Retail bonds 5.3 191.0 – 196.3

Trade and other payables 4.2 – – 4.2

9.5 191.0 – 200.5

18. Contingent liabilities

In addition to the contingent liabilities as referred to in note 8.4 of the Group financial statements, the Company has given guarantees in

respect of the Group’s subsidiary undertakings’ borrowing facilities totalling £251.0m (2023: £224.6m). The Company also has contingent

liabilities in respect of both VAT and HM Revenue & Customs group payment arrangements of £0.6m (2023: £0.7m).

19. Related party transactions

A list of the Company’s subsidiaries is set out in note 8.1 of the Group financial statements. Transactions with subsidiaries relate to interest

on intercompany loans, management charges and dividends. Net interest income was £19.6m (2023: £19.9m), management charges were

£3.7m (2023: £5.2m) and dividends received were £4.6m (2023: £77.2m). Total outstanding balances are listed in notes 9 and 13.

Renewi plc Annual Report and Accounts 2024 255

Strategic report Governance report

Financial statements

Other information

258 Sustainability disclosures

274 Shareholder information

275 Company information

276 Glossary

256 Renewi plc Annual Report and Accounts 2024

Circular material:

recycled gravel

Strategic report Governance report Financial statements Other information

Renewi plc Annual Report and Accounts 2024 257

Sustainability disclosures

The purpose of this section is to

share material ESG content as

requested by Renewi’s external

stakeholders. It contains

additional cuts of the data

discussed in the Annual Report,

methodology notes and relevant

contextual information, mirroring

the structure of the Annual

Report chapters where possible.

Disclosures are prepared

according to the GRI standards.

The full GRI content index can

be found on page 272.

The time-frame of the data

published follows the Renewi

financial year (1 April 2023

to 31 March 2024) and the

publication date of this Annual

Report is also the formal date

of the first external publication

of the data for that period.

If you have a question

regarding the preparation

of this information, please

reach out to info@renewi.com.

Sustainability disclosure contents:

258 1. Basis for preparation

258 2. Being a circular economy

change maker

263 3. Reduce our carbon emissions

266 4. Energy

268 5. Caring for our people

and ecosystems

272 6. External references

1. Basis for preparation

Materiality

In just one financial cycle, Renewi will be subject to CSRD-compliant disclosure, as one

of the first wave adopters in Europe. In anticipation of this reporting change, Renewi is

currently carrying out its first double materiality analysis. The results of this study will

inform the material topics for disclosure from FY25 onwards.

In the meantime, disclosures remain aligned with the topics selected in previous years:

please see the GRI content index for a full list of disclosed topics.

Sustainability reporting boundary

Any entities consolidated under Group financial control are subject to sustainability

reporting (see the list of consolidated entities on pages 234-236). The exception is GHG

reporting, which follows the rule for operational control rather than financial control.

Entities that are consolidated under financial control but not subject to operational

control are therefore addressed as investments in Scope 3 category 15. These are

as follows:

• Hydrovac V.O.F.

• Induserve V.O.F.

• Octopus V.O.F.

• Smink Boskalis Dolman V.O.F.

Limited Assurance audits, which ESG data was subject to (Recycling rate, LTIF and GHG

Scopes 1 and 2), work within the same boundaries as those described above. The CO

Performance Ladder certification and audit works within the standard Renewi boundary

of Scope 1 and 2 reporting but excludes all UK entities.

Renewi’s approach to organisational structure changes:

• If Renewi sells or acquires sites/operations/divisions that result in a >5% impact on

the Scope 1 and 2 footprint at Group level, they should be excluded from/included in

the Company’s corporate footprint and the data should be restated for every affected

year up until the base year (FY22)

• If the impact is less than 5% at Group level, this does not trigger a restatement, only

a forward-going amendment

• All changes to the reporting boundary must be communicated annually as part of

data interpretation, providing a context for GHG increases and decreases that cannot

be attributable to GHG management practices

New sites and entities are added in the year of acquisition. Data should be retrieved from

these entities for the full year, including the months within the reported year before the

acquisition happened. Sites divested should be excluded from the total footprint in the

year of purchase. Sites closing should be accounted for in full until the date of closure.

2. Be a circular economy change maker

Waste generation and significant waste-related impacts

Waste generation and flows are a part of Renewi’s strategic considerations

(see a description of the Strategy on page 13).

The diagram on the following page explains how materials flow through the

Renewi ecosystem.

Please note: Due to the dynamic markets of commodities and energy, and therefore

fluctuating prices, the economic value retrieved from the below material streams is

typically not proportional to the value they bring to Renewi in a given day, month

or quarter.

258 Renewi plc Annual Report and Accounts 2024

Material flows

Contracted

tonnage

10,392

Disposal

667

Other recyclates and PMD

156

Treated wastewater

1,033

Mixed and non-

hazardous waste

2,416

Organic matter

583

Minerals

2,208

Electronics (WEEE)

Hazardous waste

262

Metals

259

Plastics

122

Paper

646

Glass

1,185

Wood

789

Energy

recovery

1,937

Recyclates

6,564

Waste-

derived fuels

1,224

Types of materials processed by Renewi and their destinations (kT)

Strategic report Governance report Financial statements Other information

Renewi plc Annual Report and Accounts 2024 259

Alignment between the GRI waste-related metric and Renewi in-house approaches

Renewi considers its recycling rate formula – Recycling rate % = Tonnage of outgoing recyclates/Total waste handled – to be a legitimate

translation of GRI* that maintains conceptual coherence with the objective of GRI reporting for an end-of-life player. In this formula:

• Products and packaging reclaimed within the reporting period is replaced with Tonnage of outgoing recyclates; and

• Products sold within the reporting period is replaced with Total waste handled

Recycling rate

In FY24, Renewi’s recycling rate figure achieved a level of granularity and maturity that warranted limited assurance by a third party,

starting with FY23 data. For this reason, pre-FY23 figures will no longer be communicated for the recycling rate, related metrics for

carbon avoidance (see page 262) or carbon intensities (see page 265). In FY25, we will therefore be able to return to a three-year

perspective of this KPI.

Recycling rate, breakdown by the destination of materials processed and business division (‘000 tonnes)

Volumes Renewi

Commercial Waste

Netherlands

Commercial Waste

Belgium Mineralz & Water Specialities

FY24 FY23

Total waste handled 10,392 11,231 4,602 5,191 2,129 2,102 1,566 1,700 2,096 2,239

Of which

Recycled

6,564 7,150 2,687 3,194 1,058 1,003 1,301 1,399 1,517 1,554

Of which wastewater

cleaning activities

1,033 1,053 98 107 106 112 829 835 – –

Recovered for energy production

from waste

3,161 3,393 1,707 1,791 898 954 60 87 497 561

Landfilled, incinerated with loss

of energy 667 688 207 206 174 144 204 214 82 124

Recycling rate 63.2% 63.7% 58.4% 61.5% 49.7% 47.7% 83.1% 82.3% 72.4% 69.4%

1. Recycling is material given a ‘second life’ for reprocessing into new goods/materials.

2. Recovery is waste used for energy production, such as the production of waste-derived fuels, bio-mass and similar.

3. From commercial activities only – not including process water discharged.

4. Restated metric following a review of our methodologies and limited assurance.

* GRI original formula: % of reclaimed products and their packaging materials = Products and packaging reclaimed within the reporting period/products sold within the

reporting period, x100.

Sustainability disclosures continued

260 Renewi plc Annual Report and Accounts 2024

Carbon avoidance

Framework of disclosure on avoided emissions

In the disclosure of carbon avoidance figures, Renewi follows the Guidance on Avoided Emissions: Helping business drive innovations and

scale solutions toward Net Zero, published at the end of March 2023 by the World Business Council for Sustainable Development (WBCSD)

and its member companies, in collaboration with Carbone4 and its Net Zero Initiative. The below disclosure demonstrates Renewi’s

alignment with the guidance.

To understand the context of the Avoidance Emissions KPI within the Renewi strategy, please see Being a circular economy change maker

on page 36.

For the full text of the guidance please refer to the source: wbcsd.org/Imperatives/Climate-Action/News/Guidance-on-Avoided-Emissions

Description of the contribution

Renewi reports avoided emissions from the recycling and sale of recyclates, secondary raw materials, waste-derived fuels, renewable

electricity and low carbon footprint biogas and finally sorting/incineration of residual waste towards energy recovery by third parties.

Impact

Renewi reports its GHG emissions avoided on a year-on-year approach, at the scale of the company (see more on page 262).

Limitations

Our approach to defining and calculating Avoided Emissions has not yet been independently verified.

Eligibility Assessment

Gate 1

(Climate Action

Credibility)

Passed

Last year, Renewi committed to setting near-term science-based targets and communicated its GHG reduction

ambitions for Scope 1, 2 and 3 emissions for 2030 (FY31). These targets were developed with the expertise of an

environmental consulting agency and the latest Science Based Targets initiative (SBTi) recommendations and tools.

This year, we aim to get these goals approved by the SBTi.

• Since 2023, Renewi has reported its Scope 1, 2 and 3 emissions and will continue doing so every year through its

Annual Report and CDP Disclosure (Climate Change questionnaire)

• Additionally, Renewi has begun to gain external assurance of sustainability data. In 2023, the first limited assurance

exercise for Renewi’s Scope 1 and 2 carbon footprint was carried out and, moving forward, we will expand the

scope of external assurance to include more metrics

Gate 2

(Climate Science

Alignment)

Passed

Renewi confirms that the solution (see our contribution below) has mitigation potential according to the latest

climate science and recognised sources.

• By reviewing the list of claimed interventions with an identified link to mitigation options from the IPCC AR6

Working Group III Summary for Policymakers, we confirm that our solutions are listed with the following recognised

mitigation potential:

Solution Recognised mitigation potential

Second-hand products Enhanced recycling in industry

Production of secondary materials

(e.g. plastics, glass, aluminium, steel)

Circular material flows (e.g. enhanced recycling)

Production of biogas/biomethane from sources such as

animal manure, organic waste or landfills

Reduced CH4 and N2O emissions in agriculture

Biofuel from organic food waste Biofuels for transport

A lower bake temperature Energy efficiency in industry

• Our solutions are not directly applied to activities involving exploration, extraction, mining and/or production,

distribution and sales of fossil fuels, i.e. oil, natural gas and coal

Gate 3

(Contribution

Legitimacy)

Passed

Renewi’s solutions have a direct and significant decarbonising impact by providing low carbon footprint raw

materials and products to the market. By consuming our products, our customers lower their Scope 1 and 2 carbon

footprint (when solutions are energy sources) and their Scope 3 carbon footprint (when solutions are secondary

raw materials).

Strategic report Governance report Financial statements Other information

Renewi plc Annual Report and Accounts 2024 261

Acknowledgements

We comply with the three

eligibility gates

In summary, after assessing its solutions against the three eligibility gates, Renewi

confirms that all its solutions have passed the three eligibility gates and are entitled

to claim avoided emissions.

We report avoided emissions

separately from our GHG

inventory

Our total carbon footprint is disclosed in Reducing Our Carbon Emissions. Our avoided

emissions are reported in Being A Circular Economy Change Maker next to our recycling

rate. Renewi reports its Scope 3 carbon footprint in compliance with the GHG protocol.

Carbon avoidance from the availability of secondary raw materials to customers is not

taken into account in the reporting of Scope 3 GHG emissions.

We do not claim climate

neutrality through the use of

avoided emissions

Renewi does not use the word “neutrality” in the communication on the impact of its

total carbon avoidance. As per the guidance document mentioned above, Core Principle

3 is clear and followed by Renewi.

Core Principle 3: Separate reporting of inventory and avoided emissions.

‘‘Companies shall always separate Scope 1, 2 and 3 GHG emissions reporting from avoided

emissions in their external company reporting and shall not use avoided emissions to offset

GHG inventory emissions. As such, avoided emissions should also be kept separate from

offsetting claims and carbon credits.’’

We assessed potential negative

side-effects of our solution(s) in

terms of environmental trade-offs

and sustainability goals beyond

GHG impact

To identify and list limitations (potential negative side and rebound effects), Renewi will

undertake internal assessments and disclose the findings in future Annual Reports.

We assessed potential rebound

effects of our solutions

Carbon avoidance performance per division

Carbon avoidance has been recalculated for FY23 versus published numbers due to the adjustment of tonnages resulting from the

limited assurance audit of the recycling rate figures.

Renewi

Commercial Waste

Netherlands

Commercial Waste

Belgium Mineralz & Water Specialities

Volumes (kT CO

e avoided) FY24 FY23 FY24 FY23 FY24 FY23 FY24 FY23 FY24 FY23

Carbon avoidance from:

materials separated for

re-use/recycling 1,933 2,100 626 710 367 386 409 479 531 525

waste-derived fuels produced and sold 742 740 316 316 129 120 0 0 297 305

electricity production from landfill gas/

anaerobic digestion 31 37 14 19 11 11 3 3 3 4

waste-derived fuel used at ATM 173 186 173 186

actual emissions from incineration (411) (461) (240) (251) (141) (158) (5) (18) (24) (35)

Total carbon avoidance 2,468 2,601 715 794 366 358 580 650 807 799

Carbon avoidance per tonne of waste

handled (kg CO

e per tonne of waste handled) 237 232 155 153 172 170 370 382 385 357

Sustainability disclosures continued

262 Renewi plc Annual Report and Accounts 2024

Innovation

Innovative materials are understood as tonnages of materials for which recycling was possible thanks to innovation(s) by Renewi and/or

partners in:

a) products (new materials);

b) services (collection methods, business models); and/or

c) processes (sorting, separation).

The classification covers innovative solutions in the market (not only those new to Renewi). For context on innovation performance and its

role in the Renewi strategy, see pages 37-38.

Renewi

Commercial Waste

Netherlands

Commercial Waste

Belgium Mineralz & Water Specialities

FY24 FY23 FY24 FY23 FY24 FY23 FY24 FY23 FY24 FY23

Innovative secondary materials

produced per year (tonnes) 361,796 325,990 147,821 125,840 41,099 20,222 141,079 163,238 31,797 16,690

3. Reduce our carbon emissions

Carbon footprint

GHG management system

Carbon footprint performance is managed according to a system recommended by CO

Prestatieladder – a Dutch certification scheme

that scrutinises accounting, performance, communication, management and governance, based on key learnings from ISO quality norms.

Renewi, bar its UK operations, is certified under CO

Prestatieladder level 4 (see Renewi’s profile on the SKAO website for details).

Third-party limited assurance Scope 1 and 2 emissions data has been issued for the years FY22, FY23 and FY24. The references to the

auditor’s statement can be found on Renewi corporate website: www.renewi.com/en/investors/investor-relations/reports-and-

presentations.

GHG methodology notes

This calculation follows the GHG Protocol’s Corporate Standard (Scope 1 and 2) and Corporate Value Chain (Scope 3) Standard.

The emissions calculation includes all types of greenhouse gases, to the best knowledge of the Company, expressed in CO

equivalents.

Biogenic emissions are disclosed as a separate line item derived from the calculation for Scope 1. The base year for the calculation is FY22.

Emission factors used include predominantly DEFRA and IEA for fuel and electricity, direct-measured emissions or scientific research

papers for specific types of processes in process emissions. Data was prepared using DEFRA 2021 emission factors for process emissions,

and most recent factors for all other emissions, due to internal structure of reporting. From FY25 onwards the process emission factors will

be updated in line with the latest DEFRA tables as well. The calculation was based on GWP=100 years.

Renewi follows the operational control rule for its GHG calculations (please see page 258 for a detailed comparison of the financial

and operational control boundaries used by Renewi). Known exclusions are emissions from water management, refrigerants from air

conditioning units and fire events, as well as the fugitive emissions from MBT at our CFS and Maasvlakte sites. We are working internally

to improve the data capture abilities in order to capture them in the future calculations.

In FY24, a miscalculation in the base year was discovered, which triggered a revalidation of the limited assurance for the years FY22 and

FY23 and a change in the numbers reported. The revalidated FY22 and FY23 figures are presented below.

A detailed breakdown of the Scope 3 emissions by category can be found annually in Renewi’s CDP disclosure.

Strategic report Governance report Financial statements Other information

Renewi plc Annual Report and Accounts 2024 263

Renewi GHG footprint

FY24 FY23 FY22

Renewi

(incl. UK)

Renewi

(excl. UK) UK only*

Renewi

(incl. UK)

Renewi

(excl. UK) UK only*

Renewi

(incl. UK)

Renewi

(excl. UK) UK only*

Scope 1 (kTCO

e) 535 454 81 557 473 84 580 488 92

Anthropogenic emissions 356 337 19 375 355 20 366 342 24

Process emissions 240 225 15 253 237 16 231 211 20

Fuel combustion 116 112 4 122 118 4 135 131 4

Of which fuels used on sites

(e.g. diesel, gas, other) 34 31 3 39 35 3 38 35 3

Of which fuels used in fleet

(e.g. diesel, petrol, Bio-LNG, other) 82 81 1 84 83 1 97 96 1

Biogenic emissions from processes

and fuel combustion 179 117 62 182 118 64 214 146 68

Scope 2 (kTCO

Market-based 42 34 8 47 35 11 51 40 11

Location-based 44 37 7 45 39 6 53 46 7

SUM (Market-based) 577 488 90 604 508 95 631 528 102

SUM (Location-based) 579 491 88 602 512 90 633 534 99

Scope 3 (mTCO

e)** Will be disclosed in CDP 2024 1.3 1.2 0.1 1.2 1.1 0.1

* As per SECR regulation.

** Including categories: 1, 2, 3, 5, 6, 7 and 15.

Renewi’s GHG footprint by division

Renewi

(incl. UK) (*)

Commercial Waste

Netherlands

Commercial Waste

Belgium Mineralz & Water Specialities

FY24 FY23 FY22 FY24 FY23 FY22 FY24 FY23 FY22 FY24 FY23 FY22 FY24 FY23 FY22

Scope 1 (kTCO

e) 535 557 580 158 162 182 74 76 91 214 226 206 89 91 100

Anthropogenic emissions 356 375 366 97 100 105 48 50 61 185 196 167 26 28 32

Process emissions 240 253 231 27 26 32 15 15 17 182 193 160 16 17 21

Fuel combustion 116 122 135 70 74 73 33 35 44 2 3 8 10 10 11

Of which fuels used

on sites (e.g. diesel,

gas, other) 34 39 38 16 19 7 7 7 14 2 3 8 9 9 10

Of which fuels used in

fleet (e.g. diesel, petrol,

bio-LNG, other) 82 84 97 55 54 66 26 27 29 0 0 0 1 1 1

Biogenic emissions from

processes and fuel

combustion 179 182 214 61 62 77 26 26 30 29 30 39 62 64 68

Scope 2 (kTCO

Market-based 42 47 51 3 2 2 1 2 2 25 27 29 12 16 17

Location-based 44 45 53 12 13 15 2 2 2 18 19 24 12 11 13

SUM (market-based) 577 604 631 161 164 185 75 77 93 239 254 235 101 107 117

SUM (location-based) 579 602 633 170 175 197 76 78 93 232 245 230 101 103 113

Scope 3 (mTCO

e)**

Will be

disclosed in

CDP 2024 1.3 1.2 0.6 0.6 0.4 0.4 0.2 0.1 0.2 0.1

* The small discrepancy between Renewi Total and the sum of the carbon footprint of the 4 divisions is coming from the carbon footprint from CGS (Central Group Services)

not disclosed in this table.

** Including categories: 1, 2, 3, 5, 6, 7 and 15.

Sustainability disclosures continued

264 Renewi plc Annual Report and Accounts 2024

Carbon movements

Movements of Renewi carbon footprint FY23 – FY24 year-on-year by change driver

Change in

emissions

(metric tons

Emissions

value

(percentage) Comment

Change in renewable

energy consumption (4,661.00) -0.8%

Smaller coverage of green certificates purchased (+154 tCO

e) was offset by the actual

reductions in total purchased energy (-4,815 tCO

e). We observed more sites with PV

commissioning, as well as doubled the provision of electricity from own sources, which

covered for the increase in total energy consumption

Other emissions

reduction activities (219.00) 0.0%

Slow adoption of improved production fuel strategies (less diesel consumption - ATM), and

gradual reduction in natural gas consumption on site in favor of electricity

Divestments – 0.0%

Acquisitions – 0.0%

Mergers – 0.0%

Change in output (17,725.00) -2.9%

A decrease in process emissions from ATM by 5% (-11,722 tCO

e) is proportional to the drop

of throughput in that period. Decrease of CHP activities across other sites (e.g. Amersfoort,

Corsicaweg, Wakefield) and reduced volume across the Group is responsible for further

reduction of -11,775 tCO

e. Additionally, we have observed an increase from composting,

driven by tonnages (+5,772 tCO

e) which minimized the effect of the above mentioned

reductions.

Change in

methodology (3,486.00) -0.6%

Reductions caused by the update of global emission factors were partially countered with

increases triggered by the calibration of process emission parameters (e.g. adjusting methane

content in the sample) and the improved coverage of supplier-specific factors (which turned

out not favourable). Overall, the methodology changes still yield a net decrease.

Change in boundary (35.00) 0.0% Two sites that left our operational boundary had minimal impact on total emissions

Change in physical

operating conditions 65.00 0.0% Increased energy consumption due to the launch of SieveSand washing plant

Unidentified – 0.0%

Other – 0.0%

Total change vs FY23 (26,061.00) -4.3% Overall drop in emissions

Emissions intensity

Two emission intensity metrics underpin Renewi’s strategic objectives. They are further supported by operational KPIs. For a commentary

on the performance, see p. 40.

Renewi

Commercial Waste

Netherlands

Commercial Waste

Belgium Specialities*

FY24 FY23 FY22 FY24 FY23 FY22 FY24 FY23 FY22 FY24 FY23 FY22

Carbon intensity of collection

(kg CO

per tonne of waste collected) 13.3 12.9 NA 23.4 19.4 NA 6.9 7.6 NA 13.1 13.0 NA

Share of Euro 6 trucks (%) 87% 77% 67% 92% 80% 71% 79% 69% 59% 94% 89% 95%

EV trucks (number) 12 4 2 12 4 2 0 0 0 0 0 0

* Within Specialities, Municipal is the only entity relevant to this KPI. Coolrec, Maltha, and Mineralz & Water do not own a truck fleet and have therefore been excluded from

the table.

Strategic report Governance report Financial statements Other information

Renewi plc Annual Report and Accounts 2024 265

Carbon intensity of collection is calculated as fuel combusted by trucks (including bio and non-bio components) + electricity used in

fleet/load transported

Share of Euro 6 trucks = % Euro 6 trucks out of a total number of internal combustion engine (ICE) trucks

Renewi

Commercial Waste

Netherlands

Commercial Waste

Belgium Mineralz & Water Specialities

FY24 FY23 FY22 FY24 FY23 FY22 FY24 FY23 FY22 FY24 FY23 FY22 FY24 FY23 FY22

Carbon intensity of our

sites (kg CO

per tonne of

waste collected) 7.8 8.1 – – – – – – – – – – – – –

Share of renewable energy

used on site (%) 46% 35% 33% 92% 92% 91% 63% 33% 42% 5% 4% 5% 25% 22% 14%

Hybrid or electric leased

personnel cars (%) * 38% 39% * 55% 50% * 8% 2% * * 35% * * 33%

* Data not provided by the supplier.

Carbon intensity of sites is calculated as fuel combusted on sites (including bio and non-bio components) + purchased electricity

used on site/total waste handled by Renewi

Share of renewable energy used on site = % of renewable electricity out of total electricity purchased for on-site use and produced

by Renewi to be consumed locally

Group Central Services not included in this table.

4. Energy

Energy production

Total electricity production of Renewi by origin and destination (MWh)

FY24 FY23

Total own electricity production 98,707 85,204

Total self-consumed 58,342 25,526

Total sold to the grid 40,365 59,679

From landfill: 26,651 30,057

Total self-consumed 3,170 3,695

Total sold to the grid 23,481 26,363

From anaerobic digestion: 45,314 54,469

Total self-consumed 28,803 21,230

Total sold to the grid 16,511 33,240

From solar energy: 26,742 678

Total self-consumed 26,369 601

Total sold to the grid 373 76

Additional energy production

Biogas – as feedstock for fuel (bio-LNG) (m

): 6,302,324 4,787,000

Total self-consumed 0 0

Total sold to the partners 6,302,324 4,787,000

Sustainability disclosures continued

266 Renewi plc Annual Report and Accounts 2024

Total electricity production of Renewi, by origin and division (MWh)

Renewi

Commercial Waste

Netherlands

Commercial Waste

Belgium Mineralz & Water Specialities

FY24 FY23 FY24 FY23 FY24 FY23 FY24 FY23 FY24 FY23

Total own electricity production 98,707 85,204 53,387 37,957 27,655 28,243 10,422 11,213 7,242 7,791

Of which,

From landfill: 26,651 30,057 1,096 1,453 15,284 17,567 10,271 11,037 0 0

From anaerobic digestion: 45,314 54,469 26,684 36,504 11,982 10,676 0 0 6,648 7,289

From solar energy: 26,742 678 25,606 0 390 0 151 176 595 502

Energy purchase, usage, sale and total demand

Methodology notes:

• Renewi purchases fuel and electricity. No direct purchases of steam, heat or cooling have been observed.

• In the past, “fuel use” and “gas use” were reported separately. The previous format is no longer supported as we refer to all fuels as

“fuels”, regardless of whether they are gaseous or liquid.

• All fuels are assumed to have been used in the year of purchase, regardless of any fuel stock levels that might be available at sites.

• Tables have been prepared based on Scope 1 and 2 data collection and conversion to MWh, following the guidance and conversion

units of CDP.

• The below tables meet the Streamlined Energy & Carbon Reporting (SECR) requirements for UK.

Total energy balance by energy type

Megawatt hours (MWh)

FY24

Total

FY24

excl. UK

FY24

FY23

Total

FY23

excl. UK

FY23

Electricity purchased 168,141 135,262 32,879 174,953 142,245 32,708

Renewable* 45,394 45,394 0 44,814 44,814 0

Non-renewable 122,747 89,867 32,879 130,139 97,431 32,708

Fuel purchased 505,061 488,138 16,923 526,906 509,612 17,295

Fuel – renewable 14,888 14,734 154 14,855 14,690 166

Fuel – fossil-based 490,173 473,403 16,769 512,051 494,922 17,129

Total energy use from purchased sources 673,202 623,399 49,803 701,860 651,857 50,003

Usage from own energy production (+)** 58,342 51,710 6,632 25,526 18,276 7,249

Electricity resold (-) 903 903 0 927 927 0

Total energy demand 730,641 674,206 56,435 726,458 669,206 57,252

* Including green energy certificates of origin.

** Consumption of self-produced heat is not included in this table but will be reported and disclosed as of next reporting cycle.

Total energy balance by usage location

Megawatt hours (MWh)

FY24

Total

FY24

excl. UK

FY24

FY23

Total

FY23

excl. UK

FY23

Energy demand of sites 392,570 339,765 52,805 386,577 333,092 53,484

Electricity purchased 165,618 132,738 32,879 172,673 139,965 32,708

Own electricity production 58,342 51,710 6,632 25,526 18,276 7,249

Fuels 168,611 155,317 13,294 188,378 174,851 13,527

Of which natural gas*** 82,097 77,482 4,616 89,509 84,599 4,910

Energy demand for fleet (cars and trucks) 338,071 334,441 3,629 339,881 336,114 3,767

Electricity purchased 1,620 1,620 0 1,353 1,353 0

Fuels 336,450 332,821 3,629 338,528 334,761 3,767

Total energy demand 730,641 674,206 56,435 726,458 669,206 57,252

*** Disclosure in line with the UK SECR regulation.

Strategic report Governance report Financial statements Other information

Renewi plc Annual Report and Accounts 2024 267

5. Care for our people and ecosystems

Care for our people and communities

Major fires and other environmental impacts

Number of major environmental incidents and fires per division

Renewi

Commercial Waste

Netherlands

Commercial Waste

Belgium Mineralz & Water Specialities

FY24 FY23 FY24 FY23 FY24 FY23 FY24 FY23 FY24 FY23

Major environmental incidents 0 0 0 0 0 0 0 0 0 0

Major fires 2 3 0 2 0 0 0 1 2 0

Total 2 3 0 2 0 0 0 1 2 0

Major environmental incidents are any unintended events that result in loss to the environment with a “very high” risk score (see

Renewi risk matrix) and with an obligation to report to the authorities. This does NOT include fires as those are classified separately.

Major fires are any fires with a “very high” risk score according to the Renewi risk matrix and/or which have led to estimated potential

damage >100,000 euros and/or LTI amongst employees.

Community impacts

Renewi

Commercial Waste

Netherlands

Commercial Waste

Belgium Mineralz & Water Specialities

FY24 FY23 FY24 FY23 FY24 FY23 FY24 FY23 FY24 FY23

Major environmental complaints 63 133 15 32 18 26 2 1 28 74

Major environmental complaints are those from neighbours or other stakeholders due to Renewi activities or emissions that are

SHE (safety, health, environment)-related, e.g. odour, litter, vermin, mud, dust, noise, etc. This metric was called “Substantiated

community comments received” in previous disclosures.

Water

Key water-related data

Renewi is gathering water footprint information from a selection of sites in each division where water consumption is by default high

due to the nature of processes on site or identified as subject to high water risk by the TCFD risk assessment exercise. Data has only

been provided for water sources relevant to a given site. Data that shows water discharge higher than water intake signifies the

recovery of water from wet recyclates or external contaminated wastewater from paid activities were received and treated on site.

Commercial Waste Netherlands Wateringen Nieuwegein Amsterdam-Corsicaweg Amsterdam-Kajuitweg

Volumes in m

FY24 FY23 FY22 FY24 FY23 FY22 FY24 FY23 FY22 FY24 FY23 FY22

Total water consumption 26,142 26,142 44,278 8,391 7,896 10,459 76,163 75,513 71,608 11,236 10,357 17,153

From source:

Groundwater from wells,

boreholes – – – – – – 22,793 20,016 19,309 – – –

Municipal potable water 26,142 26,142 44,278 8,391 7,896 10,459 49,416 2,758 2,097 11,236 10,357 17,153

External wastewater

Total discharged water 26,142 26,142 44,278 8,391 7,896 10,459 271,823 307,493 267,421 35,574 17,675 20,616

Commercial Waste Belgium Roeselare Heudsen-Zolder Ghent

Evergem

Volumes in m

FY24 FY23 FY22 FY24 FY23 FY22 FY24 FY23 FY24 FY23

Total water consumption 59,804 21,032 15,530 6,422 9,999 4,529 19,114 39,113 22,462 36,593

From source:

Surface water – – – 4,337 8,143 4,179 6,860 10,546 – –

Municipal potable water 4,800 1,500 4,800 2,085 1,856 350 12,254 28,567 – –

Groundwater from wells, boreholes – – – – – – – – 22,462 36,593

Total discharged water 187,560 183,923 43,777 6,422 6,320 3,243 94,463 98,370 23,092 –

1. Reporting started in FY23.

Sustainability disclosures continued

268 Renewi plc Annual Report and Accounts 2024

Mineralz & Water ATM Moerdijk Rotterdam-Maasvlaakte

Volumes in m

FY24 FY23 FY22 FY24 FY23 FY22

Total water consumption 1,932,956 2,415,696 2,483,000 35,291 37,551 42,583

From source:

Surface water 1,838,358 2,338,320 2,413,000 – – –

Municipal potable water 94,598 77,376.09 70,000 35,291 37,551 42,583

Total discharged water 2,242,197 2,878,624 2,959,000 35,291 52,996 47,929

Specialities Dordrecht (Coolrec) Heijningen (Maltha)

Volumes in m

FY24 FY23 FY22 FY24 FY23 FY22

Total water consumption 479,250 476,515 481,768 11,340 10,409 12,605

From source:

Surface water 477,840 475,200 480,480 – – –

Municipal potable water 1,410 1,315 1,288 11,340 10,409 12,605

Total discharged water 479,520 476,515 481,768 11,340 10,409 12,605

Delivering people home safe and well, every day

Renewi is implementing the ISRS (International Sustainability Rating System) on all sites as the risk-based management system for

occupational health and safety, which follows a set of ISO standards. The adoption was not prompted by any legal obligations. The ISRS

system covers all persons within Renewi sites and assets: permanent and non-permanent workers, subcontractors, neighbours, members

of the public, volunteers, etc.

Renewi follows the risk identification process as described in ISO 31000. This includes risk identification, quantification, mitigation and

continuous improvement. SHEQ directors for each division are charged with ensuring that the process is followed and risks are reviewed

within a four-year cycle.

The WorkSafe policy guarantees no disciplinary action and the right to stop work if an employee notices an unsafe situation. Every worker

may raise a safety concern via several channels (e.g. the app, website or reporting directly to their line manager). Activities that enhance

employees’ ability to spot unsafe situations are scheduled throughout the year. Any diversion from this policy is investigated by the Group

integrity committee.

Health and safety performance by division

Renewi

Commercial Waste

Netherlands

Commercial Waste

Belgium Mineralz & Water Specialities

FY24 FY23 FY24 FY23 FY24 FY23 FY24 FY23 FY24 FY23

Number of Total Recordable

Injuries (TRI) 258 311 116 119 102 117 3 5 37 42

Of which were:

fatalities 0 1 0 1 0 0 0 0 0 0

Total Time Injuries (LTI) 99 134 49 72 30 32 1 1 19 29

Medical Treatment

Cases (MTC) 102 90 32 27 53 52 1 2 16 9

Restricted Work Cases (RWC) 57 58 35 19 19 33 1 2 2 4

Lost time/Injuries rate (LTIF) 6.8 9.4 6.2 9.0 7.6 8.4 1.6 1.5 8.8 13.6

Healthy at work rate 94% 92% – – – – – – – –

Road traffic accidents are included. Commuting incidents and ill health outside Renewi’s sphere of influence and non-work-related

accidents are excluded. Permanent and non-permanent employees are registered and reported. FY23 data revisited due to audit.

Strategic report Governance report Financial statements Other information

Renewi plc Annual Report and Accounts 2024 269

Fatality: A workplace accident that caused the death of a permanent or non-permanent employee.

LTI: A workplace accident that resulted in an injured person being absent for one working day or more.

MTC: A workplace accident with an injury which requires medical treatment by a medical specialist. The accident does not result in

absence or restricted work.

RWC: A workplace accident which prevents the injured person performing the full range of normally assigned duties but is able to

perform other duties at work

LTIF: (number LTI x1’000’000)/number of hours worked. Due to limited assurance being issued for LTIF data starting FY23, the prior

years’ numbers are no longer supported or communicated, therefore this KPI is shared over the past two years.

Healthy at work rate: % of healthy employees, based on our permanent workforce expressed as 1- (illness rate). Reliable data has

been collected since 1 June 2023 so no historical comparison is provided.

Make Renewi a rewarding, diverse and inclusive working environment

Employee demographic, diversity and equality

All statistics below cover permanent employees only, none of which is engaged on a zero-hours contract basis. Further improvements

to the quality of reporting on temporary staff are expected in the upcoming cycles. For more detailed information regarding the

diversity of the governance bodies please refer to the Governance Report on page 102.

Source: Permanent employees only, data collected in Workday since 1 July 2023, covering all geographies and divisions.

Reporting period: FY24 (as of the end of 31 March 2024).

Permanent employees of Renewi by gender

1,2

Total Female Male

Other or

not disclosed

Number of employees (head count) 6,746 1,336 5,410 0

Number of employees (FTE) 6,465 1,187 5,278 0

1. As specified by employees themselves.

2. Excluding the Board and Interns.

Permanent employees of Renewi by country of employment

Total Netherlands Belgium

United

Kingdom France Portugal

Number of employees (head count) 6,746 3,808 2,219 583 100 36

Number of employees (FTE) 6,465 3,621 2,135 572 100 36

Details on gender pay equality can be found in Renewi’s Gender Pay Gap Report, covering our operations in the UK, Belgium and

the Netherlands. Please access the report, published 3 April 2024, via: www.renewi.com/en/investors/investor-relations/

reports-and-presentations

New employee hires and employee turnover

The below statistics cover hires and leavers from permanent positions only.

Total

Vacancies filled 887

Colleagues leaving the Company 910

Total turnover: (23)

Total turnover: difference between hire and termination. This metric has been simplified as of FY24 and as such, the previous year’s

data is no longer supported.

Sustainability disclosures continued

270 Renewi plc Annual Report and Accounts 2024

Collective bargaining agreements

Renewi is committed, in accordance with local laws, to respect the rights of all employees to form and join trade unions, to bargain

collectively and to engage in peaceful assembly. Renewi operates in countries where labour rights are strongly represented in legislation.

For example, in the Netherlands, France and Belgium, it is compulsory for an enterprise to have a works council. In the Netherlands,

employees’ representatives are consulted a minimum of six weeks before the implementation of any significant operating changes and

their approval is conditional to implementing such changes. In the remaining jurisdictions, employees can rely on the Code of Conduct

to ensure that the right to association is similarly guaranteed.

In FY24, there have been no specific employee strikes against Renewi. All social disputes, whether local or otherwise, have been handled

and resolved locally through good social dialogue, which, with the exception of a limited number of work stoppages, have not led to a

formal strike or impact on daily activity. However, employees have been absent to participate in national trade union days of action aimed

against European or national government policy. This involves a total of about 40 man days for the entire Renewi population in Belgium.

These days were known in advance and had no impact on operations.

Employee engagement

This metric is expressed by the Employee Net Promoter Score (eNPS) from Pulse, Renewi’s periodical employee survey, which asks

employees the question: “Would you recommend Renewi as an employer?”. Typically, the Pulse survey is collected twice a year and

the annual score is an average of all responses in that year. On the percentage scale, the highest figure shows the most positive score.

The number of people who do not recommend is subtracted from the number who do.

Employee mood

This metric is used to monitor the overall mood of our permanent employees, expressed by the “mood” score from Pulse, Renewi’s

periodic employee survey. Employees are asked: “How do you feel at Renewi?”. Typically, the Pulse survey is collected twice a year and

the annual score is an average of all responses in that year. Responses are represented on a scale of 1 to 10, with the highest being the

most positive score.

FY24 FY23

Employee engagement 23 22

Employee mood 7.4 7.4

Learnings and trainings

Total # Employee training

Management

training

Customized

activities

Colleagues participating in the integrity training 355 60 77 218

Colleagues participating in the Code of Conduct e-learning 856 Not distinguishing

Integrity training: an umbrella term for a range of training events covering potential situations where the risk of misconduct is heightened,

via eg. undermining by 3

parties, corruption, etc. Apart from general training, content is often customised for the organisational unit

addressed. Figures show the numbers for permanent employees covered. Temporary employees are obliged by the Code of Conduct

to adhere to the same standards and are allowed to participate in the in-house training at the discretion of their manager.

Code of conduct training data based on the e-learning platform, relaunched in spring 2024 in three languages.

Integrity trainings are designed to be repeated within a 3-4 years cycle, hence it is not expected for the entire population of Renewi to

participate every year.

Strategic report Governance report Financial statements Other information

Renewi plc Annual Report and Accounts 2024 271

6. External references

For references to the following regulatory requirements, please

see these pages of the Annual Report:

• UK Corporate Governance Code: pages 104-109

• UK SECR regulation: pages 41-43, 267

• UK Modern Slavery Code: pages 90, 49

6.1 GRI content index

Statement of use

Renewi plc has reported with

reference to GRI Standards

for the period 1 April 2023 to

31 March 2024 (FY24)

GRI standards version used 2021

Applicable GRI sector

standards

None

Universal disclosures

GRI standard Page

GRI 2: General Disclosures 2021

The organisation and its reporting standards

2-1 Organisational details 275

2-2 Entities included in the organisation’s

sustainability reporting

234-236,

258

2-3 Reporting period, frequency and contact point 258

2-4 Restatements of information 36, 40,

2-5 External assurance 258, 263

Activities and workers

2-6 Activities, value chain and other

business relationships

2-15, 60

2-7 Employees 270

Governance

2-9 Governance structure and composition 100, 102

2-10 Nomination and selection of the highest

governance body

108,

125-127

2-11 Chair of the highest governance body 107

2-12 Role of the highest governance body in

overseeing the management of impacts

94-95

2-13 Delegation of responsibility for managing impacts 103,

107,

110-111

2-14 Role of the highest governance body in

sustainability reporting

119

2-16 Communication of critical concerns 123-124

2-18 Evaluation of the performance of the

highest governance body

108 L

2-19 Remuneration policies 128-137

2-20 Process to determine remuneration 137

2-21 Annual total compensation ratio 270

Sustainability disclosures continued

GRI standard Page

Strategy, policies and engagement

2-22 Statement on sustainable development strategy 18-22,

23, 273

2-23 Policy commitments 49-50,

105 E

2-24 Embedding policy commitments 119-124

2-25 Processes to remediate negative impacts 48-49

2-26 Mechanisms for seeking advice and

raising concerns

48-49

2-27 Compliance with laws and regulations 73

2-29 Approach to stakeholder engagement 112-115

2-30 Collective bargaining agreements 271

Topical disclosures

GRI standard Page

GRI 3: Material Topics 2021

3-1 Process to determine material topics 258

3-2 List of material topics 258

GRI 201: Economic Performance 2016

201-1 Direct economic value generated and distributed 165

201-2 Financial implications and other risks and

opportunities due to climate change

175

201-3 Defined benefit plan obligations and other

retirement plans

59,

226-231

GRI 205: Anti-corruption 2016

205-1 Operations assessed for risks related

to corruption

124

205-2 Communication and training about anti-

corruption policies and procedures

271

GRI 207: Tax 2019

207-1 Approach to tax 55

207-2 Tax governance, control and risk management 55,

123-124

GRI 301: Materials 2016

301-1 Materials used by weight or volume 259

301-3 Reclaimed products and their

packaging materials

260

GRI 302: Energy 2016

302-1 Energy consumption within the organisation 267

GRI 303: Water and Effluents 2018

303-3 Water withdrawal 268-269

303-4 Water discharge 268-269

303-5 Water consumption 268-269

272 Renewi plc Annual Report and Accounts 2024

GRI standard Page

GRI 305: Emissions 2016

305-1 Direct (Scope 1) GHG emissions 264

305-2 Energy indirect (Scope 2) GHG emissions 264

305-3 Other indirect (Scope 3) GHG emissions 264

305-4 GHG emissions intensity 265

305-5 Reduction of GHG emissions 265

GRI 306: Waste 2020

306-2 Management of significant waste-related impacts 259

306-3 Waste generated 34-39

306-4 Waste diverted from disposal 259

306-5 Waste directed to disposal 259

GRI 401: Employment 2016

401-1 New employee hires and employee turnover 270

GRI 403: Occupational Health and Safety 2018

403-1 Occupational health and safety

management system

269

403-2 Hazard identification, risk assessment and

incident investigation

44-49,

117-118

6.2 UN Principles

As an advanced member of the UN Global Compact, Renewi is proud to do business in line with the 10 Guiding Principles.

The Ten Principles of the United Nations Global Compact are derived from: the Universal Declaration of Human Rights, the International

Labour Organization’s Declaration on Fundamental Principles and Rights at Work, the Rio Declaration on Environment and Development

and the United Nations Convention Against Corruption.

Taking the reader to the relevant sections of this Annual Report, the table describes our actions to continually improve the four areas

addressed by the UN Global Compact and demonstrates how the Ten Principles are fully integrated into our business strategy, culture

and day-to-day-operations.

For details of Renewi’s Communication on Progress, updated annually, please see: Renewi PLC | UN Global Compact

Principle Pages

Human Rights Principle 1: Businesses should support and respect the protection of internationally proclaimed human

rights; and

49, 91

Principle 2: make sure that they are not complicit in human rights abuses. 113

Labour Principle 3: Businesses should uphold the freedom of association and the effective recognition of the

right to collective bargaining;

271

Principle 4: the elimination of all forms of forced and compulsory labour; 49, 113

Principle 5: the effective abolition of child labour; and 49

Principle 6: the elimination of discrimination in respect of employment and occupation. 46-48, 51,

110-111

Environment Principle 7: Businesses should support a precautionary approach to environmental challenges; 48-49, 36-43, 78

Principle 8: undertake initiatives to promote greater environmental responsibility; and 34-43, 48-49

Principle 9: encourage the development and diffusion of environmentally friendly technologies. 6-10

Anti-corruption Principle 10: Businesses should work against corruption in all its forms, including extortion and bribery. 49, 124, 271

GRI standard Page

403-4 Worker participation, consultation and

communication on occupational health and safety

44-49

403-5 Worker training on occupational health and safety 44-49,

113

403-6 Promotion of worker health 48

403-7 Prevention and mitigation of occupational

health and safety impacts directly linked by

business relationships

36-49,

117-118

403-8 Workers covered by an occupational health and

safety management system

269

403-9 Work-related injuries 269

403-10 Work-related ill health 269

GRI 404: Training and Education 2016

404-2 Programmes for upgrading employee skills and

transition assistance

47-48

GRI 405: Diversity and Equal Opportunity 2016

405-1 Diversity of governance bodies and employees 126-127,

270

405-2 Ratio of basic salary and remuneration of women

to men

270

Strategic report Governance report Financial statements Other information

Renewi plc Annual Report and Accounts 2024 273

Shareholder information

Registrar services

Administrative enquiries concerning

shareholdings in the Company made via

the London Stock Exchange should be

directed to the Registrar, Computershare

Investor Services plc, The Pavilions,

Bridgwater Road, Bristol BS99 6ZZ.

Computershare can also be contacted

by telephone on +44 (0)370 707 1290.

Shareholders can manage their holding

online by registering at investorcentre.co.uk.

Queries in relation to shareholdings

through Euronext should be directed

to Renewi’s Euronext Listing and Paying

Agent, ABN AMRO Bank N.V. who can be

contacted at as.exchange.agency@nl.

abnamro.com.

Website

Shareholders are encouraged to visit

our website, which has a wealth of

information about Renewi.

There is a section designed specifically for

investors. It includes detailed coverage of

the Renewi share price, annual results,

performance charts, financial news and

investor relations’ videos. This Annual

Report can also be viewed on our website,

together with many other reports,

at renewi.com.

Holders % Shares held %

Private shareholders 1,367 78.43% 666,831 0.83%

Corporate shareholders 376 21.57% 79,884,539 99.17%

Total 1,743 100.00% 80,551,370 100.00%

Size of shareholding Holders % Shares held %

1 – 5,000 1,481 84.97% 763,384 0.95%

5,001 – 25,000 101 5.79% 1,134,877 1.41%

25,001 – 50,000 38 2.18% 1,340,776 1.66%

50,001 – 100,000 28 1.61% 2,051,873 2.55%

100,001 – 250,000 41 2.35% 6,642,268 8.25%

250,001 – 500,000 18 1.03% 6,424,053 7.98%

over 500,000 36 2.07% 62,194,139 77.21%

Total 1,743 100.00% 80,551,370 100.00%

Dividends

Shareholders are strongly encouraged

to receive their cash dividends by direct

transfer as this ensures dividends are

credited promptly and efficiently.

Shareholders who do not currently have

their dividends paid directly to a bank or

building society account, and who wish

to do so, should complete a mandate

form obtainable from Computershare.

Overseas shareholders wishing to receive

their dividend payment in local currency

can now do so using Computershare’s

Global Payments Service.

Financial calendar

For the Financial calendar, please visit the

Company website: renewi.com

Sharegift

If shareholders have only a small number

of shares, the value of which makes it

uneconomical to sell, they may wish to

consider donating them to the charity

ShareGift (UK registered charity

no. 1052686).

Further information may be obtained

from its website at sharegift.org or

by calling +44 (0)20 7930 3737.

Electronic shareholder

communication

Shareholders may elect to receive future

shareholder documents and information

by email or via the Company’s website.

This is intended to help the environment

by reducing paper and transport, as

well as reducing administrative costs,

including printing and postage. Please

contact the Company Registrar for details.

Share fraud warning

Fraudsters use persuasive and high-

pressure tactics to lure investors into

scams. They may offer to sell shares that

turn out to be worthless or non-existent,

or to buy shares at an inflated price in

return for an upfront payment. While

high profits are promised, if you buy or

sell shares in this way you will probably

lose your money.

How to avoid fraud

Firms authorised by the Financial

Conduct Authority (FCA) in the UK will

rarely contact you out of the blue with

an offer to buy or sell your shares. If you

feel that the person contacting you is not

legitimate, note their name and the firm

they work for. You can check the Financial

Services Register at fca.org.uk to see if the

person and firm is authorised by the FCA.

If the firm does not have contact details

on the register or they are out of date, call

the FCA on 0800 111 6768 (from the UK) or

+44 20 7066 1000 (from abroad). You can

search the list of unauthorised firms to

avoid at fca.org.uk/scams. If you buy or

sell shares from an unauthorised firm,

you will not have access to the Financial

Ombudsman or Financial Services

Compensation Scheme. You should

always consider getting independent

financial advice before any transaction.

Report a scam

If you are approached by a fraudster,

please tell the FCA using the share fraud

reporting form at fca.org.uk/scams, where

you can find out more about investment

scams, or call the FCA Consumer Helpline.

If you have already paid money to share

fraudsters, you should contact Action

Fraud on +44 (0)300 123 2040.

Shareholder information

274 Renewi plc Annual Report and Accounts 2024

Company information

Strategic report Governance report Financial statements Other information

Renewi plc Annual Report and Accounts 2024 275

Glossary

ABS Acrylonitrile butadiene styrene

ATM Afvalstoffen Terminal Moerdijk, a brand in our

Mineralz & Water Division

BDR Barnsley, Doncaster and Rotherham

Benelux The economic union of Belgium, the Netherlands

and Luxembourg

Bio-LNG Bio-liquefied natural gas

C&D Construction and Demolition

CDP Carbon Disclosure Project

CFS A brand in our Mineralz & Water Division

e Carbon dioxide equivalent

Core

net debt

Borrowings less cash from core facilities excluding

PPP non-recourse net debt and lease liabilities as

a result of IFRS 16

CSRD Corporate Sustainability Reporting Directive

DAB Deferred annual bonus

EBIT Earnings before interest and tax

EBITDA Earnings before interest, tax, depreciation

and amortisation

ELWA East London Waste Authority

EPR Extended Producer’s Responsibility Scheme

EPS Earnings per share

ERM Enterprise Risk Management

ESG Environmental, social and governance

ETS Emissions Trading Scheme

FCA Financial Conduct Authority

GHG protocol Greenhouse Gas protocol

HIT Hazards, incidents or threats

I&C Industrial and commercial

ICE Internal combustion engine

ICT Information and communications technology

IFRS International Financial Reporting Standards

* PPP refers to a public private partnership project in the UK between (1) one or more local authorities and (2) a special purpose vehicle owned either solely by Renewi or

together with joint venture partners and financed with project finance debt, under which Renewi, as operator, performs some of the waste management functions of

the relevant local authorities. These include, where appropriate, those projects that also benefit from central government private finance initiative (PFI) credits.

IL&T Human Environment and Transport Inspectorate

IPCC Intergovernmental Panel on Climate Change

ISRS International Sustainability Rating System

KPI Key performance indicator

LLP Limited liability partnerships

LTI Lost time injuries

LTIP Long-Term Incentive Plan

M&A Mergers and acquisitions

MBT Mechanical biological treatment

PFAS Per- and polyfluoroalkyl substances

PFI Private finance initiative

PHEV Plug-in hybrid electric vehicle

PPP Public private partnership*

RCF Revolving credit facility

ROA Return on operating assets

ROCE Return on capital employed

SBTi Science Base Target initiative

SDGs UN Sustainable Development Goals

SECR Streamlined Energy and Carbon Reporting

SHE Safety, health and environment

SHEQ Safety, health, environment and quality

SPV Special purpose vehicle

TCFD Task Force on Climate-related

Financial Disclosures

TGG Thermally treated soil

TSR Total shareholder return

VGG Van Gansewinkel Groep B.V.

WEEE Waste from electrical and electronic equipment

EV Electric Vehicle

Glossary

276 Renewi plc Annual Report and Accounts 2024

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 and improving

environmental performance is an important part of this strategy.

Pureprint Ltd aims to reduce at source the effect its operations

have on the environment and is committed to continual

improvement, prevention of pollution and compliance with any

legislation or industry standards.

Pureprint Ltd is a Carbon / Neutral® Printing Company.

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Renewi plc – Annual Report and Accounts 2024